Norwegian agrees to acquire Nordic Leisure Travel Group

16 Jun 2026 08:00 CEST

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Norwegian Air Shuttle ASA ("Norwegian") has entered into an agreement to acquire
Nordic Leisure Travel Group AB ("NLTG"), the leading hotel and leisure travel
experiences company in the Nordics. The transaction brings together
household-names and award-winning brands such as Ving, Spies, Tjäreborg,
Globetrotter and Sunclass Airlines with Norwegian and Widerøe, creating a
stronger and unique end-to-end Nordic travel player. The acquisition combines
NLTG’s expertise in packaged travel and hotels with Norwegian and Widerøe’s
existing network with 27 million passengers. Together, the combined company will
create a leading Nordic provider for leisure and business travel. For
travellers, this means a wider selection of destinations, simpler bookings, and
seamless travel.

The consideration for the acquisition is approximately SEK 7.94 billion,
comprising a cash component of SEK 3.5 billion and 300 million consideration
shares in Norwegian, based on latest 5-day average share price (VWAP) of NOK
14.95 and SEKNOK exchange rate of 1.01. In addition, up to 30 million additional
shares payable to be determined during the fourth quarter of 2026. The
transaction is supported by the largest shareholder, Geveran Trading Company Ltd
(“Geveran”). Upon closing, Strawberry Equities AS (“Strawberry”), funds managed
by Altor (“Altor”) and TDR Capital (“TDR”) will become significant shareholders
in Norwegian. The acquisition is expected to unlock substantial synergies and is
expected to be earnings accretive for Norwegian shareholders already in 2027,
improving further from 2028. Completion of the transaction is subject to
Norwegian’s Extraordinary General Meeting, regulatory approvals (including EU
competition clearance) and other customary closing conditions.

Strategic rationale
The leisure travel industry in Europe is changing rapidly, with the most
successful players generating fast-growing revenue streams from combining the
sale of flights and hotels and experiences. Norwegian and NLTG complement each
other as Norwegian is a highly efficient airline with an extensive flight
network and NLTG has a unique hotels and leisure travel offering with a limited
flight network. NLTG, through its award-winning hotels and modern digital
booking platform, offers a compelling leisure travel proposition that seamlessly
combines hotels, flights, and ancillary services, while having limited access to
airline capacity beyond its own operations. NLTG is the leader in leisure travel
in the Nordics. Together, Norwegian and NLTG see the potential to offer a wider
packaged travel experience, establishing NLTG concept hotels at its larger
destinations, and optimising NLTG’s airline operations.

"This is a milestone in Nordic travel history. Norwegian and Widerøe will still
be dedicated to offering competitive air travel for our customers. By adding
NLTG’s leading position in leisure travel to the Norwegian Group’s comprehensive
route network, we are building a better and more flexible customer offering. We
see a significant opportunity to grow hotel and holiday sales across our
existing customer base, turning every flight into a potential gateway to a full
holiday experience and unlocking meaningful additional revenue per passenger. In
addition, we create a stronger platform for growth across the Nordics, in
particular in Sweden and Denmark and through multiple travel concepts we can
drive load and booking visibility earlier in the booking windows. This
transaction will secure Nordic ownership of NLTG and deliver a more
comprehensive product for all current and new customers of Norwegian, Widerøe
and NLTG," said Geir Karlsen, CEO of Norwegian.

"I have a great passion for hotels and hotel experiences, and our ambition at
NLTG has always been to create unique hotel concepts tailored for Nordic guests.
NLTG already has an ambitious pipeline of new concept hotels planned for the
coming years, but through this partnership with Norwegian, we are unlocking a
unique opportunity to further accelerate that growth by bringing our great
concept hotels to many new destinations across Norwegian's extensive route
network. The new Norwegian Group will become one of Strawberry's largest
strategic investments, and we are committed to being a long-term owner and
active partner in its continued development and growth,” said Petter A.
Stordalen, founder and owner of Strawberry.

"We are confident that this transaction will create substantial, long-term
value. The acquisition is a strategic step that prepares our business for the
future. The transaction is backed by a unanimous board, reflecting our clear
ambition to build the leading integrated travel group in the Nordics, being the
best choice for both business and leisure travellers," said Dag Mejdell, Chair
of the Board of Directors at Norwegian.

“This is a fantastic milestone in our 70-year history, and the start of a new
era for NLTG. With Norwegian as our owner, we gain access to one of Europe's
most extensive flight networks. It gives us a completely new platform to broaden
our customer offering and reach more customers, not least when it comes to a
broader portfolio of hotels, tailored to the Nordic customer,” said Magnus
Wikner, Chief Executive Officer of NLTG.

The agreement will unite Norwegian, Widerøe and NLTG under a single ownership
structure, creating a vertically integrated travel group in the leisure and
business segments. The addition of a new hotel and leisure experience business
with its own brands will enable Norwegian, Widerøe and NLTG to develop distinct
value drivers, while benefiting from strong group coordination to unlock
synergies, optimise performance and deliver enhanced customer value. With a
combined fleet of nearly 160 aircraft, extensive tour and hotel operations, the
combined group will serve approximately 30 million customers annually. The group
will provide a comprehensive travel offering, ranging from individual flights
across Norwegian and Widerøe’s extensive route networks to complete holiday
packages with leading tour operators: Ving from Norway and Sweden, Spies from
Denmark, Tjäreborg from Finland as well as Globetrotter. Included in the
acquisition is NLTG’s profitable own concept hotels are in Spain, Greece,
Cyprus, Thailand and Türkiye which now will benefit from a steady stream of
customers from an expanded group network. NLTG will continue to operate under
its established brands following completion of the transaction. Norwegian has
high regard for the NLTG team and values the complementary competence they will
bring to the combined group. The transaction is expected to increase annual
group operating revenue by close to 50 percent.

For the last twelve-month (LTM) period ending 31 March 2026, NLTG delivered SEK
17 billion in revenues, SEK 1,024 million in adjusted EBITDA, and SEK 768
million in adjusted EBITA (SGAAP), of which approximately 65 percent of the
EBITA was contributed by the Hotels and Travel Experience business (excluding
the Sunclass airline business). NLTG had approximately SEK 1.5 billion in cash
and cash equivalents and approximately SEK 267 million in interest-bearing debt
at year-end 2025 (SGAAP).

Joint growth and synergies
Norwegian sees a clear path to grow NLTG’s revenue and profitability over the
coming years. NLTG plans to achieve this by optimising flight programs,
potentially doubling the number of successful own concept hotels, improving
volume at the existing hotel portfolio, recent and future deliveries of new and
fuel-efficient Airbus A321neo and A330neo aircraft, and implementing a range of
profit enhancing measures with effects already from 2027. Beyond this, Norwegian
also expects to create significant value by leveraging its broader network to
reach new leisure destinations, such as mainland Spain, and by connecting its
flights with Widerøe’s to offer a seamless travel experience for holiday guests.
Norwegian will also offer NLTG’s travel packages to its extensive customer base,
and plans to expand Spenn, the shared loyalty points already used by Norwegian
and Strawberry, to NLTG’s brands and concept hotels. On top of continued growth,
the profit enhancing initiatives and the realised synergies are expected to
increase the underlying operating margin by approximately 2 percent in 2027
relative to LTM March 2026, with further improvement from 2028 and beyond.

About NLTG
NLTG is a leading leisure travel operator in Sweden, Norway, Denmark, and
Finland, with a portfolio of 26 concept hotels in key sun destinations in a.o.
Spain and Greece, and a network of more than 360 destinations across over 60
countries. Its travel brands Ving, Spies, Tjäreborg and Globetrotter, alongside
the Sunwing, Sunprime and Ocean Beach Club (OBC) hotel brands are among the most
recognised household names in Nordic leisure travel. The group holds the number
one position in Sweden, Norway and Denmark and the number two position in
Finland, with strong customer recognition across all four markets.

Sunclass Airlines, NLTG’s subsidiary airline, operates a fleet of 12 medium- and
long-haul Airbus aircraft. The Sunclass, Norwegian and Widerøe networks have
limited overlap. Norwegian’s close to 390 routes are concentrated on scheduled
traffic to key destinations in the Nordics, Europe and closely adjacent
countries, while Sunclass operates to approximately 25 destinations focused on
leisure charter, enabling improved utilisation and increased coverage when
routes are coordinated within the combined group. NLTG also operates its own
travel retail platform, Airshoppen, whose strategy for further growth and
development will be strengthened in the enlarged group.

In the second quarter of 2026, NLTG has been influenced by the heightened
military escalation in the Middle East and the increased price for jet fuel but
is seeing a trajectory towards normalisation in booking of travels. NLTG’s
policy is to hedge fuel exposure in line with its booked travel. NLTG has since
last year implemented a new strategy plan which is estimated to deliver
significant growth in earnings in 2027 driven by growth, particularly within own
concept hotels and efficiency initiatives. NLTG has historically delivered SEK
1.3 to 1.5 billion in EBITA (SGAAP) and 9–10 percent EBITA margins for multiple
years prior to Covid-19. For further information on financial details, please
see the accompanying investor presentation.

Transaction details
Norwegian will acquire NLTG for an initial consideration of SEK 3.5 billion in
cash and 300 million consideration shares in Norwegian, for a total initial
consideration of approximately SEK 7.94 billion. An additional consideration of
up to 30 million further consideration shares may be issued and will be
determined according to the average share price (VWAP) for the 20 trading days
from 16 November 2026 through 11 December 2026. The cash component will be
financed through a combination of cash, bond issue and other sources to be
arranged prior to closing.

Upon closing, Strawberry, Altor and TDR will become significant shareholders in
the combined group. Strawberry and Altor will each own approximately 8.9
percent, and TDR Capital will own approximately 4.4 percent, assuming no
additional consideration shares are issued. Strawberry and Altor will be
proposed one representative each for representation in the Board of Directors.
Strawberry, Altor and TDR have agreed to a customary 180-day lock-up period for
their consideration shares after closing, subject to customary exemptions or
waiver by the Board of Directors. Norwegian has completed a comprehensive due
diligence review prior to the announcement of this acquisition.

Process, timing and further information
Completion of the transaction is subject to approval by an Extraordinary General
Meeting (“EGM”) of Norwegian, regulatory approvals (including EU competition
clearance) and other customary closing conditions. Closing is targeted during
second half of 2026. The EGM is expected to take place on or about 8 July 2026
in order to approve an authorisation of the share issuance to the Board of
Directors. Geveran has committed to vote in favour of the transaction at the
EGM. Norwegian will also consider a secondary listing in Stockholm following
closing, to build a broader Nordic shareholder base and reflect the group’s
Nordic customer footprint.

Pareto Securities is acting as financial adviser and Wikborg Rein Advokatfirma
is acting as legal adviser to Norwegian in connection with the transaction. DNB
Carnegie, a part of DNB Bank ASA, is acting as financial adviser to NLTG and its
shareholders, and Arctic Securities AS is acting as co-financial adviser, and
White & Case (lead counsel), Ro Sommernes and Thommessen (Norwegian law matters)
as legal advisers to NLTG and its shareholders.

Norwegian will host an investor and analyst call today at 11:00 CEST. Link to
the call will be available at norwegian.com/investor-relations.


For further information, please contact:
Jesper M. Hatletveit, Investor Relations at Norwegian, Tel: +47 906 64 401
Hans-Jørgen Wibstad, CFO at Norwegian, Tel: +47 916 89 661
Esben Tuman, Media Relations at Norwegian, Tel: +47 905 08 400


Fornebu, 16 June 2026
Norwegian Air Shuttle ASA


This information is considered to be inside information pursuant to the EU
Market Abuse Regulation and is subject to the disclosure requirements pursuant
to Section 5-12 of the Norwegian Securities Trading Act. This stock exchange
announcement was published by Jesper M. Hatletveit, VP Investor Relations at
Norwegian Air Shuttle ASA, on 16 June 2026 at 08:00 CEST.


Illustrative aggregated financial information
The illustrative aggregated unaudited financial information as included in the
announcement presentation as separately enclosed to this release is based on
audited consolidated financial statements for Norwegian and NLTG for the
financial year ending 31 December 2025 and 30 September 2025 respectively, and
unaudited consolidated financial statements for the last twelve months ending 31
December 2025 and 31 March 2026. The illustrative aggregated financial
information does not represent pro forma financial information as impacts such
as
among other those relating to purchase price allocation, differences in
accounting principles, adjustments related to transaction costs and impacts of
potential financing have not been taken into account. Expected potential
synergies are not included. The illustrative aggregated income statement
information and key figures have been presented as if the combined business had
been carried on in the same group from the start of 2025.

Important notice
This release is not for publication or distribution, in whole or in part,
directly or indirectly, in or into Australia, Canada, Japan or the United States
(including its territories and possessions, any state of the United States and
the District of Columbia). This release is an announcement issued pursuant to
legal information obligations for information purposes only and does not
constitute or form a part of any offer of securities for sale or a solicitation
of an offer to purchase securities of Norwegian in the United States or any
other jurisdiction. The securities of Norwegian have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended (the "U.S.
Securities Act"). The securities of Norwegian may not be offered or sold in the
United States except pursuant to an exemption from the registration requirements
of the US Securities Act. Any sale in the United States of the securities
mentioned in this communication may solely be made to "qualified institutional
buyers" as defined in Rule 144A under the U.S. Securities Act. In any EEA member
state, other than Norway, this communication is only addressed to and is only
directed at qualified investors in that Member State within the meaning of the
EU Prospectus Regulation, i.e., only to investors who lawfully can receive this
information. In the United Kingdom, this communication is directed only at
persons who are Qualified Investors and who are also: (i) investment
professionals within the meaning of Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005, as amended, or (ii) persons
falling within Article 49(2)(a) to (d) of that Order, including high net worth
companies, unincorporated associations and similar bodies. Such persons are
referred to in this communication as “Relevant Persons.” This communication is
directed only at Relevant Persons. It must not be acted on or relied on by, and
any investment or investment activity to which it relates will be available only
to, persons in the United Kingdom who are Relevant Persons. Persons who are not
Relevant Persons should not take any action on the basis of this communication
and should not rely on it.

Any contemplated offering of securities in Norwegian referred to in this release
will only be made by means of a prospectus, as per the EU Prospectus Regulation
(as implemented under Norwegian law), or any applicable exemptions from
prospectus or other registration requirements. The expression "EU Prospectus
Regulation" means Regulation (EU) 2017/1129 of the European Parliament and of
the Council of 14 June 2017 (together with any applicable implementing measures
in any EEA member state).

Matters discussed in this announcement may constitute forward-looking
statements. Forward-looking statements are statements that are not historical
facts and may be identified by words such as "anticipate", "believe",
"continue", "estimate", "expect", "intends", "may", "should", "will" and similar
expressions. The forward-looking statements in this release are based upon
various assumptions, many of which are based, in turn, upon further assumptions.
Although Norwegian believes that these assumptions were reasonable when made,
these assumptions are inherently subject to significant known and unknown risks,
uncertainties, contingencies and other important factors which are difficult or
impossible to predict and are beyond its control. Such risks, uncertainties,
contingencies and other important factors could cause actual events to differ
materially from the expectations expressed or implied in this release by such
forward-looking statements.

The information, opinions and forward-looking statements contained in this
announcement speak only as at its date and are subject to change without notice.
This announcement is made by, and is the responsibility of, Norwegian. No
advisor mentioned herein, nor any of their respective affiliates, makes any
representation as to the accuracy or completeness of this announcement and none
of them accepts any responsibility for the contents of this announcement or any
matters referred to herein. This announcement is for information purposes only
and is not to be relied upon in substitution for the exercise of independent
judgment. It is not intended as investment advice and under no circumstances is
it to be used or considered as an offer to sell, or a solicitation of an offer
to buy any securities or a recommendation to buy or sell any securities of
Norwegian. No advisor mentioned herein, nor any of their respective affiliates,
accepts any liability arising from the use of this announcement. Each of the
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disclaims any obligation or undertaking to update, review or revise any
statement contained in this announcement whether as a result of new information,
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other information may be restricted by law in certain jurisdictions. Persons
into whose possession this announcement or such other information should come
are required to inform themselves about and to observe any such restrictions.

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676265_NLTG Acquisition Investor Presentation.pdf