Aprila Bank ASA: Offer to buy back own shares and trading update Q3 2026
2026-10-19 07:25:08
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS COMMUNICATION.
Oslo, Norway - 19 October 2026.
Aprila Bank ASA (“Aprila Bank” or the "Company") hereby launches an offer to buy back existing shares in the Company for an amount up to NOK 70 million (the "Offering"). The purpose of the Offering is to optimise the Company's capital structure by reducing its common equity tier 1 (CET1) capital. The Company has mandated Pareto Securities AS (the "Manager") to assist with the Offering.
The decision to launch the Offering is based on (i) an authorisation granted by the Company's Ordinary General Meeting on 27 April 2026, and (ii) an approval granted by the Norwegian Financial Supervisory Authority (the "Norwegian FSA") to reduce the Company's own funds by up to NOK 70 million.
Shares acquired in the Offering will be cancelled through a share capital decrease subject to approval from (i) an Extraordinary General Meeting in the Company, and (ii) the Norwegian FSA.
The Offering will be conducted as a reverse bookbuilding process in which all existing shareholders in the Company (who may legally offer shares without the requirement for any prospectus, offer document or other measures) are invited to offer shares at a price level defined by the respective selling shareholder by contacting the Manager (see contact details below).
The final purchase price per share will be set based on the sales orders received at a level representing a satisfactory price and offering volume (to be determined by the Company at its sole discretion). The final purchase price will be identical for all selling shareholders.
The reverse bookbuilding period commences today (19 October 2026) at 09:00 (CEST) and is expected to close at 16:30 (CEST) on 21 October 2026. Notification of allocation and pricing is expected to be made before 09:00 (CEST) on 22 October 2026 (T), and settlement is expected to take place on or about 26 October 2026 (T+2) on a delivery versus payment basis (DVP).
The Company may, at its sole discretion, extend or shorten the reverse bookbuilding period at any time and for any reason without notice. If the reverse bookbuilding period is extended or shortened, the other dates referred to herein might be changed accordingly.
Existing shareholders in the Company wishing to participate in the Offering can contact the Manager at +47 22 87 87 50 in order to place a sales order. Existing shareholders in the Company who would like to participate in the Offering who are not registered as clients of the Manager must establish a client relationship before participating.
In the event that the total volume offered by selling shareholders in the Offering exceeds the final offering size at or below the final purchase price, the allocation will, to the extent possible, be made on a pro rata basis based on the volume offered by each selling shareholder with the objective of treating all shareholders equally based on their indicated interest in participating in the Offering at or below the final purchase price.
The Company reserves the right, at its own discretion, to amend the final offering size, or to reject all received sales orders in the Offering. The Company may further, at its sole discretion, terminate, amend or withdraw the Offering at any time until the notification of allocation.
In connection with the Offering, Aprila Bank has decided to release a trading update for Q3 2026.
Continued strong underlying profitability:
Based on preliminary and unaudited figures, Aprila Bank delivered a pre-tax profit of NOK 21.3 million in Q3 2026, up 20% from NOK 17.8 million in Q3 2025. The increase was driven by higher total income, supported by strong lending growth over the past year, while loan losses were unchanged in absolute terms. Total income amounted to NOK 69.8 million, up 14% compared with the same quarter last year.
Adjusted for NOK 1.7 million in one-off expenses related to the redomiciliation process, underlying pre-tax profit amounted to NOK 23.0 million. This is equivalent to an annualised return on equity (“ROE”) of 21.3%.
Key Q3 2026 figures:
Gross lending reached NOK 1,775 million by the end of the quarter, up 30% year-on-year.
The cost/income ratio was 53% in the quarter and 54% for the last twelve months This includes planned one-off expenses related to the redomiciliation process.
Loan losses amounted to 2.6% of average gross lending in the quarter, and 2.1% for the last twelve months.
Pre-tax ROE was 20.0% in the quarter and 22.9% for the last twelve months.
“We finished the quarter strongly, with record monthly lending growth in September taking gross lending close to NOK 1.8 billion, up 30% year-on-year. With a pre-tax ROE of 22.9% over the last twelve months, up from 18.6% a year ago, the Company continues to demonstrate strong and improving profitability,” says Kjetil Barli, CEO of Aprila Bank.
Capital:
The total regulatory capital requirement for Aprila Bank is 21.2%, and 22.2% including Pillar 2 guidance. In October 2026, the Norwegian FSA approved a share buy-back of up to NOK 70 million. As of 30 September 2026, adjusted for the full buy-back, Aprila Bank had a total capital ratio and CET1 ratio of 30.9%. Aprila Bank will thus remain well capitalised also after a potential buy-back.
Redomiciliation progress:
As announced in connection with the publication of the interim results for Q3 2025, Aprila Bank has decided to pursue a redomiciliation to strengthen its regulatory position and enhance growth opportunities. On 20 May 2026, the Company submitted a banking license application to the Financial Market Authority of Liechtenstein (“FMA”), marking an important milestone in the Companys redomiciliation process. The redomiciliation process is expected to take up to 12 months from the date of submission of the formal license application.
Outlook:
Looking ahead, Aprila Bank remains confident that the scalability of its business model will continue to improve operating efficiency over time. While quarterly results may vary, the combination of cost control and disciplined credit management is expected to sustain a strong ROE going forward. A successful redomiciliation is expected to further enhance ROE in the medium to long term.
About Aprila Bank:
Aprila Bank offers accessible and convenient credit to small and medium-sized businesses underserved by traditional banks. The Companys business model combines proprietary data-driven underwriting, fully digital origination and servicing, and a scalable technology platform. The Company commenced operations in April 2018.
For further information, please contact:
Pareto Securities AS
+47 22 87 87 50
Kjetil S. Barli
CEO
+47 908 42 016
[email protected]
Espen Engelberg
CFO
+47 954 55 405
[email protected]
IMPORTANT NOTICE:
The Offering will be carried out in accordance with applicable laws and regulations and information pertaining to the Offering will be disclosed by way of notices on the NOTC platform.
The Offering and the distribution of this announcement and other information in connection with the Offering may be restricted by law in certain jurisdictions (including, but not limited to, the United States, Canada, Australia and Japan). None of the Company or the Manager assume any responsibility in the event there is a violation by any person of such restrictions. This includes shareholders who have changed their domicile to such jurisdictions, but which may access their VPS accounts. Persons into whose possession this announcement or relevant information should come are required to inform themselves about and to observe any such restrictions.