morrowbank.com
Creating a leader in Nordic consumer finance
and accelerating profitability
Announcement Presentation 24 March 2026
Today's agenda
morrowbank.com
Introducing the acquisition
MedMera Bank at a glance
Indicative timetable
Transaction highlights CEO Øyvind Oanes CFO Eirik Holtedahl
3
Introducing the acquisition of MedMera Bank
Transaction Acquisition of 100% of the shares in MedMera Bank, a Swedish consumer finance niche bank Estimated total consideration at closingSEK 1,960m for 100% of the share capital
Equivalent to a P/B multiple at closing of the transaction of ~1.06x and a P/E multiple for 2025 earnings (pre synergies) of ~11x1
Sources of funds
Issuance of 32,780,579 new shares to the seller amounting to SEK 392m
Equity issue of SEK ~600m
Issuance of AT1 and T2 bonds amounting to SEK ~500m
Existing excess capital ~468m Uses of funds
Cash consideration SEK 1,568m
Issuance of new shares to the seller amounting to SEK 392m
Note: 1) Calculated as MedMera Bank AB's profit before tax for 2025 of SEK 221m less standard Swedish corporate tax rate of 20.6%. 4
MedMera Bank at a glance
IntroductionMedMera Bank, founded in 2007, is a Swedish
Geographical presence100% Swedish customers
Key metricsconsumer finance niche bank, with a loan book amounting to SEK 11.3bn
Offering unsecured private loans and savings accounts
Unsecured private loans with average loan value
of SEK ~171,700
Saving accounts with deposit guarantees and fixed or variable interest rates
SEK
11.3bn
Total loan book
Portfolio size
(2025)
11.3bn
Loan book (SEK)
5.6%
10.7bn
Deposits (SEK)
1,715m
Total equity (SEK)
31.5%
MedMera Bank has ~65,700 unsecured private loans and ~72,200 savings accounts as of December 2025
MedMera Bank is a fully owned subsidiary to Kooperativa Förbundet (KF), a federation of 24 consumer-owned associations
Previously operating under the Coop brand, evolving into an independent brand in 2024
2025A
Headquartered in Stockholm, Sweden
Profitability
(2025)
Net interest margin
2.0%
Gross credit losses2
Cost to income
13.8%
Return on equity
Average # FTEs during 2025 was 54
MedMera Bank is well capitalised with an CET1 and total capital ratio of 18.9% per December 2025
Operational metrics (2025)
~72,200
No. of savings accounts
~65,700
No. of loans1
~172k
Avg. loan size (SEK)3
Note: 1) Consumer loans. 2) Credit losses divided by total loan book (gross). 3) Calculated as total loan book (gross) divided by total number of loans per 31 December 2025.
Source: Company information, Financial reports, Kooperativa Förbundet. 5
Indicative timetable
Public announcement 24 March 2026
AGM
28 April 2026
Regulatory approval by SFSA
Equity issue
Early Q3 2026 expected closing
Integration H2 2026
Public announcement
of the acquisition
Shareholder vote at annual general meeting
Regulatory approval by the Swedish Financial Supervisory Authority
Before closing of
acquisition
Completion following regulatory approval and equity issue
Integration of Morrow Bank and MedMera Bank expected in
H2 2026
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A transformational step for Morrow Bank
Gaining scale through M&A
- Solidifying Morrow Bank's Swedish presence
Excellent strategic fit with MedMera Bank's pure-play Nordic consumer finance focus
- Establishes a long-term relationship with one of Sweden's biggest retail brands - Coop
Significant synergies to be realised post acquisition
Creating tangible value for Morrow Bank shareholders
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Transaction highlights
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1 Gaining scale through M&A 2
Solidifying Morrow Bank's position
3 Excellent strategic fit
4 Long-term relationship 5
Significant synergies
6 Tangible value
Gaining scale through M&A
July 2024 SEK ~700m1
August 2024 SEK ~1.6bn2
November 2025 SEK ~640m2
Exp. early Q3 2026 SEK ~11.3bn3
Gross loans to customersDe80.0
posits from and debt to customers Profit before tax470.0
2025A, SEKbn 2025A, SEKbn 2025A, SEKm
60.0
~65%
50.0
~70%
~65%
16.9
11.3 ~28
40.0
30.0
20.0
15.7
10.7 ~26
337
221 ~559
10.0
Combined
0.0
Combined Combined
Morrow Bank grows its loan portfolio by ~65% via the acquisition of MedMera BankNote: Figures are indicative and for information purposes only. Conversion rate NOK/SEK 0.9137 as of 31 December 2025. 1) Total Swedish performing loan portfolio. 2) Total Swedish consumer loan portfolio. 3) Gross consumer loan portfolio 2025. 4) Profit before tax and appropriations.
Source: Company information, Financial reports. 9
1 Gaining scale through M&A 2
Solidifying Morrow Bank's position
3 Excellent strategic fit
4 Long-term relationship 5
Significant synergies
6 Tangible value
Solidifying Morrow Bank's Swedish presence
Sweden ~25%
of gross consumer loans
Sweden ~35%
of gross consumer loans
Listing on Nasdaq Stockholm1,
HQ moved to Stockholm, Sweden
Announcement of Morrow Bank's acquisition of MedMera Bank, Sweden ~60% of gross consumer loans
December 2023 December 2024 January 2026 March 2026
Morrow Bank geographical split Combined geographical splitGross loans to consumers, 2025A2
Non-Sweden
65%
SEK
~17bn
35%
Sweden
~26 p.p
Non-Sweden
~39%
~61%
Sweden
Net interest income, 2025A2
Non-Sweden
SEK
1.2bn
33%
Sweden
~21 p.p
Non-Sweden
~46%
SEK
~1.7bn
Sweden
67%
~54%
~60% of all loans in Morrow Bank's portfolio to become SwedishNote: Figures are indicative and for information purposes only. Conversion rate NOK/SEK 0.9137 as of 31 December 2025. 1) First day of trading on Nasdaq Stockholm was 9 January 2026. 2) All credit cards related to gross loans to consumers as well as interest income allocated to Non-Sweden.
Source: Company information, Financial reports. 10
1 Gaining scale through M&A 2
Solidifying Morrow Bank's position
3 Excellent strategic fit
4 Long-term relationship 5
Significant synergies
6 Tangible value
Excellent strategic fit with MedMera Bank's pure-play Nordic consumer finance focus
Products
Morrow Bank and MedMera Bank offer complementary products to their customers
Consumer loans ✓ ✓
Credit cards ✓ ×
Credit profile
MedMera Bank's customers yields lower loan losses and have slightly higher avg. loan amount
Customer profile
Both banks' customers are in the same employment status group, with MedMera's customers in lower risk segment
Credit losses 2025A1 Average loan amount2 Customer segment Permanent employment
4.0% SEK ~160k
Near prime
✓
3.2%
2025A weighted avg.
combined credit losses
2.0% SEK ~172k3
Prime
4
✓
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Note: 1) Gross credit losses. 2) Average gross loan amount. 3) Calculated as total loan book (gross) divided with total number of loans per 31 December 2025. 4) In addition,
self-employed individuals and pensioners. Source: Company information, Financial reports.
The strategic fit de-risks the acquisition and enables a smooth integration
1 Gaining scale through M&A 2
Solidifying Morrow Bank's position
3 Excellent strategic fit
4 Long-term relationship 5
Significant synergies
6 Tangible value
Establishes a long-term relationship with one of
Sweden's biggest retail brands - Coop
Exclusive partnership agreement between Morrow Bank and Coopwith exclusive right to use Coop's channels for distribution of Morrow Bank products
Unique distribution channelwithin one of Sweden's strongest retail brands with over 4 million Coop members, likely representing near all households in Sweden
4m members
Established brand namecreates a quality stamp and customer loyalty, together driving demand and pricing power
Membership loansoffered at discount to attract a large pool of potential customers
Proprietary membership databaseenables targeted offerings and improved credit and marketing decisions
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The partnership with Coop enables access to a large pool of potential customers
1 Gaining scale through M&A 2
Solidifying Morrow Bank's position
3 Excellent strategic fit
4 Long-term relationship 5
Significant synergies
6 Tangible value
Significant synergies to be realised post acquisition
Synergies
Total income
SEK 1,303
2025A
SEK 637m
2025A
Expected long-term upliftOPEX
SEK 350m
2025A
SEK 201m
2025A
SEK ~150m(at fully realised synergies)
C/I ratio
27%
2025A
32%
2025A
~20%(at fully realised synergies)
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Note: Figures are indicative and for information purposes only. Conversion rate NOK/SEK 0.9137 as of 31 December 2025.
Source: Company information, Financial reports.
Strong operating leverage will lead to decreasing C/I ratio over time
1 Gaining scale through M&A 2
Solidifying Morrow Bank's position
3 Excellent strategic fit
4 Long-term relationship 5
Significant synergies
6 Tangible value
Creating tangible value for Morrow Bank's shareholders
Return on target equity
12.6%
>20%
2025A 2028E
Earnings per share
SEK per share
1.03
2025A 2028E
Dividends
SEK per share
0.37
1
2025A Long term dividends
CET1 Total capital ratioCapital optimisation
Capital ratio
19.5% ~17%
15.9% ~13%
2025A 2026E2
Note: Figures are indicative and for information purposes only. Conversion rate NOK/SEK 0.9137 as of 31 December 2025. 1) Distributed in 2025, based on 2024 earnings. 2) Illustrative post equity and debt financing.
Source: Company information, Financial reports. 14
Acquisition financing
Transaction structure, SEKm
% of purchase price
20% 80%
80%
1,568
20%
392
1,960
Commentary
Acquisition primarily financed through equity, bonds, existing funds and share issue to both the share-
Financing structure, SEKm
Shares issued to seller1
392
~600
Cash Purchase price
~468 1,960
~500
holders and seller
Raising SEK ~600m in equity
Raising SEK ~500m in debt via bonds
Mimir existing funds
Morrow Bank to issue new shares to the seller amounting to SEK 392m
Shares issued to seller Equity Bonds
Morrow Bank existing funds
Total funding
Note: Figures are indicative and for information purposes only. 1) Issuance of 32,780,579 new shares to the seller
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Strong shareholder support
Shareholder commitmentsSEKm
Strong shareholder support from
existing investors
300 50
60 410
~600Commitment of SEK 410m from existing investors, including current largest shareholder Kistefos AS
Commitment of SEK 50m from
Belair AS
Commitment of SEK 60m from
other investors
Kistefos AS Management1
Other investors2
Total commitments Total equity issue
Note: Figures are indicative and for information purposes only. 1) Through Belair AS, a company controlled by Morrow Bank´s CFO Eirik Holtedahl. 2) Includes
AS Straen of SEK 54.5m and Jotelino AS of SEK 5.5m. 16
Concluding remarks
Strong strategic fit solidifying Morrow Bank's
position within Nordic consumer finance
Acquisition of MedMera Bank creates tangible
value for Morrow Bank's shareholders
In line with Morrow
Bank's financial targets
Significant synergies through economies of scale, leading to cost savings and improved earnings
Part of strategy to strengthen Swedish presence, together with the change of listing to Nasdaq Stockholm earlier this year
MedMera Bank is a landmark acquisition and a large step towards Morrow Bank's target of becoming a top 3 Nordic bank within consumer finance
Source: Company information.
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