Telenor acquires Bahnhof to strengthen position in Sweden

“Sweden is the largest Nordic market by population and a key strategic priority for us. This transaction gives us the breadth and scale to compete more effectively and create long-term value for customers and shareholders,” says Benedicte Schilbred Fasmer, President and CEO of Telenor Group.

A stronger platform for growth

Founded in 1994, Bahnhof has built a strong and profitable fixed broadband business in Sweden, serving more than 500,000 consumer customers and approximately 15,000 enterprise customers. The company’s assets include proprietary network infrastructure, access to open networks and five colocation data centres. Combined with Telenor’s existing fixed and mobile operations in Sweden, Bahnhof adds complementary strengths in fixed broadband, enterprise services and secure infrastructure.

“Over the years, we have built Bahnhof into a customer-focused company with a trusted brand and a clear position in the Swedish market. By joining Telenor, we gain the scale to compete more effectively across both existing and new market segments”, says Jon Karlung, CEO of Bahnhof, who together with co-founder Andreas Norman will join Telenor as part of the transaction.

Strengthening Telenor's Nordic position

Telenor is the only telecom operator with significant operations in all four Nordic markets. Sweden is the largest of these markets and, to date, the market where Telenor has had the greatest opportunity to grow. This acquisition provides the platform to accelerate that growth.

“With Bahnhof, we are adding a high-quality business with a strong brand, a proven track record and operational excellence. The transaction represents an important step in delivering on our long-term strategic ambitions and strengthening our Nordic presence,” says Schilbred Fasmer.

The acquisition will increase Telenor’s consumer subscriber market share from approx. 15% to approx. 27%. Following completion, Bahnhof will continue to operate under its own brand, maintaining its established focus on privacy, security and technical expertise. Telenor intends to build on Bahnhof's market position while combining the capabilities of both organisations.

“This is an important step for Telenor in Sweden. Bahnhof brings a strong team, a loyal customer base and complementary capabilities. Together, we will be better positioned to offer competitive and relevant services to customers across Sweden,” says Jonas Edén, CEO of Telenor Sweden.

Financials and transaction structure

Bahnhof’s founders, Jon Karlung and Andreas Norman, directly and indirectly hold 50.8% of the shares and 86% of the votes, and Telenor has agreed to acquire their shares for SEK 60 per share. Telenor has also agreed to acquire the 6.7% shareholding (corresponding to 1.9% of the votes) held by Öresund Investment, the second-largest shareholder, for SEK 62 per share.

Following completion of the acquisition of the shares held by Bahnhof’s founders and Öresund Investment, Telenor will become the controlling shareholder in Bahnhof and intends, within four weeks after completion, to launch a mandatory cash offer to the remaining shareholders of Bahnhof at SEK 62 per share.

On a weighted share price basis, the transaction values Bahnhof at SEK 6.1 billion on an enterprise value basis (100%).

“The board of directors of Bahnhof is positive to the transaction and has permitted Telenor to conduct confirmatory due diligence, which has been a condition for the acquisitions and a potential subsequent mandatory cash offer to all shareholders,” says Jens Nylander, Chair of the board of directors of Bahnhof.

As of the first quarter of 2026, Bahnhof generated last-twelve-months (“LTM”) revenues of SEK 2.3 billion, LTM EBITDA of SEK 0.36 billion, and LTM free cash flow of SEK 0.24 billion. The company has minimal lease liabilities.

Telenor expects the acquisition to deliver significant synergies over time, including through upselling and cross selling across its broader product portfolio. The transaction is expected to increase annual EBITDA progressively during the first four years of ownership, averaging approximately SEK 0.7 billion per year in the period, before annual integration costs of approximately SEK 0.1 billion over the same period.

Completion of the acquisition of the shares held by Bahnhof’s founders and Öresund Investment is conditional upon receipt of necessary regulatory approvals and is expected within four to eight months.

This statement does not constitute or include a public offer under the Stock Market Self-Regulation Committee’s Takeover rules for certain trading platforms (Sw. Aktiemarknadens självregleringskommittés Takeover-regler för vissa handelsplattformar).

For further information, please contact:

Oscar J. Sperre, Investor Relations Manager, mobile +47 913 80 079
Tobias Gausemel Backe, Media contact, mobile +47 975 47 778

This information is subject to the disclosure requirements pursuant to section 5-12 of the Securities Trading Act.