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ECIT AS

Quarterly Report Nov 9, 2023

3584_rns_2023-11-09_63d7f734-b784-4bcf-8606-c20485561832.pdf

Quarterly Report

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Interim Q3 Report 2023

Q3 2023

  • Q3 2023 revenue was NOK 766 million (645), representing a revenue growth of 18.6% (19.5%). Organic growth was at 1.6% (10.0%), and M&A growth was at 14.4% (11.2%).
  • Lower organic revenue growth; change in Norwegian labour law and macroeconomic conditions has affected the IT revenue growth combined with a much stronger comparable period last year. F&A business had a strong quarter, with organic revenue growth considerably exceeding last year.
  • One acquisition was completed during the third quarter. 13 companies in total have been acquired in 2023, representing annualised revenue of NOK 368 million.
  • EBITDA was NOK 118 million (99) with a margin of 15,4%& (15,3%).
  • The profit for the period is lower than last year extraordinary gains from a divestment (NOK 20m) explain last year's high profit for the quarter.
  • Increasing ownership share in subsidiaries; target of ~85% at the end of 2024 – currently at 68.8%.

Total revenue (NOKm) EBITDA (NOKm)

Q3 Q3 YTD YTD
(NOKm) 2023 2022 Growth 2023 2022 Growth
Revenue 766 645 18.6% 2,506 2,034 23.1%
EBITDA 118 99 18.5% 355 282 25.9%
EBIT 57 53 8.2% 181 135 33.6%
Profit for the period 34 45 -24.9% 124 110 12.7%
Free cash flow 73 78 -6.4% 249 174 43.3%
Adjusted diluted EPS 0.04 0.04 15.5% 0.16 0.13 26.1%
Total revenue growth 18.6% 19.5% -0.9 p.p. 23.1% 20.5% 2.6 p.p.
Organic revenue growth 1.6% 10.0% -8.3 p.p. 6.7% 7.6% -0.9 p.p.
M&A revenue growth 14.4% 11.2% 3.2 p.p. 13.2% 14.4% -1.2 p.p.
EBITDA-margin 15.4% 15.3% 0.1 p.p. 14.2% 13.9% 0.3 p.p.
EBIT-margin 7.4% 8.1% -0.7 p.p. 7.2% 6.6% 0.6 p.p.

Management Report

Compared to previous years (2021 – 2022), the overall growth picture has changed for ECIT. The IT division has been the driver of organic growth up to 1 April 2023, with F&A delivering organic growth at a lower level.

In 2023, the picture has changed as it is the F&A division that is delivering reasonable organic growth, with the IT-Division growth at a lower level.

Two specific areas are affected – IT consultants for hire are affected by a (political) change in the Norwegian labour law – and a more conservative approach (macroeconomic conditions) to IT projects is delaying or reducing revenue from (specific) IT projects among our customers.

We expect slower organic revenue development in the upcoming quarter because of the macroeconomic unrest impacting IT spending.

Increasing ownership in subsidiaries

In almost all partially owned subsidiaries, ECIT has the option to acquire the minority shares, securing up to 100% ownership.

When ECIT was listed in May 2021, it was announced that ownership shares in subsidiaries, measured 50% / 50% by revenue and EBITDA, should be increased from 55% to ~70% by the end of 2021.

This target was achieved. As of 30 September 2023, the ownership share represents 68.8%.

It is now decided to increase the ownership share in the subsidiaries to ~85%, aiming to reach this target by the end of 2024. Acquisitions completed after 30th June 2022 and future acquisitions will (for now) not be affected.

The increase in ownership is viewed as important to consolidate ECIT further.

However, this decision will not (for now) affect the ECIT acquisition model substantially – acquiring a majority stake in companies, including a call option to acquire the remaining shares after a period. As such, the ownership share might fluctuate over time depending on future acquisitions.

Financial review

Revenue for the first nine months of 2023 came out at NOK 2,506 million (2,034), representing revenue growth of 23.1% (20.5%). Organic growth accounted for 6.7% (7.6%), while acquired revenue growth was 13.2% (14.4%).

Currency development was positive by 2.6% (minus 1.6%) for the third quarter and 3.2% (minus 1.5%) year-to-date.

Even with organic growth headwind (IT), EBITDA continues to improve in Q3 2023 by 18,5%. YTD Q3 2023 EBITDA represents NOK 355 million (282) with a margin of 14.2% (13.9%).

While the Q3 2023 free cash flow of NOK 73 million (78) is lower than the same quarter last year, we have achieved a yearto-date increase of approximately 43% as of September 2023 compared to the previous year.

The adjusted diluted earnings per share (EPS) per year-to-date through September was 0.16 (0.13), reflecting an increase of more than 26%. The EPS development to last year is impacted by costs from group projects expected to be completed within 3-6 months.

The net-interest-bearing debt represents NOK 450 million (231), and the leverage ratio remains low at 0.9x (0.6x).

A new share buyback program of NOK 7.5 million was initiated on 9 November 2023.

M&A activities

So far in 2023, 13 companies have been acquired, representing NOK 368 million in annualised revenue.

In addition to acquiring Business Partner I Helsingborg AB in the third quarter, three more companies were acquired in October and November 2023: Rubic AS, Evercom AS and Elverum Regnskap AS.

Evercom AS, based in Oslo, is the largest of the three companies, specialising in audio-visual solutions for the public sector and larger organisations.

The company will strengthen ECIT's industry position and expertise within the AV sector. Evercom will be integrated into the IT division at ECIT. The company reported a revenue of NOK 112 million and had 20 employees during the fiscal year 2022.

Financial Highlights 2023

(NOKm) Q3
2023
Q3
2022
YTD
2023
YTD
2022
(NOKm) Q3
2023
Q3
2022
YTD
2023
YTD
2022
Condensed Income Statement
Revenue
766 645 2,506 2,034 Cash Flow
Operating activities
103 102 338 241
EBITDA 118 99 355 282 Free cash flow 73 78 249 174
EBIT 57 53 181 135 Investing activities -46 -90 -199 -224
Transaction and restructuring costs -2 -2 -7 -11 Financing activities -26 -41 -109 -79
Financial items, net -13 6 -19 7 Cash flow for the period 32 -28 30 -61
Profit for the period 34 45 124 110 CAPEX in % of revenue 0.7% 0.8% 0.7% 0.6%
Adjusted profit for the period 36 33 131 96 Software development in % of revenue 2.2% 1.7% 1.9% 1.8%
Profit for the period attributable to Key figures
ECIT AS' shareholders, NOKm 18 25 68 65 Total revenue growth, % 18.6% 19.5% 23.1% 20.5%
Non-controlling interests, NOKm 16 20 55 45 Total organic revenue growth, % 1.6% 10.0% 6.7% 7.6%
ECIT AS' shareholders, % 53.2% 55.6% 55.3% 59.0% Total M&A revenue growth, % 14.4% 11.2% 13.2% 14.4%
Non-controlling interests, % 46.8% 44.4% 44.7% 41.0% Total currency impact, % 2.6% -1.6% 3.2% -1.5%
EBITDA margin, % 15.4% 15.3% 14.2% 13.9%
Financial position EBIT margin, % 7.4% 8.1% 7.2% 6.6%
Total assets 3,490 2,773 Effective tax rate, % 23.1% 22.6% 23.4% 22.3%
ECIT shareholders' share of equity 1,358 1,266 Avg. majority share, % 68.8% 67.9%
Non-controlling interest 444 233
Net working capital -117 -77 Other financial ratios
Net Interest-bearing debt ex. IFRS 16 196 38 Recurring & repeat revenue share 79% 77%
Net interest-bearing debt (NIBD) 450 231 Proforma revenue, last 12 months 3,478 2,760
Net debt to EBITDA (Leverage ratio) 0.9x 0.6x Proforma EBITDA, last 12 months 510 407
Solvency ratio, % 51.6% 54.1% Proforma EBITDA-%, last 12 months 14.7% 14.7%
Stock-related key figures ESG Data
Diluted EPS, NOK 0.04 0.06 0.15 0.15 Full-time workforce (FTEs) 2,554 2,240
Adjusted diluted EPS, NOK 0.04 0.04 0.16 0.13 Gender diversity (F/M) 62%/38% 58%/42%
Total number of shares issued ('000) 452,853 452,050 Gender diversity, managerial (F/M) 51%/49% 54%/46%
Total number of treasury shares ('000) 1,650 1,850 Employee engagement score (EES) 83 83

Notes:

EBITDA is shown before transaction and restructuring costs.

Recognised income/expenses related to earn-out assessment is excluded in the adjusted profit for the year, see the definition segment for further details. For definitions of APM's and other ratios, please refer to the section "Definition of Financial Highlights and Ratios".

Financial Review – Group Performance

Results for the period

In the first nine months of 2023, ECIT achieved a revenue growth of 23.1% (20.5%) with a total group revenue of NOK 2,506 million (2,034). Organic growth was 6.7% (7.6%), and acquired growth was 13.2% (14.4%). Currency effects affected revenue growth by 3.2% (minus 1.5%).

The acquired revenue growth of 13.2% is a result of both last year's acquisitions and the eight acquisitions completed during the first nine months of 2023.

ECIT operates in 10 countries, whereas Norway is the most significant contributor to revenue, representing approx. 65% (67%). The second largest country is Sweden, representing approx. 15% (16%).

EBITDA before transaction and restructuring costs came out at NOK 355 million in the first nine months of 2023 (282), reflecting a 26% increase.

EBIT came out at NOK 181 million (135), representing an increase of 34%.

The profit for the period stands at NOK 124 million (110). When we exclude one-off items, the profit for the period amounts to NOK 131 million, compared to NOK 96 million last year. The sales of the associated company Cloud Connection AS and subsidiary ECIT Invent AS impacted last year's figures by positive NOK 25 million.

The adjusted diluted earnings per share, with one-off items excluded, amount to NOK 0.16 (0.13). Cash flow summary

(NOKm) YTD
2023
YTD
2022
Profit for the period 124 110
Transaction & restructuring costs
Divestment profit
One-off items, total
7
0
7
11
-25
-13
Adjusted profit for the period 131 96
Attributeable to:
Shareholders in ECIT AS, NOKm
Non-controlling interests, NOKm
Shareholders in ECIT AS, %
Non-controlling interests, %
75
56
57.2%
42.8%
58
39
60.1%
39.9%
Diluted EPS, NOK 1
Adj. diluted EPS, NOK 1
0.15
0.16
0.15
0.13
(NOKm) YTD
2023
YTD
2022
Cash flow from operations
Cash flow from investing
Cash flow from financing
338
-199
-109
241
-224
-79
Cash flow for the period 30 -61
Cash flow from operations 338 241
Transaction & restructuring costs
Net investments, tangible assets
Repayment of lease liabilities
Free cash flow
7
-17
-79
249
11
-13
-66
174

Cash flow from operating activities in the first nine months of 2023 came out at NOK 338 million, compared to NOK 241 million in 2022, representing an increase of 40%.

The growth is primarily driven by an increase in earnings and a positive development in the change in net working capital. The change in net working capital can fluctuate between quarters due to the timing of customer invoicing.

Cash flow from investing activities amounted to NOK 199 million in the first nine months, compared to NOK 224 million in 2022. The investing activities were mainly impacted by the number of acquisitions completed during 2023, with Dataplan Group as the biggest. Investment in subsidiaries accounted for NOK 21 million in the third quarter of 2023 and NOK 117 million year-to-date in 2023.

Free cash flow, adjusted for transaction & restructuring costs, net investments in tangible assets, and lease payments, amounted to NOK 249 million in the first nine months of 2023 (174). The positive development in free cash flow can mainly be attributed to the improved operating cash flow and a favorable trend in the change of net working capital.

Cash from financing activities was negative by NOK 109 million in the first nine months of 2023, compared to negative 79 million last year. The financing activities were mainly impacted by the cash outflow of dividends during 2023.

Capital structure & finances

ECIT shareholder's share of equity

On 30 September 2023, ECIT AS shareholders' equity share was NOK 1,358 million (1,266).

ECIT's portfolio of treasury shares was 1,650,316 shares on 30 September 2023 (1,849,984).

On 14 March 2023, a share buy-back program was initiated and ended on 8 May 2023. A total of 43,575 shares have been bought at an average price of NOK 7.53 (rounded).

On 10 May 2023, a second share buy-back program was initiated and ended on 23 August 2023. A total of 1,525,911 shares have been bought at an average price of NOK 8.19 (rounded).

On 24 August 2023, a third share buy-back program was initiated and ended on 7 November 2023. A total of 1,144,944 shares have been bought at an average price of NOK 8.16 (rounded).

A new share buyback program has been announced and will run from 9 November 2023 until, at the latest, 26 February 2024. During this period, ECIT AS will buy treasury shares up to a maximum of NOK 7.5 million.

A company announcement of all transactions under the program will be published every 10th day after commencement and at the end of the program.

The ordinary annual dividend for 2022 was NOK 0.04 per share and was paid out to the shareholders in April 2023.

Net interest-bearing debt ('NIBD')

As of 30 September 2023, the net interest-bearing debt amounts to NOK 450 million, compared to NOK 231 million last year.

The financial gearing ratio (NIBD/EBITDA) is 0.9x per 30 September 2023, compared to 0.6x last year.

Leasing liabilities (IFRS16 lease accounting) have a material impact on the financial liabilities of ECIT and consist mainly of office rentals.

ECIT has the option to acquire the minority shares in its partly owned subsidiaries within an agreed period. Most options can be utilised at a price based on last year's EBITDA multiplied by a fixed factor.

The minority option obligation (i.e., the price to exercise all options to 100%) as of 30 September 2023 is estimated to be NOK ~600 million compared to NOK ~460 million as of 31 December 2022.

Credit facility

As of 30 September 2023, NOK 435 million (287) of the credit facility has been utilised, leaving an undrawn balance of NOK 315 million (463).

The leasing facility has been utilised for NOK 9 million (10); the total available amount is NOK 41 million (40).

(NOKm) YTD
2023
YTD
2022
Revolving facility gross 750 750
Revolving facility utilised -435 -287
Net revolving facility available 315 463
Leasing facility gross 50 50
Leasing facility utilised -9 -10
Net leasing facility available 41 40

F&A Division Highlights

Our F&A division delivered good results in Q3 2023 with positive development in organic revenue growth and improved EBITDA margins compared to last year.

Despite macroeconomic headwinds, we see good demand for our services in the F&A division. Growth is satisfactory, driven by high organic growth through up-sales and new customers, as well as growth from acquisition activities.

Payroll Services are a strategic focus area for the F&A division. We are witnessing increased demand, especially from midsized to larger companies looking to outsource their Payroll Administration across all significant markets.

During the first 11 months of 2023, five companies have been acquired, representing NOK 98 million in annualised revenue (2022)

  • ECIT Virtus ehf marks our entry into the Icelandic F&A market.
  • Progresso AS, Dataplan Group, Elverum Regnskap AS have strengthened our local presence in Norway and added industry knowledge in various areas.
  • ECIT Sustainability AS strengthens ECIT's competence and customer deliveries within sustainability consultancy and reporting.

(NOKm) Q3
2023
2023
%
Q3
2022
2022
%
YTD
2023
2023
%
YTD
2022
2022
%
Revenue growth 28.0% 9.5% 29.6% 16.3%
EBITDA growth 36.3% 1.6% 37.5% 14.3%
Revenue 436 100% 340 100% 1,468 100% 1,133 100%
COGS -38 8.8% -27 8.0% -130 8.9% -94 8.3%
Gross Profit 398 91.2% 313 92.0% 1,338 91.1% 1,039 91.7%
Personnel expenses -277 63.6% -218 64.1% -921 62.8% -699 61.7%
Other operating costs -48 11.1% -42 12.3% -163 11.1% -154 13.6%
EBITDA 72 16.5% 53 15.5% 253 17.2% 184 16.2%
EBITDA-% 16.5% 15.5% 17.2% 16.2%

IT Division Highlights

The IT division delivered total revenue of NOK 323 million (309) for the third quarter and NOK 1,028 million (903) for the first nine months of 2023.

Macroeconomic uncertainty has led to lower IT revenue growth. We experience increased pressure on IT spending in the business areas IT consultancy and hardware project revenue. That, combined with exceptionally high growth in the same period last year, is impacting the organic revenue growth rate downwards in Q3 2023.

EBITDA was NOK 49 million (46) for the third quarter representing a margin of 15.2% (14.9%). Year-to-date, EBITDA was NOK 128m (107) with a margin of 12.4% (11.8%).

The development in EBITDA and margins are in line with management expectations.

Two companies have been acquired in the period from July to November:

  • BusinessPartner I Helsingborg AB adds IT Consulting to our service delivery in Sweden.
  • Evercom AS strengthens the industry position and competence base in ECIT within the AV industry.

(NOKm) Q3
2023
2023
%
Q3
2022
2022
%
YTD
2023
2023
%
YTD
2022
2022
%
Total revenue growth 4.1% 31.4% 13.7% 19.8%
Total EBITDA growth 6.0% 32.4% 19.3% 28.1%
Revenue 323 100% 309 100% 1,028 100% 903 100%
COGS -106 32.9% -108 35.0% -342 33.3% -295 32.7%
Gross Profit 216 67.1% 201 65.0% 686 66.7% 607 67.2%
Personnel expenses -139 42.9% -131 42.4% -474 46.1% -434 48.0%
Other operating costs -28 8.8% -24 7.7% -84 8.2% -66 7.3%
EBITDA 49 15.2% 46 14.9% 128 12.4% 107 11.8%
EBITDA-% 15.2% 14.9% 12.4% 11.8%

Note: Personnel expenses include cost to external consultants

XX | ECIT Annual Report 2022 7 | ECIT Interim Q3 2023

Tech Division Highlights

The Tech division continues to grow at a reasonable pace.

Revenue for the quarter was NOK 40 million (29), representing a growth rate of 43% (~39%). Year-to-date September revenue amounted to 112 million (90), resulting in a growth rate of almost 25% (~89%). The high revenue growth last year is attributed to M&A activity.

Annual recurring revenue, which measures only software revenue, has increased by 24.9%.

The revenue growth is mainly coming from increased demand for software solutions and steady growth within our accounting and payroll software services.

During the first 11 months of the year, we have added software products to the Tech portfolio, including:

  • ESG Trackr AS software for measuring and reporting in the sustainability area.
  • Kreatif AS specialises in headless e-commerce within B2B and B2C.
  • Touch Soft (part of Dataplan Group) Point of sale (POS) technology.

(NOKm) Q3 2023 Q3 2022 YTD 2023 YTD 2022
2023 % 2022 % 2023 % 2022 %
Total revenue growth 38.8% 43.0% 24.7% 88.7%
Total EBITDA growth n/a n/a n/a n/a
Revenue 40 100% 29 100% 112 100% 90 100%
COGS -7 17.5% -4 15.2% -22 19.3% -16 17.4%
Gross Profit 33 82.5% 24 84.8% 90 80.7% 74 82.6%
Personnel expenses -18 44.8% -13 46.9% -59 52.8% -48 53.3%
Other operating costs -10 26.1% -7 24.0% -26 23.6% -21 24.0%
EBITDA 5 11.7% 4 14.0% 5 4.3% 5 5.3%
Capitalized software 17 -42.9% 9 -31.6% 47 -41.7% 36 -40.1%
EBITDA-% 11.7% 14.0% 4.3% -5.3%

Note: ARR = Annual recurring revenue (ARR) refers to revenue, normalised on an annual basis

Shareholder Information

Share capital

As of 30 September 2023, the total share capital consists of 452,852,873 shares with a nominal value of NOK 1 each. There are three share classes, with the B-shares traded on the Euronext Growth stock exchange.

Treasury shares

A total of 3,654,314 treasury shares were sold during the first nine months of 2023.

A total of 2,567,462 treasury shares were acquired during the first nine months of 2023.

On 30 September 2023, 1,650,316 shares were held as treasury shares, corresponding to <0.4% of the share capital.

Incentive scheme

The share-based incentive scheme continues in Q3 of 2023, and warrants have been granted to the employees, management, and board members.

During the first nine months of 2023, costs related to the incentive scheme amounted to NOK 3.7 million.

An additional share-based incentive scheme was approved at the Annual General Meeting in March 2023. Most warrants were granted to employees, management, and board members in July and September 2023.

Shareholders

Our shareholders are mainly located in the Nordic countries, with 59% of them being in Norway.

More than 60% of the shares are still owned by employees and management, with the top management representing 21% and employees and partners accounting for over 41%.

As of the time of publication of this annual report, ECIT AS has no majority shareholders. Peter Lauring holds 49.9% of the voting shares of the Group.

Financial calendar

The financial calendar for 2023/24 is as follows:

Event Date
Interim financial report Q3 2023 9 November 2023
Annual Report 2023 28 February 2024
Annual General Meeting 21 March 2024
Interim financial report Q1 2024 8 May 2024
Interim financial report H1 2024 22 August 2024
Interim financial report Q3 2024 7 November 2024

Shareholders per country

Condensed Consolidated Interim Financial Statements

(NOKm) Note 2023 2022 2023 2022
Revenue
COGS
Gross Profit
2.1 766
-136
630
645
-126
519
2,506
-457
2,049
2,034
-385
1,648
Personnel expenses
Other operating costs
Operating profit before amortisation,
depreciation and restructuring &
-459
-54
-376
-45
-1,510
-184
-1,222
-144
transaction costs (EBITDA) 118 99 355 282
Restructuring & transaction costs
Operating profit before amortisations
2.2 -2 -2 -7 -11
and depreciations 116 96 348 271
Amortisations and depreciations
Operating profit (EBIT)
2.3 -59
57
-44
53
-167
181
-135
135
Share of profit or loss of associates
accounted for using the equity method
Financial income
2.4 -1
4
-1
20
1
18
1
36
Financial expenses
Profit before tax
2.4 -16
44
-13
58
-38
162
-30
141
Tax on profit for the period
Profit for the period
2.5 -10
34
-13
45
-38
124
-31
110
Attributable to:
Shareholders in ECIT AS
Non-controlling interests
18
16
25
20
68
55
65
45

Income Statement Statement of Other Q3 Q3 YTD YTD Comprehensive Income

Q3 Q3 YTD YTD
(NOKm) Note 2023 2022 2023 2022
Profit for the period 34 45 124 110
Items that may be reclassified to the
income statement:
Foreign exchange adjustments of
subsidiaries -17 6 23 15
Value adjustments of hedging instruments 2 2 6 2
Other comprehensive income -16 8 29 16
Total comprehensive income
Attributable to:
18 53 153 126
Shareholders in ECIT AS 4 32 95 78
Non-controlling interests 14 21 58 48
Q3 Q3 YTD YTD
Note 2023 2022 2023 2022
Earnings per share
Earnings per share (NOK)
3.2 0.04 0.06 0.15 0.14
Diluted earnings per share (NOK) 3.2 0.04 0.06 0.15 0.15
Adjusted earnings per share
Adjusted earnings per share (NOK) 3.2 0.04 0.04 0.17 0.13
Adjusted diluted earnings per share (NOK) 3.2 0.04 0.04 0.16 0.13

Cash Flow Statement

Q3 Q3 YTD YTD Q3 Q3 YTD YTD
(NOKm) Note 2023 2022 2023 2022 (NOKm)
Note
2023 2022 2023 2022
Profit before tax 44 58 162 141 Cash flow from operating and investing
activities (A+B)
58 12 138 17
Amortizations & Depreciations 59 44 167 135
Restructuring & transaction costs 2 2 7 11 Repayment of lease liabilities -28 -21 -79 -66
Fair value adjustment of a contigent consideration 0 0 0 0 Loans and credit facilities 28 -5 118 81
Financial income -3 -19 -19 -37 Interest received 2 4 6 8
Financial expenses 16 13 38 30 Interest paid -10 -9 -26 -20
Capital increase 0 0 0 0
Operating profit before amortisation, Sale and purchase of treasury shares -10 -5 -21 -5
depreciation and restructuring & Transactions with minorities 0 -3 8 9
transaction costs (EBITDA) 118 99 355 282 Dividends distributed -8 -2 -114 -85
Cash flow from financing activities -26 -41 -109 -79
Restructuring & transaction costs -2 -2 -7 -11
Corporation tax, paid -12 -6 -49 -41 Cash flow for the period 32 -28 30 -61
Change in net working capital (NWC) 0 11 39 14
Cash flow from operating activities (A) 103 102 338 241 Cash and cash equivalents 1 January 188 234 183 265
Cash flow for the period 32 -28 30 -61
Investments in tangible assets -5 -5 -17 -13 Currency translation adjustments -3 1 5 3
Investments in software -17 -12 -47 -36 Cash and cash equivalents end of period 218 207 218 207
Investments in subsidiaries 4.1 -21 -62 -117 -175
Proceeds from sale of subsidiaries 0 14 0 14
Investments in other activities -3 -23 -24 -25
Proceeds from sale of other financial instruments 0 0 2 15
Change in other financial assets 1 -1 4 -4
Cash flow from investing activities (B) -46 -90 -199 -224

Balance Sheet

(NOKm)
Note
2023
2022
2022
(NOKm)
Note
2023
2022
2022
Share capital
3.1
453
452
452
Goodwill
1,526
1,134
1,279
Treasury shares
-2
-2
-3
Customer contracts
398
354
386
Reserves and retained earnings
907
816
839
Software
168
134
147
ECIT AS shareholders share of equity
1,358
1,266
1,288
Total non-current intangible assets
2,091
1,622
1,811
Non-controlling interest
444
233
364
Land, buildings and equipment
60
44
48
Total equity
1,802
1,500
1,652
Right-of-use assets
245
183
217
Total non-current tangible assest
304
227
266
Lease liabilities
3.3
156
121
145
Borrowings
3.3
475
296
350
Other financial assets
132
93
96
Provisions
44
31
39
Other receivables, interest bearing
53
43
50
Other non-current liabilites
3
4
4
Other receivables
15
13
7
Deferred tax liabilities
104
77
84
Deferred tax assets
48
29
38
Total non-current liabilities
782
529
623
Total non-current financial assets
248
178
191
Total non-current assets
2,644
2,027
2,268
Lease liabilities
3.3
98
71
80
Borrowings (interest bearing)
3.3
5
11
17
Inventories
17
12
12
Provisions
29
18
23
Trade receivables
409
343
407
Tax payables
56
61
68
Tax receivables
16
18
24
Trade payables
148
120
142
Other receivables, interest bearing
13
18
11
Deferred income
64
60
49
Other receivables
173
148
141
Dividend
2
4
1
Cash and cash equivalents
218
207
183
Other current liabilites
503
399
391
Total current assets
846
746
778
Total current liabilities
906
745
770
Total equity and liabilities
3,490
2,773
3,045
Total assets
3,490
2,773
3,045
30 SEP 30 SEP 31 DEC 30 SEP 30 SEP 31 DEC

Statement of Changes in Equity 2023

(NOKm) Share Capital Not reg.
Capital
increase
Share
premium
Other
reserves
Retained
earnings
Total Non
controlling
interests
Total equity
Equity at 1 January 452 6 769 5 57 1,288 364 1,652
Profit for the period 0 0 0 0 68 68 55 124
Net exchange differences recognized in OCI 0 0 0 20 0 20 2 23
Value adjustments of hedging instruments 0 0 0 6 0 6 0 6
Other comprehensive income 0 0 0 27 0 27 2 29
Total comprehensive income 0 0 0 27 68 95 58 153
Transactions with shareholders:
Capital increase registered 1 -6 6 0 0 0 0 0
Dividends distributed 0 0 0 0 -18 -18 -96 -114
Sale and purchase of treasury shares 0 0 0 1 8 9 0 9
Addition of non-controlling interests 0 0 0 0 0 0 128 128
Transactions of shares with non-controlling interests 0 0 0 0 -10 -10 -10 -21
Share-based payments 0 0 0 0 4 4 0 4
Other adjustments 0 0 -1 0 -2 -3 0 -3
Total transactions with shareholders 1 -6 5 1 -26 -26 22 -4
Equity at 30 September 453 0 774 32 99 1,358 444 1,802

Statement of Changes in Equity 2022

(NOKm) Share Capital Not reg.
Capital
increase
Share
premium
Other
reserves
Retained
earnings
Total Non
controlling
interests
Total equity
Equity at 1 January 445 12 723 4 33 1,217 223 1,440
Profit for the period 0 0 0 0 65 65 45 110
Net exchange differences recognized in OCI 0 0 0 0 13 13 1 15
Value adjustments of hedging instruments 0 0 0 2 0 2 0 2
Other comprehensive income 0 0 0 2 13 15 1 16
Total comprehensive income 0 0 0 2 78 80 47 126
Transactions with shareholders:
Capital increase registered 7 -12 46 0 0 40 0 40
Capital increase approved not registered 0 0 0 0 0 0 0 0
Dividends distributed 0 0 0 0 -18 -18 -75 -93
Sale and purchase of treasury shares 0 0 0 -1 -4 -5 0 -5
Addition of non-controlling interests 0 0 0 0 0 0 37 37
Transactions of shares with non-controlling interests 0 0 0 0 -40 -40 7 -34
Other adjustments 0 0 0 0 -7 -7 -6 -12
Total transactions with shareholders 7 -12 46 -1 -69 -30 -37 -66
Equity at 30 September 452 0 768 5 42 1,266 233 1,500

Notes to the Condensed Consolidated Financial Statements

1. Basis for Preparation

This section provides an overview of the financial accounting policies and key accounting estimates applied in the preparation of the Group's consolidated interim financial statements.

ECIT AS is a limited liability company registered in Norway. The Group's head office is at Rolfsbuktveien 4A, NO-1364 Fornebu, Norway. The Group's activities include accounting, payroll, financial advisory, IT and Tech sales and services, and debt collection services (other).

The interim condensed consolidated financial statements for the nine months ended 30 September 2023, which have been prepared in accordance with IAS 34 Interim Financial Reporting.

The Group has prepared the financial statements on the basis that it will continue to operate as a going concern. The Directors consider that there are no material uncertainties that may cast significant doubt over this assumption. After careful evaluation, they have determined that the Group has adequate resources to continue operating for the foreseeable future, and not less than 12 months from the end of the reporting period.

The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's annual consolidated financial statements as of 31 December 2022.

The interim condensed consolidated financial statements were authorised for issue by the board of directors on 8 November 2023. The statements are unaudited.

1.1 Accounting policies, estimates, and judgments

The condensed consolidated interim financial statements for the period 1 January – 30 September 2023 comprise the consolidated financial statements of the subsidiaries controlled by the parent company (the Group).

The financial statements apply principles based on historical cost, with the exception of liabilities related to contingent consideration for acquisitions that are measured at fair value. If specific valuation techniques and inputs are used, these are disclosed under each relevant chapter and sub-chapter.

The consolidated financial statements are prepared based on uniform accounting policies for equivalent transactions and events in otherwise similar circumstances. The ECIT Annual Report 2022 provides a full description of the Group's accounting policies.

2. Profit for the period

2.1 Segments information

2.1.1 Segments information Q3

Q3 2023 Q3 2022
F&A IT Tech Group F&A IT Tech Group
(NOKm) Division Division Division & Elim. Total Division Division Division & Elim. Total
Revenue 436 323 40 -32 766 340 309 29 -32 645
COGS -38 -106 -7 15 -136 -27 -108 -4 14 -126
Gross Profit 398 216 33 -17 630 313 201 24 -19 519
Personnel expenses -277 -139 -18 -25 -459 -218 -131 -13 -13 -376
Other operating costs -48 -28 -10 33 -54 -42 -24 -7 27 -45
Operating profit before amortisation, depreciation and
restructuring & transaction costs (EBITDA)
72 49 5 -8 118 53 46 4 -4 99
Total revenue growth
EBITDA-%
28.0%
16.5%
4.1%
15.2%
38.8%
11.7%
-15.3%
-23.5%
18.6%
15.4%
9.5%
15.5%
31.4%
14.9%
43.0%
14.0%
-19.6%
-12.4%
19.5%
15.3%
Non-current assets 1,081 685 408 470 2,644 870 460 313 383 2,027
Q3 2023 Q3 2022
(NOKm) Norway Sweden Denmark Other Total Norway Sweden Denmark Other Total
Revenue
Operating profit before amortisation, depreciation and
492 108 125 41 766 430 98 89 28 645
restructuring & transaction costs (EBITDA) 69 14 26 9 118 61 13 18 7 99
Non-current assets 1,939 212 377 116 2,644 1,472 203 262 90 2,027

2.1.1 Segments information YTD

YTD 2023 YTD 2022
F&A IT Tech Group F&A IT Tech Group
(NOKm) Division Division Division & Elim. Total Division Division Division & Elim. Total
Revenue 1,468 1,028 112 -102 2,506 1,133 903 90 -92 2,034
COGS -130 -342 -22 37 -457 -94 -295 -16 20 -385
Gross Profit 1,338 686 90 -65 2,049 1,039 607 74 -72 1,648
Personnel expenses -921 -474 -59 -56 -1,510 -699 -434 -48 -42 -1,222
Other operating costs -163 -84 -26 90 -184 -154 -66 -21 98 -144
Operating profit before amortisation, depreciation and
restructuring & transaction costs (EBITDA) 253 128 5 -31 355 184 107 5 -14 282
Total revenue growth 29.6% 13.7% 24.7% -12.3% 23.1% 16.3% 19.8% 88.7% -8.3% 20.5%
EBITDA-% 17.2% 12.4% 4.3% -30.1% 14.2% 16.2% 11.8% 5.3% -15.3% 13.9%
Non-current assets 1,081 685 408 470 2,644 870 460 313 383 2,027
YTD 2023 YTD 2022
(NOKm) Norway Sweden Denmark Other Total Norway Sweden Denmark Other Total
Revenue
Operating profit before amortisation, depreciation and
1,635 375 381 115 2,506 1,356 326 270 82 2,034
restructuring & transaction costs (EBITDA) 206 58 68 23 355 174 51 44 14 282
Non-current assets 1,939 212 377 116 2,644 1,472 203 262 90 2,027

2.2 Restructuring & transaction costs

Restructuring and transaction costs are used in connection with the presentation of profit or loss for the year to distinguish consolidated operating profit from items, which by their nature are not related to the Group's ordinary operations or investment in future activities.

(NOKm) Q3 Q3 YTD YTD
2023 2022 2023 2022
Transactions costs 2 1 6 10
Restructuring costs 0 1 1 1
Total 2 2 7 11

Restructuring & transaction costs comprise:

  • Transaction costs relating to the acquisition and divestment of enterprises.
  • Restructuring costs, relating to fundamental structural, procedural, and managerial reorganisations as well as any related gains or losses on disposals.

Transaction costs are costs relating to the acquisition of companies that cannot be capitalised together with the shares. This applies to both completed and uncompleted acquisitions.

Restructuring costs consist mainly of one-time expenses relating to employee termination.

Management judgments and estimates

In the classification of restructuring and transaction costs, judgment is applied to ensure that only items not associated with the ordinary operations of the Group are included.

2.3 Amortisation and depreciation

Amortisation and depreciation related to the following fixed assets in the balance sheet:

(NOKm) Q3 Q3 YTD YTD
2023 2022 2023 2022
Research & Development 9 6 24 19
Customer contracts 17 10 48 39
Fixed tangible assets 8 6 21 16
Right-of-use assets 26 22 74 61
Total 59 44 167 135

2.4 Financial items

Financial income and expenses comprise interest income and expenses, realised and non-realised capital gains/losses on transactions in foreign currency, amortisation of financial assets and liabilities, etc.

(NOKm) Q3
2023
Q3
2022
YTD
2023
YTD
2022
Financial income:
Interest income 2 4 7 7
Exchange rate income 1 2 12 4
Gain on divestments 0 14 0 25
Other financial income 1 1 0 0
Total Financial Income 4 20 18 36
Financial expenses:
Interest expense -10 -10 -26 -21
Exchange rate expense -6 -3 -10 -8
Other financial expenses -1 0 -2 -1
Total Financial Expenses -16 -13 -38 -30

2.5 Tax

Tax for the period

Current tax payable and receivable is recognised in the balance sheet as tax calculated on the taxable income for the year adjusted for tax on taxable income for previous years and for prepaid tax.

(NOKm) Q3
2023
Q3
2022
YTD
2023
YTD
2022
Profit before tax 43.8 57.9 161.6 141.2
Calculated tax on profit for the period 9.6 12.7 35.5 31.1
Tax effect of:
Adjustment of calculated tax in foreign
group enterprises relative to 22.0% -0.2 -0.2 -0.7 -0.5
Non-deductible expenses/non-taxable
income 0.7 0.3 1.9 0.9
Non-deductible losses/non-taxable gain on
shares 0.0 -3.4 0.0 -5.6
Temporary differences, net -3.1 3.1 0.0 5.3
Other tax adjustments 3.0 0.5 1.1 0.4
Tax of the period 10.1 13.1 37.8 31.4
Effective tax rate 23.1% 22.6% 23.4% 22.3%

3. Capital and financial risk

3.1 Equity

ECIT AS is owned through a multiple-share class structure.

Peter Lauring, the CEO and Founder, is the largest owner holding 9.4% of the economic interest and 49.9% of the voting rights through CGL Holding AS and CGL Holding II AS.

3.2 Earnings per share

Earnings per share (EPS) is calculated according to IAS 33.

(NOKm) Q3
2023
Q3
2022
YTD
2023
YTD
2022
Profit of the year 34 45 124 110
Non-controlling interests' share of
consolidated profit for the year
16 20 55 45
ECIT AS shareholders' share of profit
for the year
18 25 68 65
('000 shares)
Total average number of shares
Average number of treasury shares
Average number of warrants
452,853
-1,112
7,866
450,190
-1,818
0
452,452
-2,194
5,472
448,753
-1,514
0
Diluted average number of shares in
circulation
461,257 448,372 457,381 447,238
Earnings per share, NOK 1
Diluted earnings per share, NOK 1
0.04
0.04
0.06
0.06
0.15
0.15
0.14
0.15

3.3 Net interest-bearing debt

The net interest-bearing debt amounts to NOK 450 million as of 30 September 2023, compared to a net debt balance of NOK 231 million last year.

(NOKm) YTD
2023
YTD
2022
Borrowings 480 307
Lease liabilities 254 194
Total interest bearing liabilities 734 501
Interest bearing receivables 66 62
Cash and cash equivalents 218 207
Total interest bearing assets 284 269
Net debt / Net cash (-) 450 231
EBITDA, LTM 510 407
Debt leverage 0.9x 0.6x

3.4 Events after the reporting period

With reference to company announcement no. 189, Rubic AS became a part of ECIT on 4 October 2023. ECIT has acquired 56.27% of Rubic AS.

With reference to company announcement no. 195, Evercom AS became a part of ECIT on 27 October 2023. ECIT has acquired 50.1% of Evercom AS.

With reference to company announcement no. 198, Elverum Regnskap AS became a part of ECIT on 2 November 2023. ECIT has acquired 50.1% of Elverum RegnskapAS.

With reference to company announcement No. 200, ECIT has announced a new share buyback program that will run from 8 November 2023 until the end of trading on Euronext Growth on 26 February 2024, both days inclusive. During the period, ECIT AS will buy treasury shares up to a maximum of NOK 7.5 million.

4. Composition of the Group

4.1 Acquisitions during Q3 2023

During the first nine months of 2023, ECIT has made ten acquisitions within all three divisions.

For more information about the acquisition, please refer to our ECIT homepage (investor relations).

(NOKm) Revenue
FY 2022
Revenue
YTD 2023 YTD 2023
PAT FTE
Progresso AS, Norway, F&A 19 15 4 9
ECIT Virtus ehf, Iceland, F&A 18 17 2 15
Micropartner A/S, Denmark, IT 18 16 -1 6
Dataplan Group, Norway, F&A, IT & Tech 91 85 4 79
ITsjefen AS, Norway, IT 50 41 2 19
Kovert AS, Norway, IT 5 3 -1 6
Kreatif AS, Norway, Tech 12 8 0 11
ECIT Sustainability AS, Norway, F&A 0 0 -1 0
BusinessPartner i Helsingborg AB,
Sweden, IT 14 13 0 13
Total acquired subsidiaries 227 198 9 158
ESG Trackr AS, Norway, Tech 0 0 0 0
Total associated companies 0 0 0 0

Net investments in subsidiaries

The acquisitions have been paid partly with cash and partly with shares through treasury shares.

Q3 Q3 YTD YTD
(NOKm) 2023 2022 2023 2022
Cash payment -20 -70 -148 -186
Sales of subsidiaries 0 14 0 14
Paid earn out obligation -2 -2 -3 -6
Majority share of cash 0 10 33 17
Net investment in subsidairies -21 -48 -117 -161
New subsidiaries:
Cash payment -8 -70 -129 -186
Share payment -1 -1 -21 -1
Earn out obligation 0 0 -19 -16
Investment in new subsidiaries -9 -71 -169 -203

The fair value of acquired net assets and recognised goodwill

The tables provide the principal fair values of acquired assets and liabilities as of the acquisition date. The intangible assets mainly consist of goodwill and are primarily related to synergies from integration with ECIT's existing business. Goodwill is non-deductible for tax purposes. Off-balance sheet items may be recognised for up to 12 months after the acquisition date in accordance with IFRS 3.

Dataplan Group and ITsjefen are shown separately since these acquisitions are significant compared to the total acquisitions of 2023.

Dataplan Total
(NOKm) Group ITSjefen Other YTD 2023
Research & Development 1 0 2 2
Property, plant and equipment 3 11 1 16
Financial fixed assets 5 2 0 7
Right-of-use assets 5 9 8 22
Inventories 2 1 0 3
Trade receivables 15 11 8 34
Other receivables 12 7 3 22
Cash and cash equivalents 17 6 26 48
Total Assets 59 46 48 153
Lease liabilities 5 9 8 22
Long-term debt 19 0 0 19
Trade payables 3 2 11 15
Other payables 35 9 19 63
Total Liabilities 62 20 39 120
Non-controlling interest' share of
acquired net assets 2 11 3 16
Acquired net assets -4 15 6 17
Cash payments 129
Share payments 21
Earn Out obligation 19
Goodwill and intangible assets
arising from the acquisition 152

Tandem AS and Xacct Accounting AS are shown separately since the acquisition is significant compared to all acquisitions as of 2022.

(NOKm) Tandem Xacct Other Total
YTD 2022
Research & Development 0 0 1 1
Right-of-use assets 7 4 0 11
Trade receivables 7 4 4 15
Other receivables 2 15 6 23
Cash and cash equivalents 9 3 7 19
Total Assets 25 28 17 70
Lease liabilities 7 4 0 11
Long-term debt 0 0 2 2
Trade payables 1 1 1 3
Other payables 11 20 6 37
Total Liabilities 19 25 8 52
Non-controlling interest' share of
acquired net assets 0 0 3 3
Acquired net assets 7 3 4 14
Cash payments 186
Share payments 1
Earn Out obligation 16
Goodwill and intangible assets
arising from the acquisition 188

Definition of Financial Highlights and Ratios

Net-interest-bearing-debt = Consists of interest-bearing debt less interest-bearing assets. Interest-bearing debt consists mainly of bank loans (credit facility) and lease liabilities, while interest-bearing assets comprise cash and outstanding loans to minority shareholders.

Organic revenue growth = Growth in companies where ECIT Group legally had control in both the actual period and the comparison period. The organic growth is calculated monthly.

Acquisitions impact = The impact on the total growth, which relies on new acquisitions during the period.

Currency translation = The impact on the total growth due to exchange rate changes.

Free Cash Flow = Cash flow from operating activities less repayment of lease liabilities and before transaction and restructuring costs and net investments in tangible assets.

Proforma revenue = Proforma revenue equals revenue in the Group, as all companies acquired within the measurement period had been owned throughout the whole period.

Proforma EBITDA = Same definition as for Proforma revenue.

Recurring revenue = Recurring revenue is where the revenue is predictable, stable, contractual, and likely to continue. In general, it involves less risk but maximum revenue predictability.

Repeatable revenue = Repeatable revenue is defined as somewhat predictable (subject to variation) and likely to continue due to long-standing customer relationships. This revenue is somewhat derived from charges per payslip or invoice.

Leverage ratio = Operating profit before amortisations and depreciations (EBITDA) is calculated on proforma figures to match the full impact of new acquisitions on net interestbearing debt.

The majority share of revenue and operating profit before amortisation and depreciation and transaction and restructuring costs (EBITDA) = Shareholders of ECIT AS' share of revenue and operating profit before amortisations and depreciations (EBITDA) and transaction and restructuring costs. The percentage is calculated on legal figures for the last twelve months (LTM) and with the ownership as of the balance sheet date.

Adjusted diluted earnings per share = Adjusted diluted earnings per share equals diluted earnings per share calculated at adjusted profit for the year. The Management uses adjusted diluted earnings per share to measure the performance of the Group, excluding one-off items.

Gender diversity = Gender diversity is measured between male, female, and non-binary. Non-binary is not shown in the overview since the share of non-binary people in the Group is less than 1%.

Gender diversity, managerial = Managerial level is defined by people within ECIT Group responsible for employees or tasks considered as management level.

Financial ratios and key figures provided are essential for ECIT and its stakeholders as they illustrate the underlying performance of ECIT.

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