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Asetek A/S

Quarterly Report Oct 25, 2017

6301_rns_2017-10-25_914246fa-c9e7-4a11-bacf-ea976296e013.pdf

Quarterly Report

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Third Quarter 2017

25 October 2017

This presentation and its enclosures and appendices (jointly referred to as the "Presentation") has been produced by Asetek A/S (the "Company") and has been furnished to a limited audience (the "Recipient[s]")on a confidential basis in connection with a potential securities issue by the Company. The content of this Presentation is not to be construed as legal, business, investment or tax advice, and has not been reviewed by any regulatory authority. Each Recipient should consult with its own legal, business, investment and tax adviser as to legal, business, investment and tax advice. The information cannot stand alone but must be seen in conjunction with the oral presentation and are expressed only as of the date hereof.

The Presentation may include certain statements, estimates and projections with respect to the business of the Company and its anticipated performance, the market and the competitors. However, no representations or warranties, expressed or implied, are made by the Company, its advisors or any of their respective group companies or such person's officers or employees as to the accuracy or completeness of the information contained herein and such statements or estimates, no reliance should be placed on any information, including projections, estimates, targets and opinions contained herein, and no liability whatsoever is accepted by the Company as to any errors, omissions or misstatements contained herein. The information contained herein is subject to change, completion, or amendment without notice and the Company does not assume any obligation to update or correct the information included in this Presentation. Neither the delivery of this presentation nor any further discussions by the Company or any if its advisors with any of the Recipients shall, under any circumstances, create any implication that there has been no change in the affairs of the Company since the date of the Presentation.

This presentation may contain certain forward-looking statements relating to the business, financial performance and results of the Company and/or the industry in which it operates. Forward-looking statements concern future circumstances and results and other statements that are not historical facts, sometimes identified by the words "believes", expects", "predicts", "intends", "projects", "plans", "estimates", "aims", "foresees", "anticipates", "targets", "will", "should", "may", "continue" and similar expressions. Forward-looking statements include statements regarding: objectives, goals, strategies, outlook and growth prospects; future plans, events or performance and potential for future growth; liquidity, capital resources and capital expenditures; profit; margin, return on capital, cost or dividend targets; economic outlook and industry trends; developments of the Company's markets; the impact of regulatory initiatives; and the strength of the Company's competitors. The forward-looking statements contained in this presentation, including assumptions, opinions and views of the Company, are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management's examination of historical operating trends, data contained in the Company's records and other data available from third party sources. Although the Company believes that these assumptions were reasonable when made, the statements provided in this presentation are solely opinions and forecasts which are uncertain and subject to risks, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. A multitude of factors can cause actual results to differ significantly from any anticipated development expressed or implied in this document. No representation is made that any of these forward-looking statements or forecasts will come to pass or that any forecast result will be achieved and you are cautioned not to place any undue reliance on any forward-looking statement. he distribution of this Presentation and the offering, subscription, purchase or sale of securities issued by the Company in certain jurisdictions is restricted by law. Persons into whose possession this Presentation may come are required by the Company to inform themselves about and to comply with all applicable laws and regulations in force in any jurisdiction in or from which it invests or receives or possesses this Presentation and must obtain any consent, approval or permission required under the laws and regulations in force in such jurisdiction, and the Company shall not have any responsibility or liability for these obligations. In particular, neither this presentation nor any copy of it may be taken or transmitted or distributed, directly or indirectly, into Australia, Canada, Hong Kong, Japan, Switzerland, United Kingdom or the United States unless pursuant to available exemptions from registration requirements.

In relation to the United States and U.S. persons, this Presentation is strictly confidential and is being furnished solely in reliance on applicable exemptions from the registration requirements under the U.S. Securities Act of 1933, as amended. The shares of the Company have not and will not be registered under the U.S. Securities Act or any state securities laws, and may not be offered or sold within the United States, or to or for the account or benefit of U.S. persons, unless an exemption from the registration requirements of the U.S. Securities Act is available. Accordingly, any offer or sale of shares in the Company will only be offered or sold (i) within the United States, or to or for the account or benefit of U.S. persons, only to qualified institutional buyers ("QIBs") in private placement transactions not involving a public offering and (ii) outside the United States in offshore transactions in accordance with Regulation S. Any purchaser of shares in the United States, or to or for the account of U.S. persons, will be deemed to have made certain representations and acknowledgements, including without limitation that the purchaser is a QIB. This Presentation and its contents are confidential and its distribution (which term shall include any form of communication) is restricted pursuant to section 21 (restrictions on financial promotion) of the Financial Services and Markets Act 2000 (as amended). In relation to the United Kingdom, this Presentation is only directed at, and may only be distributed to, persons who fall within the meaning of article 19 (investment professionals) and 49 (high net worth companies, unincorporated associations, etc.) of the Financial Services and Markets Act 2000 (financial promotion) Order 2001 (as amended) or who are persons to whom the document may otherwise lawfully be distributed. This Presentation may only be distributed in circumstances which do not result in an offer to the public in the United Kingdom within the meaning of the Public Offers of Securities Regulations 1995 (as amended).

The contents of this Presentation shall not be construed as legal, business or tax advice. Each reader of this Presentation should consult its own legal, business or tax advisor as to legal, business or tax advice. If you are in doubt about the contents of this Presentation, you should consult your stockbroker, bank manager, lawyer, accountant or other professional adviser.

This Presentation is subject to Danish law, and any dispute arising in respect of this Presentation is subject to the exclusive jurisdiction of the Danish courts.

Disclaimer

ASETEK in brief

  • Listed on Oslo Børs OSE4520 Technology Hardware & Equipment
  • Business Provider of liquid cooling solutions for data centers, servers and PCs
  • Sales Q3'17 USD 17.7 million / FY'16 USD 51 million
  • Operating profit Desktop PC segment Q3'17 USD 4.7 million / FY'16 USD 14.3 million Data center segment Q3'17 USD (2.3) million / FY'16 USD (6.9) million
  • Market cap USD ~350 million / NOK ~2.8* billion

* 1 USD = NOK 7.99 (24 OCT. 17)

Asetek specializes in liquid cooling solutions data centers, servers and PCs

What we do

Our integrated value chain and global reach

Aalborg (Denmark) R&D and Engineering

> 4.5 million liquid cooling units deployed in the field

Cumulative total number of million units

Asetek liquid cooling units deployed in the field

Highlights

  • Revenue of USD 17.7 million, up 24% vs. Q3'16
  • Driven by high-end gaming cooling demand
  • Increased end-user adoption through orders from new and existing data center OEM partners
  • New desktop product developments with Lenovo and AMD
  • Full-year 2017 data center revenue expectation changed: Now anticipating roughly the same level as in 2016 due to an unexpected adjustment to a large anticipated order in Q4
  • Firming up full-year 2017 desktop revenue growth expectations to 15%-20% compared to the earlier announced of 10%-20%

Revenue per segment, USD thousands

DA

Two business segments

Established position in desktop DYI and gaming PCs

DESKTOP SEGMENT

Workstation Gaming/Performance DT D I Y

  • Asetek liquid cooling technology to be deployed in new Lenovo® Y920 Tower desktop gaming PC
  • "Lenovo is committed to bringing gamers the best performance and most immersive PC gaming experiences," said Will Fu, Director of Gaming Business, Lenovo PCs and Smart Devices when announced 21 August 2017. "For those looking for a leg up in their gaming, Asetek liquid cooling provides that extra edge."
  • In EMEA, the Lenovo Legion Y920 Tower with optional integrated liquid cooling will be available on www.lenovo.com starting in October 2017

Asetek liquid technology in new Lenovo® gaming PC

11

Positive development despite challenged PC industry

DESKTOP SEGMENT

Do-It-Yourself
PC enthusiasts
84% sales*
Gaming and Performance
Desktop PCs
15% sales*
Enterprise
Workstations
1% sales*
  • Desktop segment driven by new, powerful technologies and high profile computer games
  • Strong demand within the DIY market
  • 5 new products began shipping
  • Increasing need for advanced cooling due to customer desire for a more immersive gaming experience
  • Total addressable market expanding
  • 1 new product began shipping
  • Workstation category marginal part of segment today

Quarterly data center revenue

USD thousands

All-time high quarterly data center revenue

DATA CENTER SEGMENT

13

Data center adoption

Multiple orders from OEM partner Penguin Computing

  • RackCDU D2C (Direct-to-Chip) liquid cooling
  • The technology is to be used at the two HPC sites at U.S. Department of Energy National Laboratories
  • Combined value of approximately USD 280,000 delivered in Q3 2017

Increasing end-user adoption through existing OEMs

New OEM, Channel Partner and HPC Installation

• Order from a new channel partner to service demand from a new OEM customer for an undisclosed

  • HPC installation
  • RackCDU D2C (Direct-to-Chip) liquid cooling
  • Value of USD 120,000, with delivery in Q4 2017

Increasing end-user adoption through new OEM

Revenue development

  • Q3'17 group revenue of \$17.7m driven by DIY sales
  • Increase of 24% vs Q3'16
  • Q3'17 desktop revenue \$15.6m
  • Driven by demand in DIY market
  • Compares with \$12.4m in Q3'16 and \$10.1m in Q2'17
  • Q3'17 data center revenue of \$2.0m
  • Driven by shipments to OEMs
  • Compares with \$1.8m in Q3'16 and \$1.0m in Q2'17
  • Full-year 2017 data center revenue expectation changed: Now anticipating roughly the same level as in 2016 due to an unexpected adjustment to a large anticipated order in Q4
  • Firming up full-year 2017 desktop revenue growth expectations to 15%-20% compared to the earlier announced 10%-20%

Group revenue, USD thousands

14

Gross margin and earnings development

  • Group gross margin of 37.3% (41.0%)
  • Desktop gross margin at 38.2% (42.4%)
    • Decline primarlily due to an extraordinarily rich mix of desktop products shipped in 2016
  • Data center gross margin at 30.5% (31.9%)

    • Fluctuations in gross margin due to variability in the mix of deliverables on government contracts relative to the volume of product shipments to OEMs
  • Desktop EBITDA margin of 32.5% (36.4%)

  • Data center EBITDA of USD (1.6) million
  • Since Q4/16, the expenditure level has been increased in preparation of launch with a global player as announced in February 2017.

Income statement

  • Increased costs related to organizational growth and share based compensation
  • Increase primarily within data center organization
  • Share based compensation costs associated with warrants issued to employees increased to USD 0.6 million in Q3 2017
USD (000's) Q3 2017 Q3 2016
Group Desktop Data center Group Desktop Data center
Revenue 17 652 15 614 2 038 14 249 12 431 1 818
Gross Margin 37.3 % 38.2% 30.5% 41.0 % 42.4% 31.9%
Other operating expenses 3 079 886 2 193 2 330 748 1 582
EBITDA adjusted 3 510 5 081 (1 571) 3 517 4 519 (1 002)
Depreciations 712 235 477 594 161 433
Share based compensation 409 114 295 81 32 49
E B I T 2 389 4 732 (2 343) 2 842 4 326 (1 484)
EBIT Margin 13.5 % 30.3% N/A 19.9 % 34.8% N/A
HQ, Litigation expenses, net 254 443
HQ, Share based compensation 144 34
HQ, Other 268 322
Headquarters costs 666 799
EBIT, total 1 723 2 043

Cash flow statement

USD (000's) Q3 2017 Q2 2017 Q1 2017 Q4 2016 Q3 2016
Income (loss) for the period 1 376 (625) 151 7 578 2 055
Depreciation, amortization and impairment 712 631 388 563 598
Finance cost (income) and taxes 22 10 8 (4 707) 6
Share based compensation 552 491 72 88 115
Changes in current assets other than cash (2 584) (198) 4 353 (4 182) (3 142)
Changes in payables and accrued liabilities 2 387 2 576 (5 769) 1 342 3 670
Net cash provided (used) in operating activities 2 465 2 885 ( 797) 682 3 302
Additions to intangible assets and other assets (748) (674) (391) (433) (398)
Purchase of property and equipment & other assets (410) (637) (225) (528) (169)
Net cash used in investing activities (1 158) (1 311) (616) (961) (567)
Proceeds from debt issuance, other LT liabilities
Cash flows on credit lines/debt/lease (268) 286 (213) 125 (44)
Issuance of capital / conv debt / dividend 45 (2 281) 274 112 -
Net cash provided (used) by financing activities (223) (1 995) 61 237 (44)
Effect of exchange rate changes on cash 401 491 (74) (641) 25
Net changes in cash and cash equivalents 1 485 70 (1 426) ( 683) 2 716
Cash and cash equivalents at beginning of period 16 254 16 184 17 610 18 293 15 577
Cash and cash equivalents at end of period 17 739 16 254 16 184 17 610 18 293
Q2 2017 Q1 2017 Q4 2016 Q3 2016
(625) 151 7578 2055
631 388 563 598
10 8 (4707) 6
491 72 88 115
(198) 4 3 5 3 (4182) (3142)
2576 (5769) 1 3 4 2 3670
2885 (797) 682 3 3 0 2
(674) (391) (433) (398)
(637) (225) (528) (169)
(1311) (616) (961) (567)
286 (213) 125 (44)
(2 281) 274 112
(1995) 61 237 (44)
491 (74) (641) 25
70 (1426) (683) 2716
16 184 17610 18 2 93 15 5 7 7
16 254 16 184 17610 18 293

Balance sheet

Non-current assets Current liabilities Current liabilities Balance sheet composition - USD thousands 0 5,000 10,000 15,000 20,000 25,000 30,000 35,000 40,000 45,000 50,000 Assets Equity and Liabilities Non-current assets Cash Equity Non-current liabilities Current liabilities Current assets

  • Strong cash position
  • Low interest bearing debt
  • Lean balance sheet enabling growth and financial flexibility

Desktop strategy and outlook

Outlook

Drive differentiation

Increase GPU attach
Firming up full-year
2017 desktop revenue
growth expectations to
15%-20% compared to
the earlier announced
10%-20%*

Recover market share

DESKTOP SEGMENT

* Full year 2017 revenue guidance published 21 July 17

Data center strategy and outlook

Exploit established leadership within HPC

Goal Strategy
Increase end-user adoption with
existing OEMs
Add new OEMs
segment

Execute on the development agreement with the as yet to be disclosed major player in data center market

Explore potential opportunities to grow beyond the HPC

Outlook

  • Full-year 2017 data center revenue expectation changed: Now anticipating roughly the same level as in 2016 due to an unexpected adjustment to a large anticipated order in Q4.
  • Launch of new partner at SC17 on track.

DATA CENTER SEGMENT

  • Revenue of USD 17.7 million, up 24% vs. Q3'16
  • Increased end-user adoption through orders from new and existing data center OEM partners
  • New desktop product developments with Lenovo and AMD
  • Asetek settles dispute with Cooler Master, CMI
  • an unexpected adjustment to a large anticipated order in Q4
  • 10%-20%

• Full-year 2017 data center revenue expectation changed: Now anticipating roughly the same level as in 2016 due to

• Firming up full-year 2017 desktop revenue growth expectations to 15%-20% compared to the earlier announced

Summary

Largest shareholders as of 23 October 2017

$\sim$ 100 $\mu$
Name
the contract of the con-
Holding
Percentage Country Account Type
SUNSTONE TECHNOLOGY 3,186,341 12.5% DNK ORDINARY
ARBEJDSMARKEDETS TIL 2,015,838 7.9% DNK ORDINARY
DANSKE BANK A/S 1,722,795 6.7% DNK NOMINEE
UBS SWITZERLAND AG 1,382,580 5.4% CHE NOMINEE
HSBC BANK PLC 1,267,579 5.0% GBR NOMINEE
CLEARSTREAM BANKING 1,117,090 4.4% LUX NOMINEE
NORDEA BANK AB 997,273 3.9% DNK NOMINEE
KLP AKSJENORGE 894,535 3.5% NOR ORDINARY
THE BANK OF NEW YORK (1) 772,186 3.0% DNK NOMINEE
STATE STREET BANK & 679,295 2.6% USA NOMINEE
KOMMUNAL 669,922 2.6% NOR ORDINARY
NORDNET BANK AB 628,837 2.5% SWE NOMINEE
THE BANK OF NEW YORK 537,895 2.1% BEL NOMINEE
EUROCLEAR BANK S.A./ 530,636 2.1% BEL NOMINEE
RBC INVESTOR SERVICE 517,666 2.0% LUX NOMINEE
VERDIPAPIRFONDET DNB 456,579 1.8% NOR ORDINARY
SKANDINAVISKA ENSKIL 447,678 1.8% SWE NOMINEE
J.P. MORGAN CHASE (1) 424,573 1.7% GBR NOMINEE
CITIBANK, N.A. 423,840 1.6% KWT NOMINEE
J.P. MORGAN CHASE 332,000 1.3% DEU NOMINEE
Total Top 20 19,005,138 74.4%
Other Shareholders 6,188,811 24.2%
ASETEK Treasury Shares 353,709 1.4%
Total share capital 25,547,658 100.0%

Income statement

Nine months ended
Figures in USD (000's) Q3 2017 Q3 2016 30-Sep-17 30-Sep-16 2016
Unaudited Unaudited Unaudited Unaudited
Revenue \$ 17,652 \$ 14,249 \$ 40,270 \$ 33,009 \$
50,921
Cost of sales 11,063 8,405 25,362 19,927 31,171
Gross profit 6,589 5,844 14,908 13,082 19,750
Research and development 1,099 834 2,989 2,390 3,428
Selling, general and administrative 4,113 2,967 10,944 8,506 11,653
Other income (346) - (997) - -
Total operating expenses 4,866 3,801 12,936 10,896 15,081
Operating income 1,723 2,043 1,972 2,186 4,669
Foreign exchange (loss) gain (319) (11) (991) (95) 330
Finance costs (22) (6) (34) (29) (8)
Total financial income (expenses) (341) (17) (1,025) (124) 322
Income before tax 1,382 2,026 947 2,062 4,991
Income tax (expense) benefit (6) 29 (45) (3) 4,646
Income for the period 1,376 2,055 902 2,059 9,637
Other comprehensive income items that may be reclassified
to profit or loss in subsequent periods:
Foreign currency translation adjustments
Total comprehensive income
\$ 490
1,866
\$ 20
2,075
\$ 1,217
2,119
\$ 120
2,179
\$
(455)
9,182
Income per share (in USD):
Basic \$ 0.05 \$ 0.08 \$ 0.04 \$ 0.08 \$
0.39
Diluted \$ 0.05 \$ 0.08 \$ 0.03 \$ 0.08 \$
0.38

Balance sheet

Figures in USD (000's) 30 Sept 2017 31 Dec 2016
ASSETS Unaudited
Non-current assets
Intangible assets
\$
2 573
\$
1 871
Property and equipment 3 421 1 684
Deferred income tax assets 5 107 4 874
Other assets 722 642
Total non-current assets 11 823 9 071
Current assets
Inventory 1 799 1 158
Trade receivables and other 12 550 13 325
Cash and cash equivalents 17 739 17 610
Total current assets 32 088 32 093
\$
Total assets
43 911
\$
41 164
EQUITY AND LIABILITIES
Equity
Share capital
\$
418
\$
417
Retained earnings 27 762 28 130
Translation and other reserves 963 (257)
Total equity 29 143 28 290
Non-current liabilities
Long-term debt 834 264
Total non-current liabilities 834 264
Current liabilities
Short-term debt 702 524
Accrued liabilities 2 318 1 305
Accrued compensation & employee benefits 1 577 1 413
Trade payables 9 337 9 368
Total current liabilities 13 934 12 610
Total liabilities 14 768 12 874
\$
Total equity and liabilities
43 911
\$
41 164

Equity

Unaudited
Share Share Translation Other Retained
Figures in USD (000's) capital premium reserves reserves earnings Total
Equity at January 1, 2017 \$
417
\$ - \$
(248)
\$
(9)
\$
28 130
\$
28 290
Total comprehensive income - nine months ended Sept 30, 2017
Income for the period - - - - 902 902
Foreign currency translation adjustments - - 1 217 - - 1 217
Total comprehensive income - nine months ended Sept 30, 2017 - - 1 217 - 902 2 119
Transactions with owners - nine months ended Sept 30, 2017
Shares issued 1 - - 3 521 525
Share based payment expense - - - - 1 116 1 116
Dividends - - - - (2 907) (2 907)
Transactions with owners - nine months ended Sept 30, 2017 1 - - 3 (1 270) (1 266)
Equity at September 30, 2017 \$
418
\$ - \$
969
\$
(6)
\$
27 762
\$
29 143
Equity at January 1, 2016 \$
416
\$ 76 665 \$
207
\$
(9)
\$
(58 633)
\$
18 646
Total comprehensive income - nine months ended Sept 30, 2016
Loss for the period
- - - - 2 059 2 059
Foreign currency translation adjustments - - 120 - - 120
Total comprehensive income - nine months ended Sept 30, 2016 - - 120 - 2 059 2 179
Transactions with owners - nine months ended Sept 30, 2016
Shares issued - 21 - - - 21
Share based payment expense - - - - 240 240
Transactions with owners - nine months ended Sept 30, 2016 - 21 - - 240 261
Equity at September 30, 2016 \$
416
\$ 76 686 \$
327
\$
(9)
\$
(56 334)
\$
21 086
Figures in USD (000's) Share
capital
Share
premium
Translation
reserves
Other
reserves
Retained
earnings
Total
Equity at January 1, 2017 \$
417
\$ - \$ (248)
\$
(9)
\$
28 130
\$
28 290
Total comprehensive income - nine months ended Sept 30, 2017
Income for the period - - - - 902 902
Foreign currency translation adjustments - - 1 217 - - 1 217
Total comprehensive income - nine months ended Sept 30, 2017 - - 1 217 - 902 2 119
Transactions with owners - nine months ended Sept 30, 2017
Shares issued 1 - - 3 521 525
Share based payment expense - - - - 1 116 1 116
Dividends - - - - (2 907) (2 907)
Transactions with owners - nine months ended Sept 30, 2017 1 - - 3 (1 270) (1 266)
Equity at September 30, 2017 \$
418
\$ - \$ 969
\$
(6)
\$
27 762
\$
29 143
Equity at January 1, 2016 \$
416
\$ 76 665 \$ 207
\$
(9)
\$
(58 633)
\$
18 646
Total comprehensive income - nine months ended Sept 30, 2016
Loss for the period
- - - - 2 059 2 059
Foreign currency translation adjustments - - 120 - - 120
Total comprehensive income - nine months ended Sept 30, 2016 - - 120 - 2 059 2 179
Transactions with owners - nine months ended Sept 30, 2016
Shares issued - 21 - - - 21
Share based payment expense - - - - 240 240
Transactions with owners - nine months ended Sept 30, 2016 - 21 - - 240 261
Equity at September 30, 2016 \$
416
\$ 76 686 \$ 327
\$
(9)
\$
(56 334)
\$
21 086

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