Quarterly Report • Aug 10, 2023
Quarterly Report
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Regulated information

HALF-YEAR RESULTS 2023
The Condensed Interim Financial Information in the Dutch language is the official version. The English language version is provided as a courtesy to shareholders. The JENSEN-GROUP has verified, and assumes full responsibility for matching, both language versions.
In this report, the terms "JENSEN-GROUP" and "Group" refer to JENSEN-GROUP NV and its consolidated companies in general, whereas the terms "JENSEN-GROUP NV" and "the Company" refer to the holding company, registered in Belgium. Business activities are conducted by operating subsidiaries throughout the world. The terms "we", "our", and "us" are used to describe the Group.
| Consolidated, non-audited key figures 4 |
|---|
| Financial overview first semester 2023 5 |
| Report of the Board of Directors 6 |
| Statement of responsible persons 9 |
| Condensed consolidated statement of financial position – Assets 10 |
| Condensed consolidated statement of financial position – Liabilities 11 |
| Condensed consolidated statement of comprehensive income 12 |
| Condensed consolidated statement of comprehensive income – Other comprehensive income 13 |
| Condensed consolidated statement of changes in equity 14 |
| Condensed consolidated cash flow statement 155 |
| Notes to the Condensed Consolidated Financial Statements 17 |
Consolidated, non-audited key figures
| June 30, 2023 | June 30, 2022 | Change | |
|---|---|---|---|
| (million euro) | 6M | 6M | |
| Revenue | 206.7 | 171.2 | 20.7% |
| Operating profit (EBIT) | 20.6 | 12.2 | 68.6% |
| EBITDA 1 | 24.7 | 12.8 | 92.4% |
| Financial result | -0.5 | -1.3 | -64.9% |
| Share in result of associates and companies consolidated under the equity method |
1.8 | 0.9 | 88.5% |
| Profit before taxes | 21.9 | 11.9 | 84.7% |
| Income tax expense | -4.9 | -3.1 | 55.3% |
| Profit for the period from the continuing operations | 17.1 | 8.7 | 95.2% |
| Result from assets held for sale | -0.1 | -0.1 | -23.4% |
| Result attributable to non-controlling interest | 0.3 | -0.3 | -196.4% |
| Consolidated result attributable owners of the parent | 16.7 | 8.9 | 87.1% |
| Net cash flow 2 | 20.8 | 9.4 | 122.5% |
| June 30, 2023 | Dec 31, 2022 | Change | |
|---|---|---|---|
| (million euro) | 6M | 12M | |
| Equity | 247.0 | 170.6 | 44.8% |
| Net financial debt (+) / net cash (-)3 | -23.1 | -11.5 | 100.2% |
| Assets held for sale | 0.5 | 0.5 | -1.9% |
| Total assets | 422.8 | 340.9 | 24.0% |
| June 30, 2023 | June 30, 2022 | Change | |
|---|---|---|---|
| (euro) | 6M | 6M | |
| EBITDA 1 | 2.85 | 1.64 | 73.8% |
| Profit before taxes | 2.52 | 1.52 | 65.8% |
| Consolidated result attributable to owners of the parent (EPS) |
1.93 | 1.15 | 67.8% |
| Net cash flow 2 | 2.40 | 1.20 | 100.0% |
| Equity (June 30, 2023; December 31, 2022) | 25.65 | 21.98 | 17.0% |
| Number of shares (end of period) | 9,631,408 | 7,776,954 | 23.8% |
| Number of shares (average) | 8,684,551 | 7,807,185 | 11.2% |
JENSEN-GROUP's revenue in the first semester increased from 171.2 million euro last year to 206.7 million euro this year. This growth of 20.7% resulted in a record high first half revenue. The higher order backlog at the end of 2022, following the highest order intake ever in 2022, contributed to this outstanding achievement.
The order intake in the first six months of this year represented an amount of 156 million euro, which represents a 17% decrease compared to the same period last year.
JENSEN-GROUP's revenue in the first semester increased from 171.2 million euro last year to 206.7 million euro this year. This growth of 20.7% resulted in a record high first half revenue. The higher order backlog at the end of 2022, following the highest order intake ever in 2022, contributed to this outstanding achievement. The order intake in the first six months of this year represented an amount of 156 million euro, which represents a 17% decrease compared to the same period last year.
The EBIT for the first 6 months of 2023 amounts to 20.6 million euro compared to 12.2 million euro in the same period last year, an increase of 68.6%. On the one hand, the EBIT is positively impacted by higher revenues, including the positive effect of the 2022 price increases, leading to higher margins. On the other hand, production flows and labour productivity improved substantially as last year's production constraints due to critical component shortages were effectively dealt with.
Net financial charges decreased from 1.3 million euro to 0.5 million euro because of higher interest income.
Taxes increased from 3.1 million euro to 4.8 million euro as profit before taxes increased.
The share in the result of companies accounted for using the equity method increased from 0.9 million euro to 1.8 million euro following the new participation in Inax Corporation since April 3, 2023.
The above-mentioned factors together resulted in an increase of the result attributable to owners of the parent from 8.9 million euro to 16.7 million euro.
On the balance sheet, the Group reports a net financial cash position of 23.1 million euro (including 2.9 million euro leasing debt) compared to 11.5 million euro at year-end 2022. The increase in net cash is a result of the capital increase in cash of 26.8 million euro and negatively impacted by the higher working capital.
As per June 30, 2023, the JENSEN-GROUP was in full compliance with its bank covenants.
Revenue growth in the second half is expected to be more modest than in the first six months of the year. The first half slow-down in order intake seems to indicate that customers tend to delay investment decisions mainly due to the impact of long delivery times and the effect of higher interest rates on project financing.
The Group will continue its efforts to further improve manufacturing productivity, production output, and project delivery as well as overall efficiency and excellence in execution. Our aim for 2023 remains to further solidify the Group's profitability while strengthening our market position and increasing market share. Therefore, the Group keeps focusing on customer centricity and sustainable innovation through the development of new products and services in Inwatec, while further enhancing the optimization and digitalization of its business processes. The additional building investment in Odense (Denmark) will support the future market demand for AI and Robotics of Inwatec.
Furthermore, the post-merger activities related to the Inax joint-venture have entered the first phase of the implementation plan with the promotion of the JENSEN-GROUP products and services within the Inax organization.
The main risk factors to be considered include the impact of geopolitical and military threats, travel restrictions across the world in the event of new pandemic emerging, a slow-down in demand due to an economic recession in our key markets, the access to financing for our customers, fluctuating raw material, energy and transportation prices, the exchange rate volatility, uncertain overall political climate and competitive pressures. Despite a challenging business environment, the Group remains confident in its ability to stay the course.
The Bylaws of the Company allow the purchase of own shares. On March 10, 2022, JENSEN-GROUP announced a program to buy back a maximum of 781,900 or 10% of its owns shares (the "Program"). In view of the transaction with MIURA, the Board of Directors at its meeting of March 9, 2023 suspended its Program until further notice. During the term of the Program, an investment bank on behalf of JENSEN-GROUP purchased 113,873 shares. The shareholders decided to cancel the shares during the extra-ordinary shareholders' meeting of May 16, 2023.
At its meeting of August 10, 2023, the Board of Directors decided to re-start the buy-back program for the remaining 668,027 shares. The buy-back mandate expires on May 16, 2028.
As per June 30, 2023, the Company did not own treasury shares.
Following the transaction on April 3, 2023, the shareholder structure of JENSEN-GROUP changed, see note 13.
There are no significant after balance sheet events.
Wetteren, August 10, 2023
YquitY bvba SWID AG Represented by Mr. R. Provoost Represented by Mr. J. Jensen Chairman Director
We hereby certify that, to the best of our knowledge, the condensed consolidated financial statements for the six months period ended June 30, 2023 which has been prepared in accordance with the IAS 34 "Interim Financial Reporting" as adopted by the European Union, gives a true and fair view of the assets, liabilities, financial position and profit or loss of the company and the entities included in the consolidation as a whole, and that the interim management report includes a fair review of the important events that have occurred during the first six months of the financial year and of the major transactions with the related parties, and their impact on the condensed consolidated financial statements, together with a description of the principal risks and uncertainties for the remaining six months of the financial year.
Wetteren, August 10, 2023
Jesper M. Jensen Markus Schalch Chief Executive Officer Chief Financial Officer
| (in thousands of euro) | Notes | June 30 2023 |
December 31 2022 |
|---|---|---|---|
| Total Non-Current Assets | 155,374 | 111,576 | |
| Goodwill | 22,765 | 22,879 | |
| Intangible assets | 4,066 | 4,300 | |
| Land and buildings Machinery and equipment |
18,624 4,174 |
16,479 4,349 |
|
| Furniture and vehicles | 2,942 | 2,507 | |
| Right of use assets | 9,245 | 10,195 | |
| Other tangible fixed assets | 0 | 23 | |
| Assets under construction and advance payments | 1,183 | 794 | |
| Property, plant and equipment | 36,169 | 34,346 | |
| Companies accounted for under equity method | 12 | 47,090 | 5,573 |
| Financial assets at amortized cost | 5,277 | 5,425 | |
| Financial assets at fair value through OCI | 26,125 | 26,520 | |
| Trade receivables | 5,806 | 4,949 | |
| Other amounts receivable | 4,160 | 3,544 | |
| Trade and other long-term receivables | 9,966 | 8,493 | |
| Derivative financial instruments | 418 | ||
| Deferred tax assets | 3,916 | 3,622 | |
| Total Current Assets | 267,435 | 229,300 | |
| Raw materials and consumables | 37,640 | 40,725 | |
| Goods purchased for resale Inventory |
16,407 54,047 |
14,100 54,825 |
|
| Advance payments | 4,057 | 5,200 | |
| Trade receivables | 72,197 | 72,882 | |
| Other amounts receivable | 6,754 | 7,078 | |
| Contract assets | 4 | 82,503 | 52,920 |
| Derivative financial instruments | 751 | 499 | |
| Trade and other receivables | 162,205 | 133,379 | |
| Cash and cash equivalents | 9 | 46,667 | 35,427 |
| Assets held for sale | 460 | 469 | |
| TOTAL ASSETS | 422,809 | 340,876 |
| (in thousands of euro) | Notes | June 30 | December 31 |
|---|---|---|---|
| 2023 | 2022 | ||
| Equity | 6 | 247,044 | 170,567 |
| Share capital | 38,280 | 30,710 | |
| Share premium | 67,590 | 5,814 | |
| Treasury shares | 5 | 0 | -1,850 |
| Other reserves | -6,671 | -2,346 | |
| Retained earnings | 145,953 | 136,496 | |
| Non-controlling interests | 13 | 1,892 | 1,743 |
| Non-Current Liabilities | 48,369 | 50,391 | |
| Borrowings | 33,453 | 34,958 | |
| Deferred tax liabilities | 2,812 | 3,259 | |
| Employee benefit obligations | 9,384 | 9,538 | |
| Other payables | 2,720 | 2,636 | |
| Current Liabilities | 127,395 | 119,919 | |
| Borrowings | 21,539 | 20,890 | |
| Provisions for other liabilities and charges | 9,959 | 9,719 | |
| Trade payables | 26,796 | 22,261 | |
| Contract liabilities | 4 | 33,895 | 35,672 |
| Remuneration and social security | 14,146 | 11,964 | |
| Accrued expenses and other payables | 13,003 | 12,384 | |
| Derivative financial instruments | 25 | 34 | |
| Current income tax liabilities | 8,032 | 6,995 | |
| TOTAL EQUITY AND LIABILITIES | 422,809 | 340,876 |
| (in thousands of euro) | Notes | June 30 2023 |
June 30 2022 |
|---|---|---|---|
| Revenue | 3 | 206,697 | 171,186 |
| Trade goods | -98,518 | -86,809 | |
| Services and other goods | -23,320 | -18,565 | |
| Remuneration, social sec. costs and pensions | -60,608 | -51,928 | |
| Depreciation, amortisation, write downs of assets, impairments |
-4,133 | -3,515 | |
| Total expenses | -186,579 | -160,817 | |
| Other Income / (Expense) | 7 | 492 | 1,857 |
| Operating profit (EBIT) | 20,610 | 12,226 | |
| Interest income | 1,885 | 199 | |
| Other financial income | 1,208 | 1,152 | |
| Financial income | 3,093 | 1,351 | |
| Interest charges | -1,886 | -990 | |
| Other financial charges | -1,660 | -1,652 | |
| Financial charges | -3,546 | -2,642 | |
| Share in result of associates and companies accounted for using the equity method |
12 | 1,756 | 931 |
| Profit before tax | 21,913 | 11,866 | |
| Income tax expense | -4,854 | -3,127 | |
| Profit for the period from continuing operations | 17,059 | 8,740 | |
| Result from assets held for sale | -59 | -77 | |
| Consolidated profit for the year | 17,000 | 8,663 | |
| Result attributable to non-controlling interests | 13 | 271 | -281 |
| Consolidated result attributable to owners of the parent |
16,729 | 8,943 |
| Notes | June 30 2023 |
June 30 2022 |
|
|---|---|---|---|
| (in thousands of euro) | |||
| Items that may be subsequently reclassified to profit or loss |
|||
| Financial instruments | 82 | -408 | |
| Currency translation differences related to associates and companies accounted for using the equity method |
-2,668 | -219 | |
| Currency translation differences - other | -1,857 | 2,928 | |
| Items that will not be subsequently reclassified to profit or loss Remeasurements gains/(losses) on defined benefit |
188 | 0 | |
| plans | |||
| Tax on OCI | -69 | 103 | |
| Other comprehensive income for the year | -4,323 | 2,404 | |
| OCI attributable to non-controlling interests | -2 | -4 | |
| OCI attributable to owners of the parent | -4,321 | 2,408 | |
| Total comprehensive income for the year | 12,677 | 11,067 | |
| Profit attributable to: | |||
| Non-controlling interests | 271 | -281 | |
| Owners of the parent | 16,729 | 8,943 | |
| Total comprehensive income attributable to: | |||
| Non-controlling interests | 271 | -281 | |
| Owners of the parent | 12,406 | 11,348 | |
| Basic and diluted earnings per share (in euro) | 8 | 1.93 | 1.15 |
| Weighted average number of shares | 8,684,551 | 7,807,185 |
| (In thousands of euro) | SHARE CAPITAL |
SHARE PREMIUM |
TREASURY SHARES |
TRANSLATION DIFFERENCES |
HEDGING RESERVES |
FINANCIAL INSTRUMENTS |
REMEASUREMENT GAINS/(LOSSES) ON DEFINED BENEFIT PLANS |
TOTAL OTHER RESERVES |
RETAINED EARNINGS |
TOTAL ATTRIBUTABLE TO OWNERS OF THE PARENT |
NON CONTROLLING INTEREST |
TOTAL EQUITY |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2021 | 30,710 | 5,814 | 0 | 1,018 | -68 | -164 | -7,284 | -6,498 | 123,741 | 153,767 | 1,654 | 155,421 |
| Result of the period | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 8,943 | 8,943 | -281 | 8,662 |
| Other comprehensive income |
||||||||||||
| Currency translation difference related to associates and companies accounted for using the equity method |
0 | 0 | 0 | -219 | 0 | 0 | 0 | -219 | 0 | -219 | -4 | -223 |
| Currency translation difference - Other |
0 | 0 | 0 | 2,928 | 0 | 0 | 0 | 2,928 | 0 | 2,928 | 0 | 2,928 |
| Financial instruments | 0 | 0 | 0 | 0 | 318 | -726 | 0 | -408 | 0 | -408 | 0 | -408 |
| Defined benefit plans | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Tax on OCI | 0 | 0 | 0 | 0 | -79 | 181 | 0 | 103 | 0 | 103 | 0 | 103 |
| Total other comprehensive income/(loss) for the year, net of tax |
0 | 0 | 0 | 2,709 | 239 | -545 | 0 | 2,403 | 0 | 2,403 | -4 | 2,399 |
| Total comprehensive income of the year |
0 | 0 | 0 | 2,709 | 239 | -545 | 0 | 2,403 | 8,943 | 11,346 | -285 | 11,061 |
| Acquisition of treasury shares |
0 | 0 | -1,328 | 0 | 0 | 0 | 0 | 0 | 0 | -1,328 | 0 | -1,328 |
| Dividend paid out | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | -3,909 | -3,909 | -8 | -3,917 |
| Hyperinflation | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 1,563 | 1,563 | 0 | 1,563 |
| June 30, 2022 | 30,710 | 5,814 | -1,328 | 3,727 | 171 | -709 | -7,284 | -4,094 | 130,338 | 161,440 | 1,361 | 162,801 |
| (In thousands of euro) | SHARE CAPITAL |
SHARE PREMIUM |
TREASURY SHARES |
TRANSLATION DIFFERENCES |
HEDGING RESERVES |
FINANCIAL INSTRUMENTS |
REMEASUREMENT GAINS/(LOSSES) ON DEFINED BENEFIT PLANS |
TOTAL OTHER RESERVES |
RETAINED EARNINGS |
TOTAL ATTRIBUTABLE TO OWNERS OF THE PARENT |
NON CONTROLLING INTEREST |
TOTAL EQUITY |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2022 | 30,710 | 5,814 | -1,850 | 1,955 | 523 | -933 | -3,891 | -2,346 | 136,496 | 168,824 | 1,743 | 170,567 |
| Result of the period | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 16,729 | 16,729 | 271 | 17,000 |
| Other comprehensive income |
||||||||||||
| Currency translation difference related to associates and companies accounted for using the equity method |
0 | 0 | 0 | -2,668 | 0 | 0 | 0 | -2,668 | 0 | -2,668 | 0 | -2,668 |
| Currency translation difference - Other |
0 | 0 | 0 | -1,859 | 0 | 0 | 0 | -1,859 | 4 | -1,855 | -2 | -1,857 |
| Financial instruments | 0 | 0 | 0 | 0 | -121 | 203 | 0 | 82 | 0 | 82 | 0 | 82 |
| Defined benefit plans | 0 | 0 | 0 | 0 | 0 | 0 | 188 | 188 | 0 | 188 | 0 | 188 |
| Tax on OCI | 0 | 0 | 0 | 0 | 30 | -51 | -47 | -69 | 0 | -69 | 0 | -69 |
| 0 | ||||||||||||
| Total other comprehensive income/(loss) for the year, net of tax |
0 | 0 | 0 | -4,527 | -91 | 153 | 141 | -4,325 | 4 | -4,321 | -2 | -4,323 |
| Total comprehensive income of the year |
0 | 0 | 0 | -4,527 | -91 | 153 | 141 | -4,325 | 16,733 | 12,408 | 269 | 12,677 |
| Capital increase | 7,570 | 61,776 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 69,346 | 0 | 69,346 |
| Acquisition / (cancellations) of treasury shares |
0 | 0 | 1,850 | 0 | 0 | 0 | 0 | 0 | -3,424 | -1,574 | 0 | -1,574 |
| Dividend paid out | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | -3,852 | -3,852 | -120 | -3,972 |
| 0 | ||||||||||||
| June 30, 2023 | 38,280 | 67,590 | 0 | -2,572 | 432 | -780 | -3,750 | -6,671 | 145,953 | 245,152 | 1,892 | 247,044 |
| (in thousands of euro) | Notes | June 30, | June 30, |
|---|---|---|---|
| 2023 | 2022 | ||
| CASH FLOW FROM OPERATING ACTIVITIES | 26,546 | 13,023 | |
| Consolidated result attributable to owners of the parent | 16,729 | 8,943 | |
| Result attributable to non-controlling interest | 271 | -281 | |
| Adjusted for | |||
| - Current and deferred tax | 4,854 | 3,126 | |
| - Interest and other financial income and expenses | 453 | 1,291 | |
| - Depreciation, amortization and impairments | 3,409 | 3,030 | |
| - Write downs of trade receivables | 317 | 22 | |
| - Write downs of inventory | 96 | 199 | |
| - Changes in provisions | 276 | -2,567 | |
| - Gain (-) / loss (+) on sale of tangible fixed as | 11 | -8 | |
| - Companies accounted for using equity method | -1,728 | -931 | |
| Interest received | 1,885 | 199 | |
| Changes in working capital Increase (-), decrease (+) | -26,414 | -23,430 | |
| Changes in advance payments | 1,037 | 1,037 | |
| Changes in inventory | -43,109 | -41,342 | |
| Changes in long- and short-term amounts receivable | -2,171 | -496 | |
| Changes in trade and other payables | 17,829 | 17,371 | |
| Corporate income tax paid | -2,387 | -2,216 | |
| Net cash generated / (used) by operating activities - total | -2,255 | -12,623 |
| Purchases of intangible fixed assets | -527 | -360 |
|---|---|---|
| Purchases of tangible fixed assets | -4,834 | -2,544 |
| Sales of intangible and tangible fixed assets | 2 | 108 |
| Net cash generated / (used) by investing activities | -5,359 | -2,796 |
| Net cash flow before financing activities | -7,614 | -15,418 |
| Capital increase | 6 | 26,820 | 0 |
|---|---|---|---|
| Other financial charges | -460 | -901 | |
| Other financial income | 62 | 437 | |
| Dividend | -3,972 | -3,917 | |
| Proceeds / (purchase) of financial instruments | 692 | 841 | |
| (Acquisition) / sale of treasury shares | 5 | -1,574 | -1,328 |
| Proceeds/ (repayments) of borrowings | -817 | -2,169 | |
| Interest paid | -1,886 | -990 | |
| Net cash generated / (used) by financing activities | 18,864 | -8,028 | |
| Net increase / (decrease) in cash and cash equivalents | 11,250 | -23,446 | |
| Cash, cash equivalent and bank overdrafts at the beginning of the year |
29,913 | 60,682 | |
| Exchange gains/(losses) on cash and bank overdrafts | 158 | 2,898 | |
| Cash, cash equivalent and bank overdrafts at the end of the year |
9 | 41,322 | 40,134 |
The JENSEN-GROUP (hereafter "the Group") is with its products and services one of the major leading suppliers to the heavy-duty laundry industry. The innovative product range varies from transportation and handling systems, tunnel washers, separators, feeders, ironers and folders to complete project management for fully equipped and professionally managed industrial laundries. The JENSEN-GROUP has operations in 23 countries and distributes its products in more than 50 countries. As per June 30, 2023, the JENSEN-GROUP employs worldwide 1,686 people.
JENSEN-GROUP NV (hereafter "the Company") is incorporated in Belgium. Its registered office is at Neerhonderd 33, 9230 Wetteren, Belgium.
The JENSEN-GROUP shares are quoted on the Euronext Stock Exchange.
The Board of Directors approved the present condensed financial statements for issue on August 10, 2023.
This condensed consolidated interim financial information is for the first half-year ended June 30, 2023. These interim financial statements are prepared in accordance with IAS 34 "Interim Financial Reporting", as adopted by the EU. The accounting policies used in the preparation of the interim financial statements are consistent with those used in the annual financial statements for the year ended December 31, 2022.
This condensed consolidated interim financial information should be read in conjunction with the 2022 annual IFRS consolidated financial statements.
This condensed consolidated interim financial information has not been reviewed by the external auditor.
The policies have been consistently applied to all the periods presented.
Taxation is determined annually and, accordingly, the tax charge for the interim period involves making an estimate of the likely effective tax rate for the year. The calculation of the effective tax rate is based on an estimate of the tax charge or credit for the year expressed as a percentage of the expected accounting profit or loss. This percentage is then applied to the interim result, and the tax is recognized ratably over the year as a whole.
The preparation of the condensed interim financial information requires management to make estimates and assumptions that affect the reported amounts of revenue, expenses, assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The areas involving a higher degree of judgment or complexity, or where assumptions and estimates are significant to the consolidated financial statements, are disclosed in the accounting policies.
This condensed consolidated interim financial information has been prepared in accordance with those IFRS standards and IFRIC interpretations issued and effective or issued and early adopted as at 30 June 2023 which have been adopted by the European Union, as follows:
Standards and interpretations applicable for the annual period beginning on or after 1 January 2023:
Standards and interpretations published, but not yet applicable for the annual period beginning on 1 January 2023:
None of these IFRS standards have an impact on the Group's financials.
The preparation of the financial statements involves the use of estimates and assumptions, which may have an impact on the reported values of assets and liabilities at the end of the period as well as on certain items of income and expense for the period. Estimates are based on economic data, which are likely to vary over time, and are subject to a degree of uncertainty. These mainly relate to non-current assets - right to use, contracts in progress (percentage of completion method), pension liabilities, provisions for other liabilities and charges and expected credit loss model. There are no changes in the methodology of the estimates used compared to the December 31, 2022 financial statements.
There are no changes in the accounting policies compared with the accounting policies used in the preparation of the financial statements as per December 31, 2022.
The parent Company, JENSEN-GROUP NV, and all the subsidiaries that it controls are included in the consolidation. On April 3, 2023, JENSEN-GROUP acquired 49% of the shareholder rights in Inax Corporation, the participation is accounted for under the equity method.
The Board of Directors has examined the Group's performance and has identified a single business segment. The total laundry industry can be split up into Consumer, Commercial and Heavy-Duty laundry. The JENSEN-GROUP entities serve end-customers only in the Heavy-Duty laundry segment. Most of these laundries range from large on premises laundries to large international textile rental groups. Basically, all JENSEN-GROUP customers follow the same processes. The JENSEN-GROUP sells its products and services through own sales and service companies and independent distributors worldwide. In this way the JENSEN-GROUP operates only in a single segment.
The following table presents revenue and certain asset information based on the Group's geographical areas. The basis for attributing revenues is based on the location of the customer:
| Europe | America Asia and Australia |
TOTAL | Attributable to Belgium |
|||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (in thousands of euro) |
June 30, 2023 |
June 30, 2022 |
June 30, 2023 |
June 30, 2022 |
June 30, 2023 |
June 30, 2022 |
June 30, 2023 |
June 30, 2022 |
June 30, 2023 |
June 30, 2022 |
| Revenue from external customers |
122,731 | 104,026 | 49,153 | 38,691 | 34,814 | 28,469 | 206,698 | 171,186 | 9,860 | 4,686 |
| Non-current assets | 135,378 | 92,067 | 6,278 | 5,440 | 9,776 | 11,132 | 151,432 | 108,639 | ||
| Non allocated assets | 271,377 | 233,423 | ||||||||
| Total assets | 422,809 | 342,062 | ||||||||
| Capital expenditure | -3,948 | -1,216 | -590 | -1,096 | -276 | -45 | -4,814 | -2,356 |
The difference between non-current assets in the table above (151.4 million euro) and the non-current assets as per the consolidated statement of financial position (155.3 million euro) relates to the deferred tax assets (3.9 million euro).
| (in thousands of euro) | June 30, 2023 |
December 31, 2022 |
|---|---|---|
| Contract revenue (6 months period, end of June 2023 and end of June 2022) | 206,698 | 171,186 |
| Contract assets | 82,503 | 52,920 |
| Contract liabilities | 33,895 | 35,672 |
The above contract assets represent the Group's right to consideration in exchange for goods or services that it has transferred to a customer. Amounts could however not already be invoiced as the right to consideration is not yet unconditional because additional obligations remain to be delivered to the customer.
Construction contracts are valued based on the percentage of completion method. At June 30, 2023 the contract assets included 18.6 million euro of accrued profit (18.2 million euro at December 31, 2022).
The contract assets are higher due to higher activities, driven by the high order backlog in December 2022.
In the first six months of 2023, no write-offs on contract assets were performed.
The Bylaws of the Company allow the purchase of own shares. On March 10, 2022, JENSEN-GROUP announced a program to buy back a maximum of 781,900 or 10% of its owns shares (the "Program"). In view of the transaction with MIURA, the Board of Directors at its meeting of March 9, 2023 suspended its Program until further notice. During the term of the Program, an investment bank on behalf of JENSEN-GROUP purchased 113,873 shares. The shareholders decided to cancel the shares during the extra-ordinary shareholders' meeting of May 16, 2023, for a total amount of 3.4 million euro.
During the first three months JENSEN-GROUP bought back shares for a total amount of 1.6 million euro.
At its meeting of August 10, 2023, the Board of Directors decided to re-start the buy-back program for the remaining 668,027 shares. The buy-back mandate expires on May 16, 2028
As per June 30, 2023, the Company did not own treasury shares.
On April 3, 2023, 1,181,279 new shares of JENSEN-GROUP NV were issued following a contribution of 49% of the shares in Inax Corporation ("Inax"), and 745,003 shares were issued following a contribution of cash of 26.8 million euro. Reference is made to the Prospectus in relation to the admission to listing and trading on the regulated market of Euronext Brussels of 1,926,282 shares, approved by the FSMA on June 29, 2023.
As at June 30, 2023, the issued share capital was 38.3 million euro, represented by 9,631,408 ordinary shares without nominal value. There were no preference shares. All shares are fully paid.
Detailed information on the capital statement as per June 30, 2023 is set out below.
| Amounts | Number of shares |
||
|---|---|---|---|
| Capital statement (position as at June 30, 2023) | (in thousands of euro) |
||
| A. Capital | |||
| 1. Issued capital | |||
| At the end of the previous year | 30,710 | ||
| Changes during the year | 7,570 | ||
| At the end of June 2023 | 38,280 | ||
| 2. Capital representation | |||
| 2.1 Shares without nominal value | 38,280 | 9,631,408 | |
| 2.2 Registered or bearer shares | |||
| Registered | 6,240,339 | ||
| Dematerialized | 3,391,069 | ||
| B. Own shares held by | |||
| the company or one of its subsidiaries | 0 | 0 | |
| C. Commitments to issue shares | |||
| 1. As a result of the exercise of conversion rights | 0 | 0 | |
| 2. As a result of the exercise of subscription right | 0 | 0 | |
| D. Authorized capital not issued | 38,280 |
The following notifications have been received of holdings in the company's share capital during H01 2023:
JENSEN INVEST A/S, Ejnar Jensen Vej 1, 3700 Rønne, Denmark
| Number of shares |
Total shares | % | |
|---|---|---|---|
| - Number of shares | 4,253,781 | 9,631,408 | 44.17% |
| - Voting rights | 4,253,781 | 9,631,408 | 44.17% |
The chain of control is as follows: 44% of the shares in JENSEN-GROUP NV are held by JENSEN Invest A/S. JF Tenura Aps holds 100% of the shares in Jensen Invest A/S. SWID AG, represented by Mr. Jesper M. Jensen holds and controls 51% of the shares in JF Tenura Aps. The other 49% of the shares in JF Tenura Aps are held by Mrs Anne Munch Jensen and Mrs Karine Munk Finser as the ultimate beneficial owners of the Jørn Munch Jensen and Lise Munch Jensen Family Trust.
7 Horie, Matsuyama, Ehime, 799-2696 Japan
| Number of shares |
Total shares | % | |
|---|---|---|---|
| - Number of shares | 1,926,282 | 9,631,408 | 20.00% |
| - Voting rights | 1,926,282 | 9,631,408 | 20.00% |
Miura Co. Ltd. holds 20% of the shares in JENSEN-GROUP NV.
| (in thousands of euro) | June 30, 2023 |
June 30, 2022 |
|---|---|---|
| Other Income / (Expense) | 492 | 1,856 |
Per end of June 2023, the other operating result mainly includes sales commissions received.
Last year, the other operating result mainly included:
Basic earnings per share are calculated by dividing the result attributable to the owners of the parent for the half-year of 16.7 million euro (8.9 million euro for the same period in 2022) by the weighted average number of ordinary shares outstanding during the years ended June 30, 2023 and 2022.
| June 30, 2023 |
June 30, 2022 |
|
|---|---|---|
| Basic earnings per share (in euro) | 1.93 | 1.15 |
| Weighted averages of shares outstanding | 8,684,551 | 7,807,185 |
Cash, cash equivalents and bank overdrafts include the following for the purpose of the cash flow statement:
| (in thousands of euro) | June 30, 2023 |
December 31, 2022 |
|---|---|---|
| Cash and cash equivalents | 46,667 | 35,427 |
| Overdraft | -5,345 | -5,514 |
| Net cash and cash equivalents | 41,322 | 29,913 |
The increase in cash is a result of the capital increase in cash of 26.8 million euro and negatively impacted by the higher working capital.
There are no major changes compared to December 31, 2022.
The table below gives an overview of the Group's financial instruments. The carrying amounts are assumed to be close to the fair value.
| (in thousands of euro) | June 30, 2023 | December 31, 2022 | |||
|---|---|---|---|---|---|
| Carrying amount |
Fair value amount |
Carrying amount |
Fair value amount |
||
| FINANCIAL ASSETS | |||||
| Financial Assets at amortized cost | 5,277 | 4,537 | 5,425 | 4,695 | |
| Financial Assets at fair value through OCI | 26,125 | 26,125 | 26,520 | 26,520 | |
| Other LT Receivables | 1,966 | 1,966 | 2,371 | 2,169 | |
| Trade receivables | 78,003 | 78,003 | 77,831 | 77,831 | |
| Derivative Financial Instruments - FX contracts |
361 | 361 | 499 | 499 | |
| Derivative Financial Instruments - IRS | 389 | 389 | 0 | 0 | |
| Cash and cash equivalent | 46,667 | 46,667 | 35,427 | 35,427 | |
| Total | 158,788 | 158,049 | 148,073 | 147,140 | |
| FINANCIAL LIABILITIES | |||||
| Financial debts | 48,097 | 47,143 | 48,897 | 47,926 | |
| Financial debts - factoring | 3,984 | 3,984 | 3,655 | 3,655 | |
| Trade Payables | 26,796 | 26,796 | 22,261 | 22,261 | |
| Derivative Financial Instruments - FX contracts |
25 | 25 | 452 | 452 | |
| Derivative Financial Instruments -IRS | 0 | 0 | -418 | -418 | |
| Total | 78,902 | 77,948 | 74,846 | 73,876 |
The increase in cash is a result of the capital increase in cash of 26.8 million euro and negatively impacted by the higher working capital.
| (in thousands of euro) | June 30, 2023 |
December 31, 2022 |
|---|---|---|
| Companies accounted for under equity method | 47,090 | 5,573 |
The companies accounted for under the equity method include the valuation of the participations in Tolon and Inax Corporation (from April 3, 2023 onwards). The increase of 41.5 million euro is due to:
As the JENSEN-GROUP holds less than 50% of Tolon, this participation is consolidated by the equity method.
Net income per end of June 2023 (excluding hyperinflation) amounts to 1.6 million euro, compared to 1.5 million euro per end of June 2022 (excluding hyperinflation).
The Group applies IAS29 for the consolidation of its Turkish subsidiaries.
For the application of this standard, and to restate the income statements and non-monetary assets and liabilities at June 30, 2022, we used the producer price index (PPI) "PPI.ITUR" as from January 2005, published by the Turkish Statistical Institute (Turkstat):
The impact on the share in the result for the first semester of 2023 of the revaluation was an income of 0.3 million euro.
The impact of the first-time application of IAS 29 in H01 2022 was:
On April 3, 2023, JENSEN-GROUP acquired 49% of the shares of Inax Corporation ("Inax"), a Japanese wholly owned subsidiary of MIURA via the issuance of shares of JENSEN-GROUP NV (see note 14). As the JENSEN-GROUP holds less than 50%, this participation is consolidated by the equity method.
For more information about the acquisition-date fair value of the total consideration transferred, see note 14. (*) Note the valuation is still subject to final contribution value (see note 14).
The shareholders of the Company as per June 30, 2023 are:

There are no significant changes in compensation of key management.
Non-controlling interest deducted from the total Group result of Gotli and Inwatec are listed below.
| (in thousands of euro) | June 30, 2023 |
December 31, 2022 |
|---|---|---|
| Result attributable to non-controlling interest | 271 | 100 |
| Equity part of NCI | 1,892 | 1,743 |
On April 3, 2023, JENSEN-GROUP acquired 49% of the shares of Inax Corporation ("Inax"), a Japanese wholly owned subsidiary of MIURA via the issuance of shares of JENSEN-GROUP NV (see note 6). Inax is serving heavyduty laundries as well as large on-premises laundries mainly in Japan. The partnership will make the JENSEN-GROUP a key partner for Inax, one of the main manufacturing and distribution companies for heavy-duty laundry equipment in Japan. Inax announced a net income of 4.6 million euro for their financial year ending March 2022.
The table below gives an overview of the acquisition-date provisional fair value of the total consideration transferred and the remaining amount of goodwill recognized as part of the investment:
| March 31, 2023 March 31, 2023 |
|
|---|---|
| (in thousands of (in thousands of JPY) |
EUR) |
| Order backlog 113,000 |
780 |
| Brand name 972,000 |
6,711 |
| Customer relationships 4,192,000 |
28,944 |
| Fair value real estate 166,203 |
1,148 |
| Other non-current assets 2,668,223 |
18,423 |
| Current assets 7,418,657 |
51,223 |
| Non-current liabilities -2,228,336 |
-15,386 |
| Current liabilities -6,445,445 |
-44,504 |
| NET ASSETS REQUIRED 6,712,012 |
46,344 |
| Goodwill (100%) 5,665,508 |
39,118 |
| Contribution value (100%) 12,521,810 |
86,459 |
| Contribution value via issuance of new shares (49%) 6,135,687 |
42,365 |
The consideration transferred for the investment in Inax Corporation is the contribution value based upon enterprise value of 75 million euro (for 100% of the shares) on a cash-free/debt-free basis. The value of the contribution in kind and the number of shares issued in consideration was determined four business days prior to the closing of the transaction. The final contribution value will be settled post-closing in cash by the end of September 2023, based upon the actual amounts of cash, debt and net working capital as at March 31, 2023.
The fair value of the assets and liabilities acquired in the above transaction is determined on a provisional basis. Any adjustment to the provisional amounts will be recorded within twelve months of acquisition date.
There are no significant after balance sheet events.
JENSEN-GROUP N.V. | Neerhonderd 33 |9230 Wetteren - Belgium T +32 (0)9 333 83 30 | www.jensen-group.com

CONDENSED INTERIM FINANCIAL INFORMATION FOR 6 MONTHS ENDED ON JUNE 30, 2023 29
www.jensen-group.com
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