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Karnell Group AB

Earnings Release Feb 18, 2025

6563_10-k_2025-02-18_d4c2732b-e3b6-49c4-a154-a0904c5521c2.pdf

Earnings Release

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Year-end report

Q4

January – December 2024

January - December 2024

Fourth quarter

  • Net sales for the fourth quarter increased by 32.4% to SEK 402.9 million (304.4), of which organic growth amounted to 6.1%.
  • EBITA amounted to SEK 50.2 million (35.3), an increase of 42.3%.
  • The quarter was impacted by SEK 0.0 million (2.1) of acquisition costs.
  • Operating profit (EBIT) amounted to SEK 45.7 million (33.3), an increase of 37.2%.
  • Cash flow from operating activities for the quarter amounted to SEK 86.0 million (84.2).
  • Earnings per share for the quarter after dilution amounted to SEK 0.56 (0.25).

January - December

  • Net sales for the period increased by 27.1% to SEK 1,402.3 million (1,103.3), of which organic growth amounted to 3.6%.
  • EBITA amounted to SEK 165.8 million (136.7), an increase of 21.4%.
  • The period was affected by approximately SEK 7.2 million (5.6) of costs related to the IPO, as well as SEK 8.4 million (3.9) of acquisition costs.
  • Operating profit (EBIT) amounted to SEK 150.7 million (132.6), an increase of 13.7%.
  • Cash flow from operating activities for the period amounted to SEK 174.1 million (132.8).
  • Capital raising and transactions with owners have provided the Group with a total of SEK 287.0 million after issue costs.
  • Earnings per share after dilution amounted to SEK 1.49 (1.81).
  • During the period, four acquisitions and one add-on acquisition were completed.
  • The Board of Directors proposes that no dividend be paid for the financial year 2024.

Key figures

Q4 Jan-Dec
MSEK 2024 2023 2024 2023
Net sales 402.9 304.4 32% 1,402.3 1,103.3 27%
EBITDA 69.9 49.2 42% 235.7 188.6 25%
EBITA 50.2 35.3 42% 165.8 136.7 21%
EBITA margin, % 12.5% 11.6% 11.8% 12.4%
Operating profit (EBIT) 45.7 33.3 37% 150.7 132.6 14%
Net profit after tax for the period 30.4 11.0 177% 77.5 77.4 0%
Net debt excl. leasing/ EBITDA LTM excl. leasing 0.9 1.2
Cash flow from operating activities 86.0 84.2 2% 174.1 132.8 31%
Earnings per share before dilution (SEK) 0.57 0.26 121% 1.54 1.88 -18%
Earnings per share after dilution (SEK) 0.56 0.25 123% 1.49 1.81 -18%
Number of employees, closing day 671 553 21% 671 553 21%
Number of shares outstanding ('000) 52,921 42,094 26% 52,921 42,094 26%

Comments from the CEO

The fourth quarter marks the conclusion of a transformative year for Karnell, highlighted by our successful IPO on the Stockholm main market and the execution of our growth strategy through the acquisition of four platform companies. Our focus on small, niche industrial companies with strong financials has proven resilient, with several group companies delivering solid performance. At the same time, we have navigated a dynamic market environment characterized by varying demand across sectors. Despite these market challenges, the Group has achieved organic sales growth of 3.6% for the full year.

Group development

Net sales for the fourth quarter increased by 32.4% compared to the previous year, reaching SEK 402.9 million, primarily driven by acquisitions. Organic growth of 6.1% underscores the strength of our operations despite continued market caution. This expansion aligns with our strategic focus on broadening our portfolio and reinforcing our market position.

EBITA for the quarter grew by 42.2% to SEK 50.2 million, with organic EBITA growth of 2.9%.

Cash flow from operating activities in Q4 2024 amounted to SEK 86.0 million (84.2). For the full year 2024, operating cash flow increased by 31.1% to SEK 174.1 million (132.8). After the IPO, the number of outstanding shares increased to 52.9 million (42.1). Despite dilution, operating cash flow per share increased by 4.3% to SEK 3.29, even before the effect of the 2024 acquisitions was fully realized. The strong cash flow performance reinforces our ability to drive growth and longterm shareholder value.

Our Product companies continued their strong performance, benefiting from a stabilizing construction market that has improved visibility for many of these businesses. While a full return to growth remains premature, early positive trends are encouraging.

In contrast, demand within Niche production softened, reflecting a more cautious market sentiment. As a result, our Niche production companies faced a weaker quarter compared to last year's strong performance. This decline in demand has put pressure on margins, particularly for capexheavy customers in softer market conditions and those tied to later stages of the construction cycle.

"The fourth quarter marks the conclusion of a transformative year for Karnell, highlighted by a successful IPO, four strategic acquisitions, and organic growth—positioning us for continued expansion in 2025"

Acquisition

In 2024, Karnell strengthened its portfolio with four new platform companies in niche industrial technology.

  • In Finland, we acquired Sähkö-Jokinen Oy, a leading manufacturer of outdoor lighting solutions.
  • In Sweden, we have added Ojop Sweden AB, a specialist in eccentric locks and battery contacts.
  • In the UK, we expanded with NE Engineering LTD, a precision engineering company specializing in complex components for subsea telecom, niche automotive and industrial applications.
  • In Sweden, we acquired Haco Tellus AB and Haco Rehabservice AB, specializing in industrial wheels and wheelchair parts.

During the fourth quarter, the focus has been on integrating the companies acquired earlier in the year and at the same time building a strong pipeline for 2025. As a result, on 31 January 2025, we acquired Männistö Oy Metallituote, a Finnish manufacturer specializing in pipe support systems for the maritime industry and its own products for HVAC and insulation applications. In 2024, Männistö had sales of just over EUR 6 million with good profitability.

Future Outlook

As we enter 2025, we do so with a strong balance sheet, a solid M&A pipeline and an expanded team to support our continued growth. While some industrial segments remain uncertain, we see clear opportunities to drive expansion through innovation, automation, and strategic acquisitions.

Our decentralized structure and focus on operational efficiency position us well to navigate changing market conditions. At the same time, sustainability and long-term value creation continue to be important priorities as we develop competitive offerings and strengthen customer relationships.

With a disciplined investment strategy and a growing portfolio of high-performing industrial technology companies, we are well prepared to capitalize on future opportunities.

Petter Moldenius

Chief executive officer

Group performance

Net sales

Net sales increased in the fourth quarter by 32.4% compared to the same period last year and amounted to SEK 402.9 million (304.4). Growth was mainly related to acquisitions, 25.3%. Exchange rate effects accounted for 0.9% and organically sales increased by 6.1%. The market situation in the fourth quarter was still a little cautious, despite this, several of the Group's companies performed strongly. Product companies performed well, with several of the companies seeing larger sales increases and higher margins. Niche production continued at a somewhat slower pace, with several major customers being a little more cautious.

Net sales for the period January-December increased by 27.1% compared to the same period last year and amounted to SEK 1,402.3 million (1,103.3). The growth is mainly explained by completed acquisitions. Organic growth amounted to 3.6%.

Net sales and EBITA margin in percent

In the fourth quarter, the EBITA margin amounted to 12.5% (11.6). The EBITA margin for Q4 2023 and Q1 2024 was impacted by costs related to the IPO.

Profit

EBITA increased in the fourth quarter by 42.2% to SEK 50.2 million (35.3). Acquisitions contributed 37.9% and currency effects were 1.4%. Organically, EBITA increased by 2.9%. The increase is mainly attributable to a strong result for Product Companies and slightly lower central costs than last year. For the operating companies, EBITA decreased organically by 7.4%.

Operating profit increased by 37.2% compared to the same quarter last year and amounted to SEK 45.7 million (33.3).

Product companies delivered another strong quarter with increased sales and improved margins. Niche production had a more cautious quarter compared to the same quarter last year, with slightly lower demand and reduced margins, although from a high level. The Group did not incur any acquisition costs during the quarter.

For the period January-December, EBITA increased by 21.4% and amounted to SEK 165.8 million (136.7). Most of the EBITA growth came from acquisitions, 32.7%, and exchange rate effects amounted to -0.3%. EBITA decreased organically by 11.1%. Looking at the operating companies, EBITA decreased organically by 2.2%.

The Group has had unusually high costs during the year, particularly related to the IPO in Q1. Listing costs amounted to SEK 7.2 million (5.6) and in addition to this, the Group has had transaction costs of SEK 8.4 million (3.9) for completed acquisitions.

Operating profit increased by 13.7% compared to the same period last year and amounted to SEK 150.7 million (132.6), including listing costs.

Product companies saw a recovery compared to the previous year, where increased sales and increased margins boosted earnings. Niche production have generally had a stable period compared to a very strong 2023, but with slightly less demand and thus reduced margins.

Net financial items

Net financial items for the fourth quarter amounted to SEK -4.5 million (-15.1). Net financial items consisted of interest expenses to credit institutions of SEK -7.0 million (-5.7), interest on lease liabilities of SEK -1.6 million (-1.1), interest income of SEK 1.9 million (2.3) and SEK 1.0 million (0.2) of currency effects. Net financial items were affected in the fourth quarter by revaluation of put/call options and earnouts of SEK 1.2 million (-10.9). See note 5.

For the period January-December, net financial items amounted to SEK -36.1 million (-23.1). Net financial items consisted of interest expenses to credit institutions of SEK -30.9 million (-23.2), interest on lease liabilities of SEK -6.1 million (-4.8), interest income of SEK 7.6 million (7.7) and SEK -1.0 million (0.6) of currency effects. Net financial items are also affected by the revaluation of put/call options and earn-outs of SEK -7.5 million (-3.4). See note 5.

Income tax

The weighted tax rate for the Group in the fourth quarter was 26.1% (39.6).

The Group's weighted tax rate for January-December amounted to 32.4% (29.3). The high tax rate was mainly due to the loss in the parent company, where no deferred tax was booked. Work is underway within the Group to bring down the tax rate in the long term.

Cash flow and financial position

Cash flow

Cash flow from operating activities for the quarter amounted to SEK 86.0 million (84.2). During the quarter, SEK 22.3 million (8.1) was invested in property, plant and equipment and SEK 1.5 million (2.2) in intangible fixed assets. Cash flow from financing activities amounted to SEK -19.4 million (-29.4).

Cash flow from operating activities for the period January-December amounted to SEK 174.1 million (132.8). The increase compared with the previous year is a result of both increased earnings and reduced tied-up working capital. Cash flow from operating activities for the period was affected by the increased costs incurred by the Group related to the IPO and the completed transactions. During the period, SEK 48.2 million (22.2) was invested in property, plant and equipment and SEK 4.2 million (4.3) in intangible fixed assets. During the period, four platform acquisitions and one add-on acquisition were completed, which impacted cash flow by SEK -336.4 million. Cash flow from financing activities amounted to SEK 304.0 million (97.5). The greatest impact was the new share issues carried out in connection with the IPO, but also the directed share issue to the owners of Sähkö-Jokinen in connection with the acquisition.

Financial position

Amounts in brackets in the Financial position section refer to corresponding values as of 31 December 2023.

Equity at the end of the period amounted to SEK 1,164.9 million (774.5). During the year, new share issues totalling SEK 326.0 million were carried out. This was divided into a new share issue in connection with the IPO, including the over-allotment option, of SEK 287.5 million, a set-off issue of SEK 21.7 million and a directed share issue in connection with the acquisition of Sähkö-Jokinen of SEK 16.8 million. The issue amounts have been reduced by costs related to the issues of SEK -17.3 million.

Total assets amounted to SEK 2,233.1 million (1,600.4) and the equity/assets ratio was 52.2% (48.4).

Non-current interest-bearing liabilities at the end of the period amounted to SEK 367.3 million (283.3) and consisted of corporate loans from credit institutions. Other non-current liabilities consisted of put/call options and earn-outs amounting to SEK 129.1 million (134.4). Non-current lease liabilities amounted to SEK 97.7 million (42.1). Total noncurrent liabilities and provisions totalled SEK 665.8 million (501.8) at the end of the period. The increase in external loans is related to acquisitions for the year. Current interest-bearing liabilities consisted of short-term corporate loans and overdraft facilities and amounted to SEK 93.0 million (92.8). Current lease liabilities amounted to SEK 40.8 million (26.0) and the current part of put/call options and earn-outs amounted to SEK 54.5 million (0.0).

Cash and cash equivalents at the end of the period amounted to SEK 286.3 million (190.4).

Property, plant and equipment at the end of the period amounted to SEK 275.3 million (224.0).

Right-of-use assets at the end of the period amounted to SEK 136.2 million (65.6). The change in leased assets from the beginning of the year is primarily attributable to acquisitions.

At the end of the period, the Group's goodwill amounted to SEK 806.5 million (554.8). Other intangible non-current assets at the end of the period amounted to SEK 176.9 million (77.8). The increase compared to the beginning of the year is attributable to acquisitions.

Acquisition

During the year, four platform acquisitions and one add-on acquisition were completed. On 10 January, the acquisition of Sähkö-Jokinen "SJ" was completed. On 15 January, Tekniseri completed an add-on acquisition, AB Svenska Maskinskyltfabriken "SMF". On May 31, the acquisition of Ojop Sweden AB "Ojop" was completed. During the third quarter, two acquisitions were completed, on July 12, NE Engineering "NE" was acquired and on August 27, Haco Tellus and Haco Rehabservice "Haco" were acquired. The acquisition balances for the acquisitions are preliminary as retroactive adjustments may still be made if they reflect new information about the circumstances that existed at the time of the acquisition. Acquisition analyses for the acquisitions carried out before 1 January 2024 have now been established and no significant adjustments have been made. For more information, see Note 3.

Other information

Significant risks and uncertainties

The uncertainty factors that are primarily expected to affect the Group are as follows:

  • Economic activity the general industrial economy is expected to have a major impact on the Group as the majority of the companies sell to other manufacturing companies. However, the geographical spread in sales means that dependence on an individual country's economic situation is not decisive.
  • Inflation increased inflation, such as the one we have seen in recent years, means increased raw material prices for the Group's companies. The companies compensate for this through increased prices, which is however happening with some lag.
  • Geopolitical unrest the ongoing war against Ukraine and other conflicts have not had any significant impact on the Group's operations. The long-term economic consequences depend on the duration of the war as well as the measures taken by governments, central banks and other authorities.
  • Currencies The Group has a certain dependence on the development of the Swedish krona against the leading currencies in that a certain part of costs are paid in SEK while corresponding sales are made in foreign currencies. Therefore, a strengthening of the Swedish krona would affect competitiveness. The primary currency risk consists of translation exposure to EUR in the Finnish subsidiaries.
  • Interest the Group is partly financed by external borrowing. A significant increase in interest rates would thus increase financial costs and reduce liquidity.

For more information, please refer to the section "Risks and uncertainties" on page 3 and note 20 in the Annual Report for 2023.

Personnel

At the end of the period, the Group had 671 employees (553). The change is mainly due to recent acquisitions.

Number of shares

At the end of the period, the share capital of SEK 5.3 million (4.2) consisted of 52,920,992 shares (42,094,039).

Parent company

Operating profit for the fourth quarter amounted to SEK -6.3 million (-9.5). For the period January-December, operating profit was SEK -37.6 million (-27.1), the large difference is largely due to increased costs related to the IPO.

Events after the end of the reporting period

On 31 January, Männistö Oy Metallituote ("Männistö"), a Finnish manufacturer specialising in pipe support systems for the maritime industry and products for HVAC and insulation applications, was acquired. The company has annual sales of approximately EUR 6 million and will be included in the Product Companies business area.

Related party transactions

All transactions between Karnell Group AB (publ) and its subsidiaries have been eliminated in the consolidated financial statements. Fees to the Board of Directors can be found in Note 5 in the Annual Report for 2023. In connection with the IPO, 252,370 warrants were repurchased. The transaction was made on a market basis and on the same terms as applied at the time of the listing.

Business area – Product companies

Net sales in the fourth quarter increased by 53.2% and amounted to SEK 210.6 million (137.4). Acquisitions contributed 36.5% and currency effects was 0.6% of the increase. Organically, sales increased by 16.2%. EBITA increased by 71.6% and amounted to SEK 31.8 million (18.6). Acquisitions contributed 38.7% and currency effects 0.7%. Organically, EBITA increased by 32.2%.

The business situation in Product companies was strong, with continued recovery compared to a weaker 2023. Most units in the business area reported higher sales and increased margins compared with the previous year.

For the period January-December, sales increased by 48.4% and amounted to SEK 678.5 million (457.2). Acquisitions contributed 38.1% and currency effects-0.2% of the increase. Organically, sales increased by 10.5%. EBITA increased by 87.9% and amounted to SEK 95.9 million (51.0). Acquisitions contributed 52.8% and currency effects -0.2%. Organically, EBITA increased by 35.2%.

In the business area, there are to some extent seasonal effects, where units with a focus on the construction sector have their weaker months during the winter, and in addition, several companies are affected by the continued cautious construction sector in Finland. This has led to fierce competition for projects and depressed prices. During the fourth quarter, continued stabilisation has been seen and possibly the beginning of recovery. As a counterbalance to this seasonal variation, Drivex, which manufactures tools for snow removal and road maintenance, among other things, has its strongest months during the winter months.

The Product Company business area focuses on B2B industrial technology companies. These are companies that develop, own the rights and have a unique product offering. The business area consists of nine business units.

Share of Group sales

48%

Q4 Jan-Dec
MSEK 2024 2023 2024 2023
Net sales 210.6 137.4 53% 678.5 457.2 48%
EBITA 31.8 18.6 72% 95.9 51.0 88%
EBITA margin 15.1% 13.5% - 14.1% 11.2% -

Companies in the business area as of December 31, 2024

Business area – Niche production

Net sales increased in the fourth quarter by 15.2% and amounted to SEK 192.2 million (166.9), of which the organic change accounted for -2.1%. Acquisitions and currency contributed 16.1% and 1.2%, respectively. EBITA decreased by 8.7% during the quarter and amounted to SEK 26.1 million (28.6). Organically, EBITA decreased by 33.0%, acquisitions contributed positively by 22.9% and currency effects by 1.3%.

Last year's fourth quarter was a strong quarter with Niche production reporting high levels of sales and margins. The fourth quarter generally showed slightly lower activity, but with continued good profitability. During the quarter, several of the companies saw continued lower activity among larger industrial customers compared to before, which has led to slightly lower sales and lower margins.

For the period January-December, sales increased by 12.0% and amounted to SEK 723.8 million (646.0), of which the organic change accounted for -1.2%. Acquisitions and currency effects contributed 13.6% and -0.3%, respectively. EBITA decreased by 3.3% during the period and amounted to SEK 113.6 million (117.5). Organically, EBITA decreased by 18.8%, acquisitions contributed positively by 15.8% and currency effects impacted by -0.3%.

The Niche Production business area focuses on companies that are market leaders in producing products in their niche area. Often, our companies work closely with the customers' development department and add value in the development of the product. Niche production consists of six business units.

Share of Group sales

Q4 Jan-Dec
MSEK 2024 2023 2024 2023
Net sales 192.2 166.9 15% 723.8 646.0 12%
EBITA 26.1 28.6 -9% 113.6 117.5 -3%
EBITA margin 13.6% 17.1% 15.7% 18.2% -

Companies in the business area as of December 31, 2024

Certification by the Board of Directors and the CEO

The undersigned declares that the interim report provides a true and fair overview of the Group's and the Parent Company's operations, position and results, and describes material risks and uncertainties faced by the Parent Company and the companies that are part of the Group.

The report has not been subject to the auditors' review.

Stockholm, 18 February 2025

Patrik Rignell Per Nordgren

Dajana Mirborn Hans Karlander

Helena Nordman as Knutson Lena Wäppling Board member Board member

Petter Moldenius CEO

Chairperson Board member

Board member Board member

Consolidated income statement in summary

Q4 Jan-Dec
Note
MSEK
2024 2023 2024 2023
Net sales
2
402.9 304.4 1,402.3 1,103.3
Other operating revenue 2.6 2.0 7.9 8.6
Total income 405.5 306.4 1,410.2 1,111.9
Operating costs
Change in inventories -15.4 -6.7 -9.8 6.9
Raw materials and consumables -155.9 -60.9 -591.6 -485.1
Employee benefits expense -118.6 -151.5 -402.9 -323.2
Other external expenses -45.7 -38.2 -170.2 -121.9
Depreciation and amortisation of property, plant and
equipment
-10.6 -8.0 -37.9 -28.7
Depreciation and amortisation of right-to-use assets -9.0 -5.8 -31.9 -23.2
Depreciation and amortisation of intangible assets -4.6 -2.0 -15.1 -4.1
Operating income 45.7 33.3 150.7 132.6
Financial income 21.0 5.1 35.0 18.7
Financial expenses -25.5 -20.2 -71.1 -41.8
Net financial items
5
-4.5 -15.1 -36.1 -23.1
Profit/loss before tax 41.1 18.1 114.6 109.5
Current tax -10.5 -10.3 -35.7 -34.3
Deffered tax -0.2 3.1 -1.4 2.1
Tax on profit/loss for the period -10.7 -7.2 -37.1 -32.1
Profit/loss for the period 30.4 11.0 77.5 77.4
Earnings per share, SEK
- before dilution 0.57 0.26 1.54 1.88
- after dilution 0.56 0.25 1.49 1.81

Consolidated comprehensive income report in summary

Q4 Jan-Dec
MSEK 2024 2023 2024 2023
Profit/loss for the period 30.4 11.0 77.5 77.4
Items that may be reversed to the statement of income
Translation differences 12.8 -18.2 26.4 -3.2
Other comprehensive income 12.8 -18.2 26.4 -3.2
Total comprehensive income for the year 43.2 -7.2 103.9 74.2

Consolidated statement of Financial Position in summary

MSEK Note 31 Dec 2024 31 Dec 2023
Fixed assets
Intangible fixed assets 3 983.3 632.6
Right of use asset 136.2 65.6
Property plant and equipment 276.4 224.0
Other financial assets 4 1.8 4.8
Total non-current assets 1,397.7 927.0
Current assets
Inventories 293.0 251.6
Accounts receivable 4 239.6 211.1
Other current receivables 8.4 11.7
Prepaid expenses and accrued income 8.0 8.6
Cash and cash equivalents 4 286.3 190.4
Total current assets 835.3 673.4
Total assets 2,233.1 1,600.4
Equity 1,164.9 774.5
Deferred tax asset 66.1 37.4
Provisions 4.8 4.6
Non-current interest-bearing liabilities 4 367.3 283.3
Other non-current liabilities 4 129.9 134.4
Non-current leasing liabilities 97.7 42.1
Total non-current liabilities 665.8 501.8
Current liabilities
Current interest-bearing liabilities 4 93.0 92.8
Trade payables 4 94.8 79.1
Contract liabilities 4 6.4 20.8
Current tax liabilities 2.0 4.9
Current leasing liabilities 40.8 26.0
Other current liabilities 95.9 41.4
Accrued expenses and prepaid income 69.6 59.1
Total current liabilities 402.4 324.1
Total equity and liabilities 2,233.1 1,600.4

Consolidated report on changes in equity in summary

MSEK Share
capital
Other contributed
capital
Translation
reserve
Retained earnings incl.
this year's profit/loss
Total equity
Opening balance, equity 1 Jan 2024 4.2 677.4 16.0 76.9 774.5
Net profit for the year
Other comprehensive income for the
77.5 77.5
year 26.4 26.4
Comprehensive income for the year 26.4 77.5 103.9
New share issue 1.1 324.9 326.0
Issue costs -17.3 -17.3
Option premiums 2.2 2.2
Repurchase warrants -24.4 -24.4
Closing balance, equity 31 Dec 2024 5.3 987.3 42.4 130.0 1,164.9
Share Other contributed Translation Retained earnings incl.
MSEK capital capital reserve this year's profit/loss Total equity
Opening balance, equity 1 Jan 2023 3.7 567.6 19.1 -0.5 590.0
Net profit for the year 77.4 77.4
Other comprehensive income for the
year -3.2 -3.2
Comprehensive income for the year -3.2 77.4 74.2
New share issue 0.5 114.2 114.7
Issue costs -4.4 -4.4
Closing balance, equity 31 Dec 2023 4.2 677.4 16.0 76.9 774.5

Consolidated cash flow statement in summary

Q4 Jan-Dec
Note
MSEK
2024 2023 2024 2023
Operating activities
Operating profit (EBIT) 45.7 33.3 150.7 132.6
Adjustments for non-cash items 24.2 18.0 85.9 64.4
Interest received 1.9 5.2 7.6 7.7
Interest paid -8.6 -6.4 -37.0 -28.1
Paid tax -11.3 -5.5 -46.5 -33.7
Cash flow before changes in working capital 51.9 44.5 160.7 143.0
Changes in working capital
Changes in inventories 7.1 7.1 24.1 -15.5
Changes in trade receivables 27.5 10.9 12.9 -20.7
Change in other operating receivables 7.7 -2.9 5.1 5.2
Change in trade payables -2.2 -2.8 -18.3 2.9
Change in other operating liabilities -6.0 27.3 -10.5 17.8
Cash flow from changes in working capital 34.2 39.7 13.4 -10.2
Cash flow from operating activities 86.0 84.2 174.1 132.8
Investing activities
Acquisition of subsidiaries -2.3 -34.6 -336.4 -162.3
Investments in intangible assets -1.5 -2.2 -4.2 -4.3
Investments in property, plant and equipment -22.3 -8.1 -48.2 -22.2
Divestments of tangible assets 1.5 0.3 2.0 0.3
Changes in other financial assets 0.2 -0.6 0.2 -0.6
Cash flow from investing activities -24.5 -45.2 -386.5 -189.2
Financing activities
Borrowings - 25.0 153.0 427.8
Loan repayments -13.1 -12.0 -39.1 -373.6
Loan repayments, leasing -8.9 -6.2 -32.1 -23.4
Change in current credit facility 5.1 -33.3 -57.9 -27.3
New share issue - 7.4 287.0 110.3
Warrants - - -0.5 -
Cash-settled put/call options and earn-outs -2.4 -10.3 -6.3 -16.4
Cash flow from financing activities -19.4 -29.4 304.0 97.5
Cash flow for the period 42.2 9.7 91.6 41.2
Cash and cash equivalents at the beginning of the period 241.3 181.4 190.4 148.7
Effects of translation differences in cash and cash equivalents 2.8 -0.6 4.3 0.7
Cash and cash equivalents at the end of the period 286.3 190.4 286.3 190.4

Summary of the Parent Company's income statement

Q4 Jan-Dec
MSEK 2024 2023 2024 2023
Net sales 1.1 0.5 3.3 2.4
Other operating revenue 0.0 0.1 0.0 0.1
Total income 1.1 0.6 3.3 2.6
Operating costs
Employee benefits expense -4.8 -3.2 -21.9 -14.9
Other external expenses -2.6 -6.9 -18.7 -14.5
Depreciation of tangible and intangible fixed
assets -0.0 -0.0 -0.1 -0.2
Other operating expenses -0.0 -0.0 -0.1 -0.0
Operating income -6.3 -9.5 -37.6 -27.1
Profit/loss from financial items
Other interest income and similar profit/loss
items 13.9 12.9 53.7 33.0
Interest expenses and similar profit/loss items -10.5 -5.9 -39.4 -19.7
Profit/loss after financial items -2.9 -2.6 -23.4 -13.7
Group contribution received 16.6 - 16.6 -
Tax on profit/loss for the period - - - -
Profit/loss after tax 13.8 -2.6 -6.7 -13.7

The result for the period is in line with the comprehensive income for the period.

Summary of the Parent Company's Financial Position Report

MSEK 31 Dec 2024 31 Dec 2023
Fixed assets
Intangible fixed assets 0.2 0.2
Property plant and equipment 0.2 0.2
Shares in subsidiaries 947.9 644.2
Non-current receivables from subsidiaries 375.7 330.9
Total non-current assets 1,324.0 975.5
Current assets
Accounts receivable - -
Current receivables from subsidiaries 16.8 0.6
Other current receivables 0.6 0.9
Prepaid expenses and accrued income 0.4 0.4
Cash and cash equivalents 107.4 85.3
Total current assets 125.3 87.2
Total assets 1,449.2 1,062.7
Equity
Restricted equtiy 5.3 4.2
Non-restricted equity 855.1 576.5
Total equity 860.4 580.7
Non-current liabilities
Liabilities to credit institutions 351.7 276.4
Non-current liabilities to Group companies - 6.1
Other non-current liabilities 116.2 115.9
Current liabilities
Liabilities to credit institutions 71.4 76.7
Trade payables 0.8 2.7
Other current liabilities 45.0 0.9
Accrued expenses and prepaid income 3.6 3.2
Total liabilities 588.8 482.0
Total equity and liabilities 1,449.2 1,062.7

Notes

This quarterly report covers the Swedish parent company Karnell Group AB (publ), corporate identity number 559043- 3214, hereinafter referred to as Karnell, with its registered office in Stockholm, Sweden, and its subsidiaries (the consolidated financial statements). The address of the head office is Riddargatan 13D, 114 51 Stockholm. Its main business is to conduct investment activities.

Note 1. Accounting principles

Karnell's consolidated financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) and related interpretations (IFRIC), as adopted by the EU. The Group's interim report has been prepared in accordance with applicable parts of the Annual Accounts Act and IAS 34 Interim reporting. The interim report for the parent company has been prepared in accordance with Chapter 9 of the Annual Accounts Act, Interim Report. For the Group and the Parent Company, the same accounting principles, calculation bases and assessments have been applied as in the most recent Annual Report.

A more detailed description of the Group's applied accounting principles and new and future standards can be found in the most recently published Annual Report.

Disclosures pursuant to IAS 34.16A appear, except in the financial statements and their related notes in the interim information, on pages 4 to 8 which form an integral part of this financial statement.

All amounts in this report are stated in millions of Swedish kronor (MSEK) unless otherwise stated. Rounding may occur in tables and counts, with the result that the stated totals are not always an exact sum of the rounded partial amounts.

Note 2. Segment and distribution of net sales

Q4 Jan-Dec
MSEK 2024 2023 2024 2023
Product companies 210.6 137.4 678.5 457.2
Sale of products 187.2 124.4 591.5 403.5
Project sales 15.2 5.0 52.1 25.9
Sale of services 8.2 8.1 34.9 27.8
Niche production 192.2 166.9 723.8 646.0
Sale of products 192.2 166.9 723.8 646.0
Project sales - - - -
Sale of services - - - -
Central and eliminations 0.0 -0.0 0.0 0.1
Total Group 402.9 304.4 1,402.3 1,103.3

Net sales are attributable to external income from agreements with customers. Sales of services are recognised as revenue over time, other income is recognised at one point in time.

Note 2. Segment and distribution of net sales, continued.

Net sales by geographic area

Q4 Jan-Dec
MSEK 2024 2023 2024 2023
Sweden 134.7 90.4 362.0 245.3
Finland 171.2 144.0 698.3 635.2
UK 27.5 1.1 93.5 7.4
Europe, other 54.5 53.0 191.7 170.9
Other countries 15.0 15.9 56.8 44.4
Total 402.9 304.4 1,402.3 1,103.3

Net sales is based on where the customer has its geographical residence.

Product
Q4 2024 (MSEK) companies Niche production HQ and other Total Group
Net sales 210.6 192.2 0.0 402.9
EBITA
Depreciation and amortisation of
31.8 26.1 -7.7 50.2
intangible fixed assets - - - -4.6
Net financial items -4.5
Profit/loss before tax 41.1
Product
Q4 2023 (MSEK) companies Niche production HQ and other Total Group
Net sales 137.4 166.9 -0.0 304.4
EBITA
Depreciation and amortisation of
18.6 28.6 -11.9 35.3
intangible fixed assets - - - -2.0
Net financial items -15.1
Profit/loss before tax 18.1
Product
Jan-Dec 2024 (MSEK) companies Niche production HQ and other Total Group
Net sales 678.5 723.8 0.0 1,402.3
EBITA
Depreciation and amortisation of
95.9 113.6 -43.7 165.8
intangible fixed assets - - - -15.1
Net financial items -36.1
Profit/loss before tax 114.6
Product
Jan-Dec 2023 (MSEK) companies Niche production HQ and other Total Group
Net sales 457.2 646.0 0.1 1,103.3
EBITA
Depreciation and amortisation of
51.0 117.5 -31.9 136.7
intangible fixed assets - - - -4.1
Net financial items -23.1
Profit/loss before tax 109.5

Note 3. Acquisitions

Sähkö-Jokinen

On 9 January 2024, Karnell completed the acquisition of Sähkö-Jokinen Oy ("SJ"), which was acquired at 91.9%. The acquisition includes a put/call option that entails a right and an obligation to acquire the remaining 8.1% of the shares from other owners. Of this, the acquisition is reported to be 100% without any non-controlling interest. The expected purchase price for the remaining 8.1% is reported as a liability.

SJ is a leading manufacturer of outdoor lighting, located in Noormarkku, Finland. The company has a turnover of approximately EUR 8.5 million and is part of the Product companies business area.

The acquired goodwill is attributable to the company's expected future earning capacity and the competence of its personnel. No part of the goodwill is expected to be tax deductible. Transaction costs for the acquisition amount to approximately SEK 3.5 million, a large part of which is attributable to transfer tax and is included in the item "Other external costs" in the Group's income statement. In addition to the cash consideration, there is also a performance-based contingent purchase price amounting to a maximum of EUR 2.4 million.

Ojop

On May 31, 2024, Karnell completed the acquisition of Ojop Sweden AB, which was acquired to 90.1%. The acquisition includes a put/call option that entails a right and an obligation to acquire the remaining 9.9% of the shares from other owners. Of this, the acquisition is reported to be 100% without any non-controlling interest. The expected purchase price for the remaining 9.9% is reported as a liability.

Ojop offers approximately 300 different eccentric locks under four brands that are aimed at both OEMs and end users in Sweden and internationally. The company has 20 employees and has customers in around 50 countries.

During the last financial year, Ojop had sales of approximately SEK 50 million with good profitability. Ojop is part of the Product companies business area.

The acquired goodwill is attributable to the company's expected future earning capacity and the competence of its personnel. No part of the goodwill is expected to be tax deductible. Transaction costs for the acquisition amount to approximately SEK 1.2 million and are included in the item "Other external costs" in the Group's income statement. In addition to the cash consideration, there is also a performance-based contingent purchase price amounting to a maximum of SEK 25.7 million.

NE engineering

On 12 July 2024, Karnell completed the acquisition of NE Engineering LTD ("NE"), which was acquired at 90.1%. The acquisition includes a put/call option that entails a right and an obligation to acquire the remaining 9.9% of the shares from other owners. Of this, the acquisition is reported to be 100% without any non-controlling interest. The expected purchase price for the remaining 9.9% is reported as a liability.

NE is a precision engineering company specializing in CNC milling and turning of small and complex components for demanding environments. NE was founded in 2009 and is based in Norwich, Norfolk, and has a turnover of approximately GBP 5 million with good profitability. NE belongs to the Niche production business area.

The acquired goodwill is attributable to the company's expected future earnings capacity and production expertise. No part of the goodwill is expected to be tax deductible. Transaction costs for the acquisition amount to approximately SEK 2.5 million and are included in the item "Other external costs" in the Group's income statement. In addition to the cash consideration, there is also a performance-based contingent purchase price amounting to a maximum of GBP 600 thousand.

Haco

On August 27, 2024, Karnell completed the acquisition of the two sister companies Haco Tellus AB and Haco Rehabservice AB (together "Haco") to 100%.

Haco is a niche supplier specializing in industrial wheels as well as wheels and spare parts for wheelchairs and rollators with associated reconditioning services. Haco has sales of approximately SEK 70 million with good profitability and is part of Karnell's Product companies business area.

The acquired goodwill is attributable to the companies' expected future earnings capacity and reputation in the market. No part of the goodwill is expected to be tax deductible. Transaction costs for the acquisition amount to approximately SEK 0.8 million and are included in the item "Other external costs" in the Group's income statement. In addition to the cash consideration, there is also a performance-based contingent purchase price, which at the time of acquisition was valued at SEK 9.1 million.

Add-on acquisitions 2024 SMF

On January 15, Tekniseri completed a minor add-on acquisition of AB Svenska Maskinskyltfabriken, in Linköping ("SMF"). SMF provides industrial customers with signs, decals and panels, in metal and plastic.

The acquisition of SMEs has given rise to negative goodwill. This has been recognised as a financial income in the Group's income statement. Transaction costs for the acquisition amount to approximately SEK 0.4 million and are included in the item "Other external costs" in the Group's income statement. In addition to the cash consideration, there is also a performance-based contingent earn-out of a maximum of SEK 1.5 million.

Purchase price allocation 2024

MSEK Sähkö-Jokinen OJOP NE HACO SUM
Intangible fixed assets 0.6 0.1 - - 0.7
Property plant and equipment 31.1 7.7 33.4 19.7 91.9
Inventories 24.7 13.4 4.1 13.7 56.0
Current receivables 8.7 5.0 13.4 8.9 36.0
Cash and cash equivalents 6.5 0.7 23.8 2.7 33.6
Deffered tax - - -7.0 - -7.0
Non-current liabilities -23.0 -6.1 -15.5 -13.9 -58.6
Current liabilities -15.0 -5.5 -14.3 -14.5 -49.2
Net identifiable assets and liabilities 33.6 15.3 37.8 16.6 103.3
-
Cash purchase price 134.7 61.6 70.9 100.3 367.4
Contingent liability - 4.1 7.0 9.1 20.2
Put/call option 10.7 7.3 7.7 - 25.6
Total purchase price 145.4 73.0 85.5 109.4 413.2
Net assets acquired 33.6 15.3 37.8 16.6 103.3
Intangible fixed assets 30.4 21.5 28.3 25.7 105.8
Deferred tax asset -6.1 -4.4 -7.1 -5.3 -22.9
Goodwill 87.4 40.6 26.5 72.4 226.9
145.4 73.0 85.5 109.4 413.2
Impact on the Group's cash and cash equivalents
Cash compensation -134.7 -61.6 -70.9 -100.3 -367.4
Acquired cash and cash equivalents 6.5 0.7 23.8 2.7 33.6
Net cash and cash equivalents -128.2 -60.9 -47.1 -97.6 -333.8
MSEK Sähkö-Jokinen OJOP NE HACO SUM
Impact after acquisition date included in consolidated earnings
Net sales 87.9 24.1 35.3 22.4 169.7
Operating profit 9.8 1.2 5.6 4.7 21.2
Impact if the acquisitions were completed on Jan 1
Net sales 87.9 43.5 73.2 64.6 269.1
Operating profit 9.8 6.7 21.6 16.3 54.5

Add-on purchase price allocation

MSEK SMF
Property plant and equipment 1.9
Inventories 3.3
Current receivables 6.6
Cash and cash equivalents 0.0
Current liabilities -9.1
Net identifiable assets and liabilities 2.8
Cash purchase price 0.3
Contingent liability 0.7
Total purchase price 0.9
Net assets acquired 2.8
Negative goodwill -1.8
0.9
Impact on the Group's cash and cash equivalents
Cash compensation -0.3
Acquired cash and cash equivalents 0.0
Net cash and cash equivalents -0.2

Acquisitions after the end of the reporting period

On 31 January 2025, the acquisition of Männistö Oy Metallituote ("Männistö") was completed, which was 90.4% acquired. The acquisition includes a put/call option that entails a right and an obligation to acquire the remaining 9.7% of the shares from other owners. Männistö is a Finnish manufacturer specializing in pipe support systems for the maritime industry and products for HVAC and insulation applications. The company has annual sales of approximately EUR 6 million and will be included in the Product companies business area. Initial cash consideration amounted to EUR 5.2 million. The work of establishing an acquisition analysis is ongoing.

Note 4. Financial assets and liabilities

Financial assets and liabilities
measured at fair value Financial assets and liabilities
31 Dec 2024 (MSEK) through profit/loss measured at amortised cost Total fair value
Financial assets
Non-current receivables - 0.6 0.6
Accounts receivable - 239.6 239.6
Cash and cash equivalents - 286.3 286.3
Total - 526.5 526.5
Financial liabilities
Liabilities to credit institutions - 460.2 460.2
Trade payables - 94.8 94.8
Contract liabilities - 6.4 6.4
Contingent liabilities 47.2 - 47.2
Put/call options attributable to non-controlling
interests 136.4 - 136.4
Total 183.6 561.4 745.0
Financial assets and liabilities
measured at fair value Financial assets and liabilities
31 Dec 2023 (MSEK) through profit/loss measured at amortised cost Total fair value
Financial assets
Non-current receivables - 0.6 0.6
Accounts receivable - 211.1 211.1
Cash and cash equivalents - 190.4 190.4
Total - 402.1 402.1
Financial liabilities
Liabilities to credit institutions - 376.0 376.0
Trade payables - 79.1 79.1
Contract liabilities - 20.8 20.8
Contingent liabilities 37.4 - 37.4
Put/call options attributable to non-controlling
interests 97.0 - 97.0
Total 134.4 476.0 610.4

The carrying amount is considered a good approximation of the fair value. For the period 2024, there are two items measured at fair value via the income statement. Fair value of contingent liabilities (earn-outs) has been calculated based on the expected outcome of financial and operational targets for each individual agreement. The estimated expected adjustment will vary over time depending on, among other things, the degree of fulfilment of the conditions for the contingent earn-outs and the development of certain exchange rates against the Swedish krona. Contingent liabilities classified as financial liabilities are measured at fair value. The measurement is therefore in accordance with level 3 in the valuation hierarchy. Significant unobservable input information consists of forecasted sales and a risk-adjusted discount rate as well as operational targets.

The put/call options for non-controlling interests apply to put/call options in completed transactions where the selling shareholder retains a certain ownership in connection with subsequent transactions and there is an agreement that Karnell will purchase the remaining holdings if the owner of the put/call option chooses to exercise the right to sell. The liability relating to the put/call options is usually reported as non-current. When there is an indication that option

Reconciliation of put/call options and earn-outs

Changes in put/call options, MSEK
Opening balance, Jan 1 2024 97.0
Additional put/call options 26.0
Settled liabilities during the period -6.3
Revaluations through profit/loss 18.7
Exchange rate differences 1.0
Closing balance, Dec 31 2024 136.4

holder wants to exercise their option, the debt is reported as current.

The valuation and payment are made in a similar manner as for contingent earn-outs (Level 3 Fair Valuation). The fair value of the put/call options in respect of non-controlling interests has been calculated by assessing the likely outcome of the financial and operational targets for each individual agreement. The estimated probability of payment will vary over time depending on, among other things, the extent to which conditions for the put/call options have been met, as well as how exchange rates develop.

The levels available are as follows;

  • Level 1: Financial instruments are valued according to prices quoted on an active market.
  • Level 2: Financial instruments are valued on the basis of directly or indirectly observable market data and are not included in Level 1.
  • Level 3: Financial instruments are valued based on inputs that are not observable in the market.
Changes in earn-outs, MSEK
Opening balance, Jan 1 2024 37.4
Additional earn-outs 21.6
Settled liabilities during the period -2.3
Revaluations through profit/loss -11.9

Exchange rate differences 2.4 Closing balance, Dec 31 2024 47.2

Not 5. Net financial items

Q4 Jan-Dec
MSEK 2024 2023 2024 2023
Interest income 1.9 2.3 7.6 7.7
Interest expenses -7.0 -5.7 -30.9 -23.2
Interest expenses leasing -1.6 -1.1 -6.1 -4.8
Net interest -6.7 -4.4 -29.4 -20.3
Net exchange rate effects 1.0 0.2 -1.0 0.6
Revaluation of put/call options and earn-outs 1.2 -10.9 -7.5 -3.4
Other financial items - - 1.8 -
Net financial items -4.5 -15.1 -36.1 -23.1

Key figures – Group

Q4 Jan-Dec
MSEK 2024 2023 2024 2023
Net sales 402.9 304.4 1,402.3 1,103.3
EBITDA¹ 69.9 49.2 235.7 188.6
EBITA¹ 50.2 35.3 165.8 136.7
EBITA margin. %¹ 12.5% 11.6% 11.8% 12.4%
EBITA growth. %¹ 42.3% 7.7% 21.4% 39.2%
Operating profit (EBIT) 45.7 33.3 150.7 132.6
EBIT margin. % 11.3% 10.9% 10.7% 12.0%
Profit/loss before tax 41.1 18.1 114.6 109.5
Cash flow from operating activities 86.0 84.2 174.1 132.8
Earnings per share before dilution (SEK) 0.57 0.26 1.54 1.88
Earnings per share after dilution (SEK) 0.56 0.25 1.49 1.81
Return on equity (LTM)¹ - - 8.0% 11.3%
Return capital employed (LTM) ¹ - - 12.5% 13.7%
Equity ratio. %¹ 52.2% 48.4% 52.2% 48.4%
Net debt¹ 312.5 253.7 312.5 253.7
Net debt excl. leasing¹ 174.0 185.6 174.0 185.6
Net debt/EBITDA LTM¹ - - 1.3 1.3
Net debt excl. leasing/EBITDA LTM excl. leasing¹ - - 0.9 1.2
Number of employees, closing day 671 553 671 553
Average number of shares. before dilution ('000) 52,921 42,094 50,430 41,133
Average number of shares. diluted ('000) 54,295 43,742 51,989 42,965

1) The key figure is an alternative key figure in accordance with ESMA's guidelines

Net sales and EBITA per quarter

MSEK Q4 2024 Q3 2024 Q2 2024 Q1 2024 Q4 2023 Q3 2023 Q2 2023 Q1 2023 Q4 2022
Net sales
Product companies 210.6 171.4 179.1 117.4 137.4 103.7 123.5 92.5 119.8
Niche production 192.2 185.2 178.1 168.3 166.9 156.2 167.8 155.1 146.3
Central and eliminations 0.0 0.0 0.0 0.0 -0.0 0.1 0.0 0.0 0.0
Total Group 402.9 356.6 357.2 285.6 304.4 260.0 291.3 247.6 266.1
EBITA
Product companies 31.8 28.5 24.2 11.4 18.6 14.0 11.9 6.6 17.7
Niche production 26.1 34.7 27.8 25.0 28.6 32.3 29.4 27.1 22.3
Central and eliminations -7.7 -8.3 -11.2 -16.5 -11.9 -8.5 -5.6 -5.8 -7.2
Total Group 50.2 54.9 40.8 20.0 35.3 37.8 35.7 27.9 32.8
EBITA margin. %
Product companies 15.1% 16.6% 13.5% 9.7% 13.5% 13.5% 9.6% 7.1% 14.8%
Niche production 13.6% 18.8% 15.6% 14.9% 17.1% 20.7% 17.5% 17.5% 15.2%
Total Group 12.5% 15.4% 11.4% 7.0% 11.6% 14.5% 12.3% 11.3% 12.3%

Definitions

Net sales growth:

Change in the Group's net sales compared to the comparison period. The purpose is to show the total growth in net sales for all Group companies that are part of the Group in relation to the comparison period.

Organic net sales growth:

Change in net sales adjusted for currency effects and net sales acquired and divested, compared to the same period last year. Acquired companies are included in organic growth from the time they have comparative figures for the period in question. The purpose is to analyse the underlying net sales growth in current operations.

EBITA growth:

Change in EBITA compared to the same period last year. The purpose is to analyse the growth in earnings.

Organic EBITA growth:

Change in EBITA adjusted for exchange rate effects and acquired and divested EBITA, compared to the same period last year. Acquired companies are included in organic growth from the time they have comparative figures for the period in question. The purpose is to analyse the underlying earnings growth in current operations.

EBITDA:

Operating profit before depreciation. EBITDA is a complement to operating profit. The purpose is to measure the result from operating activities, regardless of depreciation.

EBITDA excl. leasing:

Operating profit before depreciation adjusted for the reversal of leasing expenses in accordance with IFRS 16. EBITDA excl. leases is a complement to operating profit. The purpose is to measure the result of operating activities, regardless of depreciation and adjustments for leasing in accordance with IFRS 16.

EBITA:

Operating profit before amortization of intangible noncurrent assets. EBITA is a complement to operating profit. The purpose is to measure the underlying result from operating activities, excluding depreciation and amortization of intangible assets.

Return on equity (LTM):

Net profit for the year as a percentage of average equity (opening balance plus closing balance for the period, divided by two). The purpose is to show the return on the shareholders' invested capital during the period.

Return on capital employed (LTM):

Profit after financial items plus financial expenses as a percentage of average capital employed (opening balance plus closing balance for the period, divided by two). The purpose is to demonstrate the profitability of the business in relation to its capital employed.

EBIT margin:

Operating profit as a percentage of net sales. The purpose is to give an indication of profitability in relation to sales.

EBITA margin:

EBITA as a percentage of net sales. The purpose is to demonstrate the operational profitability of the business regardless of depreciation and amortization of intangible fixed assets.

Net debt:

Non-current interest-bearing liabilities, non-current lease liabilities, current interest-bearing liabilities and current lease liabilities decreased by cash and cash equivalents. The purpose is to clarify how large the debt is minus current cash and cash equivalents (which in theory could be used to amortize loans).

Net debt excl. leasing:

Non-current interest-bearing liabilities, current interestbearing liabilities reduced by cash and cash equivalents. The purpose is to assess the Group's debt, without including lease liabilities, as these have a different maturity structure.

Capital employed:

Balance sheet total reduced by non-interest-bearing provisions and liabilities. The purpose is to show the capital financed by owners and lenders.

Equity ratio:

Equity as a percentage of total assets. The purpose is to assess financial risk and shows what proportion of the assets are financed with equity.

Net debt/EBITDA LTM:

Net debt divided by EBITDA for the last twelve-month period. The key figure is relevant for assessing the company's ability to make investments and live up to its financial commitments.

Net debt excl. leasing/EBITDA LTM excl. leasing:

Net debt excl. lease liabilities divided by EBITDA excl. leases for the most recent twelve-month period. The ratio provides an indication of the Group's ability to service its debts, excluding items related to IFRS 16, leasing.

Earnings per share, before dilution:

Profit after tax divided by weighted average number of outstanding shares during the period.

Earnings per share, diluted:

Profit after tax divided by weighted average number of outstanding shares during the period, plus the number of shares that would have been issued as an effect of ongoing incentive programs.

Reconciliation and calculation of alternative performance measures (APMs)

Karnell uses financial measures that are not defined in IFRS but are so-called alternative performance measures (APMs). These KPIs provide the reader with complementary data and facilitate further analysis of the group's performance over time. Below are reconciliations and an account of subcomponents included in the alternative performance measures used in this report. Reconciliation is made against the most directly reconcilable item, subtotal, or total stated in the financial statements for the corresponding period.

EBITDA, EBITA and Operating Profit (EBIT)

Q4 Jan-Dec
MSEK 2024 2023 2024 2023
EBITDA 69.9 49.2 235.7 188.6
Depreciation and amortization -19.6 -13.9 -69.8 -52.0
EBITA 50.2 35.3 165.8 136.7
Depreciation and amortisation of intangible assets -4.6 -2.0 -15.1 -4.1
Operating profit (EBIT) 45.7 33.3 150.7 132.6

EBITA margin and operating margin

Q4 Jan-Dec
MSEK 2024 2023 2024 2023
Net sales 402.9 304.4 1,402.3 1,103.3
EBITA 50.2 35.3 165.8 136.7
EBITA margin. % 12.5% 11.6% 11.8% 12.4%
Operating profit (EBIT) 45.7 33.3 150.7 132.6
Operating margin. % 11.3% 10.9% 10.7% 12.0%

Organic net sales growth, %

Q4 Jan-Dec
MSEK. % 2024 2023 2024 2023
Growth net sales 98.6 32.4% 38.3 14.4% 299.0 27.1% 223.2 25.4%
Net sales 402.9 - 304.4 - 1,402.3 - 1,103.3 -
Acquired net sales growth 77.0 25.3% 28.7 10.8% 262.1 23.8% 168.1 19.1%
Net exchange rate effects 2.8 0.9% 9.5 3.6% -2.7 -0.2% 43.9 5.0%
Organic net sales growth 18.7 6.1% 0.1 0.0% 39.7 3.6% 11.1 1.3%

Organic EBITA growth, %

Q4 Jan-Dec
MSEK. % 2024 2023 2024 2023
Growth EBITA 14.9 42.3% 2.5 7.7% 29.2 21.4% 38.5 39.2%
EBITA 50.2 - 35.3 - 165.8 - 136.7 -
Acquired EBITA growth 13.4 37.9% 10.6 32.3% 44.8 32.7% 40.4 41.2%
Net exchange rate effects 0.5 1.4% 0.4 1.2% -0.4 -0.3% 7.4 7.5%
Organic EBITA growth 1.0 2.9% -8.4 -25.8% -15.3 -11.1% -9.3 -9.5%

Net debt

Q4 Jan-Dec
MSEK 2024 2023 2024 2023
Interest-bearing liabilities 460.2 376.0 460.2 376.0
Cash and cash equivalents 286.3 190.4 286.3 190.4
Net debt excl. leasing 174.0 185.6 174.0 185.6
Lease liabilities 138.5 68.1 138.5 68.1
Net debt 312.5 253.7 312.5 253.7

Net debt/EBITDA LTM

Jan-Dec Jan-Dec
MSEK 2024 2023
Net debt 312.5 253.7
EBITDA 235.7 188.6
Net debt/EBITDA LTM 1.3 1.3

Net debt excl. leasing/EBITDA LTM excl. leasing

Jan-Dec Jan-Dec
MSEK 2024 2023
Net debt 174.0 185.6
EBITDA 235.7 188.6
Leasing impact EBITDA -37.6 -27.6
EBITDA LTM excl. leasing 198.0 161.0
Net debt excl. leasing/ EBITDA LTM excl. leasing 0.9 1.2

Return on equity (LTM)

Jan-Dec Jan-Dec
MSEK 2024 2023
Profit/loss for the period 77.5 77.4
Equity, average 969.7 682.2
Return on equity 8.0% 11.3%

Return on capital employed (LTM)

Jan-Dec Jan-Dec
MSEK 2024 2023
Profit/loss after financial items 114.6 109.5
Financial expenses (+) -71.1 -41.8
Profit after financial items plus financial expenses 185.7 151.3
Balance sheet total, average 1,916.7 1,441.1
Non-interest-bearing liabilities (-), average 369.1 308.1
Non-interest-bearing provisions (-), average 56.5 29.5
Capital employed 1,491.1 1,103.5
Return on capital employed. % 12.5% 13.7%

Financial Calendar

Annual Report 2024 April 2025

Interim Report Q1 2025 7 May 2025

Annual General Meeting 2025 7 May 2025

Interim Report Q2 2025 18 July 2025

Interim Report Q3 2025 5 November 2025

Contact

Petter Moldenius, CEO [email protected] +46 8 545 891 00

Karnell Group AB (publ) Riddargatan 13D 114 51 STOCKHOLM www.karnell.se Org. number 559043 -3214

Year

-end report

| Januar y – December 2024

.27

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