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Bergman & Beving

Annual Report May 15, 2024

3008_10-k_2024-05-15_fdc47c2b-bdf5-4091-8722-30b510a6467f.pdf

Annual Report

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Financial Report 1 April 2023–31 March 2024

Fourth quarter (1 January–31 March 2024)

  • ❖ Revenue amounted to MSEK 1,214 (1,237).
  • ❖ EBITA increased by 12 percent to MSEK 116 (104) and the EBITA margin improved to 9.6 percent (8.4).
  • ❖ Net profit totalled MSEK 49 (54).
  • ❖ Cash flow from operating activities totalled MSEK 101 (145).

12 months (1 April 2023–31 March 2024)

  • ❖ Revenue amounted to MSEK 4,723 (4,749).
  • ❖ EBITA increased by 15 percent to MSEK 438 (382) and the EBITA margin improved to 9.3 percent (8.0).
  • ❖ Net profit totalled MSEK 201 (214).
  • ❖ Earnings per share for the 2023/2024 operating year totalled to SEK 7.15 (7.80) before and after dilution.
  • ❖ Cash flow from operating activities increased by 99 percent to MSEK 663 (333).
  • ❖ Seven acquisitions have been completed, one of which after the end of the period, with total annual revenue of approximately MSEK 485.
  • ❖ The Board proposes a dividend of SEK 3.80 (3.60) per share.
3 months Full year
Jan–Mar Jan–Mar 31 Mar 31 Mar
MSEK 2024 2023 ∆ % 2024 2023 ∆ %
Revenue 1,214 1,237 -2 4,723 4,749 -1
EBITA 116 104 12 438 382 15
EBITA margin, percent 9.6 8.4 9.3 8.0
Profit after financial items 65 69 -6 261 271 -4
Net profit (after taxes) 49 54 -9 201 214 -6
Earnings per share before dilution, SEK 1.70 1.90 7.15 7.80
Earnings per share after dilution, SEK 1.70 1.90 7.15 7.80
P/WC, percent 26 21
Cash flow from operating activities 101 145 -30 663 333 99
Equity/assets ratio, percent 37 39
Number of employees at the end of the period 1,340 1,348 -1 1,340 1,348 -1

Unless otherwise stated, comparisons in brackets pertain to the corresponding period in the preceding year.

CEO's comments

Another quarter of increased earnings despite weaker demand

We have completed yet another quarter in which we maintained our positive earnings trend. EBITA in the fourth quarter increased by 12 percent year on year to MSEK 116. Furthermore, we improved our EBITA margin by 1.2 percentage points to 9.6 percent. This positive development was mainly attributable to an improved product mix combined with reduced costs and acquisitions of highly profitable companies.

During the quarter, revenue decreased by 12 percent organically, driven by a weaker market and our focus on improving the Group's profitability before increasing revenue. The decrease in revenue was offset by acquisitions. Through good cost control and increased operational efficiency, we reduced our costs, with organic costs falling by almost 10 percent.

Cash flow from operating activities amounted to a strong MSEK 101 for the period. The Building Materials and Tools & Consumables divisions posted solid earnings and margin increases, while the Workplace Safety division did not meet our expectations. To accelerate the rate of improvement in the division Workplace Safety, we took further cost-saving measures during the quarter and implemented a management change in April.

An operating year that brought us closer to our goals

Despite a weaker underlying market in the second half of the operating year, we succeeded in increasing our full-year EBITA by 15 percent. The EBITA margin improved by 1.3 percentage points to 9.3 percent. In addition to acquisitions and reduced costs, we also improved our product mix, increasing the share of proprietary products to 72 percent (70).

Two of our three divisions performed very well during the year. Tools & Consumables increased its EBITA by 56 percent and Building Materials by 32 percent, both with EBITA margins above 10 percent. These two divisions also significantly improved their profitability (P/WC) compared with the previous year. Workplace Safety, which has a large exposure to construction and industrial resellers in the Nordic region, experienced weaker demand and EBITA fell.

During the year, we reduced our inventory by just over MSEK 200, corresponding to an organic reduction of 17 percent. Our inventory turnover rate has not returned to our pre-pandemic level and there is still work to be done before we get there. I would like to thank all our employees who have contributed to the improvements we achieved during the year. Our inventory reduction and increased earnings strengthened our cash flow from operating activities by 99 percent to MSEK 663 (333) for the full year. Our profitability (P/WC) improved to 26 percent (21). Overall, our decentralised governance model and the commitment of our employees have allowed us to adjust rapidly to changing conditions, which contributed to the Group's positive performance and improved key financial ratios during the year. In the autumn 2023, we presented our "500/10/45" supplementary financial targets, which state that the Group is to deliver MSEK 500 in operating profit (EBIT) with an EBIT margin above 10 percent by the 2025/2026 operating year and achieve profitability of at least 45 percent the following year. It is satisfying to note that we achieved a rate of improvement over the past year that is in line with our objectives.

Focus model central to our companies' priorities

During the year, our companies worked to further develop their business strategies and goals to align with our Focus Model, a capital allocation model that guides the companies' priorities based on their profitability and potential for earnings growth. To increase understanding and acceptance of the Focus Model and its application, we have established an internal training programme in which the Focus Model is a central component, and over 20 percent of the Group's employees have completed the programme in the last two years.

During the year, we devoted considerable effort to ensuring that the companies are run by competent and independent management teams that work according to our Focus Model. Two examples are our companies Luna and FireSeal. During the year Luna chose to increase its profitability before growth. The company focused on improving its product mix, which increased its gross margin by several percentage points, while also reducing its costs by 15 percent. As a result of these efforts, the company's operating margin improved and its P/WC almost tripled during the year. In contrast, our company FireSeal, which specialises in fire seal products, mainly for the marine sector, has reached a level of profitability that will allow us to invest in growth. With a focus on growth, the company succeeded in generating a double-digit increase in revenue during the year, which meant that its operating profit nearly tripled.

Six acquisitions of market-leading and highly profitable niche companies

Our vision is to be the leading niche supplier of productive, safe and sustainable solutions to the construction and industrial sectors. With this in mind, we have broadened our acquisition focus to include more technology areas. During the past operating year, we acquired six companies that generate combined annual revenue of approximately MSEK 450, with profitability well above the Group average. One example of our expansion is the acquisition of Orbital Fabrications, which gave us a platform in the niche market for systems for handling gases with high demands on cleanliness. Another example is the acquisition of Ateco, which offers its own and other suppliers' fire alarm products and systems for public and commercial buildings. The acquisition of Itaab, the leading manufacturer and supplier of metal suspended ceilings in Sweden, also represents a new technology niche for us. Of our six acquisitions, Orbital Fabrications, Sandbergs and Tema Norge are part of the Tools & Consumables division, Elkington and Itaab are part of Building Materials and Ateco is part of Workplace Safety. All companies had a successfull start in the Group and their earnings performance has been in line with, or exceeded, our expectations. Since all acquired companies have profitability above 45 percent, our focus for these companies will be growth while maintaining profitability.

Good potential to reach 500/10/45

We will continue to prioritise earnings growth over volume growth and allocate capital to the Group companies that have profitability of at least 45 percent and the best growth prospects. We have now increased our EBITA for 17 consecutive quarters and continue to see favourable prospects for increasing our profitability, improving our profit margin and strengthening cash flow within the Group. With a lower cost base and a better product mix, we are well positioned for when the construction and industrial sectors begin to regain momentum. Combined with our capacity and ability to attract and acquire highly profitable companies with strong cash flows and good growth prospects, we are well placed to deliver on our targets.

Stockholm, May 2024

Magnus Söderlind President & CEO

Profit and revenue

Fourth quarter (January–March 2024)

Revenue amounted to MSEK 1,214 (1,237). Acquired revenue growth amounted to 10 percent and exchangerate fluctuations had a marginal impact on revenue. Revenue decreased by 12 percent organically. Revenue was negatively impacted by lower demand, continued inventory reductions by our reseller customers and the phasing out of low-margin business. Demand was also negatively affected by a strike in Finland.

While demand from customers in the construction sector in the Nordic region declined, demand in commercial real estate and infrastructure projects was stable. EBITA for the fourth quarter increased by 12 percent to MSEK 116 (104) and the EBITA margin improved to a full 9.6 percent (8.4). While the increase in earnings was mainly attributable to acquisitions, lower organic costs and improved gross margins made a positive contribution.

Profit after financial items amounted to MSEK 65 (69). Increased interest expenses for bank loans and higher

interest on lease liabilities had a negative impact on financial expenses. Net profit totalled MSEK 49 (54).

12 months (April 2023–March 2024)

Revenue amounted to MSEK 4,723 (4,749). Acquired growth amounted to 8 percent. Exchange-rate fluctuations had a positive impact of 1 percent on revenue. Revenue decreased by 10 percent organically. The organic decrease in revenue in the first half of the year was primarily due to the phasing out of low-margin business, while the majority of the decline in the second half of the year was due to lower demand from customers in the construction and industrial sectors.

EBITA for the period increased by 15 percent to MSEK 438 (382) and the EBITA margin improved to 9.3 percent (8.0), a rate of improvement that is in line with our operating margin target for 2026/2027.

Profit after financial items amounted to MSEK 261 (271). Net profit amounted to MSEK 201 (214) and earnings per share totalled SEK 7.15 (7.80) after dilution.

Performance by division

3 months Full year
Jan–Mar Jan–Mar 31 Mar 31 Mar
MSEK 2024 2023 ∆ % 2024 2023 ∆ %
Revenue
Building Materials 349 382 -9 1,410 1,379 2
Workplace Safety 412 425 -3 1,604 1,656 -3
Tools & Consumables 459 438 5 1,741 1,752 -1
Group-wide/eliminations -6 -8 -32 -38
Total revenue 1,214 1,237 -2 4,723 4,749 -1
EBITA
Building Materials 46 40 15 150 114 32
Workplace Safety 23 29 -21 116 152 -24
Tools & Consumables 51 35 46 189 121 56
Group-wide/eliminations -4 0 -17 -5
Total EBITA 116 104 12 438 382 15
Depreciation and amortisation in connection with acquisitions -19 -12 -66 -43
Operating profit 97 92 372 339
Financial income and expenses -32 -23 -111 -68
Profit before taxes 65 69 261 271
EBITA margin, percent
Building Materials 13.2 10.5 10.6 8.3
Workplace Safety 5.6 6.8 7.2 9.2
Tools & Consumables 11.1 8.0 10.9 6.9
Total EBITA margin 9.6 8.4 9.3 8.0

* IFRS 16 does not affect operational follow-up or follow-up of earnings from the divisions.

Building Materials

Fourth quarter (January–March 2024) Building Materials' revenue amounted to MSEK 349 (382). EBITA rose by 15 percent to MSEK 46 (40) and the EBITA margin improved to 13.2 percent (10.5), the highest margin in the history of the division.

The earnings increase in the division was mainly related to acquired units, while earnings from comparable units were on a par with the preceding year. ESSVE remained stable, with slightly lower demand offset by implemented operational improvements. Itaab and Elkington continued to benefit from favourable demand from customers in commercial buildings and infrastructure. For Fire Protection, marine sales remained strong while sales of onshore products were weaker.

12 months (April 2023–March 2024)

Revenue amounted to MSEK 1,410 (1,379). EBITA increased by 32 percent to MSEK 150 (114) and the EBITA margin for the full year reached double digits at 10.6 percent (8.3).

This strong earnings growth was attributable to acquisitions combined with organic profit growth. ESSVE reported the highest profit growth as a result of reduced costs and an improved product mix. The division's profitability (P/WC) improved significantly due to profit growth and a 20 percent reduction in working capital, most of which pertained to a lower inventory value at ESSVE.

Workplace Safety

Fourth quarter (January–March 2024) Workplace Safety's revenue amounted to MSEK 412 (425). EBITA amounted to MSEK 23 (29) and the EBITA margin was 5.6 percent (6.8).

As in the previous quarter, demand remained weak, particularly for the companies that deliver to resellers. The exceptions were Guide and SIS Group, both of which posted increased sales. The division's lower earnings were mainly attributable to weaker demand. Work on the transformation of the division continued, and management changes were implemented in the division to accelerate the pace of change.

12 months (April 2023–March 2024)

Revenue amounted to MSEK 1,604 (1,656). EBITA amounted to MSEK 116 (152) and the EBITA margin was 7.2 percent (9.2). The decline in earnings was mainly attributable to lower revenue which was not matched by lower costs. Profitability (P/WC) has declined, despite a 13 percent decrease in working capital during the year.

Tools & Consumables

Fourth quarter (January–March 2024) Tools & Consumables' revenue rose by 5 percent to MSEK 459 (438). EBITA increased by 46 percent to MSEK 51 (35) and the EBITA margin improved to 11.1 percent (8.0).

The operating margin remained at an all-time high. The strong improvement in earnings and the operating margin in the fourth quarter was mainly related to acquired companies. However, comparable companies displayed a strong earnings trend for the full year. Demand from industry-related customers continued to decline slightly during the quarter. Luna continued to reduce its costs which, together with product mix changes, offset weak demand.

12 months (April 2023–March 2024)

Revenue amounted to MSEK 1,741 (1,752). EBITA increased by 56 percent to MSEK 189 (121) and the EBITA margin increased to 10.9 percent (6.9).

This strong earnings growth was attributable to acquisitions combined with an organic decline in costs and an improved product mix. Organically, earnings increased by double digits, with LUNA accounting for the largest increase, although TengTools, Polartherm, Uveco, and Germ also contributed. Profitability (P/WC) improved significantly, mainly as a result of the increase in earnings for the year. The value of inventory decreased by 17 percent organically.

Group-wide expenses and

eliminations

Group-wide items and eliminations for the fourth quarter amounted to MSEK -4 (0). The Parent Company's revenue amounted to MSEK 41 (37) and profit after financial items amounted to MSEK 46 (30) for the full year. The item "Appropriations" includes Group contributions received in a net amount of MSEK 5.

Employees

At the end of the period, the number of employees in the Group totalled 1,340, compared with 1,348 at the beginning of the financial year. During the year, 134 employees were gained via acquisitions.

Corporate acquisitions

On 3 April 2023, Tools & Consumables acquired all of the shares in Tema Norge AS. Tema Norge is a leading player in Norway in orbital welding and mechanised welding technology and generates annual revenue of approximately MSEK 45.

On 12 June, the Building Materials division acquired all of the shares in Elkington AB. The company is a leading actor in Sweden in floor access hatches but also sells related products in wall and roof hatches. The company has annual revenue of approximately MSEK 40.

On 6 July, the Building Materials division acquired all of the shares in Itaab Trading AB. The company is the leading manufacturer and supplier of metal suspended ceilings in Sweden with annual revenue of approximately MSEK 75.

On 31 August, Tools & Consumables acquired all of the shares in Sandbergs i Jämtland AB. The company is a niched supplier of equipment within handling of liquids in Sweden. The company has annual revenue of approximately MSEK 60.

On 13 November, Workplace Safety acquired 70 percent of the shares in Ateco. Ateco is a leading niche supplier of systems, products and accessories for both fixed and temporary fire alarm installations in public and commercial properties and has annual revenue of approximately MSEK 50.

On 18 December, Tools & Consumables acquired 80 percent of the shares in Orbital Fabrications Limited. The company is the UK's leading player within manufacturing of components and systems for handling of various gases with high demands on cleanliness and has annual revenue of approximately

MSEK 180. The company was consolidated in the Group's earnings as of 1 January 2024.

Bergman & Beving normally uses an acquisition model with a base consideration and a contingent consideration. The outcome of the contingent consideration depends on the future earnings of the acquired company.

Preliminary purchase price allocations for the acquisitions over the past 12 months:

Fair value of
acquired assets and liabilities, MSEK Total
Customer relations, etc. 255
Other non-current assets 16
Other assets 235
Deferred tax liability, net -59
Current liabilities -90
Acquired net assets 357
Goodwill 201
Non-controlling interest -40
Purchase considerations 518
Less: Purchase considerations, unpaid -97
Less: Cash and cash equivalents in
acquired companies -117
Net change in cash and cash equivalents -304

Goodwill is based on the expected future sales trend and profitability as well as the personnel of the acquired companies.

The unpaid purchase considerations of MSEK 97 are contingent and are estimated to amount to a maximum of MSEK 107. The contingent considerations will fall due within three years.

Acquisition analyses older than 12 months are considered finalised.

Acquisition Rev. No. of
Closing MSEK* empl.* Division
Retco, Finland Apr 2022 52 9 Tools & Consumables
Fallskyddspecialisterna, Sweden Jun 2022 23 8 Workplace Safety
Polartherm, Finland Aug 2022 127 57 Tools & Consumables
A.T.E. Solutions, UK Feb 2023 32 17 Tools & Consumables
Kiilax, Finland Feb 2023 100 24 Building Materials
Tema Norge, Norway Apr 2023 45 8 Tools & Consumables
Elkington, Sweden Jun 2023 40 6 Building Materials
Itaab, Sweden Jul 2023 75 23 Building Materials
Sandbergs, Sweden Aug 2023 60 8 Tools & Consumables
Ateco, Sweden Nov 2023 50 9 Workplace Safety
Orbital Fabrications, UK Dec 2023 180 80 Tools & Consumables

* Refers to the situation assessed on a full-year basis on the date of acquisition.

Considerations of MSEK 8 pertaining to previous years' acquisitions were paid during the financial year. Remeasurements of contingent considerations had a positive effect of MSEK 14 (17) on the operating year, of which MSEK 9 (10) in the quarter. The effect on earnings is recognised in Other operating income.

Acquisition-related transaction costs for the year's acquisitions, which are recognised in other operating expenses in the income statement, amounted to MSEK 2 (5).

Profitability, cash flow and financial position

Profitability, measured as the return on working capital (P/WC), amounted to 26 percent (21). The return on equity was 9 percent (10).

Cash flow from operating activities for the full year totalled MSEK 663 (333). Working capital decreased during the period by MSEK 208, mainly a result of a decline in inventory levels and lower accounts receivable.

Cash flow was impacted by net investments in noncurrent assets of MSEK 56 (45) and MSEK 312 (255) pertaining to acquisitions.

The Group's operational net loan liability at the end of the period amounted to MSEK 1,057 (1,090), excluding expensed pension obligations of MSEK 558 (490) and lease liabilities of MSEK 442 (437). The change in pension obligations is mainly attributable to a lower discount rate. Cash and cash equivalents, including unutilised granted credit facilities, totalled MSEK 977 (946).

Financial income and expenses amounted to MSEK -111 (-68) for the full year, of which the net expense for bank financing amounted to MSEK -74 (-35). Financial income and expenses for the quarter amounted to MSEK -32 (-23), of which the net expense for bank financing was MSEK -20 (-15).

The equity/assets ratio was 37 percent (39). Equity per share amounted to SEK 83.00, compared with SEK 84.35 at the beginning of the year. In connection with this year's acquisitions, agreements have been signed with minority shareholders that entitle the minority holder to a put option. Initial recognition of option liabilities has a negative impact on the equity of majority shareholders.

The Swedish tax rate, which is also the Parent Company's tax rate, was 20.6 percent. The Group's weighted average tax rate, with its current geographic mix, was approximately 22 percent. This higher average tax is a result of a raised corporate tax rate in two of the Group's markets.

Share structure and repurchase of shares

At the end of the period, share capital totalled MSEK 56.9 and was distributed by class of share as follows:

SHARE STRUCTURE

Class of share No. of shares No. of votes % of capital % of votes
Class A shares, 10 votes per share 1,062,436 10,624,360 3.9 28.7
Class B shares, 1 vote per share 26,373,980 26,373,980 96.1 71.3
Total number of shares before repurchasing 27,436,416 36,998,340 100.0 100.0
Of which, repurchased Class B shares -729,043 2.7 2.0
Total number of shares after repurchasing 26,707,373

The share price as of 31 March 2024 was SEK 209.50. The average number of treasury shares was 784,291 during the period and 729,043 at the end of the period. The average purchase price for the repurchased shares was SEK 87.88 per share.

CALL OPTION PROGRAMMES
Corresponding % of Redemption
Outstanding programmes No. of options no. of shares total shares price Redemption period
Call option programme 2020/2024 10,900 10,900 0.0 99.50 11 Sep 2023–7 Jun 2024
Call option programme 2021/2025 178,000 178,000 0.6 197.30 16 Sep 2024–12 Jun 2025
Call option programme 2022/2026 210,000 210,000 0.8 106.10 9 Sep 2025–5 Jun 2026
Call option programme 2023/2027 250,000 250,000 0.9 181.10 9 Sep 2026–4 Jun 2027

Call options issued for repurchased shares resulted in an insignificant dilution effect. In the first quarter of the year, the 2019/2023 call option programme expired. In the second quarter, the 2023/2027 call option programme resolved on by the Annual General Meeting in August 2023 was issued.

Events after the end of the period

On 2 April 2024, all shares in Maskinab Teknik AB were acquired in the Tools & Consumables division. The company is a leading supplier of machinery for sheet metal processing in Sweden with annual revenue of approximately MSEK 35.

Annual General Meeting

The Annual General Meeting (AGM) of Bergman & Beving AB will be held on Thursday, 29 August 2024, at 4:00 p.m. CEST at IVA Conference Centre, Grev Turegatan 16, Stockholm. The notice of the AGM will be published in July and will be available at www.bergmanbeving.com.

Stockholm, 15 May 2024

Magnus Söderlind President & CEO

This report has not been reviewed by the Company's auditors.

Other information

Publication

The information in this report is such that Bergman & Beving AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out below, at 7:45 a.m. CEST on 15 May 2024.

Dates for forthcoming financial information

  • The 2023/2024 Annual Report will be published on Bergman & Beving's website in July
  • Interim Report 1 April–30 June 2024 will be published on 16 July 2024
  • The 2024 AGM will be held on 29 August 2024 at 4:00 p.m. CEST at IVA Conference Centre, Grev Turegatan 16, Stockholm
  • Interim Report 1 April–30 September 2024 will be published on 23 October 2024
  • Interim Report 1 April–31 December 2024 will be presented on 5 February 2025

Contact information

Magnus Söderlind, President and CEO, Tel: +46 10 454 77 00 Peter Schön, CFO, Tel: +46 70 339 89 99

Visit www.bergmanbeving.com to download reports, presentations and press releases.

Reporting by quarter

2023/2024 2022/2023
MSEK Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1
Revenue
Building Materials 349 322 346 393 382 298 310 389
Workplace Safety 412 433 354 405 425 442 378 411
Tools & Consumables 459 441 402 439 438 509 395 410
Group-wide/eliminations -6 -9 -8 -9 -8 -10 -10 -10
Total revenue 1,214 1,187 1,094 1,228 1,237 1,239 1,073 1,200
EBITA
Building Materials 46 17 37 50 40 11 26 37
Workplace Safety 23 40 19 34 29 49 35 39
Tools & Consumables 51 57 50 31 35 45 24 17
Group-wide/eliminations -4 -4 1 -10 0 -2 -1 -2
Total EBITA 116 110 107 105 104 103 84 91
EBITA margin, percent
Building Materials 13.2 5.3 10.7 12.7 10.5 3.7 8.4 9.5
Workplace Safety 5.6 9.2 5.4 8.4 6.8 11.1 9.3 9.5
Tools & Consumables 11.1 12.9 12.4 7.1 8.0 8.8 6.1 4.1
Total EBITA margin 9.6 9.3 9.8 8.6 8.4 8.3 7.8 7.6

Group summary

CONSOLIDATED INCOME STATEMENT 3 months Full year
Jan–Mar Jan–Mar 31 Mar 31 Mar
MSEK 2024 2023 2024 2023
Revenue 1,214 1,237 4,723 4,749
Other operating income 24 33 39 44
Total operating income 1,238 1,270 4,762 4,793
Cost of goods sold -628 -690 -2,463 -2,627
Personnel costs -273 -235 -1,018 -931
Depreciation, amortisation and impairment losses -75 -62 -284 -232
Other operating expenses -165 -191 -625 -664
Total operating expenses -1,141 -1,178 -4,390 -4,454
Operating profit 97 92 372 339
Financial income and expenses -32 -23 -111 -68
Profit after financial items 65 69 261 271
Taxes -16 -15 -60 -57
Net profit 49 54 201 214
Of which, attributable to Parent Company shareholders 46 50 191 207
Of which, attributable to non-controlling interest 3 4 10 7
EBITA 116 104 438 382
Earnings per share before dilution, SEK
Earnings per share after dilution, SEK
1.70
1.70
1.90
1.90
7.15
7.15
7.80
7.80
Number of shares outstanding before dilution, '000
Weighted number of shares before dilution, '000
Weighted number of shares after dilution, '000
26,707
26,691
26,796
26,575
26,569
26,652
26,707
26,654
26,801
26,575
26,560
26,586
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 3 months Full year
Jan–Mar Jan–Mar 31 Mar 31 Mar
MSEK 2024 2023 2024 2023
Net profit 49 54 201 214
Other comprehensive income
Remeasurement of defined-benefit pension plans -49 -18 -91 120
Tax attributable to components that will not be reclassified 10 3 19 -25
Components that will not be reclassified to net profit -39 -15 -72 95
Translation differences 53 -1 32 44
Fair value changes for the year in cash-flow hedges 0 5 -2 6
Tax attributable to components that will be reclassified 0 -1 0 -1
Components that will be reclassified to net profit 53 3 30 49
Other comprehensive income 14 -12 -42 144
Total comprehensive income for the period 63 42 159 358
Of which, attributable to Parent Company shareholders 57 38 147 350
Of which, attributable to non-controlling interest 6 4 12 8

CONSOLIDATED BALANCE SHEET

MSEK 31 Mar
2024
31 Mar
2023
Assets
Goodwill 2,018 1,815
Other intangible non-current assets 781 604
Tangible non-current assets 157 140
Right-of-use assets 442 441
Financial non-current assets 4 5
Deferred tax assets 59 34
Total non-current assets 3,461 3,039
Inventory 1,189 1,360
Accounts receivable 936 969
Other current receivables 180 161
Cash and cash equivalents 296 220
Total current assets 2,601 2,710
Total assets 6,062 5,749
Equity and liabilities
Equity attributable to Parent Company shareholders 2,108 2,181
Non-controlling interest 105 59
Total equity 2,213 2,240
Non-current interest-bearing liabilities 1,374 1,362
Provisions for pensions 558 490
Other non-current liabilities and provisions 424 207
Total non-current liabilities 2,356 2,059
Current interest-bearing liabilities 421 385
Accounts payable 484 487
Other current liabilities 588 578
Total current liabilities 1,493 1,450
Total equity and liabilities 6,062 5,749

CONSOLIDATED STATEMENT OF EQUITY ATTRIBUTABLE TO PARENT COMPANY SHAREHOLDERS

31 Mar 31 Mar
MSEK 2024 2023
Opening equity 2,181 1,915
Dividend -96 -90
Exercise and purchase of options for repurchased shares 10 6
Option liabilities, acquisitions1 -134
Total comprehensive income for the period 147 350
Closing equity 2,108 2,181

1Refers to the initial value of put options issued in connection with acquisitions of partly owned subsidiaries. The minority shareholders are entitled to sell shares to Bergman & Beving. The option price is based on the expected future financial performance of the acquired operations.

CONSOLIDATED CASH-FLOW STATEMENT 3 months Full year
Jan–Mar Jan–Mar 31 Mar 31 Mar
MSEK 2024 2023 2024 2023
Operating activities before changes in working capital 96 93 455 389
Changes in working capital 5 52 208 -56
Cash flow from operating activities 101 145 663 333
Investments in intangible and tangible assets -16 -6 -58 -45
Proceeds from sale of intangible and tangible assets 1 0 2 0
Acquisition of businesses -111 -312 -255
Disposal of businesses 19 19
Cash flow from investing activities -15 -98 -368 -281
Dividend, Parent Company shareholders -96 -90
Borrowings 33 135 245
Repayment of loans -78 -1 -93 -6
Repayment of leases -40 -47 -149 -146
Other financing activities -6 -10 -20 -28
Cash flow from financing activities -124 -25 -223 -25
Cash flow for the period -38 22 72 27
Cash and cash equivalents at the beginning of the 323 196 220 182
period
Cash flow for the period -38 22 72 27
Exchange-rate differences in cash and cash equivalents 11 2 4 11
Cash and cash equivalents at the end of the period 296 220 296 220

Compilation of key financial ratios

KEY FINANCIAL RATIOS Full year
31 Mar 31 Mar 31 Mar 31 Mar 31 Mar
MSEK 2024 2023 2022 2021 2020
Revenue 4,723 4,749 4,575 4,311 4,060
EBITDA 656 571 503 426 353
EBITA 438 382 331 271 208
EBITA margin, percent 9.3 8.0 7.2 6.3 5.1
Operating profit 372 339 298 247 189
Operating margin, percent 7.9 7.1 6.5 5.7 4.7
Profit after financial items 261 271 259 212 155
Net profit 201 214 202 166 116
Profit margin, percent 5.5 5.7 5.7 4.9 3.8
Return on working capital (P/WC), percent 26 21 22 20 16
Return on capital employed, percent 9 8 8 7 6
Return on equity, percent 9 10 11 10 7
Operational net loan liability (closing balance) 1,057 1,090 889 697 695
Operational net debt/equity ratio 0.5 0.5 0.5 0.4 0.4
Operational net loan liability/EBITDA, excl. IFRS 16, multiple 2.1 2.5 2.3 2.2 3.0
Equity (closing balance) 2,213 2,240 1,932 1,715 1,643
Equity/assets ratio, percent 37 39 36 35 35
Number of employees at the end of the period 1,340 1,348 1,227 1,129 1,083
KEY PER-SHARE DATA Full year
31 Mar 31 Mar 31 Mar 31 Mar 31 Mar
SEK 2024 2023 2022 2021 2020
Earnings before dilution 7.15 7.80 7.55 6.15 4.30
Earnings after dilution 7.15 7.80 7.50 6.15 4.30
Cash flow from operating activities 24.85 12.55 8.50 14.40 8.25
Equity 83.00 84.35 72.85 64.40 61.10
Share price 209.50 128.40 141.40 121.40 50.30

Parent Company summary

INCOME STATEMENT 3 months Full year
Jan–Mar Jan–Mar 31 Mar 31 Mar
MSEK 2024 2023 2024 2023
Revenue 9 9 41 37
Other operating income 0 0 0 0
Total operating income 9 9 41 37
Operating expenses -18 -17 -53 -54
Operating loss -9 -8 -12 -17
Financial income and expenses 17 13 58 47
Profit after financial items 8 5 46 30
Appropriations 11 15 11 15
Profit before taxes 19 20 57 45
Taxes 8 4 0 -1
Net profit 27 24 57 44
STATEMENT OF COMPREHENSIVE INCOME 3 months Full year
Jan–Mar Jan–Mar 31 Mar 31 Mar
MSEK 2024 2023 2024 2023
Net profit 27 24 57 44
Fair value changes for the year in cash-flow hedges 0 5 -2 6
Taxes attributable to other comprehensive income 0 -1 0 -1
Components that will be reclassified to net profit 0 4 -2 5
Other comprehensive income 0 4 -2 5
Total comprehensive income for the period 27 28 55 49

BALANCE SHEET

31 Mar 31 Mar
MSEK 2024 2023
Assets
Tangible non-current assets 1 2
Financial non-current assets 2,570 2,583
Current receivables 1,385 1,121
Cash and bank 1 1
Total assets 3,957 3,707
Equity, provisions and liabilities
Equity 1,113 1,144
Untaxed reserves 6
Provisions 43 43
Non-current liabilities 1,280 1,283
Current liabilities 1,521 1,231
Total equity, provisions and liabilities 3,957 3,707

Notes

1. Accounting policies

This Interim Report was prepared in accordance with IFRS and by applying IAS 34, Interim Financial Reporting, the Swedish Annual Accounts Act and the Swedish Securities Market Act. The Interim Report for the Parent Company was prepared in accordance with the Swedish Annual Accounts Act and the Swedish Securities Market Act, which conforms to the provisions detailed in RFR 2 Accounting for Legal Entities.

The same accounting policies and bases of judgement have been applied in this Interim Report as in the Annual Report for 2022/2023. A description has been added for financial liabilities arising on acquisitions which pertains to put options included in the category "Financial liabilities measured at amortised cost". The put options comprise equity instruments. The initial assessment of the discounted liability is recognised as non-current against equity.

Disclosures are provided in the financial statements and accompanying notes as well as other sections of the interim report.

New or amended accounting standards

The additions and amendments to standards applicable during the year are not assessed to have any material impact on the financial statements. The amended IFRS to be applied in the future are not expected to have any material impact on the Group's financial statements.

2. Revenue per geographic area

The Group primarily conducts operations in Sweden, Norway and Finland and revenue presented for the geographic markets is based on the domicile of the customers.

3 months Full year
Jan–Mar Jan–Mar 31 Mar 31 Mar
MSEK 2024 2023 2024 2023
Sweden 414 439 1,659 1,737
Norway 302 305 1,125 1,195
Finland 115 141 510 507
Other countries 383 352 1,429 1,310
Revenue 1,214 1,237 4,723 4,749

3. Fair value of financial instruments

31 Mar 2024 31 Mar 2023
Carrying Level 2 Level 3 Carrying Level 2 Level 3
MSEK amount amount
Derivative hedging instruments 1 1 8 8
Total financial assets at fair value per level 1 1 8 8
Derivative hedging instruments
Contingent considerations 172 172 108 108
Total financial liabilities at fair value per level 172 172 108 108

Financial instruments measured at fair value are presented in the table above. Derivatives belong to Level 2 of the fair value hierarchy. Derivatives that comprise foreign-exchange forward contracts are measured at fair value by discounting the difference between the contracted forward rate and the forward rate that can be contracted on the balance-sheet date for the remaining contract period.

Contingent considerations regarding acquired operations are classified in Level 3, meaning that measurement is based on the expected future financial performance of the acquired operations as assessed by management.

No transfers between Level 2 and Level 3 took place during the period. For the Group's other financial assets and liabilities, the fair value is estimated to be equal to the carrying amount.

31 Mar 31 Mar
Contingent considerations, MSEK 2024 2023
Opening balance 108 34
Acquisitions for the year 107 94
Purchase consideration paid -8 -3
Revaluation of preliminary purchase price allocations -21 0
Reversal through profit or loss -14 -17
Exchange-rate differences 0 0
Closing balance 172 108

4. Leases

Leases under IFRS 16 have the following effect on the consolidated balance sheet or income statement.

31 Mar 31 Mar
MSEK 2024 2023
Right-of-use assets 442 441
Non-current lease liabilities 299 297
Current lease liabilities 143 140
3 months Full year
Jan–Mar Jan–Mar 31 Mar 31 Mar
MSEK 2024 2023 2024 2023
Depreciation of right-of-use assets -40 -35 -155 -135
Interest on lease liabilities -4 -3 -15 -9

IFRS 16 will not affect operational follow-up or follow-up of earnings from the divisions.

5. Risks and uncertainties

The uncertain geopolitical situation, the general conditions and inflation have intensified, but have had a minor impact on the Group to date. Otherwise, no significant changes occurred during the financial year with respect to risks and uncertainties, for either the Group or the Parent Company. For information about these risks and uncertainties, refer to pages 58–61 of Bergman & Beving's Annual Report for 2022/2023.

6. Transactions with related parties

No transactions having a material impact on the Group's position or earnings occurred between Bergman & Beving and its related parties during the financial year.

Definitions

Return on equity1, 2

Net profit for the rolling 12-month period divided by average 12-month equity.

Return on equity measures, from an ownership perspective, the return generated by the owners' invested capital.

Return on working capital (P/WC)1

EBITA (P) for the rolling 12-month period as a percentage of average 12 months' working capital (WC), defined as inventories plus accounts receivable less accounts payable.

P/WC is used to analyse profitability and is a measure that encourages high EBITA and low working capital requirements. Bergman & Beving's profitability target is for each unit in the Group to achieve profitability of at least 45 percent. Refer to the reconciliation table on page 20.

Return on capital employed1

Profit after financial items plus financial expenses for the rolling 12-month period divided by the average balance-sheet total less non-interest-bearing liabilities.

Return on capital employed shows the Group's profitability in relation to externally financed capital and equity.

EBITA1

Operating profit for the period before impairment of goodwill and amortisation and impairment of other intangible assets in connection with corporate acquisitions and equivalent transactions.

EBITA is used to analyse profitability generated from operating activities. Refer to the reconciliation table on page 20.

EBITA margin1

EBITA for the period as a percentage of revenue.

The EBITA margin is used to show the profitability ratio of operating activities.

EBITDA1

Operating profit for the period before depreciation/amortisation and impairment losses.

EBITDA is used to analyse profitability generated from operating activities. The Group also uses EBITDA excluding depreciation of right-of-use assets. Refer to the reconciliation table on page 20.

Equity per share1, 2

Equity divided by the weighted number of shares at the end of the period.

Equity per share measures the amount of equity attributable to each share and is presented to facilitate the analyses and decisions of investors.

Change in revenue for comparable units1

Comparable units refer to sales in local currency from units that were part of the Group during the current period and the entire corresponding period in the preceding year. Acquisitions/divestments refer to the acquisition or divestment of units during the corresponding period.

Used to analyse the underlying sales growth driven by changes in volume, range and prices for similar products and services between different periods. Refer to the reconciliation table on page 20.

Cash flow per share1

Cash flow for the rolling 12-month period from operating activities divided by the weighted number of shares.

The measure is used to enable investors to easily analyse the size of the surplus from operating activities that is generated per share.

Operational net loan liability1

Interest-bearing liabilities excluding lease liabilities and provisions for pensions less cash and cash equivalents.

Operational net loan liability is used to follow the debt trend and to analyse the Group's total debt excluding lease liabilities and provisions for pensions. Refer to the reconciliation table on page 21.

Operational net debt/equity ratio1, 2

Operational net loan liability divided by equity.

Operational net debt/equity ratio measures, from an ownership perspective, the relationship between operational net loan liability and the owners'

invested capital. Refer to the reconciliation table on page 21.

Profit after financial items1

Profit before taxes for the period.

Used to analyse operational profitability including financial activities.

Earnings per share

Net profit attributable to the Parent Company shareholders divided by the weighted number of shares.

Operating profit1

Operating income less operating expenses.

The measure is used to describe the Group's earnings before interest and taxes.

Operating margin1

Operating profit for the period as a percentage of revenue.

The measure is used to state the percentage of revenue remaining to cover interest and tax as well as to generate profit after the company's costs have been paid.

Equity/assets ratio1, 2

Equity as a percentage of the balance-sheet total.

The equity/assets ratio is used to analyse financial risk and shows the proportion of assets that are financed through equity.

Profit margin1

Net profit after financial items as a percentage of revenue.

Profit margin is used to assess the Group's profit generation before tax and shows the proportion of revenue that the Group may retain in profit before taxes.

Weighted number of shares

_____________________________

Average number of shares outstanding before or after dilution. Shares held by the company are not included in the number of shares outstanding. Dilution effects arise due to call options that can be settled using shares in share-based incentive programmes. The call options have a dilution effect when the average share price during the period is higher than the redemption price of the call options.

1The performance measure is an alternative performance measure in accordance with ESMA's guidelines

2Minority shares are included in equity when this performance measure is calculated

Reconciliation tables alternative performance measures

Bergman & Beving uses certain financial performance measures in its analysis of the operations and their performance that are not calculated in accordance with IFRS. The Company believes that these performance measures provide valuable information for investors, since they enable a more accurate assessment of current trends when combined with other key financial ratios calculated in accordance with IFRS. Since listed companies do not always calculate these performance measures ratios in the same way, there is no guarantee that the information is comparable with other companies' performance measures of the same name.

Change in revenue 3 months Full year
Percentage change Jan–Mar
2024
Jan–Mar
2023
31 Mar
2024
31 Mar
2023
Comparable units in local currency -12 -6 -10 -4
Currency effects 0 1 1 2
Acquisitions/divestments 10 8 8 6
Total – change -2 3 -1 4
EBITA 3 months Full year
MSEK Jan–Mar
2024
Jan–Mar
2023
31 Mar
2024
31 Mar
2023
Operating profit 97 92 372 339
Depreciation and amortisation in
connection with acquisitions
19 12 66 43
EBITA 116 104 438 382
EBITDA 3 months Full year
Jan–Mar Jan–Mar 31 Mar 31 Mar
MSEK 2024 2023 2024 2023
Operating profit 97 92 372 339
Depreciation, amortisation and
impairment losses 75 62 284 232
EBITDA 172 154 656 571
Depreciation of right-of-use assets -40 -35 -155 -135
EBITDA excl. IFRS 16 132 119 501 436
Return on working capital (P/WC) Full year
31 Mar 31 Mar
MSEK 2024 2023
EBITA (P) 438 382
Average working capital (WC)
Inventories 1,275 1,389
Accounts receivable 892 924
Accounts payable -453 -516
Total – average WC 1,714 1,797
P/WC, percent 26 21

Operational net loan liability and operational net

debt/equity ratio
31 Mar 31 Mar
MSEK 2024 2023
Financial net liabilities 2,353 2,237
Pensions -558 -490
Lease liabilities -442 -437
Cash and cash equivalents -296 -220
Operational net loan liability 1,057 1,090
Equity 2,213 2,240
Operational net debt/equity ratio 0.5 0.5

Bergman & Beving in brief

  • ❖ Bergman & Beving, founded in 1906, is a Swedish listed corporate group with extensive experience in acquiring and developing leading niche companies from a long-term ownership perspective.
  • ❖ Bergman & Beving's vision is to be a leading niche supplier of productive, safe and sustainable solutions to companies.
  • ❖ Our decentralised governance model means that we strive for leading positions through organic growth and add-on acquisitions in existing niches and through acquisitions in new niches.
  • ❖ Through our products, we are represented at over 5,000 sales outlets and by distributors in approximately 25 countries.
  • ❖ Our primary market is the Nordic region, which accounts for approximately 70 percent of revenue.
  • ❖ We aim to be a sustainable company where we actively work to create long-term value for society and our shareholders while limiting the impact of our operations on the environment.
  • ❖ The subsidiaries in the Group are operated with decentralised business responsibility, with a focus on simplicity, responsibility and freedom, efficiency, openness and a willingness to change.

Our business units:

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