Quarterly Report • May 18, 2021
Quarterly Report
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| 2021 | 2020 | 2021 Q1 | 2020 | ||
|---|---|---|---|---|---|
| SEK m | Jan-Mar | Jan-Mar | Δ | 12M | Jan–Dec |
| Net sales | 433.1 | 262.6 | 64.9% | 1,510.8 | 1,340.4 |
| EBITA | 17.7 | 24.5 | -28.0% | 127.0 | 133.9 |
| EBITA margin, % | 4.1 | 9.3 | 8.4 | 10.0 | |
| Adjusted EBITA | 26.9 | 21.9 | 22.7% | 153.9 | 148.9 |
| Adjusted EBITA margin, % | 6.2 | 8.3 | 10.2 | 11.1 | |
| Cash flow from operating activities | 2.5 | 36.4 | -93.2% | 122.0 | 155.9 |
| Cash conversion ratio, % | 9.2 | 124.8 | 79.4 | 100.0 | |
| Return on capital employed, % | 9.0 | 20.6 | 9.0 | 19.3 | |
| Return on capital employed excluding goodwill etc., |
79.5 | 273.7 | 79.5 | 184.7 | |
| Return on shareholders' equity, % | 12.9 | 86.0 | 12.9 | 99.7 | |
| Profit before tax | 9.1 | 21.2 | -57.2% | 102.1 | 114.2 |
| Order book | 1,409.6 | 828.0 | 70.2% | 1,409.6 | 1,021.0 |
1For items affecting comparability in the respective period, see note 7.
2IFRS measured are Net Sales and Profit/loss before tax. Other measures are Alternative performance measures, for definitions of Alternative performance measures, see page 18.
Fasadgruppen is the largest façade work company in the Nordics and the only complete provider of sustainable façades operating nationwide in Sweden. The operations are based on local entrepreneurial companies that maintain a clear focus on cooperation, commitment and know-how.
As usual, the first quarter was marked by seasonal low activity, as certain façade services are difficult to perform at low temperatures. Compared to the previous winter, that was unusually mild, it was significantly colder with more snow in large parts of our regions, especially in January and February this year. This does not affect our ability to deliver for the full year, however, and by March, activity had markedly increased. This is demonstrated not least by the order book which amounted to 93 percent of LTM net sales as of 31 March, compared to 76 percent at year-end.
Sales in the first quarter amounted to SEK 433.1 million, an increase of 64.9 percent compared to the corresponding period in 2020. Organic growth continued to improve compared to the previous quarter but remained negative, linked to the low season and the continuing effects of Covid-19. As in previous years, our assessment is that projects that have been postponed due to the pandemic will come back as society returns to normal. We saw a slightly greater impact on project implementation in the first quarter than previously, especially in Norway and Denmark due to tougher restrictions.
Adjusted EBITA margin amounted to 6.2 percent in the quarter, compared to 8.3 percent in the previous year. The outcome was affected by the colder winter and higher central costs linked to the IPO in December.
The pandemic has not had any effect on opportunities to complete acquisitions and in the first quarter, we were able to welcome five new businesses into Fasadgruppen: Mölnlycke Mur & Puts, Mjøndalen Mur & Puss, Bruske/Delér Fönsterrenoveringar, Tello Service Partner and Mur & Puts i Örebro, that have combined annual sales of around SEK 330 million. All these acquisitions are a good fit for our strategy – Mölnlycke as an asset acquisition that strengthens our existing business in our subsidiary Frillesås Mur & Puts, Mjøndalen that complements our operations in Norway with particular focus on new construction, Bruske/Delér and Tello that bring specialist know-how within window renovation and roofing services respectively, plus Mur & Puts i Örebro that strengthens our position in Närke. The latter will be merged with Mellansvenska Fasad later this year.
A further 3 acquisitions have been completed after the end of the quarter: RSM Fasade and Rogaland Blikk in Stavanger and Engman Tak in Gothenburg. It feels particularly pleasing that we continue to advance our position in Norway. Altogether, all these acquisitions during the year mean that Fasadgruppen now comprises a total of 30 businesses. We also passed the 1,000 employees milestone during the quarter.
"The pandemic has not had any effect on opportunities to complete acquisitions and in the first quarter, we were able to welcome five new businesses into
During the quarter, our businesses have won several new contracts within million programme areas. Within the parameters of the million programme, more than one million homes were constructed during the 1960s and 70s, that are now in need of updating and made more energy efficient. These needs often concern larger parts of the external shell of the properties, such as windows, roof, balconies and façades. Fasadgruppen has a competitive advantage in being able to perform all these parts within the parameters of a project. Our most recently commissioned jobs include Stjärnhusen in Västra Frölunda in Gothenburg and a housing area in Jordbro outside Stockholm.
At the same time as renovating million programme housing, many Fasadgruppen businesses also undertake to maintain buildings and monuments of historic importance. Since the end of the year, both STARK Fasadrenovering and Bruske/Delér Fönsterrenoveringar have won new framework agreements with the National Property Board of Sweden for a large number of properties in the counties of Stockholm and Södermanland. One project that has already been started concerned window renovation and energy efficiency improvements of the North Tower at the Swedish Royal Museum of Natural History.
As spring arrives, it is always inspiring to see how projects are being started and activities increasing in all our businesses. I am looking forward to the continuation of the year where we continue to deliver sustainable façade solutions and at the same time consolidate the Nordic façade market.
Pål Warolin, CEO and President of the Group
Net sales for the first quarter of 2021 amounted to SEK 433.1 m (262.6), a 64.9 percent increase compared to the same period last year. Exchange rate fluctuations had a negative effect on net sales of 0.1 percent. Organic growth was a negative 8.5 percent and growth through acquisitions amounted to 73.4 percent. The months of January and February 2021 were significantly colder than the same period in 2020, which has resulted in a more sluggish start to the year than in the comparison period. As a rule, the first quarter of the year is weaker than the remaining nine month period as the winter conditions make roof work and other outdoor work more difficult. Low temperatures mean it is more difficult for rendering and masonry work to be cured to the expected compressive strength and therefore projects involving rendering and masonry are mainly avoided during winter temperatures. The ongoing pandemic has also slowed sales growth over the quarter in the form of an assessed short-term negative effect due to postponed projects. In the first quarter of 2021, Fasadgruppen completed five acquisitions, one of which was an asset acquisition. At the end of January 2021, the asset acquisition of the business in Mölnlycke Mur & Puts AB and complementary acquisitions in Norway of Mjøndalen Mur & Puss AS were completed. In the month of February, Stockholm-based companies Bruske/Delér Fönsterrenoveringar AB and Tello Service Partner AB were acquired. In late March, the acquisition of Mur & Puts i Örebro AB was finalized.
EBITA for the quarter amounted to SEK 17.7 million (24.5) and adjusted EBITA was SEK 26.9 million (21.9). Items affecting comparability can be attributed to acquisition related costs of SEK 4.3 million and costs related to the IPO of SEK 4.9 million. The adjusted EBITA margin for the current quarter amounted to 6.2 percent (8.3). The lower margin for the current period can be explained by the significantly colder weather conditions early in the year, which has meant a weaker start to the year than in the comparison period in terms of both sales and profitability relatively speaking and an increased central organization linked to requirements for listed companies. Net financial items fell to SEK -3.2 million (-3.3). Interest expenses on loans from credit institutions amounted to SEK -2.1 million (-1.1). Profit for the period amounted to SEK 7.3 million (16.5), corresponding to earnings per share of SEK 0.16 (0.69) before dilution. The effective tax rate was 19.6 percent (21.9).
d er quarter d ,
At the end of March 2021, the order book amounted to SEK 1,410 million (828), an increase of 70.2 percent. The order book for comparable companies at the end of March 2020 had decreased by 10.4 percent, while the acquired growth in the order book amounted to 80.6 percent.
t the end of the eriod, shareholders' equity was SEK 1,071.2 million ( 7 ) he change in shareholders' equity between the period ends can primarily be attributed to new and offset share issues during quarters two, three and four in 2020 that amounted to a total of SEK 801.7 million. No new or offset issues have been implemented in the first quarter of 2021. Interest-bearing net debt on 31 March 2021 amounted to SEK 542.2 million (492.1). Interest-bearing net debt includes shareholder loans amounting to SEK 0.0 million (294.0) and leasing liabilities amounting to SEK 87.6 million (49.0). In May 2020, shareholder loans amounting to SEK 213.3 million were converted into shareholders' equity via an offset issue. The remaining shareholder loans were repaid in full during the fourth quarter of 2020 and replaced with external financing. New financing in the period January to March 2021 has primarily been raised in association with the acquisitions of Mjøndalen Mur & Puss AS, Bruske/Delér Fönsterrenoveringar AB and Tello Service Partner AB, amounting to SEK 105.0 million. The ratio of Fasadgruppen interest-bearing net debt to adjusted EBITDA 12M (not on a proforma basis) was 3.0 (3.2) at the end of the period. Interest-bearing financing from credit institutions is subject to a covenant requiring that the key debt/equity ratio (external interest-bearing net debt in relation to adjusted EBITDA for a rolling 12-month period) does not exceed a multiple of 3.5 on a proforma basis. On 31 March 2021, the Group held cash and cash equivalents and other shortterm investments amounting to SEK 222.1 million (42.2). In addition to cash and cash equivalents and other short-term investments, there were unutilized credit facilities of SEK 270.0 million at the end of the period. For the period January–March, change in working capital was SEK -20.0 m (-0.2). The negative change for the period can mainly be attributed to an increase in the Grou 's accounts receivable in the first quarter of 2021.
Cash flow from operating activities amounted to SEK 2.5 million (36.4) for the first quarter of 2021. For the period January– arch , the Grou 's net investments in tangible non-current assets amounted to SEK -4.5 million (-4.1). In the first quarter 2020, one property was divested which delivered positive cash flow of SEK 11.5 million. Depreciation on non-current assets for the quarter amounted to SEK -14.8 million (-4.7), of which depreciation on acquired intangible assets, such as customer relationships, amounted to SEK -5.4 million (0.0). Investments in company acquisitions for the period January–March 2021 amounted to SEK -186.6 million (-6.6). This primarily concerns the asset acquisition of the
business in Mölnlycke Mur & Puts AB, complementary acquisitions in Norway of Mjøndalen Mur & Puss AS, the acquisition of Stockholm based companies Bruske/Delér Fönsterrenoveringar AB and Tello Service Partner AB, plus the acquisition of Mur & Puts i Örebro AB. Other than this, the amount for the first quarter primarily comprises contingent considerations related to settlements for acquisitions from previous years.
The Group had 1,004 employees (573) on 31 March 2021, of whom 37 were women (18). The average number of employees for the period January–March 2021 was 930 (564).
Up to 30 June 2020, Fasadgruppen Group AB had purely acted as a holding company for the Group without any employees. From 1 July 2020, the business also includes head office functions such as Group-wide management, administration and a finance department. The Parent Company accordingly had limited operations in the comparison period. Income comprises management fees from Group companies for Group-wide services and costs covered by the Parent Company. The loss for the period January–March 2021 amounted to SEK -7.3 million (-2.5). Assets primarily consist of participations in, and receivables from, Group company Fasadgruppen Norden AB and amounted to SEK 1,240.5 million (500.2) at the end of the eriod hareholders' equity amounted to SEK 904.3 million (93.8) on balance sheet date. At the end of the period, the Parent Company had 3 employees (0).
Fasadgruppen is the leading complete provider of sustainable façades with a local presence in Sweden, orway and Denmar he Grou 's main customers are property owners, construction companies, property management companies, consultants, cooperative apartment associations, government, municipalities and county council authorities.
According to a market survey, sales in the Scandinavian façade market are estimated at around SEK 97 billion. The Swedish market is estimated at around 37 billion, the Norwegian market 31 bn and the Danish some 29 bn. Big city regions account for around half of sales.
Fasadgru en's mar ets are characterized by long-term stability, driven by an underlying need to renovate both residential and commercial properties. In connection with new construction, façade work also comprises a crucial and specialised activity that construction companies to a large extent are outsourcing. In addition to the underlying need for façade work, the trend towards more energy efficient façade solutions is also assessed as being able to further drive market growth.
Fasadgruppen is active in the mid-size segment of the market where projects are in the magnitude of SEK 1– 100 million. Based on this, the Group has created a diversified structure with many smaller, flexible companies in a large number of geographic areas. Local subsidiary company CEOs can take quick business decisions independently and adapt to customer requirements. The means the Group has a stable platform from which to enjoy sustainable profitable growth moving forward.
Fasadgruppen has completed 11 business combinations and two asset acquisitions, 13 acquisitions in total in 2020 and hese acquisitions are a ey art of the Grou 's growth strategy and are carefully chosen based on selective criteria that are defined in the Fasadgruppen growth strategy.
Since early 2020, the Group has acquired an estimated SEK 1,365 million in annual sales and added around 505 new employees, that bring new know-how and working capacity to the Group.
Goodwill totalling SEK 1,449.2 million within the Group is a result of continuous and consciously targeted acquisitions over a number of years. Accumulated goodwill primarily relates to growth expectations, expected future profitability, the significant know-how and expertise
possessed by subsidiary company personnel and expected synergies on the costs side.
Five new acquisitions have been completed in the first quarter of 2021. The asset acquisition from Mölnlycke Mur & Puts AB, Mjøndalen Mur & Puss AS in Norway, the Stockholm based companies Bruske/Delér Fönsterrenoveringar AB and Tello Service Partner AB, plus Mur & Puts i Örebro AB. All acquisitions have been completed in accordance with the Fasadgruppen strategy and all companies complement and strengthen the Grou 's com etitiveness øndalen ur & Puss comprises an important complementary step on the market in Norway.
For more information on acquisitions in the first quarter, please see Note 8 on pages 15-16.
Since 2020, Fasadgruppen has added the following business combinations.
| Access | Acquisition | Country | Estimated annual sales at time of acquisition, SEK million |
No. of employees |
|---|---|---|---|---|
| May 2021 | Engman Tak | Sweden | 59 | 29 |
| May 2021 | Rogaland Blikk AS | Norway | 18 | 10 |
| May 2021 | RSM Fasade AS | Norway | 49 | 19 |
| March 2021 | Mur & Puts i Örebro AB | Sweden | 23 | 18 |
| February 2021 | Tello Service Partner AB | Sweden | 60 | 22 |
| February 2021 | Bruske/Delér Fönsterrenoveringar AB | Sweden | 60 | 38 |
| January 2021 | Mjøndalen Mur & Puss AS | Norway | 175 | 95 |
| January 2021 | Mölnlycke Mur & Puts AB (asset acquisition) | Sweden | 12 | 11 |
| November 2020 | Fasadrenoveringar Roland Karlsson i Mälardalen | Sweden | 400 | 120 |
| September 2020 | Cortex | Denmark | 55 | 40 |
| September 2020 | DVS Entreprenør AS | Norway | 175 | 70 |
| July 2020 | Proos Mur & Puts AB (asset acquisition) | Sweden | 9 | 10 |
| June 2020 | Sterner Stenhus Fasad AB | Sweden | 270 | 22 |
In addition to activities to create organic growth, Fasadgruppen has an active M&A strategy. Acquisitions are primarily implemented with the aim of broadening the Group geographically and to strengthen its offer. In addition to adding new companies to the Group, add-on acquisitions are also made to existing companies with the aim of adding expertise, framework agreements and critical mass.
Fasadgruppen has established a number of acquisition criteria with requirements such as good profitability, geographic locations and long-term management. In Sweden, over 500 potential acquisition candidates have been identified. The corresponding figure for the other Nordic countries is over 1,800 potential companies.
Fasadgru en's business is affected by a number of risks whose effects on earnings and our financial position can be managed to varying degrees When assessing the Grou 's future development, it is of importance to consider risk factors in addition to possible opportunities for earnings growth. The Group is exposed to different types of risk in its business, such as operational risks, financial risks and external risks. External risks are primarily related to factors outside Fasadgru en's own businesses, such as macroeconomic growth on the Grou 's main markets. Operational risks are related to day-to-day operations such as tendering, capacity utilisation, percentage of completion and price risks. The financial risks include liquidity and loan financing risks. Risk management is clearly defined in the Fasadgruppen management system, which is designed to revent and reduce the Grou 's ris ex osure Ris management in the Group aims to identify, measure, control and limit risks in the business.
Like the rest of society, Fasadgruppen was affected by the ongoing Covid-19 pandemic in 2020 and the first quarter 2021. The principal impact took the form of project postponements, particularly related to tenant-owner association customers but also to property owners and new construction ecause most of Fasadgru en's services are performed outdoors, however, the impact on project implementation has been limited, and employees have been able to follow official recommendations for mitigating the risk of the transmission of infection in workplaces without major disruption. Office-based workers have been able to work from home as far as possible. In line with the Fasadgruppen business model, individual subsidiaries have been able to adapt their operations locally and at their own discretion. The Group continues to monitor developments closely as part of its ongoing risk management work, making adjustments when necessary. No additional risks and uncertainties, beyond those presented, are deemed to have arisen during the period.
For further information on the Grou 's ris s, please see the 2020 Annual Report.
Fasadgruppen activities and markets are affected by seasonal variations to a certain degree. As a rule, the first quarter of the year is weaker than the remaining nine month period as winter conditions can make roof work and other outdoor services for example, more difficult. Low temperatures mean it is more difficult for rendering and masonry work to be cured to the expected compressive strength and therefore larger projects involving rendering and masonry are avoided during winter months. The Grou 's diversified structure with regard to both mar et offer and geographic presence, limits exposure to seasonal variations to a certain extent, however.
The Nordic market is expected to continue to have stable underlying renovation requirements in the future. Underlying driving forces such as low interest rates for the foreseeable future, are assessed as leading to a continuing willingness to invest among the Grou 's customer grou s, which points to the continued long-term growth potential for Fasadgruppen. The Group has a well underpinned acquisition strategy and future acquisition opportunities are assessed as continuing to be good. Business operations in the rest of the Nordic region are under development and talks about acquisitions are being held with a number of com anies outside weden he Grou 's financial strength creates the stability that aids both investments and acquisitions. Fasadgruppen continues to develop its sustainability work with the focus on profitability and products that are being developed for the sustainable façade solutions of the future that should boost the competitiveness of customers. The Group is firmly resolved to drive both daily improvement work in the business and the transformation of the façade sector towards safe and more sustainable solutions.
The ongoing pandemic has also had a retarding effect on sales growth in the first quarter of 2021 in the form of an assessed short-term negative impact due to postponed projects. It is too early to say what the full effects will be in the longer term for Fasadgruppen. Read more about how the Group is working to counter possible risks as a consequence of the ongoing Coronavirus pandemic in the section on Risks and uncertainty factors.
The number of shares and voting rights in Fasadgruppen Group AB has remained unchanged in the first quarter of 2021. As of 31 March 2021, the number of shares and votes amounted to 45,132,480 with a share capital of SEK 2.3 million, corresponding to a quotient value of SEK er share he Com any's three largest owners at the end of the first quarter 2021 were Connecting Capital, Capital Group and A.M. Karlsson i Kvicksund AB.
The interim report will be presented via a telephone conference and webcast today, 18 May at 8:15 a.m. CET via https://tv.streamfabriken.com/fasadgruppen-group-q1- 2021. Phone number for participation: +46 8 505 583 54
| 2021 | 2020 | 2021Q1 | 2020 | |
|---|---|---|---|---|
| SEK m | Jan-Mar | Jan-Mar | 12M | Jan–Dec |
| Net sales | 433.1 | 262.6 | 1,510.8 | 1,340.4 |
| Other operating income | 4.3 | 7.6 | 33.6 | 36.8 |
| Operating income | 437.4 | 270.2 | 1,544.3 | 1,377.2 |
| Materials and consumables | -215.8 | -122.3 | -766.0 | -672.5 |
| Remuneration to employees | -155.0 | -94.1 | -492.9 | -432.0 |
| Depreciation and impairments of tangible and | ||||
| intangible non-current assets | -14.8 | -4.7 | -38.5 | -28.5 |
| Other operating costs | -39.5 | -24.6 | -131.8 | -116.8 |
| Total operating costs | -425.1 | -245.7 | -1,429.2 | -1,249.8 |
| Operating profit/loss | 12.2 | 24.5 | 115.1 | 127.4 |
| Net financial items | -3.2 | -3.3 | -13.1 | -13.2 |
| Profit/loss after financial items | 9.1 | 21.2 | 102.1 | 114.2 |
| Tax on profit for the period | -1.8 | -4.6 | -21.7 | -24.6 |
| Profit/loss for the period: | 7.3 | 16.5 | 80.4 | 89.6 |
| Other comprehensive income for the period | - | - | - | - |
| Items that will not be reclassified to income | ||||
| statement | - | - | - | - |
| Items that can be reclassified to income statement | - | - | - | - |
| Exchange rate differences on recalculation of foreign | ||||
| activities | 17.4 | 1.7 | 10.3 | -5.5 |
| Other comprehensive income for the period, net | 10.3 | |||
| after tax | 17.4 | 1.7 | -5.5 | |
| Comprehensive income for the period | 24.7 | 18.2 | 90.6 | 84.1 |
| Comprehensive income for the period attributable to: | - | - | - | - |
| Shareholders in the Parent Company | 24.7 | 18.2 | 90.6 | 84.1 |
| Holdings without controlling interest | - | - | - | - |
| Earnings per share for the period before dilution SEK | 0.16 | 0.69 | 2.09 | 2.71 |
| Earnings per share for the period before dilution SEK | 0.16 | 0.67 | 2.06 | 2.65 |
| Average no of shares, before dilution | 45,132,480 | 23,905,455 | 38,431,350 | 33,124,594 |
| Average no of shares after dilution | 45,132,480 | 24,747,555 | 38,972,377 | 33,876,146 |
| Actual no of shares at the end of the period | 45,132,480 | 23,995,440 | 45,132,480 | 45,132,480 |
| SEK m | 31 March 2021 |
31 March 2020 |
31 December 2020 |
|---|---|---|---|
| ASSETS | |||
| Brand | 159.5 | - | 119.8 |
| Customer relationships | 15.0 | - | 13.6 |
| Goodwill | 1,449.2 | 635.4 | 1,258.3 |
| Other intangible assets | 0.5 | 0.8 | 0.6 |
| Total intangible assets | 1,624.2 | 636.2 | 1,392.2 |
| Right-of-use assets | 90.2 | 50.8 | 81.4 |
| Tangible non-current assets | 55.5 | 24.4 | 45.9 |
| Total tangible non-current assets | 145.7 | 75.2 | 127.3 |
| Financial non-current assets | 2.9 | 1.1 | 1.3 |
| Total non-current assets | 1,772.8 | 712.6 | 1,520.8 |
| Inventories | 7.0 | 4.8 | 6.5 |
| Accounts receivable | 281.1 | 134.0 | 187.0 |
| Revenues from contracts with customers and similar receivables | 101.7 | 49.1 | 74.7 |
| Prepaid costs and accrued income | 11.5 | 2.6 | 18.9 |
| Other receivables | 5.4 | 0.4 | 5.4 |
| Cash and cash equivalents | 222.1 | 42.2 | 409.3 |
| Total current assets | 628.8 | 233.1 | 701.8 |
| TOTAL ASSETS | 2,401.6 | 945.6 | 2,222.6 |
| SH R H LD RS' QU Y D L L S |
|||
| Sh h ' q i y |
1,071.2 | 179.0 | 1,046.5 |
| Non-current interest-bearing liabilities | 573.8 | 191.1 | 513.7 |
| Non-current lease liabilities | 64.3 | 38.0 | 59.2 |
| Deferred tax liabilities | 43.0 | 1.0 | 30.3 |
| Other non-current liabilities | 117.7 | 34.0 | 100.3 |
| Total non-current liabilities | 798.8 | 264.1 | 703.5 |
| Current interest-bearing liabilities | 102.8 | 294.2 | 131.2 |
| Short-term lease liabilities | 23.3 | 11.0 | 19.9 |
| Accounts payable | 128.1 | 75.7 | 88.5 |
| Contract and similar liabilities | 142.9 | 49.1 | 100.5 |
| Accrued costs and prepaid income | 123.2 | 72.6 | 101.1 |
| Other current liabilities | 11.2 | - | 31.3 |
| Total current liabilities | 531.5 | 502.6 | 472.5 |
| TOTAL SH R H LD RS' QU Y D L L S |
2,401.6 | 945.6 | 2,222.6 |
| Retained | |||||
|---|---|---|---|---|---|
| earnings | |||||
| Other | including | Total | |||
| contributed | profit/loss for | h h ' |
|||
| SEK m | Share capital | capital | the period | Reserves | equity |
| Sh h ' q i y |
|||||
| 1 January 2020 | 1.2 | 34.0 | 116.2 | -0.7 | 150.7 |
| Other comprehensive income: | - | - | 16.5 | - | 16.5 |
| Other comprehensive income: | - | - | - | - | - |
| Exchange rate differences on | - | - | - | 1.7 | 1.7 |
| recalculation of foreign activities | |||||
| Total comprehensive income | - | - | 16.5 | 1.7 | 18.2 |
| New share issue | 0.0 | 10.0 | - | - | 10.1 |
| Transactions with owners | 0.0 | 10.0 | - | - | 10.1 |
| Sh h ' q i y |
|||||
| 31 March 2020 | 1.2 | 44.1 | 132.7 | 0.9 | 179.0 |
| Sh h ' q i y |
|||||
| 1 January 2020 | 1.2 | 34.0 | 116.2 | -0.7 | 150.7 |
| Other comprehensive income: | - | - | 89.6 | - | 89.6 |
| Other comprehensive income | - | - | - | - | - |
| Exchange rate differences on | - | - | - | ||
| recalculation of foreign activities | -5.5 | -5.5 | |||
| Total comprehensive income | - | - | 89.6 | -5.5 | 84.1 |
| New share issue | 1.1 | 810.6 | - | - | 811.7 |
| Transactions with owners | 1.1 | 810.6 | - | - | 811.7 |
| Sh h ' q i y |
|||||
| 31 December 2020 | 2.3 | 844.7 | 205.8 | -6.2 | 1,046.5 |
| Sh h ' q i y |
|||||
| 1 January 2021 | 2.3 | 844.7 | 205.8 | -6.2 | 1,046.5 |
| Other comprehensive income: | - | - | 7.3 | - | 7.3 |
| Other comprehensive income: | - | - | - | - | - |
| Exchange rate differences on | |||||
| recalculation of foreign activities | - | - | - | 17.4 | 17.4 |
| Total comprehensive income | - | - | 7.3 | 17.4 | 24.7 |
| Sh h ' q i y |
- | - | - | - | - |
| 31 March 2021 | 2.3 | 844.7 | 213.1 | 11.2 | 1,071.2 |
| 2021 | 2020 | 2021Q1 | 2020 | |
|---|---|---|---|---|
| SEK m | Jan-Mar | Jan-Mar | 12M | Jan–Dec |
| Operating activities | ||||
| Profit/loss after financial items | 9.1 | 21.2 | 102.1 | 114.2 |
| Adjustments for items not included in cash flow | 13.1 | 1.3 | 27.6 | 15.9 |
| Interest paid | -2.8 | - | -12.5 | -9.7 |
| Tax paid | -23.4 | -15.2 | -17.7 | -9.4 |
| Changes in working capital | -20.0 | -0.2 | -5.4 | 14.3 |
| Cash flow from operating activities | -24.0 | 7.1 | 94.1 | 125.2 |
| Investment activities | ||||
| Acquisition of subsidiaries and businesses | -186.6 | -6.6 | -645.9 | -465.9 |
| Net investments in non-current assets | -4.5 | -4.1 | -26.3 | -25.8 |
| Property sales | - | 11.5 | - | 11.5 |
| Net investments in financial assets | -0.3 | -0.2 | -0.4 | -0.4 |
| Cash flow from investment activities | -191.4 | 0.7 | -672.6 | -480.6 |
| Financing activities | ||||
| New share issue | - | - | 379.0 | 379.0 |
| Proceeds from borrowings | 105.0 | - | 1,015.9 | 910.9 |
| Repayment of loans | -73.3 | -10.8 | -617.6 | -555.0 |
| Repayment of lease liability | -6.5 | -3.2 | -20.1 | -16.8 |
| Cash flow from financing activities | 25.1 | -14.0 | 757.2 | 718.1 |
| Cash flow for the period | -190.3 | -6.2 | 178.7 | 362.7 |
| Cash and cash equivalents at start of period | 409.3 | 48.4 | 42.2 | 41.9 |
| Calculation difference cash and cash equivalents | 3.0 | 0.0 | 1.2 | -1.8 |
| Cash and cash equivalents at end of period | 222.1 | 42.2 | 222.1 | 409.3 |
| 2021 | 2020 | 2021Q1 | 2020 | |
|---|---|---|---|---|
| SEK m | Jan-Mar | Jan-Mar | 12M | Jan–Dec |
| Operating income | 2.2 | - | 8.2 | 5.9 |
| Operating costs | -9.2 | - | -22.9 | -13.7 |
| Operating profit/loss | -7.0 | - | -14.7 | -7.7 |
| Net financial items | -2.2 | -2.5 | -6.1 | -6.4 |
| Profit/loss after net financial items: | -9.2 | -2.5 | -20.9 | -14.1 |
| Appropriations | - | - | 31.5 | 31.5 |
| Profit/loss before tax | -9.2 | -2.5 | 10.6 | 17.3 |
| Tax on profit for the period | 1.9 | - | -1.8 | -3.7 |
| Profit/loss for the period* | -7.3 | -2.5 | 8.8 | 13.6 |
*There are no items recognised in other comprehensive profit/loss in the Parent Company and therefore the statement of comprehensive profit/loss is the same as profit/loss for the
| 31 March | 31 March | 31 December | |
|---|---|---|---|
| SEK m | 2021 | 2020 | 2020 |
| ASSETS | |||
| Financial non-current assets | 1,240.5 | 500.2 | 1,239.1 |
| Total non-current assets | 1,240.5 | 500.2 | 1,239.1 |
| Current receivables | 0.5 | 0.4 | 1.5 |
| Cash and bank | 333.4 | 2.2 | 312.3 |
| Total current assets | 333.9 | 2.6 | 313.8 |
| TOTAL ASSETS | 1,574.4 | 502.8 | 1,552.9 |
| SH R H LD RS' QU Y D L L S |
|||
| Restricted shareholders' equity | 2.3 | 1.2 | 2.3 |
| Unrestricted shareholders' equity | 902.0 | 92.6 | 909.3 |
| h h ' q i y |
904.3 | 93.8 | 911.6 |
| Non-current liabilities | 573.7 | 192.6 | 513.7 |
| Accounts payable | 0.1 | - | 2.0 |
| Other current liabilities | 93.8 | 203.4 | 122.2 |
| Accrued costs and prepaid income | 2.6 | 13.1 | 3.5 |
| Total liabilities | 670.1 | 409.0 | 641.3 |
| TOTAL SH R H LD RS' QU Y D L L S |
1,574.4 | 502.8 | 1,552.9 |
Fasadgruppen Group AB applies the International Financial Reporting Standards (IFRS) as they have been adopted by the European Union. The consolidated accounts in this interim report have been prepared in accordance with IAS 34 Interim Financial Reporting plus applicable regulations in the Swedish Annual Accounts Act. The Parent Company accounts have been prepared in accordance with the Swedish Annual Accounts Act and RFR 2, Accounting for Legal Entities. The interim report should be read together with the annual accounts for the financial year ending on 31 December 2020. Accounting principles and calculation basis are in accordance with those that were applied in the annual accounts for 2020. Information in accordance with IAS 34 16A also appears in other parts of the interim report in addition to the financial reports and associated notes.
Amounts in the interim report are stated in millions of Swedish Kronor (SEK million), unless otherwise stated. Amounts in brackets are for the comparison period.
Preparation of the interim report requires company management to make critical judgements and estimates and assessments and assumptions that affect the application of accounting principles and the figures disclosed for assets, liabilities, earnings and costs. The actual outcome can deviate from these estimates and assessments. The critical assessments and estimates made when preparing this interim report are the same as in the most recent annual report.
| 2021 | 2020 | |
|---|---|---|
| Group, SEK million | Jan-Mar | Jan-Mar |
| Sweden | 337.3 | 253.5 |
| Other Nordic countries | 95.8 | 9.2 |
| Total | 433.1 | 262.6 |
The Fasadgruppen business consists of one operating segment. Income comes from external customers, of which no individual customer accounts for ten percent or more of sales. Income outside Sweden comprises 22.1 percent (3.5) of total income for the Group in the first quarter 2021. The Group applies the percentage of completion method. Group, SEK million 2020 Jan–Dec 2019 Jan–Dec Sweden 1,249.2 1,011.9 Rest of Nordics 91.2 7.1 Total 1,340.4 1,019.0
The character and scale of related party transactions are described in the Group Annual Report for 2020.
Transactions with related parties arise in current operations and are based on business terms and conditions and market prices. In addition to ordinary transactions between Group companies and remuneration to executives and directors, the following transactions with related parties have occurred in the period:
During the period 1 January to 31 March 2021, Fasadgruppen has bought services from companies controlled by senior executives for SEK 1.1 million and has sold project-related services to companies controlled by senior executives for SEK 18.1 million. As of 31 March 2021, Fasadgruppen current liabilities to companies controlled by senior executives amounted to SEK 0.6 million and current receivables to SEK 22.7 million for project-related services.
It was possible to negotiate the removal of pledged assets from external financing agreements in connection with the signing of a new, comprehensive financing agreement in the fourth quarter of 2020.
| 31 March | 31 March | |
|---|---|---|
| Group, SEK million | 2021 | 2020 |
| Pledged securities: | ||
| Company mortgages | 84.8 | 13.7 |
| Net assets, Group | - | 595.1 |
| Other | 35.6 | 1.1 |
| Contingent liabilities: | ||
| Pledged securities | 166.7 | 10.3 |
| Parent Company, | 31 March | 31 March |
| SEK million | 2021 | 2020 |
| Pledged securities: | ||
| Shares in subsidiary | 450.0 | |
| companies | - | |
The Group has financial instruments where level 3 has been used to determine fair value. Financial liabilities are measured at fair value via the income statement concerning contingent earnouts not yet resolved, and as of 1 January 2021, amounted to SEK 107.5 million. For the period January–March 2021, earnouts of SEK 6.1 million were settled. New contingent earnouts from the acquisition of Mjøndalen Mur & Puss AS in Norway amounted to SEK 38.9 million. At the end of the period, earnouts not yet resolved amounted to SEK 140.3 million. The earnouts are valued using a probability assessment where it is assessed that they will be paid in the agreed amount. Management has here considered the risk of the outcome to future cash flows, where the time factor given the prevailing interest situation, has not been assessed as
important. In the assessed valuation of 31 March 2021, not yet resolved earnouts remained unchanged.
Fair value of Group financial assets and liabilities is estimated as equal to their book value. The Group does not apply netting for any of its significant assets or liabilities. No transfers between levels or valuation categories occurred in the period.
| Changes in contingent earnouts, SEK million | |
|---|---|
| Opening contingent earnouts 1 Jan 2021 | 107.5 |
| Contingent earnouts added in 2021 | 38.9 |
| Contingent earnouts disbursed in 2021 | -6.1 |
| Estimated contingent earnouts in 2021 | - |
| Closing contingent earnouts 31 Mar 2021 | 140.3 |
| Expected disbursements | |
| Expected disbursements in 2021 | -27.1 |
| Expected disbursements in 2022 | -113.2 |
The table below presents items affecting comparability during the quarter and period.
| Group, SEK million | 2021 Jan-Mar |
2020 Jan-Mar |
2021 12M Apr-Mar |
2020 Jan–Dec |
|---|---|---|---|---|
| Property divestment | - | 5.3 | - | 5.3 |
| Costs related to IPO | -4.9 | -1.9 | -20.0 | -17.0 |
| Acquisition related costs | -4.3 | -0.8 | -12.9 | -9.3 |
| Revaluation of earnouts | - | - | 7.5 | 7.5 |
| Other | - | - | -1.5 | -1.5 |
| Total | -9.2 | 2.6 | -26.8 | -15.0 |
1 The definition of items affecting comparability has been adjusted as of the fourth quarter of 2020 to also include revaluations of earnouts implemented during the quarter. The adjustment has no effect on the comparison periods and has thus not caused any recalculation of comparative figures. For a complete definition, see page 18.
During the period, Fasadgruppen has completed acquisitions of all shares in Mjøndalen Mur & Puss AS, Bruske/Delér Fönsterrenoveringar AB, Tello Service Partner AB and Mur & Puts i Örebro AB.
he acquisitions were made to strengthen the Grou 's position within façade, window and roof work. Mjøndalen that complements our business in Norway with a specific focus on new construction, Bruske/Delér and Tello that bring specialist know-how within window renovation and roof services respectively, plus Mur & Puts i Örebro that strengthens our position in Närke. The latter will be merged with Mellansvenska Fasad later this year.
The acquired companies reported total earnings of around SEK 327 million and EBITA amounted to around SEK 43.0 million for the 2020 calendar year.
The combined purchase consideration amounted to SEK 252.6 million, of which SEK 213.7 million has been paid in cash and cash equivalents on gaining possession. SEK 38.9 million comprised an earnout. The outcome of the earnout that is dependent on future operating profits achieved by the company has been valued via a probability assessment where it is assessed that the agreed amount will be paid within the term of the earnout period that is two years.
Acquisition costs totalling SEK 3.6 million are recognised as other external costs.
In January 2021, subsidiary Frillesås Mur & Puts AB completed the acquisition of the business from Mölnlycke Mur & Puts AB via the transfer of agreed assets and liabilities. The acquired business has annual sales of around SEK 12 million and 11 employees. As a consequence of their size, the assets and liabilities are not considered substantial in relation to the Grou 's financial position and earnings.
During the period, earnouts have been resolved in a total of SEK 6.1 million attributable to the acquisition of Karlaplans Plåtslageri AB. Settlement of the earnout is in line with assessments previously made.
Some of the overvalues in the preliminary acquisition analyses have been allocated to the Company brand and customer relationships while unallocated overvalues have been attributed to goodwill.
The brands consist of the acquired company brands that are retained and utilised indefinitely, which is a key part of the Fasadgruppen strategy. Goodwill is primarily attributable to the growth expectations of the business, expected future profitability, the significant know-how and expertise possessed by the personnel and synergies on the costs side. Customer relationships derive from the written agreements comprising the order book at the time of acquisition. Most agreements have a shorter term than 12 months and all are deemed to have been terminated within a maximum 24 months.
Goodwill and brands have an indeterminable usage period and are not depreciated but tested for impairment annually or if such is indicated. The assessed value of customer relationships is depreciated over the term of the order book.
| Fair value | |||
|---|---|---|---|
| SEK m | Carrying amount | adjustment | Fair value |
| Brand | - | 36.3 | 36.3 |
| Customer relationships | - | 6.2 | 6.2 |
| Right-of-use assets | - | 12.5 | 12.5 |
| Tangible non-current assets | 10.8 | - | 10.8 |
| Inventories | 0.1 | - | 0.1 |
| Customer receivables and other receivables | 47.7 | - | 47.7 |
| Cash and cash equivalents | 39.5 | - | 39.5 |
| Deferred tax liabilities | -3.7 | -9.1 | -12.8 |
| Lease liabilities | - | -12.5 | -12.5 |
| Appropriations | -1.0 | - | -1.0 |
| Other liabilities | -0.2 | - | -0.2 |
| Accounts payable and other payables | -47.6 | - | -47.6 |
| Identifiable net assets | 45.5 | 33.3 | 78.8 |
| Goodwill | 173.8 | ||
| Consideration | 252.6 | ||
| Of which earnout | 38.9 | ||
| Of which cash and cash equivalents | |||
| transferred | 213.7 | ||
| Acquired cash and cash equivalents | -39.5 | ||
| Change in Group cash and cash | |||
| equivalents | -174.2 |
The Board of Directors and the Chief Executive Officer hereby confirm that the interim report gives a true and fair view of the Com any's and the Grou 's o erations, financial osition and erformance, and describes significant ris s and uncertainties faced by the Company and the companies in the Group.
Stockholm, 17 May 2021
Fasadgruppen Group AB
Per Sjöstrand Chair of the Board
Ulrika Dellby Board Member
Tomas Georgiadis Board Member
Mikael Karlsson Board Member
Tomas Ståhl Board Member
Gunilla Öhman Board Member
Pål Warolin Group President and CEO
his interim re ort has not been reviewed by the Com any's auditors
The information in this report is such that Fasadgruppen Group AB (publ) is obliged to publish under the EU Market Abuse Regulation. The information was submitted, under the auspices of the CEO, for publication on 18 May 2021 at 7.30 a.m. CET.
Fasadgruppen reports key ratios to describe the underlying profitability of the business and to improve comparability. The Group applies the ESMA guidelines on alternative performance measures. A reconciliation of alternative performance measures is available at www.fasadgruppen.se
Change in net sales as a percentage in the comparison period, previous year.
The change in net sales reflects the sales growth achieved by the Group over time.
Change in net sales as a percentage of net sales during the comparison period, previous year, for the companies that were part of the Group throughout the comparison period and the current period unadjusted for any currency effects.
Organic growth reflects the Group's realised sales growth, excluding acquisitions, over the measurement period.
Earnings before interest and taxes (EBIT) before depreciation, amortisation and impairment of goodwill, brands and customer relationships.
EBITA provides a picture of earnings generated from current operations
Net earnings (EBIT) before depreciation and impairments of tangible and intangible non-current assets.
EBITDA provides a picture of a company's current operating profitability before depreciation.
Earning (EBIT) as a percentage of net sales
The EBIT margin is used to measure operating profitability.
EBITA as a percentage of net sales.
The EBITA margin is used to measure operating profitability.
Items affecting comparability are; property sales, acquisition related costs, costs in association with refinancing, preparatory costs floatation and IPO costs, restructuring costs and revaluations of earnouts.
Excluding items affecting comparability, makes it easier to compare earnings between periods.
EBIT adjusted for items affecting comparability.
Adjusted EBIT improves comparability between periods.
EBITA adjusted for items affecting comparability. Adjusted EBITA improves comparability between periods.
Adjusted EBITA as a percentage of net sales.
The EBITA margin is used to measure operating profitability.
EBITDA adjusted for items affecting comparability.
Adjusted EBITDA improves comparability between periods.
EBITDA with deductions for net investments in tangible and intangible non-current assets plus adjustments for cash flow from changes in working capital.
Cash flow from operating activities is used to monitor cash flow from operating activities.
Cash flow from operating activities as a percentage of EBITDA.
Cash conversion ratio is used to monitor how efficiently the Group manages investment activities and working capital.
The value of outstanding, not yet accrued project income from orders received at the end of the period.
The order book is an indicator of the Group's outstanding project income from orders already received.
Total earnings for the last 12 months as a percentage of average shareholders' equity during the corres onding eriod (shareholders' equity at the start and end of the period respectively divided by two).
Return on shareholders' equity is important for investors who want to be able to compare their investment with alternative investments.
Total earnings before tax plus financial costs over the last twelve months as a percentage of capital employed under the corresponding period (sum of capital employed at the start and end of the period respectively, divided by two).
Return on capital employed is important to assess profitability on externally financed capital and shareholders' equity.
Total earnings before tax plus financial costs for the last twelve months as a percentage of capital employed with deductions for goodwill and other acquisition related intangible non-current assets over the same period (the sum of capital employed minus goodwill and other acquisition related intangible non-current assets at the start and end of the period, divided by two).
The return on capital employed, excluding goodwill and other acquisition related intangible non-current assets is important to assess profitability on externally financed capital and shareholders' equity ad usted for goodwill arising via acquisitions.
Total capital with or without goodwill minus non-interestbearing liabilities and appropriations.
Capital employed shows by how much company assets are financed by the return on this capital.
Current and non-current interest-bearing liabilities minus cash and cash equivalents.
Interest-bearing net debt is used as a measure showing the Group's total indebtedness.
Net debt at the end of the period divided by adjusted EBITDA for a rolling 12-month period.
The net debt to adjusted EBITDA ratio, provides an estimate of the company's ability to reduce its debt. It represents the number of years it would take to repay the debit if the net debt and adjusted EBITDA were to remain constant, without taking into consideration cash flow related to interest, tax and investments.
Interest-bearing net liabilities as a percentage of total shareholders' equity
The net debt to equity ratio measures the extent to which the Group is financed by loans. As cash and cash equivalents and other current investments can be used to pay off debt at short notice, net debt is used instead of gross debt in the calculation.
1 The definition of items affecting comparability has been adjusted as of the fourth quarter 2020 to also include revaluations of earnouts implemented during the quarter. The adjustment has no effect on the comparison periods and has thus not caused any recalculation of comparative figures.
2The definition of key ratios has been changed from quarter one, 2021. Key ratios are calculated on a rolling 12-month period instead of an annualization of the return in the period concerned. Comparison figures have been recalculated.
3The definition of key ratios has been changed from quarter one, 2021 and now includes leasing liabilities, unlike previously. Comparison figures have been recalculated.
Fasadgruppen aims to create sustainable façades and so contribute to a more sustainable and enduring society with beautiful buildings and a good living environment for people.
The Fasadgruppen business concept is to offer competitive, multidisciplinary solutions by enabling collaboration between leading local and specialized subsidiaries to achieve economies of scale and synergy effects between the companies.
The Fasadgruppen business model is based on a decentralized structure with extensively delegated responsibilities to entrepreneurial subsidiaries supported by a Group-wide organization with purchasing, business development, acquisitions, finance and similar services. Four geographical business areas simplify regional coordination through resource sharing and best practice, identification of cross-selling opportunities and joint sales initiatives. In this way, the entrepreneurial endeavour, convenience and modest overheads of each local company, are enhanced by Group opportunities to achieve economies of scale and offer comprehensive solutions to customers.
Fasadgruppen possesses expertise in all aspects of exterior work on properties. The offering includes services within façade renovation, energy efficiency, window replacement, balcony and roof renovation.
Fasadgruppen mainly focuses on medium size projects with an order value from SEK 1–100 million. Our customers operate in the Nordic construction and renovation market and include owners of public, commercial and residential properties, tenant-owner housing associations, construction companies and private home owners.
Fasadgruppen aims to maintain and grow its position on local markets by attracting and retaining the best contractors and personnel in each local market.
Synergy effects between local units aim to be achieved by means of an organisation that promotes effective cooperation. The Group employs a proven model to achieve economies of scale that are implemented directly on the acquisition of a new company, ensuring optimal integration and synergies throughout the Fasadgruppen Group.
Via continuously optimizing its processes, the Group can be managed in the best possible way, and subsidiaries given a platform to increase their profitability.
Acquisitions play an important role in the Fasadgruppen strategy for profitable growth. Acquisitions enable the Group to expand geographically, broaden its offer, enhance its expertise and achieve economies of scale within existing companies.
Fasadgruppen financial targets aim to ensure long-term and stable profitability and growth in value to give our shareholders a good return.
We should achieve an average growth in sales of at least 15 percent per year over an entire economic cycle. Growth should be both organic and via acquisitions.
Our EBITA margin should be at least 10 percent per year over an entire economic cycle.
Our cash conversion ratio should be 100 percent.
Sustainability is an integral part of Fasadgruppen business activities and strategy. Via clear goals, long-term thinking and total commitment, we aim to contribute towards sustainable development. Fasadgruppen supports Agenda 2030 and has identified five of the global sustainable development goals as the most relevant for our business.
Fasadgruppen Group AB Drottninggatan 81 A, SE 111 60 Stockholm [email protected] www.fasadgruppen.se Co. no.: 559158 - 4122
Casper Tamm, CFO Tel: +46 (0)73 820 00 07 Email: [email protected]
Adrian Westman, Head of IR Tel: +46 (0)73 509 04 00 Email: [email protected]
nnual General eeting ………… ay Interim report Jan–June …………… ugust Interim report Jan- e t …………… ovember
INTERIM REPORT 1 JANUARY–31 MARCH 2021 21
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