Annual Report • Mar 28, 2014
Annual Report
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Time is our one and only truly limited resource.
The seconds tick away relentlessly, never to return.
The only thing we can be certain of is that sooner or later our time will run out.
Although time is defi nitely money it is so much more than that. Time is the most precious thing you own; once lost it's gone forever. There is no time container at the recycling center, no time for sale at the second-hand store. Despite this, we often live as if we had all the time in the world.
At Elanders we are passionate about time. We love and respect time. It's our greatest resource, best friend and most valued partner. It passes along with us, always present; nonetheless, we may take it so much for granted that we don't notice it slipping away. When time is no longer on our side we risk losing everything. Thus, it deserves our full attention.
With this in mind it would be strange if we didn't take the time to stop and refl ect on it every now and then. It would be even stranger if we didn't share our thoughts with those we care about.
This fi rst section takes approximately 26 minutes and 37 seconds to read. Please give us that much of your precious time. We promise you will feel like it was a commodity well spent.
| contents | |
|---|---|
| 00:20 | CEO interview |
| 0 0 : 2 4 | The year in summary |
| 0 0 : 2 6 | Goals and strategies |
| 0 0 : 2 9 | Financial and growth goals |
| 0 0 : 3 0 | Markets |
| 0 0 : 3 2 | Print & Packaging |
| 0 0 : 3 8 | Supply Chain |
| 0 0 : 4 4 | e-Commerce |
| 0 0 : 5 0 | Sustainable development |
| 0 0 : 5 8 | Five years in summary |
| 0 0 : 6 2 | Ownership structure and share information |
| 0 0 : 6 4 | Risks and uncertainty factors |
| 0 0 : 6 9 | Board of Directors' report |
| 0 0 :81 | Group financial reports |
| 0 1:1 1 | Parent company financial reports |
| 01:23 | Proposed appropriation of profits |
| 0 1:24 | Auditor's report |
| 0 1:2 6 | Economic definitions |
| 0 1:27 | Specific terms |
| 0 1:28 | Board of Directors |
| 0 1:3 0 | Group Management |
| 0 1:31 | Auditors and Nomination Committee |
| 0 1:32 | Contact Elanders |
| 0 1 : 3 4 | Other information |
W hat is time really? Why does it exist and what does it consist of? Albert Einstein, conceivably the most talented patent administrator of all time, was once asked what time really is. He answered, "that which a clock measures". He didn't want to – couldn't – delve any deeper. The nature of time is one of the most fundamental, unsolved mysteries of the universe. We have an intuitive understanding of what time does – but we know very little about what time actually is.
human beings have always pondered the nature of time. Greek philosophers such as Parmenides and Heraclitus wrote long essays. Newton and Leibniz fought for years in letters over it while Saint Augustine back in the 300s realized that it was easier to say what time isn't.
In the beginning of the 1900s Einstein discovered through his theory of relativity that time is inexorably tied to three-dimensional space and makes up a fourth dimension – just as important as the other three. In addition, he found that time and space are experienced differently depending on how you move through them and that gravity affects how quickly time passes – the stronger the pull of gravity the slower the clock ticks.
Reactions to this theory were fierce, just as they were to another new theory that described the smallest phenomena in the world: quantum mecha-
Nonetheless the theories have time after time proven to describe reality exceedingly well. A good everyday example are GPS satellites whose atomic clocks have to compensate for the fact that time goes slower on earth than in orbit.
Physics haven't stopped there. According to the as yet incomplete string and M theories time is still a dimension in space-time but it's now a part of a reality that holds nine (or ten depending on who's counting) space dimensions – three that we can see and feel, and six or seven extremely tiny ones that are curled up. Time, however, sails on as always – alone and one of a kind.
Until scientists solve the mystery of time – for instance why it exists at all, what it may consist of and why it always moves forward and never backward – there is a general consensus that time began ticking at the moment of the Big Bang as a natural consequence of the properties of the universe.
thinking too much about the nature of time can have a dizzying effect. So on a day-to-day basis it's probably better to stick to the only definition of time we really need: time is that which clocks measure.
REVOLUTIONARIES OF TIME Albert Einstein formulated the theory of relativity and other scientists such as Max Planck and Werner Heisenberg contributed to quantum mechanics. Physics were revolutionized during the fi rst half of the 1900s – and this in turn forever changed our perception of time and its properties.
Times time line Blink of an eye Vacation A lifetime Life of the sun 24 h Age of dinosaurs Half-life of protons 10-1 105 106 109 1017 1015 1041 Time intervals in seconds
Moses Cotsworth suggested 28 days and Christmas as the used the calendar internally as late as 1989.
E ven now the nature of time is still incomprehensible to most of us. This was much worse in the past. Time has always been extremely important for human beings. Ever since time began we have fought with it, created systems to handle time and tried to understand where it comes from.
a plethora of explanations have been formulated in different cultures around the world. Many of them have put as little thought into the matter as possible. They believe time began during a mystical creation period long, long ago and has existed ever since. Enough said. Other cultures, like the Mayan civilization and Indian culture, became so obsessed by the concept of time and the clear daily, monthly and yearly cycles in nature that they constructed complex calendars which stretch over millions or billions of years. In some cases, like in ancient Greece, a divine figure symbolizes time: an old man in a grey beard who drove time forward but was never involved in the fates of humans.
Even on a small scale people wondered about time. Life used to be, as Thomas Hobbes once wrote, "solitary, poor, nasty, brutish and short." Human beings' – every living thing's – days are numbered, but by whom and why? It was easy to imagine that a higher power, often a trio of fate goddesses, lay behind the limited time living creatures have on earth. One fate goddess spun the thread of life, one meted it out and one clipped it off. Snip, snap, snout, this tale's told out.
The Mayan culture created a complex concept of time that wound around many cycles in diff erent calendars. Despite modern myths the
During the French Revo-
feasts when sacrifi ces February followed by
EGYPT
The Gregorian Calendar which is currently used nations on earth was established in 1582 and replaced Calendar.
GREECE During antiquity Chronos was the
personifi cation of times had a long, grey beard and sometimes three heads; human, bull and lion.
from Paramanu (17 Mahamanvantara (311,000 billion years).
About seven minutes ago, depending on how quickly you read, we mentioned that although time is money it's also much more than that. Time is, for instance, development.
Development is a double-edged sword that can destroy as easily as it can construct. For example, thermodynamics teaches us that the universe's entropy – disorder – constantly increases with time. In other words everything deteriorates. On the other hand natural processes, such as evolution, can lead to increasingly higher complexity on a local level. Parallel to this is a human activity that leads to a growing degree of refinement with time: technologic development.
Technology is developing at a thus far ever accelerating tempo. Senior citizens of today were born at a time when TV was barely conceived. Now, we have a global information network, heart transplants are routine operations and there are advanced plans to colonize Mars within a decade.
However, we are approaching a critical tipping point in climate change caused by man's increased consumption and after that there is no returning. Some would like to put on the brakes and go back to simpler times.
Still, development marches on whether we want it to or not and there is always a risk we will get left behind. It's better to tag along for the ride and make sure we're on track.
| 1908 | Elanders is founded |
|---|---|
| 1989 | The Elanders' share is listed |
| 1997 | Carl Bennet becomes principle owner |
| 1997 | Graphic Systems Group is acquired |
| 1998 | Skogs Group is acquired |
| 2000 | Novum Group is acquired |
| 2001 | Operations start up in Hungary |
| 2005 | Operations start up in China |
| 2007 | Sommer Corporate Media is acquired |
| 2012 | fotokasten and d o m are acquired |
| 2012 | Midland is acquired |
| 2013 | myphotobook is acquired |
| 2014 | Mentor Media Group is acquired |
1910: POCKETBOOKS OF THE PAST Printing pocketbooks of the past, also called "penny" books. The aff ordable price made the books available to the broad masses.
1994: WORLD WIDE WEB Internet is mentioned for the fi rst time in Elanders' Annual Report signaling the coming pervasive digital revolution.
1978: FOREIGN OPERATIONS The start up of Elanders Ltd. in Scotland was a precursor to Elanders' ambition to go beyond exporting and establish operations outside of the Nordic region.
2014: ADDING SUPPLY CHAIN When the Singapore based company Mentor Media was acquired it became the platform for an entirely new product area and a greater presence in Asia.
08:01 ELANDERS 2013
– everything is repeated, more or less regularly. Not to mention the actual life cycle – human beings and all living things are born, grow, age and eventually die on We can easily see this kind of pattern in human happen again. There is nothing new under the sun." culture and history. Fashion trends come and go, and Everything we see and do has already been seen and come again. Films are remade, plays are set up in done. Again and again. reinvented versions, themes in literature and art It isn't strange that we perceive time as cyclical. are recycled. This happens on a large scale as well – Nature and society are jam-packed with cycles of kingdoms and nations have been formed, expanded, stagnated and fallen in an endless cycle since time varying lengths that have affected us since birth. Day immemorial. Already back in the 400s the Byzantine comes round again. And it sounds both boring and historian Zosimus discovered patterns and common dreary. But the fact is that most of us are benefi ted by traits in the rise and fall of previous empires. They routines and feeling familiar with events – we like were all built up under external threats and pressure, knowing that tomorrow will be about the same as and all of them were shattered by stagnation and today. This is because by nature our brains are rather internal disputes. Sumerians, Assyrians, Persians, lazy and happiest when they don't have to work too Macedonians, Phoenicians, Carthaginians, Romans, hard. The truth of the matter is that if a brain could Huns, Arabs, Mongols, Spaniards, the Portuguese, choose for itself it would go for what it has already Brits, Germans, Americans and the Chinese – the experienced – new impressions take more time and wheel of world dominance spins on and after awhile energy while handling old, well known situations is someone new is on top. "Meet the new boss, same as quick and effi cient. the old boss," as the rock group The Who expressed it. The technique the brain uses to base its decisions on assimilated experiences is called heuristics, and in SO THERE IS more than one grain of truth in the practice they are a kind of mental shortcuts. When saying that everything repeats itself, everything
a rolling schedule.
and night, sun and rain, sowing and reaping, the cycle
of the seasons, weekdays and weekends, hours,
minutes, seconds, birthdays, holidays, the phases of
the moon, the cycles of the stars and atomic oscillations
leep, eat, work. Repeat.
For most of us each day is pretty much
the same as the day before. Seeing time as
S
something cyclical – something that regularly repeats
itself – is a deeply rooted human perception. One of
the oldest preserved documents we have – Ecclesiastes
in the Old Testament – proclaimed long ago that
"what has been will be, that which has happened shall
Periodically a quote from Socrates pops up on the Internet where he is purported to have complained about "our youth now love luxury. They have bad manners, contempt for authority; they show disrespect for their elders and love chatter in place of exercise."
According to the site faktoider.nu this is pure fabrication that fi rst appeared in 1953 – no such quote by Socrates has been preserved in any scriptures. However, authentic fears about modern life and the next generation are common. The following examples feel remarkably contemporary:
//THE ART OF LETTER-WRITING IS FAST DYING OUT. (…) WE FIRE OFF A MULTITUDE OF RAPID AND SHORT NOTES, INSTEAD OF SITTING DOWN TO HAVE A GOOD TALK OVER A REAL SHEET OF PAPER.// The Sunday Magazine, 1871
//IT IS, UNFORTUNATELY, ONE OF THE CHIEF CHARACTERISTICS OF MODERN BUSINESS TO BE ALWAYS IN A HURRY. IN OLDEN TIMES IT WAS DIFFERENT.//
The Medical Record, 1884
//IF WE TEACH THE CHILDREN HOW TO PLAY AND ENCOURAGE THEM IN THEIR SPORTS (…) INSTEAD OF SHUTTING THEM IN BADLY VENTILATED SCHOOLROOMS, THE NEXT GENERATION WILL BE MORE JOY-OUS AND WILL BE HEALTHIER THAN THE PRESENT
Public Opinion: A Comprehensive Summary of the Press Throughout the World, Volume 18, 1895
ONE.//
side of the coin is that we are also good at getting ourselves into bad habits like smoking, eating candy and not saving for our retirement even though we know we will suffer for it from them in the future. This in part, according to research from Stanford 2011, is because we see our future selves as complete strangers. When we think about ourselves in the future we activate the same sections of the brain as when we think about other people, not the parts that are activated when we think about our current selves. That future self is generally a boring person who wants to keep us from having fun by trying to get us to go to bed on
However, not all habits are good for us. The fl ip
ed life and let them focus that strict routines simplifi on what was important.
the same way every morning. All these people realized
Apple's Steve Jobs had hundreds of identical black turtlenecks designed by Issey Miyake and he dressed
this habit after they'd grown up and moved out.
every morning but stayed in bed until 11:00 with breakfast, newspapers and letters while he dictated to a secretary. Nobel Prize laureate Toni Morrison got used to writing for a few hours early in the morning before her children woke up at dawn and she kept
of the United States, Barack Obama, starts every morning at 6:45 with a training session, he then reads the important newspapers before he eats breakfast with his family and then goes to his offi ce in the Oval Offi ce. Every day. Winston Churchill woke at 7:30 For instance, Facebook's founder Mark Zuckerberg wore the same tie every day for a year. The President
you drive to work routinely without really seeing the road, when you use a worn out metaphor instead of coming up with your own expression, when you navigate through your home at night without falling over thresholds – that's when you are using heuristics. The brain prefers to go on autopilot. To depart from heuristics and make decisions about new, unknown In other words, it ought to be an advantage to have well functioning routines in our daily lives in order to conserve the brain's energy for the times when it's
things takes much more will power.
truly needed. And it's no coincidence that successful
people usually live surprisingly habitual lives.
Resistance to change also creates fears about the
time or stop us from eating that cupcake.
unknown future. For instance, most likely every
generation has despaired over the next – often with the
same arguments their parent's generation used against
them. The new generation is always lethargic, has bad
taste in music, is more stressed, does worse in school
and faces a bleak future. Over and over. One hundred
years ago the Spanish philosopher Santayana coined
the expression "he who cannot remember his past is
doomed to repeat it." And apparently we forget easily.
Nonetheless, on the whole heuristics and the
brain's love of routines make life so much easier. In
the company of Churchill and Morrison we defi nitely
don't have to be ashamed of our habitual daily lives.
Sleep, eat, work. Repeat.
15:18
I ngmar Bergman's fi lm The Hour of the Wolf from 1968 opens up with the following lines in text across the screen: "The hour of the wolf is the time between night and dawn when most people die, when sleep is deepest, when nightmares are most palatable. It is the hour when the sleepless are pursued by their sharpest anxieties, when ghosts and demons hold sway. The hour of the wolf is also the hour when most children are born."
It's all a lie, fiction for the film. Ingmar Bergman had no evidence for his contentions. And yet the hour of the wolf has become an accepted concept regularly used in a number of contexts – even scientific publications. This just goes to prove the power of fiction. Sometimes fiction gets a life.
Time is an important tool in telling a tale. Rooting the story in time is just as critical as placing it geographically. Does it take place over a short or long period of time? Is it in the present, past or future? Is it winter or summer? Day or night? The moon and its phases are only one example of associations to time that are essential in many kinds of stories, particularly fairytales and horror stories.
Crescent
In order to heighten the dramaturgy time is often manipulated in different ways. A story might go back in time or provide a glimpse of the future, hop around in time, speed up and slow down the tempo. Some stories, especially in science fiction, use another more imaginative and spectacular concept: time travel.
traveling freely in time is – as yet – impossible and the question is whether it will ever even in theory be more than just fantasy. Famed physicist Stephen Hawking claims that the most powerful argument against time machines being possible is that we have never run into time tourists from the future. Still imagine the possibilities. Instead of just in time we could deliver before you even knew you needed the product! Just before time – that would be something.
Time travel is one of mankind's oldest dreams. In the ancient Indian epos Mahabharata, written almost 3,000 years ago, King Kakudmi voyages far into the future. In the year 1843, more than fifty years before H G Wells published the novel The Time Machine, Ebenezer Scrooge traveled back and forth in time in Dickens' A Christmas Carol. Mark
Waxing Gibbous
H G Wells' Victorian time machine only goes forward in time and returns back to its starting date. However, the TARDIS from Doctor Who can take us anywhere, at anytime we choose in the universe. The DeLorean car from Back to the Future fi lms has probably the oddest limitation. It has to be moving at exactly 88 mph before it can take a leap through time.
But what would happen if you traveled back in time and performed an action that changed history? This is one of the most exciting ideas in science fiction and there are all manner of variations portrayed in novels, short stories, films and series.
Writers like Ray Bradbury began exploring the concept in the 1950s. In his story A Sound of Thunder a man visiting the dinosaur era accidentally steps on a butterfly; returning to the present he discovers his country is suddenly run by a fascist regime. In Back to the Future Michael J Fox is slowly vanishing from reality as long as he doesn't manage to get his parents together at the
school dance. The main character in The Butterfly Effect changes history again and again, only to make things progressively worse. We also remember the first Superman film from 1978 when our hero spins the Earth in the opposite direction (and thereby strangely enough turns back time) to save Lois Lane's life.
a variation on the theme, which doesn't involve time machines, is what is called a what-if scenario. What, for instance, would have happened if Julius Caesar had died in measles as a child? Or what if the Arabic culture had invented the printing press with interchangeable types 800 years before Gutenberg? The world would most likely have looked radically different today.
You don't have to look far to realize that everybody's life consists of a long chain of coincidences – short, defining moments. If we had taken a different way to work that day, or decided to stay home instead of going to the party, or didn't hang that painting then we wouldn't have been run over by that bus, met the love of our lives or hit our thumb.
In other words, it isn't so strange that we sometimes wish we could go back in time and stop ourselves from hanging up that darn painting.
ELANDERS 2013
20:56 ELANDERS 2013
I n ancient times the sun's position in the sky was the only way to know what time of the day it was. "What time is it?" "A quarter past afternoon." But humans developed and nearly 6,000 years ago the ancient Egyptians measured time aided by obelisks that threw shadows, an early form of sundials. Even water clocks, where time is measured by water which steadily drops into a vessel, were developed by the Egyptians before the Greeks took over the idea and called the invention klepsyrda. Water clocks were often as big as houses, as were the first mechanical clocks driven by plummets and springs. It wasn't until 1656 that the first more or less modern mechanical clock was constructed. Interestingly it's around this time that the word "stress" began to appear in literature becoming more and more common over time. The first time the phrase "shortage of time" occurred in books was in the 1800s when clocks had become small enough to carry on one's person and after that use of it literally exploded. Perhaps it isn't so strange that the term "time management" showed up in the beginning of the 1900s and "stress management" in the 70s. Quite clearly time – or more to the point the lack of it – affects us. We get stressed when we're late for the train, when our guests are about to arrive or when an important delivery date approaches. Naturally this is a result of the fact that nowadays we can always find out exactly what time it is. Modern cell phones synchronize their clocks with precise atomic clocks, and yet in some situations we are surprisingly in the dark. This is because our subjective experience of the passing of time varies wildly; a visit to the dentist can seem endless while a vacation trip can feel like it's barely begun before it's over. Since we often misjudge how long planned actions will take the phenomena time optimism
is rampant. Procrastinating – doing tomorrow what you can actually do today – is also deeply characteristic of many people. All of this means that to a great extent we have ourselves to blame for the time pressure we feel; no matter that time is a limited resource. But in the same way our situation affects how we experience time we can choose to affect how we use time. For instance, the site lifehack.org has listed 50 tips on how you can increase your productivity. Among the suggestions are daily to do lists, telling others what goals you have set for yourself and planning the heaviest and hardest jobs for the periods during the day you are most productive. However, first on the list is "take a break". Paradoxically a few minutes reflection and rest can actually result in being able to work more effectively. There are other techniques you can use when you feel stress over the constant passing of time. Instead of ffreaking out over how every second irrevocably ticks away you can divide time into larger blocks. Think in "quarters". If you sleep eight hours there are 64 awake 15 minute blocks in a 24 hour period that can be allotted to the different things you have to do. Morning show- er – one quarter; bus to work – three quarters; handover meeting – six quarters; lunch – two quarters; and so on. All of a sudden a day becomes so much more manageable. Another way to have more time is to delegate work to someone else (for example us). Then you can focus on more important things which you might need to put more energy into. However, don't forget to set aside a quarter to relax and reflect every now and then.
25:16
on time is the overriding theme for Elanders Annual Report this year. If you have read writer Christian Tarras Ericsson's introductory texts you know that defi ning time isn't the easiest and that it's a concept we all relate to in a number of different ways. When asked whether I was a time optimist or pessimist I answered time realist and I think that is a stance I share with most co-workers at Elanders, no matter where in the world they work.
The last couple of years we have had a very clear goal with our Annual Report, which to a large extent is actually a vision report. As much as we want to point out the highlights from last year it's equally important for us to describe what will happen in our industry in the upcoming years – on a global and national level, and in particular what Elanders envisions in a rapidly changing world.
we have received a great deal of praise for looking beyond Elanders' own sphere. The most tangible appreciation is that our Annual Reports for 2011 and 2012 received the Swedish Publishing Award for "The Best Annual Report for a Public Company".
Welcome to the Elanders Annual Report. The time will be well invested!
Magnus Nilsson President and CEO
"I'm not a time optimist or pessimist – but absolutely a time realist!"
MAGNUS NILSSON 47 years old
00:20 | ELANDERS 2013
The outside world has finally picked up on Elanders' strategic shift. We now counter exposure to traditional print by a broader range of products and services and a much higher presence in Asia.
I t has taken time for others to see the light. Elanders' transformation from a classic graphic group to a company that can offer its customers global solutions in Supply Chain, Print & Packaging and e-Commerce has been going on for several years. Through new strategic acquisitions the company has reduced its dependence on traditional print and with a broader offer begun to climb up the value chain. But it was only when Elanders acquired the supply chain company Mentor Media that industry pundits and financial analysts took the significance of our shift in direction seriously.
"Considering the industry we work in we are extremely satisfied with an improved result before tax of 30 percent. One important explanation is the acquisitions we've made in the past two years, in particular our German e-commerce companies. Management in the acquired companies is still intact, which means they find value in belonging to the Elanders Group.
We had a very positive development in China with our offer in packaging and this contributed positively to both net sales and profit. Our operations in Germany started the year off weakly but finished strong and we have completed the transition there from a traditional offset printing plant to one of Europe's most modern and leading digital printers combined with packaging production.
We are careful to ensure that key people in the companies we acquire are positioned to have an influence on the Group. For this reason we have expanded Group Management in 2014 to include Lim Kok Khoon who helped build up Mentor Media and is responsible for our new product area Supply Chain Solutions and Thomas Sheehan who is responsible for Print & Packaging Solutions in North and South America. Thomas joined Elanders in connection with the acquisition of Midland. Martin Lux became a member earlier when Elanders acquired the German companies d|o|m and fotokasten. Martin is currently responsible for e-Commerce Solutions on a global level."
What have been the other highlights during the year?
"The acquisition of the Scottish McNaughtan's and German myphotobook of course. From the very beginning both companies have exceeded expectations.
A new initiative in 2014 is that Peter Sommer, MD of Elanders' business in Germany and a member of Group Management, will become responsible for Operations in Europe. We are making this change in order to, in the next stage, minimize our investments and consistently place production where it's the most cost-effective. This is good for our customers, improves profitability and strengthens Elanders' competitiveness through specialization and the best possible efficiency."
"Our transition of Swedish operations has taken longer than expected and been tough on everyone involved."
"It gives us the opportunity to climb higher up the value chain, particularly with our global customers. We'll be able to deliver significantly more services and, in some cases, exciting combinations of products and services.
Although printed matter will still be important for us this acquisition opens the door to completely new avenues of revenue. Conversely Mentor Media will be able to provide its customers with a stronger global offer. This will fundamentally change how we work at Elanders focusing clearly on more global customers. It won't be long before we will have to decide and actually turn down business that doesn't fit in with our new form because we can't handle it efficiently."
"No, to tell you the truth I'm not. I worked in Asia for many years and after meeting Mentor Media's management at their headquarters in Singapore I don't think this will be a problem. Business in Singapore is a good mixture of the best from Europe and Asia and in general, communication there is straight forward and direct about what everybody wants. I look forward to sharing Mentor Media's management's experience."
Through the acquisition of Mentor Media Elanders became less dependent on the graphic market and at the same time increased its presence in Asia. Has the transformation of Elanders gone faster than planned?
"Yes, we've accelerated the process considerably with only positive results. We made a three-year leap in just a few months. Every acquisition takes time no matter how big or small the company is. When, as in this case, we buy a business to broaden Elanders' offer then the fact that the company is large is good. Overnight we went from one unit in Asia to thirteen, and all of them are well established. At the same time Mentor Media now has the chance to do significantly more business in both Europe and the US."
"Although the market has been able to note that Elanders has turned the tide and broadened its offer it's still wary of companies that are too dependent on printed products. Now the market has seen that we realize the challenges for print and we are building for the future through acquisitions.
What is even more important to us is that a number of customers have contacted us and expressed approval and understanding for our strategy."
"China has developed very well and packaging sales have taken off, in particular exclusive packaging. We have invested in a new development center focused on packaging where we test new material, sustainability etc. Our team in China is lead by Per Brodin who is also a member of Group Management and responsible for Print & Packaging in Asia.
Turning to Europe we have pretty much concluded our own restructuring here. We moved all offset printing from Germany to Hungary and Poland. Germany is now completely focused on digital printing and packaging.
In the US company management has turned red numbers into black ones during the year. Our only real problem child has been the Swedish market which has been more sluggish than we anticipated. Our Swedish MD, Åsa Severed, who is also a member of Group Management, initiated an extensive transition plan which will continue during 2014 to adjust our Swedish operations to the market."
"Restructuring continues but this area feels pretty stable for our part. We believe certain industrial customers, for example in the customer segment Automotive, will grow in 2014. Although manuals are growing thinner this is compensated by more color and brand enforcing elements.
Packaging is going very well and our next step is to consider centralizing parts of this business. There are advantages to bringing different jobs together in one production area."
"The purchase of fotokasten provided us with a broad offer. By acquiring myphotobook we were able to supplement that offer with sales to substantially more countries. Now we are looking at synergies between the companies and in time we will centralize this production as well.
We started sales of photobooks in China during 2013 but this time through a physical store in Beijing. The store's range will soon be complemented with online sales."
"The first year will be focused on sales to existing customers, not only to established Mentor Media customers but to Elanders customers as well. The next stage will be to court new customers together, which is incredibly stimulating – to create completely new business in order to achieve our goal of a considerably improved result in 2014."
BALL CLOCK 66 years old
Net sales amounted to MSEK 2,096 (1,924), which was an increase by 9 percent over the previous year.
The operating result was MSEK 131 (119) and was aff ected positively by net one-off items of MSEK –1 (15).
Net result amounted to MSEK 70 (45) or SEK 3.08 (2.05) per share.
Strategically important acquisitions during the year consisted of the German company myphotobook and the Scottish label printer McNaughtan's. After the end of the fi scal
year Elanders acquired the Singapore based company Mentor Media, which is the foundation of the new product area Supply Chain Solutions.
Net sales increased by 7 percent and amounted to MSEK 493 (460).
Operating profi t increased by 15 percent to MSEK 23 (20).
Acquisition of the label printer McNaughtan's in Glasgow, Scotland.
Net sales increased by 6 percent and amounted to MSEK 512 (481).
Operating profi t not including one-off items increased by 25 percent to MSEK 28 (23).
Continued consolidation of production units in Sweden and Germany.
| 2013 | 2012 | 2011 | 2010 | 2009 | |
|---|---|---|---|---|---|
| Net sales, MSEK | 2,096.3 | 1,924.2 | 1,838.8 | 1,705.9 | 1,756.7 |
| Operating result, MSEK | 131.0 | 118.6 | 109.8 | –76.2 | –60.1 |
| Result before taxes, MSEK | 101.5 | 93.4 | 80.0 | –105.2 | –96.1 |
| Average number of employees | 1,864 | 1,587 | 1,546 | 1,520 | 1,581 |
| Earnings per share, SEK | 3.08 | 2.05 | 3.09 | –6.79 | –7.57 |
| Dividend per share, SEK | 0.80 1) | 0.60 | 0.50 | – | – |
1) Proposed by the Board.
Final negotiations were initiated regarding the acquisition of the Singapore based company Mentor Media.
Elanders wants to make its customers more competitive through a broad range of services, efficient production methods and leading technologic solutions for our trade.
Elanders is one of few compa nies that can offer global solutions in supply chain, print & packaging and e-commerce. Our customers will always be local, but their needs may be local and global.
Elanders will be a strategic partner to its customers in their work to streamline and develop their business critical processes. Elanders enables this through a broad range of services on a local and global level.
Elanders' vision is to be one of the leading companies in the world with global solutions in supply chain, print & packaging and e-commerce. By leading we do not necessarily mean largest. We mean it is going to be the company that best meets customer demands on efficiency and delivery ability.
Elanders' core values Effective, Innovative and Responsible are a natural part of our daily work.
By Effective we mean being able to offer uniform and automated processes throughout the entire production chain from order and execution to invoicing.
By Innovative we mean continuous development of our technology so that it suits each customer's unique requirements. We readily take on the challenge of solving our customers' different problems and being pioneers with innovative solutions and offers.
By Responsible we mean that we always put the environment and customers' needs first. The reason Elanders today can be found in 15 countries on four continents is because Elanders followed its customers out into the world in order to meet their special needs on location in these countries.
Elanders' strategies to fulfill our vision and support our business concept are to:
DEVELOP LOCAL CUSTOMERS WITH GLOBAL NEEDS INTO GLOBAL CUSTOMERS
Elanders has an unique position in the industry with its presence in almost all of the world's interesting economic zones, which is a primary factor in why we have so many multinationals as customers. Nonetheless, marketing in Group companies is largely based on identifying and fulfilling customers' local needs. However, local customers often have global needs as well. By improving the exchange of information all the units in the Group will chart the needs their local customers have in other countries. Naturally this also includes services that can be offered locally in some other part of the Group.
1.
OPTIMIZE USE OF THE GROUP'S GLOBAL PRODUCTION AND DELIVERY CAPACITY
Most Group units have similar equipment and competence but there is still room to improve
capacity utilization. We can achieve this in part by developing an exchange of customers within the Group as well as improving our calculation of available capacity and order stock, flexible pricing and adapting our organization.
Elanders' units in Sweden and Poland, and Germany and Hungary have been running under the same management for a couple of years now, which significantly increases the ability of the Swedish and German units to offer high quality deliveries at competitive prices on their domestic markets at the same time margins have improved through lower productions costs.
We move existing production equipment to the sites where production can be made at the lowest cost which increases Group profitability. For instance, equipment has been moved from Sweden and Germany to Poland, Hungary and Brazil.
The new product area Supply Chain opens up new opportunities to offer these services on markets where Elanders has had customer relations for years.
CREATE UNIFORM AND AUTOMATED PROCESSES IN THE GROUP
Elanders has worked with many of its major customers through order portals on the Internet for a long time. Most of these portals have order interfaces that are tailor-made to the customer.
The number of customers, particularly small businesses and consumers with relatively standardized needs, who order printed matter over the Internet is rapidly increasing. This is called webto-print (W2P) and transfers work currently done by the printer to the customer. In W2P the customer decides on the design of the printed matter, creates print-ready material that goes directly into production through the order portal and then pays for it. Customers can then follow the status of their orders as in most Web shops. A typical order in this case is significantly smaller but the number of orders is vastly higher.
Conventional order and project management will continue to be important in the foreseeable future, particularly for customers that need tailormade printing. But even conventional management fundamental processes must and will be successively automated.
Elanders believes W2P will become more and more important and it has a natural connection to the rapid development of e-commerce.
DEVELOP PRODUCTS FOR FUTURE NEEDS THAT ARE USEFUL IN OUR CURRENT BUSINESS
Customer steered development of new offers has always been one of Elanders' strongest features and it has been one of the crucial factors in the company's development from a local Swedish printing company to the global group it is today.
Elanders won't slow down the pace of new product development. A very concrete example of this is the new acquisition Mentor Media and all of its services connected to supply chain. Elanders' acquisitions in packaging and e-commerce the past two years are also good examples of our strategy to develop products for the future that are useful in our current business.
Elanders' product development must continually address the question of how we can meet the needs our customers will have a few years ahead and what changes are required in order to do so. We will always have outsourced services connected to our deliveries. However, our primary services will always be based on the capacity and competence of the Group.
BROADEN OUR CUSTOMER BASE AND PRODUCT OFFER TO LOWER SENSITIVITY TO FLUCTUATIONS IN THE ECONOMY
With our roots in the graphic industry Elanders has chosen to embrace technological developments and adapt our range to completely new communication solutions.
We have noticed that demand for personalized and recipient-oriented print is steadily increasing. Photo books and calendars are some examples and Elanders offers both companies and consumers with strong products and effective production connected to e-commerce. Bank and insurance companies have ordered personalized print for their communication to their customers and many other trades are following their example. Included in recipient-oriented print are customized and chassis unique manuals for the automotive industry where Elanders is on the cutting edge of technology.
Lately we have experienced a growing demand for different and more exclusive packaging solutions. For our customers packaging that stands out can be critical when a customer is about to choose a product. The idea is to create packaging that strengthens both the product and the brand.
Historically most of Elanders' sales have been in the product area commercial print. The investments being made in supply chain, packaging, e-commerce and personalized products is a deliberate strategy to over time compensate for the natural drop in volumes in Commercial Print and at the same time reduce sensitivity to fluctuations in the economy.
In 2013 sales were divided among Elanders' product areas as follows: Commercial Print 75 percent, e-Commerce 15 percent and Packaging 10 percent. After the acquisition of Mentor Media our business and offer is divided into the following product areas and anticipated share of Group net sales: Print & Packaging Solutions 50 percent, Supply Chain Solutions 40 percent and e-Commerce 10 percent. Geographically, the most substantial change in net sales will be in Asia which up to 2014 stood for 8 percent but after the acquisition of Mentor Media will grow to 40 percent.
E landers' strategy is to secure the long-term development of the company thereby creating value for shareholders and other interested parties. To support this process Elanders has established a number of fi nancial and growth goals. Below is a follow-up of the goals that were presented in the Annual Report 2012.
Elanders has divided the long-term, externally communicated goals into fi nancial and growth
goals. Elanders works continuously with goals and strategies that are normally formulated on a rolling three-year basis.
The fi nancial goals are based on the possibilities in the Group's current structure while growth goals consider new establishments, alliances, acquisitions, divestitures and other vital changes in Group structure as well. However, the long-term fi nancial goals will not be lowered because of such changes.
| GOALS FOR 2013 |
OUTCOME 2013 |
GOALS FOR 2014 |
|---|---|---|
| FINANCIAL GOALS ¼Long-term goal of an operating margin of 7–10 percent. |
¼Operating margin amounted to 6 percent. |
¼Long-term goal of an operating margin of 7–10 percent. |
| ¼A return on capital employed of around 10 percent long-term. |
¼Return on capital employed was 8 percent. |
¼A return on capital employed of about 10 percent long-term. |
| ¼An equity ratio of at least 30 percent. |
¼The equity ratio on the balance sheet date was 42 percent. |
¼An equity ratio of at least 30 percent. |
| ¼A debt/equity ratio of less than 1. | ¼The debt/equity ratio on the balance sheet date amounted to 0.7. |
¼A debt/equity ratio of less than 1. |
| ¼Over time investments in production equipment will not exceed depreciation or 4 percent of net sales. |
¼Investment in production equipment amounted to MSEK 61, corresponding to 62 percent of depreciation and 3 percent of net sales. |
¼Over time investments in production equipment will not exceed depreciation or 4 percent of net sales. |
| GROWTH GOALS ¼Net sales and the operating result will increase annually 5–10 percent and at least half of growth will be organic. |
¼Net sales increased by 9 percent compared with the previous year, of which organic growth was –3 percent. The operating result increased by 10 percent. |
¼With the acquisition of Mentor Media net sales will increase by some 60 percent. In coming years net sales and the operating result will increase annually by 5–10 percent and at least half of growth will be organic. |
USA (2008) Print & Packaging Supply Chain
MEXICO (2014) Supply Chain
UNITED KINGDOM (1978) Print & Packaging e-Commerce
GERMANY (2007) Print & Packaging e-Commerce
ITALY (2007) Print & Packaging
Slowly but surely the American economy seems to be gaining speed, particularly in automotives. However, the situation for the graphic industry isn't as positive. The US, which is far and above the largest graphic market in the world, has been rapidly losing ground the past few years. In 2014 net sales in the US graphic market are expected to amount to around 230 billion dollars and then contract a few percentage points every year until 2018. At
that point the Chinese market will have caught up and passed it, something which was unthinkable just a few years ago.
In the US commercial print has shrunk dramatically, much more than in Western Europe. On the other hand digital print has continued to grow during the same period and it was no coincidence that Elanders acquired Midland Information Resources, in Davenport, Iowa, USA which is specialized in digital print and print-on-demand. Elanders also has high hopes to be able to develop product area Supply Chain in the US since it can often be combined with print-ondemand services and packaging.
Elanders is also represented in Central and South America through plants in Mexico and Brazil. The Mexican operations came with the acquisition of Mentor Media. Mexico is the largest Spanish speaking country in the world and together with Brazil
leads in Latin America. Brazil is the ninth largest market in the world and the Mexican market is expected to become number ten in a couple of years.
A generally higher standard of living can be seen in, among other things, the fact that the graphic market is growing in these two countries. Together they represent 80 percent of the graphic market in Latin America.
BRAZIL (2007)
Commercial print, primarily newspapers and catalogues, has been hit particularly hard while digital print and packaging have developed well. The value of the graphic market is about 180 billion dollars and the largest markets are Germany followed by
| SWEDEN (1908) Print & Packaging |
||||
|---|---|---|---|---|
| POLAND (1995) | ||||
| Print & Packaging HUNGARY (2004) |
||||
| Print & Packaging | ||||
| CHINA (2005) Print & Packaging Supply Chain |
JAPAN (2014) Supply Chain |
|||
| e-Commerce | ||||
| CZECH REPUBLIC (2014) Supply Chain |
TAIWAN (2014) Supply Chain |
|||
| INDIA (2014) Print & Packaging Supply Chain |
SINGAPORE (2014) Supply Chain |
|||
| ASIA | ||||
| United Kingdom, France and Italy. |
respectively Hungary to meet the tough domestic |
Nothing seems to phase the economic develop |
net sales of more than 360 billion dollars in 2014 and |
become new markets for Elanders. At the same time |
The Eastern European market generates considerably lower volumes with net sales of about 30 billion dollars but here the graphic market is growing instead of shrinking by a few percent every year. Once again packaging and digital print are increasing the most but offset is growing as well.
Elanders was early in shifting printing from high cost countries like Sweden and Germany to Poland
meet the tough domestic price competition. Elanders has a plant in Brno in the Czech Republic that delivers supply chain services to several of the world's largest computer manufacturers. The facility came with the acquisition of Mentor Media.
billion dollars in 2014 and this will increase to nearly 430 billion dollars by 2018. This will be equivalent to the net sales in the USA and Western and Eastern Europe combined.
Although Japan recently saw China become the largest Asian graphic market this is still a market worth around 120 billion dollars.
As a result of the acquisition of Mentor Media Japan together with India and Singapore will Elanders. At the same time Elanders will increase its presence in China considerably with a total of eight production plants in Print & Packaging, Supply Chain and e-Commerce.
Packaging and commercial print make up a significant portion of the global graphic industry. The tendency is clear for both of these areas. Commercial print is declining while packaging increases year by year. Fusing the two trends together results in an increase in total print volumes until 2018.
THE PATIENT IS ALIVE Some sections of the graphic industry have been down for the count on several markets worldwide but the truth is that the patient is alive! The growing trend of publishing more printed material through digital channels is compensated by the heavy increase in packaging and labels.
CHINA NUMBER 1 If the analysis company Smithers Pira has its forecast right, China will be the largest producer of commercial print and packaging in a few years and defi nitely before 2018. The US, which has been long been unchallenged number one, will then fi nd itself in second place.
ENVIRONMENTALLY FRIENDLY
For years the packaging industry has been considered environmental baddies but now even environ mentalists are singing a diff erent tune and have begun to embrace packaging. Good and smart packages are part of the solution to environmental problems, partly because they reduce food waste.
BUILT-IN TRACEABILITY Sensors and light sources have already begun to be printed on diff erent materials. In the future many products will be able to communicate with their surroundings and be traced via the Internet. Used properly this can increase consumer safety and stop pirate copies of, for instance, medicine.
T he global volume for commercial print and packaging reached its peak right before the fi nancial crisis in 2008. Never before had so many newspapers, books, catalogues and packaging been printed. The combination of a global recession and digital publishing channels was the beginning of an extensive and brutal restructuring of the graphic industry. Elanders was no exception, but thanks to its size and fi nancial muscle it could adapt and broaden its range.
Many other actors had a much harder time resulting in drastically reduced net sales or at worst bankruptcy. Or should we say at best? Even without the fi nancial crisis and new cost effi cient publishing channels structural changes were necessary. The graphic industry suffers from an overcapacity which has resulted in an extensive and unsustainable price press.
the predictors of doom were partly right about developments in commercial print, but even now and for many years to come this section of the graphic industry will generate substantial volumes. Even if editions in different segments and markets continue to shrink there is a great deal of variation. Volumes in the old economies like Western Europe, the US and Japan are at a standstill or falling while Asia and Eastern Europe are growing by double digits.
The total global market in 2013 was estimated at around 900 billion dollars, which is almost equal to the record breaking year 2008. 2014 will be a new record year calculated at 2012's monetary value. The really sharp decline took place in 2009 and after that the industry has slowly recovered
year after year but it took six years to get back to the previous record level. The international analysis company Smithers Pira Ltd has forecasted that in four years time the total order value will have increased to 980 billion dollars. For the period 2008–2018 this means eight percent growth. This proves that there is growth, albeit on a low level, and worth noting, not at the same rate as rising infl ation. If we convert the order value of printed matter to A4 sheet production, the number of physical prints will shrink by 2.3 percent in the same period, i.e. from 52.9 to 51.7 billion, which is still an amazing number.
the graphic industry is a good temperature gauge of how different geographic markets have developed in the past few years and what can be expected in the future. The North American economy has gone through a very tough period but is beginning to recover. At the same time the Asian market, particularly China, has continued to rapidly expand and contributed to keeping the global economy above water.
When we described developments two years ago the American market was far and above the largest in terms of production volumes and net sales were almost double that of Japan which was in second place with China in third. China was expected to pass Japan in a few years and takeover second place, which it did. What we didn't see coming was that China would sail up to fi rst place passing the US already by 2018. During the period 2008–2018 the US, like Japan, will have been at a standstill with zero growth while the graphic industry in China will have grown by 200 percent!
Continued tough challenges for commercial print while demand for packaging and labels steadily grows. In order to meet both trends effectively Elanders has chosen to put all this work under one roof in the product area Print & Packaging Solutions.
The tendency has been clear for several years. Ever since 2008 editions of newspapers, magazines, books and catalogues have been contracting and there is no end in sight for this development. Catalogue print has been hit the hardest. During a ten year period that stretches to 2018 we are looking at a 40 percent drop worldwide. The decline in newspapers will be nearly as drastic, diminishing by 32 percent, followed by books at 26 percent. Magazines have fared better and will experience a mere 17 percent drop.
These major volumes losses are compensated almost completely by the growth in package printing. The increase over the same period of time will be close to 40 percent for packaging.
elanders has its roots in commercial print and it still represents a signifi cant portion of group net sales. Together with packaging it has stood for 75 percent up to 2014. After the acquisition of supply chain company Mentor Media this fi gure will come down to around 50 percent in 2014.
Due to new distribution channels, lower demand and a strong price press on commercial print it
was natural that Elanders changed strategy several years ago and supplemented our main business with new offers and product areas.
One of the most successful strategies has been our capacity to offer large industrial customers full-service solutions comprising printed matter, packaging and other services that usually include a considerable amount of logistics. Some of the most extensive service solutions are provided to customers in automotives, consumer electronics, manufacturing and the public sector.
WITH ITS GRAPHIC expertise, advanced techno logical order platforms and global presence Elanders can offer customers comprehensive solutions that small and middle-sized printers have a hard time matching.
On the gigantic packaging market Elanders has invested its resources in a number of niche areas. This often consists of complex packaging solutions that can include personalized print.
Elanders is focused on three areas in packaging. The fi rst is consumer electronics where in addition to the actual packaging we normally print a user manual that is packed together with the article
| 2008 | 2012 | 2014 | 2016 | 2018 | ||
|---|---|---|---|---|---|---|
| Packaging | 315 | 346 | 371 | 400 | 434 | À |
| Labels | 27 | 30 | 32 | 36 | 39 | À |
| Books | 42 | 36 | 34 | 32 | 31 | Â |
| Magazines | 79 | 68 | 67 | 66 | 65 | Â |
| Catalogues | 50 | 37 | 34 | 32 | 30 | Â |
| Marketing material | 171 | 167 | 168 | 171 | 176 | À |
| Other | 225 | 204 | 203 | 203 | 205 | Â |
| Total | 909 | 888 | 909 | 940 | 980 | À |
| 2008 | 2012 | 2014 | 2016 | 2018 | ||
|---|---|---|---|---|---|---|
| USA | 1 | 1 | 1 | 1 | 2 | Â |
| China | 3 | 3 | 2 | 2 | 1 | À |
| Japan | 2 | 2 | 3 | 3 | 3 | Â |
| Germany | 4 | 4 | 4 | 4 | 4 | ¼ |
| United Kingdom | 5 | 5 | 5 | 6 | 6 | Â |
| France | 6 | 6 | 6 | 7 | 8 | Â |
| Italy | 7 | 7 | 7 | 9 | 9 | Â |
| India | 12 | 8 | 8 | 5 | 5 | À |
| Brazil | 11 | 9 | 9 | 8 | 7 | À |
| Canada | 8 | 10 | 10 | 11 | 12 | Â |
SOURCE: SMITHERS PIRA'S THE FUTURE OF GLOBAL PRINTING TO 2018, DECEMBER 2013
and then sent to waiting customers.
The second specialized area is exclusive and, in some cases, handmade packaging in limited editions. These customers are often cosmetic companies or fi rms with luxury accessories connected to the fashion world. Automotives that want to create a premium feeling through select packaging for their manuals and service books are another group of customers.
The third area, which is showing strong growth, is personalized packaging. Among customers in this area are some of Europe's best known chocolate-makers.
the way packaging is viewed is defi nitely undergoing a change – from environmental baddie to being a part of the solution for improving the environment we all share. A driving force in this is the ongoing debate about food waste where the positive role packaging can play in reducing food discards has become apparent. Several international studies show that we throw away some 25–35 percent of all food produced and in most cases there is nothing wrong with it. The problem is the same throughout the food chain – from producers
to institutions, grocery stores to households etc. all over the world.
If we consider all the resources required to produce the food we throw away it's easy to see the environmental gains in improved transportation, storage and packaging.
just like conventional graphic companies, the packaging industry is experiencing a constant price press which fl attens margins. At the same time there is both room for, and a huge interest in, new and smarter packaging.
Nano technique and electronic printing is beginning to be used and to increase safety built-in traceability is becoming a requirement, particularly from the pharmaceutical industry that has trouble with pirate copies. The food stuff industry is also interested in being able to account for and trace the origin and authenticity of its products.
PLANET TELLUS 4,540,000,000 years old
VOLVO TRUCKS 97 years old
DESCRIPTION: When Volvo Trucks launched its new truck models in 2013 the introduction was planned down to the last detail, even when it came to the design of the manual and the box the manual is kept in. The content is unique for every truck manufactured in one of Volvo's factories around the world. Volvo Trucks in Gothen burg worked closely with Elanders' units in Mölnlycke and Beijing on the design of the box. Elanders premedia department in Sweden was responsible for the design and layout of the new manual which is printed in over thirty languages. The boxes are rigorously tested at SP Technical Research Institute of Sweden to insure that they can take the strain of cold, heat, humidity and UV radiation they are exposed to. The production was awarded the Swedish Publishing Prize 2013 in the category Informative printed matter with the motivation: "For the perfect shine on the chrome, excellent texts and a gorgeous, elaborate protective box."
00:36 | ELANDERS 2013
DESCRIPTION: The Human Quest isn't just a book with spellbinding pictures of our planet. With a prologue written by former President Bill Clinton the book is a call for action and taking responsibility. Johan Rockström, writer, and Mattias Klum, photographer, present a world in constant change, largely as a result of human impact. Elanders did all the image process-
DOUBLE BREASTED BLAZER 400 years old
ing, print and parts of the fi nishing. The book is printed with 200 line breaks and a protective covering printed on Multiart gloss 150 grams that has been gloss laminated. The inlay is printed on Multiart matte 150 grams. Partial varnishing contributes to bringing the images to life – images that unfailingly remind us of our earth's perishable beauty. The book is FSC® labelled and its production is climate compensated. The book is in both English and Swedish.
Elanders in USA was given the assignment to produce the Eton Spring Catalogue 2013 for the American market. The production required good collaboration between Elanders' Swedish and American units. Eton in Sweden was the customer and calculated the cost of producing the catalogue in Sweden and then shipping it to the US. Together with a tight deadline the equation didn't add up. The solution was to print the catalogue locally in the US.
Being able to do all the groundwork with color samples, proofs, etc. in Sweden and at the same time guaranteeing that the result would be just as good no matter where production took place was an advantage. Eton was very pleased with the end result, particularly the fact that the color reproduction in print truly refl ected the actual collection. Ever since 1928 Eton's mission has been to refi ne shirts.
Supply chain has an important role to play when the demand for shorter lead times and coordination constantly grows, and climate smart services and solutions to reduce environmental impact are additional requirements. Supply chain works best when information between the orderer and the supplier is clear and transparent.
TRANSPARENCY Joint EDI solutions and continual information exchanges are linchpins in supply chain. Our
modern economy is characterized by the need to build networks and alliances. Transparency and trust between the orderer and the supplier strengthen partnerships.
ENVIRONMENTAL BONUS
The manufacturing industry has to reduce its environmental impact. This demand comes from both politicians and consumers. Correctly performed supply chain contributes to lower energy consumption in both transportation and storage.
URBANIZATION The ongoing urbanization in large parts of the world will have an eff ect on manufacturing. Roads to and from city centers are likely to be congested and increasing regulations and fees limit transportation in and out of big cities.
NEW GROWTH MARKETS When production and transportation costs increase in BRIC countries (Brazil, Russia, India and China) manufacturers look for new alternatives. Bubbles on the list are Indonesia, Bangladesh and several Latin American and African countries.
EF ffective flows of goods connected to information and financial transactions are the foundation of what is called supply chain. The need for coordination, shorter lead times and traceability has grown as global companies move production to low cost countries. In a commercial world with an abundance of products many companies have to deal with fierce competition and more highly informed consumers. This means a customer's entire experience is the basis of how a product is cared for and developed. Marketing products and services that don't live up to customers' expectations won't make it in the long run.
In this environment the development of, and strategies for, supply chain have been given high priority amongst today's decision-makers, especially at multinationals. Correctly designed and performed, effective supply chain services can provide a competitive edge.
just like the graphic industry supply chain has been affected by the availability and expansion of the Internet and our ability to send information electronically. It's near impossible to imagine a credible supply chain offer without being able to transfer information between the supply chain company's system and customers' ERP system.
We have seen a rapid development of supply chain on the Asian market for the simple reason that a significant slice of world production takes place there. This production has created a demand for the coordinating services that supply chain offers. For example, the responsibility for packing products with their accessories, manuals, licenses
or other items included in the final delivery to waiting customers can be conferred on a third party.
A study that PwC did in 2013 among 500 decision-makers in Europe, North America and Asia revealed that companies which had early on invested in supply chain were twice as profi table and had a 17 percent higher level of delivery precision compared to those that hadn't. The primary advantage was in delivery precision and minimizing distribution costs.
The study also showed that lagging companies often had a common solution for all their customer segments while almost all of the leading companies had adapted their distribution to specific customer needs.
automotives, along with global companies in consumer electronics, have been leaders in developing supply chain. These companies have outsourced a significant part of their operations so that they can concentrate on product development, manufacturing and marketing.
However to be successful, in addition to creating effective supply chain companies must be able to meet more stringent future international and local environmental demands. Global energy consumption keeps rising and urbanization is a worldwide trend. Big cities are getting even bigger which will affect transportation of goods as will the cost of fuel. The rising cost of labor in developing countries is yet another factor which contributes to moving production and changes the need for, and pattern of, transportation.
We are facing a complex world, particularly if you want to take supply chain to the next level.
The acquisition of Mentor Media means Elanders can offer completely new services to our global customers. Creating the product area Supply Chain Solutions opens the door to synergies with Print & Packaging and e-Commerce and will allow us to become an attractive partner to many e-commerce companies.
I n the past few years Elanders has rapidly transformed itself from a conventional printing group to a company specialized in global solutions in Print & Packaging and e-Commerce. With the acquisition of Mentor Media we can now add Supply Chain to our offer.
Mentor Media was founded in 1984 and has worked its way up to a strong position, especially in Singapore and China. The company operates in the US, Mexico, Japan, Taiwan and the Czech Republic as well. Mentor Media was established in Singapore as a subsidiary to the American company Mentor Graphics Corporation which has its headquarters in Oregon. In 1999 the company was listed on the Singapore Stock Exchange and it set up its fi rst facility in China in Shanghai, making this an important year. Over the following years the company reinforced its presence in China with another seven plants. More than half of the company's 1,700 employees work in China. Mentor Media was unlisted in 2006.
mentor media is specialized in added value services, primarily in the electronics and computer trades. The company is focused on product and component flows with extremely short lead times and extensive statistic reporting to customers. Its
offer, which is built up around sophisticated IT solutions, comprises the following services:
Among its customers are some of the most prestigious companies in the PC and electronics industries.
the demand for supply chain services has grown as companies outsource sections of their operations that aren't part of their core business. This is also a way to avoid tie up capital in facilities, personnel and various services obligations.
From the start Mentor Media has invested in advanced IT systems in order to create individual solutions tailored to suit different customers. These IT systems are integrated with their customers' business systems and can even be connected
Beijing (Elanders)
Singapore
Shanghai, Kunshan, Songjiang and Suzhou Chongqing Chengdu
Xiamen Shenzhen
Taiwan
Tokyo
| Czech Republic, Brno |
|---|
| India, Chennai |
| Japan, Tokyo |
| Mexico, Juárez |
| Singapore |
| Taiwan, Taipei |
| USA, Miami |
| USA, Ontario |
Chennai
EXPECTED SALES DEVELOPMENT OF COMPUTERS AND SMART PHONES UP TO 2017 (in units of millions)
| 2012 Units |
2012 Shares |
2017 Units |
2017 Shares |
Growth | |
|---|---|---|---|---|---|
| Desktops | 148 | 12% | 141 | 6% | –5% |
| Laptops | 202 | 17% | 241 | 11% | 19% |
| Tablets | 128 | 11% | 352 | 16% | 174% |
| Smart phones | 722 | 60% | 1,516 | 67% | 110% |
| Total | 1,200 | 100% | 2,250 | 100% | 87% |
SOURCE: IDC'S WORLDWIDE SMART CONNECTED DEVICE TRACKER FORECAST DATA, FEBRUARY 2013
to their e-commerce systems. This requires a high level of transparency between Mentor Media and its customers in terms of sharing information. Part of Mentor Media's offer consists of graphic services, mainly manuals and packaging ordered in limited editions.
There is every reason to believe that outsourcing will continue, especially in the PC industry. The biggest factor behind this, apart from companies wanting to concentrate on their core business, is that the lifecycle of products is constantly shrinking. Major computer manufacturers and other actors in consumer electronics are producing new products more and more rapidly, and they want to get these products to consumers as quickly as possible.
Samsung, Apple, Nokia and other heavyweights in consumer electronics have shortened the time
from the launch of new models to their arrival in stores down to just a few weeks. In order for this feat to be successful the preparatory supply chain work has to be top class.
mentor media has collaborated closely with Microsoft for many years and is one of the few companies authorized to replicate and distribute software licenses. In 2008 and 2012 Microsoft named Mentor Media "Authorized Replicator of the Year".
The computer industry will continue to develop well in the coming years with sales in tablets and smartphones leading the way. Up to 2017 the only product expected to decline in volume is desktops. The most noticeable growth is anticipated in tablets which are expected to surpass sales of laptops in a couple of years.
PRODUCTION: Supply Chain services via Mentor Media.
A leading manufacturer in the PC industry has to be able to off er a high level of service so that they can react quickly if the end user's computer breaks down. Customers in such situation need to have new system drivers or operating systems sent to them immediately.
Mentor Media's job is to manage the recovery media of diff erent models from new to several years back and to be able to deliver them on a global scale. Mentor Media has the system and capacity to manage 18,000 diff erent software titles which are stored on CD, DVD or USB sticks and come in 30 languages. Orders come in from a number of diff erent channels; directly from the manufacturer, from companies that handle after sales
and service or from end consumers via e-commerce portals.
Most of Mentor Media's solutions are tailor-made for each individual customer. We form work teams with several years of collective experience. The teams have expert knowledge in project management, business development, logistics management, IT and order platforms. The work teams may be active in several Mentor Media regions but the customer should always feel that they have one contact point and person. While Mentor Media takes complete responsibility in order management, storage, inventory replenishment, product distribution and statistics reporting, these are only a part of our total service off erings. After Sales services such as handling returns and repairs are equally important in making sure our clients and their customers are maximally satisfi ed.
We had to wait longer than many experts predicted but now e-commerce is steadily winning new market shares in more and more product areas. A primary factor behind this is the explosive spread of mobile units. Four billion of the planet's seven billion human inhabitants use a cell phone, all the while smart phones and tablets are reaching a broader segment of customers.
CHINA AGAIN China is expected to become the world's largest graphic market by 2018. When it comes to e-commerce China will take over the lead from the US already this year and the Chinese Alibaba has surpassed the e-commerce pioneer Amazon. Who would have thought?
BIG DATA
You've probably heard of the concept Big Data before. All the digital tracks we leave behind can be very valuable to companies that want to communicate with their customers. But being aware of what you can do and where to draw the line so that customers' personal integrity is never breached is essential.
SHOWROOM
The role of the physical store isn't over yet and they will most likely be around in the foreseeable future. But the phenomena showrooms has already arrived and growing more common with companies that want to spotlight their brand and products.
BAR CODES
Bar codes are becoming even more important when the borderline between shopping in stores and shopping online is dissolving. They serve both to create effi cient storage and logistics solutions for e-commerce and to live up to the demand for traceability from customers and authorities.
I t's undeniably a sign of the times when American Amazon has to hand over its position as the world's largest e-commerce company to Chinese Alibaba. Amazon has been the number one global e-commerce company for over a decennium but now it faces competition everywhere. Alibaba, with its mixture of shopping and product swapping sites, taking over first place is probably less worrying than the fact that traditional retailers are flexing their muscles online.
Ever since the eve of e-commerce the US has been the largest online market by far. At least up until 2014 when the Chinese market, propelled by Alibaba, is expected to surpass it.
Japan continues to be in third place followed by South Korea and slightly farther down the list we find Holland, Sweden and Norway among the ten largest markets despite small populations. This is primarily a result of advanced technology, curiosity and belief in the digital payment system.
a comparison between the largest American and European actors reveals decisive differences. Of the 30 major e-commerce companies in Europe only two, H&M and Inditex, have a traditional retailer background. In the US there are 13 retail and trade chains, Wallmart and Sears are two of them, on the 30 largest list.
Although tony retail chains in Europe might be late starters they are definitely reshuffling to adapt to the new shopping pattern. The most probable development is that physical shops will function more like flagship stores where customers can see and feel the merchandise but might just as well buy an item over a website as purchase it in the store.
up to now most online purchases have been for books, clothes and home electronics, either through a computer or a cell phone. E-commerce has 5-10 percent of the total market in most developed countries.
In the future customers will still want to feel, smell and try on a product before they buy it. Physical stores are not going to disappear in the near future but their role will be to provide customers with an experience and support the brand.
Another challenge is the amount of data that today's customers generate no matter whether they make a purchase in a store or online. This is often called Big Data. There is no easy answer as to how companies should handle Big Data but one influential person in American business knows what she thinks. Angela Ahrendts, previously the CEO of the clothes company Burberry, now responsible for establishing Apple's new stores, has said, "The companies in the coming years that are the smartest and most strategic users of consumer data will also be the companies that win."
E-commerce is expanding on nearly every market worldwide. Elanders is one of the companies that has embraced this development and via a number of acquisitions is on its way to becoming an influential actor in the e-commerce segment personalized printed matter. Our companies and work in this field come under the product area e-Commerce which is expected to further expand in the next few years.
At the same time the graphic industry has been going through an extensive restructuring and dealing with a hesitant economy Elanders has in just a few years become one of the leading actors in Europe in the production and sales of personalized printed matter.
We began building up a new and expansive product area in 2010 with the acquisition of Printpack. The German company's customers were and are industrials in food stuffs, cosmetics and pharmaceuticals, among others. Several of these customers began to ask for personalized print, for example, the well known Ritter Sport. A close collaboration with Elanders in Germany resulted in consumers being able to order personally designed chocolate products through Ritter Sport's web portal.
the acquisition of printpack has been followed by more pure e-commerce companies with a clear cut connection to Elanders' graphic production. In 2012 two German companies were acquired,
fotokasten and d|o|m, both primarily focused on their own domestic market. This provided Elanders with the competence and customer base necessary to further develop the product area. Since Elanders is already one of the leading companies in digital print this combination creates a recipe for success that includes smart, specially developed database solutions connected to personifi ed print. To consumers we fi rst and foremost offer photo books, calendars, gift items and interior design products.
In 2013 we acquired yet another German fi rm. This time it was myphotobook which was founded in 2004 and in less than ten years had become a leading European e-commerce company in personalized print sales to consumers. The acquisition of myphotobook opened the door to another 13 European countries. As the second or third largest company in Germany and the fourth in all of Europe in this segment, Elanders is a tony actor to reckon with.
the combination of myphotobook's geographic range and fotokasten's broad product portfolio
| Austria | Luxemburg |
|---|---|
| Belgium | Norway |
| China | Poland |
| Denmark | Portugal |
| France | Spain |
| Germany | Sweden |
| Holland | Switzerland |
| Ireland | United Kingdom |
| Italy |
SOURCE: FORRESTER RESEARCH
provides Elanders with further opportunities to expand, particularly in photobooks which is a market that is increasing annually. Since 2010 the market has grown by 30 percent and is expected to continue to grow in the future. This is partially a result of the user-friendly solutions that Elanders and other companies launch on a regular basis that function on smart phones and tablets as well. In 2015 some 25 million photobooks are expected to be sold in Europe.
Another innovation in Elanders' product area e-Commerce is Printsy which makes it easy to send personal postcards from smartphones to destinations all over the world.
Elanders in Germany and d|o|m are behind the Facebook application Friend-Calendar. It's an easy way to order a personally designed calendar. The application has a built-in algorithm that automatically chooses which friends will be in the calendar based on the number of "likes", comments and other interaction.
AUGMENTED REALITY (AS A CONCEPT) 113 years old
BMW
PRODUCTION: Augmented reality in a catalogue
COMMERCIAL PRINT Beskrivning av vad det är för typ av trycksam, t ex manual PRODUKTION Elanders, Land BESKRIVNING Fugiatur erunduc imilige ndipidi gnitatium utecea cuptassum qui atemperisim sunt volorenisqui blam aut aut facit eturibusam del molor arciist offi catem. Itae con rem inis aceaquid quiaspient, optatus, cuptat. Ut venia cum, serum des pla voluptas es ut inctur rem. Uci alit, quunto beatur, ulpa sinvell ectio. Ut quo estiis aspiet deliqui repedis excerspit que reri verest apit ma dolori bea volupie ndendisitio essimus, es ped est restiist porepre periam, voluptum nate nos cum quiandam que dera natem quis alicips andions ecaborum hil enis most, excerum dio. Citibus seque volut vit rem que dita consenis maximol oressimo dolecta turibusam alicaborio volorio resseris siniscium ento qu DESCRIPTION: Playdale's playgrounds and products can be found all over England. One of them is in Hyde Park in London. When the family run playground manufacturer needed a new catalogue it turned to Elanders and its partner Layar to combine the printing experience with a digital one based on the physical printed material. Aided by QR codes and AR technology (Augmented Reality) a digital experience was created to take advantage of the value and potential inside the covers of the catalogue. A cell phone app brought the static images alive and the reader was transported directly to Playdale's homepage. This created a powerful tool that both salespeople and purchasers could utilize. The ordering process was shortened and the merchandise was shown at its best. Playdale's catalogue modernly and smoothly took Elanders one step further into the future.
GRASS 32 years old
GOLDEN WEDDING ANNIVERSARY 50 years
PRODUCTION: App to create a photobook
Elanders' latest acquisition in e-Commerce, myphotobook, has shared in making the Group an even stronger actor on the market for personalized photo products. With its presence in 16 diff erent markets myphotobook, together with fotokasten, is one of the larger companies in Europe. Rapid developments in technology have contributed to an accelerating number and dynamic range of customers that have diff ering needs and behaviors. More and more people are taking more and more pictures and myphotobook sees the potential in being able to attract customers via portable units. The company's new iPad app makes it possible to create your own photobook in just a few minutes. Diff erent themes and fi lters make each photobook personal and well designed.
PRODUCTION: Personalized calendars
Nowadays most of us share pictures on the Internet with friends and family. Calvendo lets people take this one step further. Users can form and sell their own calendars and fl ip art books with ISBN IDs and can even earn up to 30 percent of the revenue. Elanders produces the items which are sold in Germany. As of 2013 they are also sold internationally. Calvendo off ers the design software and handles distribution and invoicing. The company's slogan "share creativity" exemplifi es their intention to be forerunners in developing the creative vein in people. Thousands of people have together published over 14,000 calendars and fl ip art books. Calvendo is part of Cornelsen Publishing Group.
MOSQUITO 51,000,000 years old
Elanders' overriding environmental goal is to minimize the company's environmental impact without affecting the quality of the finished product or the range of services on offer. Elanders works with environmental matters in all the countries where Elanders has production and it's often closely connected to the Group's investments in quality.
THE SWAN A Nordic ecolabel that may be used by printers that meet stipulated criteria concerning choice of products, ink and chemicals as well as procedures in production and waste management.
Forest Stewardship Council® is a global ecolabel and certifi cation for responsible forestry. Forest products made from lumber from FSC® certifi ed forests may be FSC® labeled and this includes printed matter.
In order to participate in the program it is necessary to calculate CO2 emissions with a structured method, set goals and take action to reduce the company's impact on the climate.
In order for a product to be certifi ed as climate neutral the climate impact of the product's life cycle must fi rst be calculated. Manufacturers must also present the measures they have taken to reduce the climate impact of the product. Print CO2 verifi ed is the name of the equivalent system in Germany.
Each subsidiary in Elanders is responsible for its own work with environmental and quality matters in order to best meet local and regional regulations. Until 2014, before the acquisition of Mentor Media, Elanders had 18 fulltime positions on different markets working with, and responsible for, quality and environmental matters.
More and more companies and organizations see the connection between quality-managed production and lower environmental impact. The number of public procurements that often contain far-reaching and comprehensive environmental and quality requirements also influences the demand for climate neutral products or environmental systems.
Elanders has had environmental goals to reduce its ecological footprint for years and at the same time introduced quality management on every market. Environmental goals and their outcome are presented on the following page.
in many countries the graphic industry has been a pioneer with its proactive environmental work. It has also been relatively easy to show improvements to the environment through reduced paper waste, hazardous waste, lower energy use and lower emission of greenhouse gasses. Over time environmental consideration has also come to encompass storage and distribution. Major environmental benefits can be made both in graphic production and supply chain through careful planning and transparent information.
Orderers with far-reaching environmental demands take into account the entire life cycle of the printed matter, which is actually what is needed in order to make printed matter climate neutral.
The demand for climate neutral production and
printed matter increases year by year but there are major differences both in customer segments and geographical markets. Even though demand has increased climate neutral products still only represent a small part of annual printing volumes.
However, different ecolabels are a given for many orderers. The most demanded ecolabel is the global FSC® (Forest Stewardship Council) label, a certification guaranteeing responsible forestry.
elanders' comprehensive goal is that all group companies work actively to reduce their environmental impact. However, there are also other initiatives that merit attention. One such initiative is The Gothenburg Award for Sustainable Development that Elanders, together with other companies, sponsors with one million Swedish kronor each year.
Since the year 2000 The Gothenburg Award for Sustainable Development has awarded a number of well-known scientists, politicians, opinionformers and organizations. The most renowned are Gro Harlem Brundtland (2002), Al Gore (2007) and Kofi Annan (2011).
The theme for 2013 was "Nature's service and ingenious solutions". The biologist and writer Janine Benyus from the USA was one of two laureates. With great commitment and communicative skill she disseminates knowledge of how we humans can learn and be inspired by nature's solutions, something called biomimicry, in order to create and develop sustainable innovations. Some examples of biomimicry are whale fi ns as airplane wings, owl feathers for more silent trains and spider webs as super material.
Janine Benyus shared the prize with the banker and scientist Pavan Sukhdev. He was the principal author of the much-discussed report "The Economics of Ecosystems and Biodiversity" (TEEB).
Pavan Sukhdev has brought into focus the elusive values represented by the cultural, spiritual and creative assets of the global ecosystem as opposed to their monetary values. A large number of countries around the world have initiated their own studies in the footsteps of the TEEB report.
¼ Elanders in UK had a very active environmental year, which was crowned by being named one of the "Green Manufacturers of the Year" from among manufacturing companies in northeastern UK. The company was given this award for their consistent environmental work that permeates their entire production chain, in particular use or recycling 97 percent of their waste. Elanders has also been invited to compete in the national competition "Green Manufacturer of the UK" and the company has joined a program for the graphic industry aimed at further reducing carbon dioxide emissions.
¼ At the end of the year Elanders was awarded the VQE Award by Volvo Cars. The Volvo Cars Quality Through Excellence Award is awarded once a year to the suppliers that best follow the criteria for sustainability, quality and after sales strategy etc. ¼ Each year the companies in Elanders go through quality and environmental revisions initiated by customers. A customer revision of Midland in the USA gave the company 244 of 256 points, a very high score.
¼ Elanders in China has developed its work instructions and improved its environmental work. One goal is to have less isopropyl alcohol in the water used in offset production. China has introduced more stringent regulations for VOC emissions and plans are in the works to further reduce emissions. ¼ In 2013 Elanders in Sweden was ISO 12467 certified for graphic production specialized in offset print.
¼ At the beginning of 2012 Elanders in Brazil was ISO 9001 certified. During 2013 work progressed in order to be certified for ISO 14001 in 2014.
¼ The climate calculator that Elanders developed together with Chalmers University of Technology was updated during the year.
¼ Awards in industry competitions are a measurement of quality. In the Swedish Publishing Prize 2013 Elanders received the first prize in the category Best Annual Report for listed companies for the second consecutive year. In the same competition Elanders won a further three first prizes for contributions entered by the company itself and three more for productions that Elanders had printed and which customers had sent in.
¼ Elanders in Germany has started to introduce the energy management system ISO 5001 for certification in 2014.
¼ Elanders' operation in Atlanta, USA, plans to become ISO 14001 certified in 2015. It's the only group company which has the TS 16949 quality certification for subcontractors to the automotive industry.
¼All companies will work actively to reduce costs stemming from shortcomings in quality.
¼More renewable energy will be used. ¼All companies will work actively to reduce environmental impact from the use of solvents.
¼The amount of unsellable waste per ton product will be measured and reduced in the future.
OUTCOME 2013
¼All companies have worked with their quality shortcomings and improved their work. The goal has been met.
¼The amount of renewable energy has diminished somewhat. Emission of climate-impacting gasses is unchanged for comparable units. The goal has not been met.
¼Most companies had the goal to reduce the use of solvents. Due to changes in production equipment not all units have met this goal. The goal has been partially met.
¼All companies measure hazardous waste but not all measure other waste. The goal has been partially met.
¼All companies will work actively to reduce costs stemming from shortcomings in quality.
¼More renewable energy will be used.
¼All companies will work actively to reduce environmental impact from the use of solvents.
¼The amount of unsellable waste per ton product will be measured and reduced in the future.
¼Calculate climate-impacting emissions as stated in scope 1 and 2 according to the guidelines for climate neutral companies. (Energy use and transport of goods and persons).
| SEK '000s | 2013 | 2012 | 2011 | 2010 | 2009 |
|---|---|---|---|---|---|
| Environmentally related expenses | |||||
| Waste expenses and treatment | 1,869 | 1,916 | 2,147 | 1,927 | 2,262 |
| Ecolabeling fees, net 1) | 333 | 328 | 216 | 431 | 116 |
| Fees, insurance and carbon dioxide tax | 1,366 | 1,259 | 1,280 | 1,461 | 952 |
| Total | 3,568 | 3,504 | 3,643 | 3,819 | 3,330 |
| Environmentally related income | |||||
| Paper waste | 11,628 | 10,875 | 11,402 | 5,246 | 4,399 |
| ENVIRONMENTALLY RELATED INVESTMENTS | |||||
| Investments for the purpose of minimizing environmental impact or conserving resources |
186 | 610 | 119 | 362 | 277 |
1) From 2009 fees to the Swan, FSC® and PEFC, and from 2010 to the Climate Neutral Product, are included, which means 1) the sums are not directly comparable.
| 2013 | 2012 | 2011 | 2010 | 2009 | |
|---|---|---|---|---|---|
| Solvent consumption, kilos per MSEK in net sales | 109 | 111 | 111 | 92 | 98 |
| Solvent consumption per ton product | 6.5 | 6.0 | 5.9 | 5.6 | 6.1 |
| Electricity, kWh per ton product | 996 | 883 | 832 | 915 | 985 |
| Hazardous waste, tons | 333 | 342 | 333 | 368 | 396 |
| Hazardous waste, kg per ton product | 9.5 | 9.6 | 10.0 | 13.0 | 12.0 |
| 2013 | 2012 | 2011 | 2010 | 2009 | |
|---|---|---|---|---|---|
| Financial effect of the change in paper waste, SEK '000s |
–6,601 | 4,129 | –1,821 | –3,602 | 4,074 |
| Paper waste compared with previous years, % | 7.0 | –4.4 | 2.0 | 5.0 | –6.0 |
The tables above comprises the companies that were part of the Elanders Group throughout 2013.
AGE DIFFERENCE 37 years
As Elanders has won new market shares and acquired companies our numbers have grown. At the end of 2013 the number of employees was about 1,900. With the acquisition of Mentor Media in January 2014 the number of employees rose close to 3,600 in 15 different countries. The challenge for Elanders' management now is to create a uniform group united in the same values and businessmanship.
| 2013 | 2012 | 2011 | |
|---|---|---|---|
| Average number of employees | 1,864 | 1,587 | 1,546 |
| Number of employees per 31 December | 1,898 | 1,780 | 1,582 |
| Average age | 39.8 | 39.9 | 39.2 |
| Personnel turnover, % | 5.6 | 5.4 | 5.6 |
| Revenues per employee, SEK '000s | 1,125 | 1,213 | 1,189 |
| Added value per employee, SEK '000s | 670 | 675 | 655 |
| Operating result per employee, SEK '000s | 70 | 75 | 71 |
Never before have so many people been able to say that they work at Elanders. This is in spite of the fact that the Group is a part of the graphic industry which has just been through a radical restructuring with major personnel reductions.
When it comes to adapting production capacity to a lessening demand Elanders has been on the forefront, particularly in the Swedish and German markets.
A few years ago we implemented a new organization and business model which has changed the distribution of responsibility in the Group. One of the differences is that Polish operations now sort under the Swedish. The same applies for Hungarian operations that are now included in the German.
Parallel with this development Elanders had an offensive acquisition strategy in order to broaden the Group's offer, lessen dependence on the graphic industry and be able to better handle fluctuations
on the market. This strategy was crowned with the acquisition of the German myphotobook GmbH in August 2013 and the Singapore based Mentor Media in January 2014.
the work model that was introduced some years ago intensified the exchange of experiences between employees and companies, and internal networks have become even more important with production moving between countries and the growing number of multinational customers. The acquisition of Mentor Media and the new product area Supply Chain further emphasizes the need for exchanging experiences between the different parts of the Elanders Group.
Customer demand and changed market prerequisites are the driving forces for employees and the entire organization. All group employees are encouraged to assume responsibility and take initiatives. Entrepreneurship is an important part of our business culture and a particularly good
way to meet the clear need for change in the graphic industry and to hasten the strategic shift.
Employees can be active in many ways, for instance, by making improvement suggestions. They also feel pride in always doing their best and taking responsibility for customer deliveries. Another aspect of Elanders' work climate is absence due to sickness. Low absence is highly beneficial for both employees and the company. a positive example of a good workplace is Elanders' operations in the USA. For the thirteenth year in a row Midland Information Resources was named best workplace among the American graphic companies, an industry consisting of over 100,000 companies and a million employees. The award "Best of the Best Workplace" is the result of a goal oriented HR work that was initiated in 2000. The company was judged based on eight criteria such as work environment, safety instructions, health programs and how the company helps the employees to fi nd a healthy balance between work and private life.
Elanders is a company that contributes to the societal development in the countries where it has operations. The guide lines for CSR work describe the responsibility each company and employee takes to lower environmental impact, create fair working conditions and counteract corruption.
The way a company treats its employees, customers, partners and society at large is becoming increasingly important. A growing and broad environmental engagement has led many companies to draw up guidelines on acting ethically (Code of Conduct) and achieving the goals of its CSR work (Corporate Social Responsibility). In the ongoing debate about the industry's role in creating a functional and sustainable society new words like social capitalist and social entrepreneurship are emerging. This is in part a response to questions about the legitimacy of our current life patterns like consumption, learning and distribution of resources.
csr issues have been prominent at Elanders for years, particularly when it comes to how the companies in the Group influence how society deals with equality and environmental issues. Elanders has above all worked passionately with different environmental demands, certifications and ecolabels. A concrete example is the climate neutral Annual Report that you are currently reading. Another initiative is the Visiting Professor Programme, a visiting professorship at the University of Gothenburg School of Business Economics and Law that Elanders is sponsoring with one million
Swedish kronor annually since 2009. The goal is to support education, research and social development on an international level. Elanders has also sponsored The Gothenburg Award for Sustainable Development since it was founded in 2000. This is an award that is given to people or organizations that have made important changes for a sustainable world and the laureates come from all corners of the earth.
Elanders and many other companies have discovered that improvements to the environment and work processes governed by quality assurance programs are usually profitable investments. They result in conserving both natural resources and money in operations while sharpening a company's competitive edge. On top of this, more and more procurements demand environmental certifications and quality assured deliveries.
Through the acquisition of the Singapore based company Mentor Media Elanders increased its net sales by close to 60 percent from 2.2 to 3.5 million Swedish kronor annually and the number of employees increased from 1,900 to 3,600. The deal was initiated in the middle of 2013 and after intensive negotiations at the end of the year the contract was signed 7 January 2014.
With this acquisition Elanders was able to create three strong product areas. The completely new Supply Chain Solutions is based on Mentor Media's operations primarily in Asia but also on sections in the US and Europe. The two other product areas are Print & Packaging Solutions and e-Commerce Solutions. The global economy continued to be uncertain in 2013 but it was a strong year for Elanders with an increase in net sales of 9 percent to MSEK 2,096 (1,924). Our result increased by 10 percent to MSEK 131 (119).
Elanders had a positive quarterly development throughout the year with both increased net sales and results. The main reason for this is that the acquisitions made in the last two years are starting to show on the books.
Elanders countered the reduced demand in Commercial Print by concentrating production units to fewer units in both Sweden and Germany. McNaughtan's in Scotland, a specialist in printing labels and exclusive packaging, was acquired in the fi rst quarter.
Another acquisition was made in the third quarter, the German company myphotobook GmbH. It's one of Europe's leading e-commerce companies in the segment personalized photo products to consumers.
The fourth quarter saw a lot of activity which produced a result of MSEK 54 (48).
00:58 | ELANDERS 2013
For Elanders the year 2013 entailed to some extent an entirely new direction in our range of global services. During the last month of the year negotiations for the acquisition of the supply chain company Mentor Media were completed, a deal right in line with Elanders' strategy to reduce our exposure to traditional printing.
Uncertainty regarding the global economy characterized pretty much all of 2012 but somehow didn't aff ect Elanders. In the fi rst quarter all shares were acquired in the German companies fotokasten GmbH and d|o|m Deutsche Online Medien GmbH. Both companies are forerunners when it comes to off ering and developing technical solutions for digital photo and print services.
Late in December the acquisition of the American company Midland Information Resources was made public. Through this acquisition Elanders will continue its international expansion and increase its presence on the world's single largest graphic market.
The fourth quarter is usually the best and 2012 was no exception. For the full year the operating result was MSEK 119 (110), of which oneoff items were MSEK 15 (25).
The year started with a defi nite increase in net sales and result. This was especially noticeable in higher German production in our Hungarian unit and Swedish production in our Polish unit. In January parts of the Swedish printer Fälth & Hässler were acquired, broadening Elanders' product range with qualifi ed illustrated books.
Elanders' conscious investment to off er personalized print and develop new product concepts gave results. A deal was signed with the CPT Group in September to take over parts of the Swedish printer NRS Tryckeri.
The year ended with a ten percent increase in net sales in the fourth quarter and a strong result of MSEK 57 (6). For the full year the operating result was MSEK 110 (–76), of which one-off items were MSEK 25 (–59).
The entire year was characterized by the budding global recovery in many important markets. Demand increased from customers primarily in automotives and other industries. The Group received more orders for packaging, marketing materials and personalized products.
Operating result for the year was a loss of MSEK 76, of which one-off items in connection to restructuring amounted to MSEK 75. Net sales for the full year were MSEK 1,706 (1,757), a reduction of 3 percent.
A new share issue in the third quarter strengthened Elanders' fi nancial position and created a platform for continued expansion of the company, raising MSEK 208 for the Group after issue expenses.
A good example of Elanders' desire to expand was the acquisition of the German packaging company Printpack.
The Group was generally hit hard by the downturn in the economy and the fi nancial crisis that started in Europe and the USA. The most important customer categories in industry, mainly automotives and consumer electronics, reduced their orders by up to 50 percent compared to the previous year. Swedish operations, with their main focus in the automotive industry, were hit the hardest while the foreign operations were generally spared.
At the end of the fi rst halfyear Magnus Nilsson became President and CEO of Elanders. Personnel cuts in the Group
on the whole were 15 percent and in Sweden 20 percent. An extensive program to organize the Group around the best use of production capacity, mainly in low-cost countries, was initiated.
Group net sales fell by 20 percent and operating result dropped by MSEK 76 to MSEK –60.
ELANDERS 2013 | 00:59
| MSEK | 2013 | 2012 | 2011 | 2010 | 2009 |
|---|---|---|---|---|---|
| Net sales | 2,096 | 1,924 | 1,839 | 1,706 | 1,757 |
| Operating expenses | –1,965 | –1,806 | –1,729 | –1,782 | –1,817 |
| EBIT | 131 | 119 | 110 | –76 | –60 |
| Financial items | –29 | –25 | –30 | –29 | –36 |
| Result after financial items | 102 | 93 | 80 | –105 | –96 |
| Result for the year | 70 | 45 | 60 | –84 | –74 |
| EBITDA | 229 | 209 | 196 | 26 | 41 |
| MSEK | 2013 | 2012 | 2011 | 2010 | 2009 |
|---|---|---|---|---|---|
| Goodwill | 1,090 | 978 | 834 | 836 | 895 |
| Other fixed assets | 582 | 541 | 515 | 575 | 625 |
| Inventory | 107 | 116 | 126 | 119 | 95 |
| Accounts receivable | 387 | 393 | 385 | 365 | 351 |
| Other current assets | 82 | 66 | 64 | 67 | 69 |
| Cash and cash equivalents | 215 | 168 | 81 | 50 | 79 |
| Equity | 1,039 | 954 | 880 | 819 | 765 |
| Interest-bearing liabilities | 954 | 856 | 758 | 782 | 916 |
| Non-interest-bearing liabilities | 471 | 451 | 367 | 411 | 432 |
| Total assets | 2,464 | 2,261 | 2,005 | 2,012 | 2,114 |
| MSEK | 2013 | 2012 | 2011 | 2010 | 2009 |
|---|---|---|---|---|---|
| Cash flow from operating activities | 128 | 215 | 84 | –58 | 55 |
| Paid taxes | –57 | –23 | –7 | –8 | –8 |
| Investments | –164 | –197 | –28 | –69 | –52 |
| Operating cash flow | 50 | 67 | 93 | –90 | 42 |
| Change in net debt | 51 | 13 | –57 | –105 | –6 |
All comparable years are shown as they are presented in the Annual Report each year.
| 2013 | 2012 | 2011 | 2010 | 2009 | |
|---|---|---|---|---|---|
| Operating margin, % | 6.2 | 6.2 | 6.0 | –4.5 | –3.4 |
| Profit margin, % | 4.8 | 4.9 | 4.3 | –6.2 | –5.5 |
| Gross profit/Added value, % | 40.4 | 34.3 | 34.8 | 28.1 | 33.0 |
| Capital net sales rate, times | 0.9 | 0.9 | 0.9 | 0.8 | 0.8 |
| Equity ratio, % | 42.2 | 42.2 | 43.9 | 40.7 | 36.2 |
| Risk capital ratio, % | 44.8 | 44.4 | 45.6 | 42.1 | 37.6 |
| Interest coverage ratio, times | 5.3 | 5.6 | 4.4 | neg. | neg. |
| Debt/equity ratio, times | 0.7 | 0.7 | 0.8 | 0.9 | 1.1 |
| Return on equity, % | 7.0 | 4.8 | 7.1 | –10.6 | –9.1 |
| Return on capital employed, % | 7.7 | 7.4 | 7.1 | –4.8 | –3.6 |
| Return on total assets, % | 5.6 | 5.6 | 5.5 | –3.2 | –2.2 |
| EBIT-multiple, times | 9.9 | 9.9 | 9.1 | –14.1 | –19.5 |
| Average number of employees | 1,864 | 1,587 | 1 546 | 1,520 | 1,581 |
| Net debt/EBITDA, times | 3.2 | 3.3 | 3.4 | 28.4 | 20.5 |
| Enterprise Value, MSEK | 1,298 | 1,177 | 1,005 | 1,269 | 1,174 |
| Risk capital, MSEK | 1,104 | 1,004 | 915 | 848 | 794 |
| Capital employed, MSEK | 1,777 | 1,642 | 1,556 | 1,552 | 1,602 |
| Net debt, MSEK | 739 | 688 | 676 | 732 | 837 |
| 2013 | 2012 | 2011 | 2010 | 2009 | |
|---|---|---|---|---|---|
| Result, SEK | 3.08 | 2.05 | 3.09 | –6.79 | –7.57 |
| Share price at year-end, SEK | 24.60 | 21.50 | 16.80 | 27.50 | 34.50 |
| P/E ratio | 8.0 | 10.5 | 5.4 | –4.1 | –4.5 |
| P/S ratio | 0.3 | 0.2 | 0.2 | 0.2 | 0.2 |
| Dividend, SEK | 0.80 1) | 0.60 | 0.50 | – | – |
| Dividend yield, % | 3.7 | 2.7 | 2.3 | – | – |
| Share price/equity, times | 0.5 | 0.5 | 0.4 | 0.4 | 0.4 |
| Net asset value, SEK | 45.69 | 41.96 | 45.04 | 66.39 | 78.35 |
| Risk capital, SEK | 48.57 | 44.18 | 46.80 | 68.71 | 81.27 |
| EBITDA, SEK | 10.04 | 9.65 | 10.04 | 2.09 | 4.19 |
| Operating cash flow, SEK | 2.22 | 3.08 | 4.78 | –7.33 | 4.31 |
| Cash flow from operating activities, SEK | 5.64 | 9.92 | 4.31 | –4.68 | 5.60 |
| Average number of outstanding shares, in thousands | 22,730 | 21,646 | 19,530 | 12,342 | 9,765 |
| Turnover rate | 0.11 | 0.08 | 0.13 | 0.32 | 0.45 |
1) Proposed by the Board.
INFORMATION
Elanders' fi nancial information can be found at the Group website www.elanders.com. Questions can also be asked to Elanders directly via e-mail at [email protected]. Annual Reports, quarterly reports and other information can be requested from Group headquarters at telephone number +46 31 750 00 00, our website or through the above e-mail address. We are also happy to provide information about the many occasions when we present Elanders at activities that are arranged by shareholder organizations, Swedish and foreign stockbrokers and banks. One analyst continuously monitors our development and regularly publishes analyses of Elanders: Remium AB Equity research Claes Vikbladh, telephone +46 8 454 32 94.
ELAN B
The Elanders share had a development on par with the Stockholm Stock Exchange for most of 2013. For the full year the Elanders share increased in value by over 14 percent. The acquisition of Mentor Media at the beginning of the new fi nancial year led to an increased interest in the share. The principle owner of Elanders is Carl Bennet AB.
HISTORY – Elanders' b shares were fi rst listed on the Stockholm Stock Exchange on 9 January 1989. On 31 December 2013 the company had 21,563,332 b shares listed on the omx Nordic Exchange Small Cap list under the elan b symbol. The development of the number of outstanding shares is shown in the chart on the next page.
DEVELOPMENT DURING THE YEAR – The market value of b shares rose by 14.4 (28.0) percent during 2013. During 2013 a total of Elanders' 2,402,537 shares (1,838,877) were traded, which is equivalent to an average trading rate of approximately 0.11 times (0.08 times). The lowest share price was SEK 19.10 on 2 August and the highest was SEK 27.00 on 2 December. The fi nal share price in 2013 was SEK 24.60 (SEK 21.50), which means that Elanders' stock market value at year-end was approximately MSEK 559 (489).
The positive development continued in 2014, which is shown in the graph below. During January and February the highest share price was SEK 49,90 on 14 February. During the fi rst two months 2014 a total of 3,336,978 shares were traded, which extrapolated is equivalent to a an average trading rate of 0,88 times.
CLASS OF SHARES AND LIQUIDITY GUARANTEE – At year-end there were 1,166,666 a shares and 21,563,332 b shares issued. Each a share is worth ten votes and each b share one. The shares' quota value is SEK 10. All shares are entitled to the same dividend. See the tables on the next page for share capital and voting disposition. The b share is covered by a liquidity guarantee and Remium AB is the guarantor.
SHARE ALLOCATION – There were 2,134 (2,270) Elanders shareholders at year-end.The allocation is analyzed in the tables on the following page.
DIVIDEND POLICY – Regarding the proposed dividend in years to come, the Board of Directors has taken into account the Group's development potential, its fi nancial position and the adopted key ratio goals relating to debt/equity ratio, equity ratio and profi tability. The objective is to have dividends follow the long-term profi t trend and, on the average, represent approximately 30 percent of profi t after tax.
| Number of A shares |
Number of B shares |
Percent of votes |
Percent of share capital |
|
|---|---|---|---|---|
| Carl Bennet AB | 1,166,666 | 13,004,098 | 74.24 | 62.34 |
| Carnegie Funds | – | 1,690,400 | 5.09 | 7.44 |
| Försäkringsaktiebolaget Avanza Pension | – | 1,480,645 | 4.46 | 6.51 |
| Peter Sommer | – | 578,000 | 1.74 | 2.54 |
| P-A Bendt AB | – | 506,500 | 1.52 | 2.23 |
| Skandinaviska Enskilda Banken S.A. | – | 199,983 | 0.60 | 0.88 |
| Nordnet Pensionsförsäkring AB | – | 165,791 | 0.50 | 0.73 |
| Danica Pension | – | 161,800 | 0.49 | 0.71 |
| Zebub Förvaltnings AB | – | 120,000 | 0.36 | 0.53 |
| Handelsbanken Fonder AB | – | 105,100 | 0.32 | 0.46 |
| Other shareholders | – | 3,551,015 | 10.69 | 15.62 |
| Total | 1,166,666 | 21,563,332 | 100.00 | 100.00 |
| Percent of share capital |
Percent of votes |
|
|---|---|---|
| Swedish institutions and investment companies | 16.01 | 10.95 |
| Swedish companies and private persons | 78.03 | 84.97 |
| Foreign owners | 5.96 | 4.08 |
| Total | 100.00 | 100.00 |
| Number of shares | Number of shareholders |
Number of A shares |
Number of B shares |
Percent of share capital |
Percent of votes |
|---|---|---|---|---|---|
| 1–500 | 1,423 | – | 257,734 | 1.13 | 0.78 |
| 501–5,000 | 589 | – | 922,045 | 4.06 | 2.77 |
| 5,001–50,000 | 103 | – | 1,685,471 | 7.42 | 5.07 |
| 50,001–500,000 | 14 | – | 1,451,674 | 6.39 | 4.37 |
| 500,001– | 5 | 1,166,666 | 17,246,408 | 81.01 | 87.01 |
| Total | 2,134 | 1,166,666 | 21,563,332 | 100.00 | 100.00 |
| Number of A shares |
Number of B shares |
Accumulated shares |
Share capital, SEK |
|
|---|---|---|---|---|
| At Stock Exchange introduction in 1989 | 200,000 | 1,380,000 | 1,580,000 | 15,800,000 |
| 1991 Directed share issue to acquire Fabritius A/S in Norway | – | 252,000 | 1,832,000 | 18,320,000 |
| 1993 Bonus issue 1:1 | 200,000 | 1,632,000 | 3,664,000 | 36,640,000 |
| 1997 Directed share issue to acquire the Graphic Systems Group | – | 650,000 | 4,314,000 | 43,140,000 |
| 1997 Directed share issue to acquire Skandinaviska Lithorex | – | 250,000 | 4,564,000 | 45,640,000 |
| 1997 Directed share issue to acquire Gummessons | – | 350,000 | 4,914,000 | 49,140,000 |
| 1997 New share issue 1:4 in connection with the acquisition of the Minab Group |
100,000 | 1,128,000 | 6,142,500 | 61,425,000 |
| 1998 Directed share issue to acquire the Skogs Group | – | 1,287,500 | 7,430,000 | 74,300,000 |
| 2000 Directed share issue to acquire the shares in KåPe Group | – | 450,000 | 7,880,000 | 78,800,000 |
| 2000 Directed share issue to acquire the shares in Novum Group | – | 490,000 | 8,370,000 | 83,700,000 |
| 2007 New share issue 1:6 in connection with the acquisition of the Sommer Corporate Media Group |
83,333 | 1,311,666 | 9,764,999 | 97,649,990 |
| 2010 New share issue 1:1 | 583,333 | 9,181,666 | 19,529,998 | 195,299,980 |
| 2012 Directed share issue to acquire d o m och fotokasten | – | 3,200,000 | 22,729,998 | 227,299,980 |
| Outstanding shares and share capital on 31 December 2013 | 1,166,666 | 21,563,332 | 22,729,998 | 227,299,980 |
EMERGENCY SERVICE RESPONSE TIME median 12.0 minutes
The categories of risks that Elanders faces are circumstantial risks, financial risks and business risks. On the following pages we will describe the most significant risks that Elanders has identified and the work we do to prevent and minimize these.
The circumstantial risks that affect Elanders' operations the most are the future of printed matter and the global economy. Since these factors are outside of group control we continuously work to minimize any negative effects by adapting operations to meet new circumstances. In recent years this work has been aimed at expanding Elanders' offer and reducing exposure to traditional printing.
THE FUTURE O F PRINTED MATTER – Printed matter will continue to grow in the coming years as a bearer of information on a global level although to a lesser degree as time passes. The lion's share of this increase will consist of packaging. Packaging markets everywhere in the world where Elanders is active continue to grow but the Asian market is expected to increase the most. Printing capacity for offset in Western Europe and North America will exceed demand for some time, which will hold down prices for printed matter produced with offset technology or even cause them to fall. However, the demand for offset print will continue to increase in Asia primarily, but in Eastern Europe and Latin America as well.
Elanders' position as one of the leading digital printers in Europe and our competitive offset capacity in Eastern Europe and Asia along with our growing shift in production to more packaging concurs with this anticipated development.
In 2014 Elanders will become less dependent on the future of printed matter as a result of the acquisition of Mentor Media.
BUSINESS CYCLE SENSITIVITY – The most tangible business cycle sensitivity is in group operations that supply our customers in the manufacturing industry, particularly in automotive and consumer electronics. Our customers in food stuffs, cosmetics,pharmaceuticals and the public sector are not as sensitive to the business cycle. Sales to consumers are also less affected by the general economic situation.
We work consciously to reduce the influence of business cycles by increasing sales to customers in less sensitive trades and customer groups as well as by increasing the geographic spread of sales. The Group's focus on packaging also reduces sensitivity to shifts in the economy since these products are not as affected by them.
The greatest financial risks for Elanders are currency risks, interest risks and financing risks. The financial policy established by the Board governs how the risks should be monitored and possibly hedged. Group Finance is primarily responsible for handling these risks.
CURRENCY RISK – The Group runs into currency risk through transactions in currencies other than the companies local currency (transaction exposure) or when converting net result and net assets from foreign subsidiaries (translation exposure).
The transaction risk in 2013 has been relatively low since most income and costs in companies are in local currencies. In cases of transactions in other currencies this risk is hedged mainly by using forward exchange contracts.
Elanders' net inflow of foreign currency consists primarily of eur, cny, usd, gbp and pln. Exposure of net assets in foreign subsidiaries is mainly connected to usd and eur and hedging has been made in part through taking loans in each currency. Apart from this hedging no other hedging has been made to counter the translation risk.
INTEREST RISK – Exposure in the form of changes in the interest rate stems mainly from group interest-bearing liabilities with floating interest. Outstanding liabilities are primarily in usd, eur and sek.
Elanders strives to achieve a balance between cost-effective financing and the risk exposure of a negative influence in the result if interest levels suddenly changed significantly. The interest rate for liabilities, totaling MSEK 300, was hedged in 2011 until 30 September 2014. Which means that 41 percent of group net debt as of 31 December 2013 was protected against an increase in interest rates.
FINANCING RISK – Elanders is dependent on obtaining financing from credit institutions. The Group's financing needs comprises current operations and preparedness for possible future investments. The availability of financing depends on factors such as the general availability of capital and Elanders' credit rating.
The Group's goal is to always have more than one party that is willing to offer financing on market terms. In 2013 a new two year credit agreement was signed with two Swedish banks regarding operational financing.
CREDIT RISK – The Group is exposed to losses through the risk of a counterparty not meeting their obligations. Credit risk can be divided into financial credit risk and commercial credit risk where the financial risk primarily concerns investing surplus liquidity and trading exchange derivative instruments and the commercial risk concerns accounts receivable. Elanders' commercial credit risk is spread out over a large number of customers and at the same time a few customers represent a large part of the Group's accounts receivable. These customers are almost exclusively large, reputable, listed companies with good credit ratings.
The financial credit risk is limited and controlled by the fact that financial transactions may only be carried out with financial institutions that are approved of by Group Finance. The commercial credit risk is primarily handled by each subsidiary through external checks on credit ratings, regular communication with customers, monitoring their ability to pay and following up their financial reports.
Elanders encounters risks in operations daily and normally these are within the Group's control. Group Management's close collaboration with the different group operations is a key factor in controlling these risks.
CUSTOMER CONCENTRATION – The Group's major customers are primarily active in the manufacturing industry and agreements with these customers normally run over two or three years. Elanders' ten largest customers represent 38 (34) percent of net sales in 2013.
Elanders' strategy is not only to supply our larger industrial customers with printed matter but to take care of all their need of printed matter logistics. This approach makes Elanders a strategic partner and builds the basis for long-term business relations. Elanders has worked together with several of the Group's largest customers for many years. This is true also for the Group's new product area Supply Chain which has served most of its customers for years.
OPERATIONAL RISK – The risk that the Group will suffer a major stop in production is small. The Group's production units are largely compatible and can help each other if there are any hitches in production and it is rare that there are no alternative suppliers of input goods.
Elanders Blue is a program to identify and prevent risks that can lead to disturbances in production. The work involves regular controls of the production sites where identified improvement areas are the basis for action plans. The Group also has business interruption insurance that covers the loss of margins for up to twelve months.
RISKS I N OPERATING EXPENSES – Elanders' main operating costs are personnel costs, paper costs and the cost of outwork. These three categories represent 62 (64) percent of total operating costs.
The Group does not see any direct risk that any of these costs will rise in the near future to such a degree that that it would have a material effect on group results.
In order to minimize the risk of disputes Elanders normally uses the contracts prepared by our trade organizations. Elanders is not aware of any dispute that may have any significant effect on the Group's financial position. The Group's insurance program contains global liability insurance that covers general liability, product liability, crime fidelity, business interruption and limited protection against environmental damage. The Group also has
liability insurance for members of the Board and officers.
In note 19 to the consolidated financial statements there is a summarized analysis of how changes in the level of the variables described above would have affected group results after financial items.
The acquisition of Mentor Media provides Elanders with a broader product and service offer and makes it possible for Elanders to offer global solutions within all three product areas and can act as a strategic partner to the customers in their work to optimize and develop processes critical to their business.
| 00:69 | Board of Directors' report The Board of Directors and the |
00:82 | Statements of financial position |
0 1:11 | Statements of comprehensive income |
|---|---|---|---|---|---|
| President and Chief Executive Officer of Elanders AB (publ) |
The Group's total assets increased by MSEK 203 to |
01:12 | Balance sheets | ||
| present their annual report and the consolidated financial statements for 2013. |
MSEK 2,464 and the capital employed increased with MSEK 135 and amounted to |
01:14 | Statements of changes in equity |
||
| 00:75 | Corporate Governance report | MSEK 1,777. | 01:14 | Cash flow statements | |
| The Board is elected by the | 00:83 | Statements of | 01:15 | Notes | |
| Annual General Meeting and proposed by the nomination committee. The Board is ultimately responsible for the management of the company. |
changes in equity The Group's equity increased with MSEK 85 to MSEK 1,039, the equity ratio was unchanged and amounted to 42.2 percent. |
01:23 | Proposed appropriations of profits The Board of Directors and the Chief Executive Officer propose |
||
| 00:81 | Group | 00:84 | Statements of cash flow | that SEK 0.80 per share total SEK 18,183,998.40 is paid as |
|
| 00:81 | Income statements | Cash flow from operating activities amounted to MSEK 208. |
dividend to the shareholders. | ||
| The Group's net sales increased during the year with 9 percent to MSEK 2,096 (1,924) and the operating result improved to MSEK 131 (119). |
00:85 | Notes The Group's accounting principles and supplementary |
01:24 | Auditor's report The auditor's recommend that the profit is dealt with in accordance to the proposed appropriations of profits and that |
|
| 00:81 | Statements of | disclosures to the financial statements. |
the members of the Board of Directors and the Chief Executive |
||
| comprehensive income Total comprehensive income for |
01:11 | Parent company | Officer is discharged from liability for the financial year. |
||
| the year attributable to parent company shareholders amounted to MSEK 98 (15). |
01:11 | Income statements | |||
| 00:68 ELANDERS 2013 |
The Board of Directors and the President and Chief Executive Officer of Elanders AB (publ), corporate identity no 556008-1621, herewith present their annual report and the consolidated financial statements for 2013.
Elanders AB (publ) is the parent company of the Elanders Group and the company's B shares are listed on NASDAQ OMX Stockholm's Small Cap list. Elanders AB (publ) is a subsidiary to Carl Bennet AB, corporate identity no 556379-0715, registered in Gothenburg. Carl Bennet AB prepares consolidated financial statements that include Elanders.
In 2013 Elanders reported the entire business as one segment since this reflects the manner in which the Group is led, managed and operates. Operations in each country are all managed by Group Management and ultimately by the President.
In 2013 Elanders was primarily a global printing group with production units in nine countries on four continents. Our product areas consisted of Commercial Print, Packaging and e-Commerce. As a result of the acquisition of the supply chain company Mentor Media in January 2014 Elanders has changed it's product areas to Print & Packaging Solutions, Supply Chain Solutions and e-Commerce Solutions. The acquisition of Mentor Media provides Elanders with a broader product and service offer and makes it possible for Elanders to offer global solutions within all three product areas and can act as a strategic partner to the customers in their work to optimize and develop processes critical to their business. Elanders' typical customers are companies in the manufacturing industry with products such as vehicles, consumer electronics, and white goods etc.
There are a number of strong brands in the Elanders Group's three new product areas:
Mentor Media, the Elanders Group's brand in Supply Chain Management, is one of the leading companies in the world in this area. The company is responsible for, and optimizes, their customers' material and information flows – everything from sourcing and procurement combined with storage to after sales service.
Elanders, the Group's brand in Print & Packaging, offers cost effective solutions through its innovative power and global presence that can meet customers' local and global needs for printed material and packaging.
fotokasten, myphotobook and d|o|m are the Group's brands in e-Commerce. fotokasten and myphotobook offer a wide range of photo products mainly to consumers with the help of d|o|m's technology in e-commerce.
In 2013 the Group had operations in nine countries: Brazil (São Paulo), Italy (Treviso), China (Beijing), Poland (Płon´sk), United Kingdom (Glasgow and Newcastle), Sweden (Gothenburg, Malmö and Stockholm), Germany (Berlin and Stuttgart), Hungary (Zalalövo´´ and Jászberény) and the USA (Atlanta and Davenport). Elanders is also represented by sales offices and development divisions in a number of locations. As of January 2014 in connection with the acquisition
of Mentor Media Elanders now has further sale locations in China (Chengdu, Chongqing, Kunshan, Shanghai, Shenzhen, Songjiang, Suzhou and Xiamen), India (Chennai), Japan (Tokyo), Mexico (Juárez), Taiwan (Taipei), The Czech Republic (Brno) and the USA (Miami and Ontario).
Group net sales increased by MSEK 172 to MSEK 2,096 (1,924) i.e. 9 percent compared to 2012. The increase in net sales is primarily due to the new acquisitions Midland and myphotobook. The year on the whole has been characterized by a relatively weak demand from customers in the manufacturing industry, in particular those active on the Western European and North American markets. Net sales in organic growth contracted by 3 percent compared to last year.
Group operating result excluding one-off items increased to MSEK 132 (104), which was the equivalent of an operating margin of 6 (5) percent. Including one-off items the operating result amounted to MSEK 131 (119). The one-off items were mainly book VAT in Sweden taken up as income, restructuring measures in operations in Sweden and Germany and consultation costs in connection with acquisitions.
During the year the joint venture Hansaprint Elanders Hungary Kft, which Elanders has run together with the Finnish Hansaprint Oy in Hungary, was liquidated. The effect on results was MSEK –0.1 but it had a positive effect of MSEK 1.2 on group cash flow. The company had been more or less dormant for several years.
From 2010 to 2013 Elanders submitted claims for VAT refunds to the Swedish Tax Agency pertaining to 2004–2007. In the years 2011–2013 the Swedish Tax Agency made consequential amendments regarding many of Elanders' customers who have then demanded compensation from Elanders. It is Elanders' position that the Swedish Tax Agency cannot make consequential amendments. Several judgments from the Court of Appeals in Stockholm, Gothenburg and Jönköping have supported Elanders' position. The Swedish Tax Agency has now appealed some of the decisions and sought reconsideration by the Supreme Administrative Court. The verdict was announced in February 2014 and was in favor of the Tax Agency. This verdict is not expected to have any significant effect on either Elanders' result or financial position. There is also a case in the Court of Appeals where a customer is claiming back VAT from the printing company which also may have an effect on the issue. A verdict from the Court of Appeals is expected within shortly.
In July 2011 the Swedish Tax Agency presented its position regarding income tax for graphic companies that have claimed a refund of outgoing VAT. The Swedish Tax Agency's position is that the graphic companies that have made a claim for the refund of outgoing VAT must recognize this revenue in the year the claim is made to the Swedish Tax Agency and not, as Elanders has applied, the year the refund has been paid or at least when payment can be reliably expected. As a result the Swedish Tax Agency has raised Elanders' taxable income for the fiscal year of 2010 by MSEK 70. Elanders is in the opinion that Elanders is right in this matter and has contested this decision. Our total exposure is around MSEK 16, since we can only set off some of the refund against the loss carry-forwards Elanders has. During the first quarter of 2013 the period of respite for these MSEK 16 ended and a payment for this amount was made. The case has been heard in the Court of Appeals in Gothenburg in February 2014, but the verdict has not yet been announced.
Elanders acquired the labeling company McNaughtan's Printers Ltd in Glasgow, Scotland in February. The company has annual net sales of around MGBP 2 and several well known whisky distillers are customers. Their products are mainly labels with extremely high quality and a high level of enrichment. One of the aims of this acquisition was to get access to their customer portfolio in order to be able to offer their customers packaging – everything from deluxe packaging manufactured at Elanders in China to carton boxes produced at other Elanders units. In August Elanders signed a contract for the acquisition of the German myphotobook GmbH, one of Europe's leading e-commerce companies in the sales of personalized photo products to consumers. myphotobook has its headquarters in Berlin and is currently represented in 16 countries in Europe. In 2012 the company had net sales of around MEUR 15. The purchase price was MEUR 10.5 and the company was consolidated as of 30 September 2013. The acquisition is expected to have several synergies with Elander's existing operations in fotokasten and d|o|m, among them purchasing, marketing, technological development and customer support.
During the year net investments amounted to MSEK 164 (197), of which MSEK 103 (160) were acquisitions. Most of the other investments were replacement investments in Europe. Depreciation amounted to MSEK 98 (91).
Group net debt on 31 December 2013 amounted to MSEK 739 (688). The increase since the previous year-end is a result of the purchase prices for the acquisition of myphotobook and McNaughtan's, which were financed by external credits. In September Elanders signed a new two-year credit agreement with the company's main banks. The agreement ends on 30 September 2015 and will not generate any significantly higher costs for financing.
Operating cash flow amounted to MSEK 50 (67) for the year, of which company acquisitions amounted to MSEK –103 (–126).
The equity ratio at year end was 42,2 (42,2) percent. The equity ratio is now on the same level as it was before the acquisition of myphotobook and McNaughtan's.
The Group continuously develops different offers that are usually developed in connection with specific customer projects and consist of, for instance, order interfaces, image databases and other publication tools. Continuous development of order platforms takes place in our e-commerce business where costs for most of the work is recognized as they occur.
The average number of employees in the Group during the year was 1,864 (1,587) of which 391 (406) were in Sweden. The total number of employees at year-end amounted to 1,898 (1,780). Further information concerning the number of employees, as well as salaries, remuneration and terms of employment is given in note 5 to the consolidated financial statements.
During the year the parent provided joint group services. No external sales took place. Investments in 2013 amounted to MSEK 1 (160), of which MSEK 1 (160) were investments in subsidiaries. The average number of employees during the year was 9 (8) and the number at year-end amounted to 9 (9). Other information concerning the number of employees, salaries, remuneration and conditions of employment is given in note 5 to the consolidated financial statements.
The Group is responsible for direct environmental impact primarily through noise and emissions of solvents into the air as well as some minor water emissions.
The Group strictly follows legal requirements concerning the environment to avoid events that can result in considerable business risks and/or fines. We put therefore great store in guaranteeing compliance with the law in our regular environmental audits according to ISO 14001 and in the due diligence carried out before an acquisition. Under the Environmental Act in Sweden and equivalent legislature in other countries several printing sites are required to have permits or submit reports, depending on their total consumption of solvents.
In 2013 the Swedish organization had operations in Falköping that were obliged to submit reports and operations in Mölnlycke that required permits. Outside Sweden Elanders has operations in varying degrees in United Kingdom, Poland, Hungary, China, Germany and the USA that require permits. No significant accidents or incidents occurred in 2013.
In 1999 a limited area of ground contamination was discovered under a building in one of Elanders' previous locations. The ground contamination is due to leaks in the drainage system previous to 1970 and mainly consists of heavy metals such as zinc, chrome and copper. The Environmental Court has on formal grounds sent the matter back to the Environmental Authority in Gothenburg for continued processing. The Environmental Authority in Gothenburg has deemed that, because of the location of the pollution, it does not present any risk to health or the environment. An investigation has been conducted to determine the cost of various decontamination measures and discussions are being held with the property owner on how to continue the process. Judging from the circumstances concerning responsibility and the limited scope of the contamination we believe that this matter will not result in any material financial risk for Elanders.
Elanders divides risks into circumstantial risks (the future of printed matter, business cycles), financial risks (currency, interest, financing and credit risk) as well as business risks (customer concentration, operational risk, risks in operating expenses, contracts and disputes). For more detailed information than given below, as well as a sensitivity analysis, please see note 19 in the consolidated financial statements.
Printed matter will continue to grow on a global level as a bearer of information in coming decades although to a lesser degree. A significant part of this growth will be in packaging. In North America and Western Europe offset
production capacity will continue to exceed demand in the foreseeable future. However, the demand for offset printing will continue to grow in Asia primarily but Eastern Europe and Latin America as well. Elanders' position as one of the leading digital printers in Europe and our competitive offset capacity in Eastern Europe and Asia along with our growing shift in production to more packaging concurs with this anticipated development. In 2014 Elanders will become less dependent on the future of printed matter as a result of the acquisition of Mentor Media.
The most tangible business cycle sensitivity is in group operations that supply our customers in the manufacturing industry, particularly in automotives and consumer electronics. We work consciously to reduce the influence of business cycles by increasing sales to customers in less sensitive trades and customer groups as well as by increasing the geographic spread of sales. The Group's focus on packaging also reduces sensitivity to shifts in the economy since these products are not as affected by them.
The exchange risk in the Group primarily comes from transactions in other currencies than the companies' local currency and the conversion of net results and net assets from our foreign subsidiaries. The Group handles currency risks by hedging transactions in foreign currency and partly net assets in EUR and USD. Elanders' net influx of foreign currency from the subsidiaries is not hedged and is mainly in EUR, CNY, USD, GBP and PLN. Exposure regarding changes in interest levels stems from group interest-bearing liabilities with floating interest rates. Outstanding debt is mostly in USD, EUR and SEK. In 2011 Elanders hedged the interest level for MSEK 300 of debts and the hedge matures on 30 September 2014.
Elanders is dependent on receiving financing via credit institutes. During the year the Group signed a credit agreement with two Swedish banks that cover operational financing which matures on 30 September 2015. The Group is exposed to credit risks through the risk that a counterparty cannot meet its obligations. The most crucial financial credit risk for the Group arises when investing surplus liquidity and trading derivatives. This risk is limited through the sole usage of by the Group approved financial institutions. Although the commercial credit risk is spread out over many different customers there is a concentration to a few. These customers are almost completely large, listed companies with good reputations that have good credit ratings.
None of Elanders' customers generate more than 8 percent of net sales. The ten largest customers represent less than 38 (34) percent of net sales. Elanders' strategy is to be more than a supplier of printed matter. We also serve customers with information and printed matter logistics, thereby creating customer value which makes Elanders more a strategic partner than a pure supplier. This approach builds the basis for long-term business relations. Many of Elanders' largest accounts have been customers for years. This is also the case for Elanders' new product area Supply Chain where Mentor Media has served most of its customers for several years.
The risk that the Group will suffer a major stop in operations is low since the Group has similar production capacity in several production units and it is rare that there are no alternative suppliers of input goods. Elanders' work to identify and rectify any risks that could lead to production stops is well organized. The Group also has a business interruption insurance that covers losses caused by a stop in production of up to twelve months.
Elanders' main operating costs are for personnel, paper and outwork. These three categories represented 62 (64) percent of total operating costs in 2013. Elanders sees no direct risk that these costs will increase so much in the near future that they would have a significant effect on group result.
Elanders believes there are no disputes that will have any important consequences for the Group's financial position. The Group's insurance program contains global liability insurance, product liability, crime fidelity, business interruption and limited protection against environmental damage.
Total number of shares, votes, dividends and new shares On 31 December 2013 there were 1,166,666 registered A shares and 21,563,332 registered B shares; in total 22,729,998 shares. B shares are listed under the symbol ELAN B on the NASDAQ OMX Stockholm, Small Cap list. Each A share represents ten votes and each B share represents one vote. Shareholders may vote for all the shares they own or represent. All shares receive the same dividend. The Annual General Meeting has not given the Board any authority to purchase shares or issue shares. There are no bonus programs with dilution effects.
There are no restrictions in B shares transferability according to the articles of association or current
legislation. The articles of association do contain a preemption clause concerning the company's A shares.
The company knows of no other agreements between shareholders that limit the transferability of the shares.
The only direct or indirect shareholding exceeding a tenth of the votes in the company per 31 December 2013 was Carl Bennet AB with 74.2 (66.4) percent. No shares are owned by personnel through pension foundations or the like.
The company has certain contracts that can be terminated if there is a change in ownership.
There are no contracts between the company and Board members or employees that prescribe remuneration if they terminate their contract, are made redundant without reasonable grounds or if their employment or assignment ceases to exist because of a public purchase offer.
The company's guidelines for remuneration to senior officers were adopted by the Annual General Meeting on 7 May 2013. The Board proposes that the Annual General Meeting 2014 adopt guidelines that to all extents and purposes correspond to the present guidelines and are as follows:
Senior officers are persons who together with the Chief Executive Officer constitute Group Management. The guidelines are valid for employment contracts signed after the Annual General Meeting has adopted the guidelines as well as those cases in which changes are made in existing agreements after the decision by the Annual General Meeting.
The total compensation Elanders offers should be on par with market levels so that the company can recruit and keep qualified senior officers. Remuneration to senior officers will consist of a basic wage, variable remuneration, other benefits and a pension.
The basic wage will take into consideration the individual's responsibility and experience.
The division between basic wage and variable remuneration will be in proportion to the officer's responsibility and authority. The variable remuneration will be based on results in relationship to individual targets. Variable remuneration for the Chief Executive Officer and Chief
Financial Officer may amount to, at most, 50 percent of the basic wage. For other senior officers variable remuneration may amount to, at most, 40 percent of the basic wage.
Senior officers have the right to other customary benefits such as company cars, company health care, etc.
Pension provisions may be no more than 35 percent of the basic wage or, if applicable, no more than the ITP cost and the legal general pension, or the equivalent. The Board has the right to renew already signed pension agreements with essentially unchanged conditions without the guidelines creating any hindrance. Salary pension is based on the basic wage.
The period of notice for termination of the Chief Executive Officer by the company is 18 months. The period of notice from the Chief Executive Officer is 6 months. The period of notice for termination of other senior officers by the company normally varies between 3 to 18 months. Normal wages are paid during the period of notice. No severance pay is paid.
The Board has the right to deviate from the above mentioned guidelines if it believes an individual case warrants this.
Elanders continues to have a strong position among the global customers in the manufacturing industry and this is where the greatest opportunities for both long and short term expansion can be found. The acquisition of Mentor Media gives Elanders access to more global customers and significantly broadens our offer to existing and new customers. The undeniable trend is that a growing number of global companies are centralizing their purchasing processes while requesting local deliveries. This means that Elanders' market position and global presence are perfectly in tune with the times.
In January 2014 Elanders signed a contract for the acquisition of Mentor Media Ltd, a supply chain company with a strong foothold in Asia. The acquisition will increase Elanders' annual net sales to around 3.5 billion Swedish kronor and the number of employees will rise from some
1,900 to 3,600. Mentor Media will be consolidated into Elanders as of 1 January 2014 and is expected to contribute a substantial increase in profit already in 2014. The purchase price is around MSEK 312 on a debt and cash free basis. As part of the financing of the acquisition the Board of Elanders intends to propose a new issue with preference for existing shareholders of some MSEK 125. The new issue will be proposed to the Annual General Meeting to decide on 6 May 2014. As previously announced the entire amount of the new issue will be guaranteed by Carl Bennet AB. The complete proposal for a new issue with all the terms and time schedules will be presented in connection with the notice to attend the Annual General Meeting. The Board has announced that it intends to propose an issue price of SEK 33 per share and that six existing shares entitle the holder to subscribe for one new share in Elanders. Carl Bennet AB, which owns around 74 percent of the votes in Elanders, supports the proposal. The new issue is expected to be completed around the end of May, beginning of June 2014.
From 2010 to 2013 Elanders submitted claims for VAT refunds to the Swedish Tax Agency pertaining to 2004–2007. In the years 2011–2013 the Swedish Tax Agency made consequential amendments regarding many of Elanders' customers who have then demanded compensation from Elanders. It is Elanders' position that the Swedish Tax Agency cannot make consequential amendments. Several judgments from the Court of Appeals in Stockholm, Gothenburg and Jönköping have supported Elanders' position. The Swedish Tax Agency has now appealed some of the decisions and sought reconsideration by the Supreme Administrative Court. The verdict was announced in February 2014 and was in favor of the Tax Agency. This verdict is not expected to have any significant effect on either Elanders' result or financial position. There is also a case in the Court of Appeals where a customer is claiming back VAT from the printing company which also may have an effect on the issue. A verdict from the Court of Appeals is expected within shortly.
Except the above no important events took place after the balance sheet date and until the signing of this Annual Report.
The Board of Directors and Chief Executive Officer propose that the profit and other unreserved funds of SEK 276,391,156.36 in the parent company at the disposition of the Annual General Meeting should be dealt with accordingly:
| " SEK 0.80 per share is distributed | |
|---|---|
| to the shareholders | SEK 18,183,998.40 |
| " the remaining balance is to be | |
| carried forward | SEK 258,207,157.96 |
The Board of Directors believes that the proposed dividends are justifiable in relation to the demands that the business' nature, scope and risks make on group equity and on the Group's consolidation needs, liquidity and its position in general.
This corporate governance report, a part of the Board of Director's report in the Annual Report, describes Elanders' corporate governance, which comprise the management and the administration of the company operations as well as internal control over financial reporting.
The role of corporate governance in Elanders is to create a good foundation for active and responsible ownership, a suitable distribution of responsibility between the different company bodies as well as good communication with all of the company's interested parties.
Elanders follows the Swedish Code of Corporate Governance ("the Code"). The code is based on the principle "follow or explain", meaning that a company following the code can deviate from certain rules, but then needs to explain why. The following deviations from the Code at Elanders are:
The Chairman of the Board is the Chairman of the nomination committee.
This deviation is further explained in the section on the nomination committee. More information about the Code can be found at www.corporategovernanceboard.se.
Corporate governance in Elanders is based on legal requirements (primarily the Companies Act and accounting regulations), the articles of association, NASDAQ OMX Stockholm's issuer rules, internal regulations, policies and the Code.
The Elanders Group's corporate governance, management and control are shared by the shareholders at the Annual General Meeting, the Board of Directors and the Chief Executive Officer in
accordance with the Companies Act, the articles of association as well as the Group Management. Shareholders appoint the company's nomination committee, Board and external auditors at the Annual General Meeting.
On 31 December 2013 there were 2,134 (2,270) shareholders. On 31 December 2013 foreign owner ship in Elanders was 6 (19) percent of shares and 4 (13) percent of votes.
The only direct or indirect shareholding exceeding a tenth of the votes in the company per 31 December 2013 was Carl Bennet AB with 74.2 percent. No shares are owned by personnel through pension foundations or the like.
Shareholders execute their influence at the Annual General Meeting, the company's highest decision-making body, see figure on previous page. All shareholders recorded in the share register that have declared their intention to participate in the Annual General Meeting within the stated time limit have the right to participate in the Meeting. Shareholders that cannot participate in person can elect a representative. At the Annual General Meeting an A share represents ten votes and a B share represents one vote. A shares and B shares have the same right to a share of company assets and profit. At the Annual General Meeting each person with voting rights is entitled to vote for their entire holding or represented holding without restrictions. Elanders' A shares are included in pre-emption as stated in the articles of association.
The Annual General Meeting decides on changes in the articles of association, chooses a Chairman, the Board and external auditors, adopts the annual accounts, decides on dividends if any and any other disposition of the result as well as discharges the Board from liability. Furthermore the Annual General Meeting decides on guidelines for salaries and other remuneration for leading senior officers, any new share issue and the manner in which the nomination committee is to be elected. Any shareholder with a matter they would like the Annual General Meeting to deal with should present their proposal to the Chairman of the Board or present any nomination proposal to the nomination committee. Minutes from Elanders' Annual General Meetings can be downloaded from www.elanders.com under Corporate Governance.
Johan Stern (re-elected)
to appoint Carl Bennet Chairman of the Board,
The next Annual General Meeting for shareholders in Elanders will take place at Elanders headquarters in Mölnlycke Tuesday 6 May 2014. Further information about the Annual General Meeting will be published at www.elanders.com.
The nomination committee prepares proposals for the Annual General Meeting concerning the election of, and remuneration to, the Chairman of the Board, Board members, committee members and external auditors, the latter having been proposed by the audit committee. The nomination committee meets as needed and at least once a year. The nomination committee met twice last year and discussed the work of the Board, the independence of Board members, Board members' evaluation of the work of the Board, the work of the committees, the audit and the composition of the nomination committee. This year the committee has consisted of Carl Bennet, Chairman (Carl Bennet AB), Hans Hedström (Carnegie Funds) and Britt-Marie Årenberg (representative for the smaller shareholders). No remuneration has been paid to the nomination committee. The members' contact information is found in the Annual Report and on www.elanders.com.
The Chairman of the Board is also the chairman of the nomination committee, which is a deviation from the Code. Elanders believes it is reasonable that the shareholder with the largest number of votes be the chairman of the nomination committee since he ought to have a decisive influence on the composition of the nomination committee because he has a majority of the votes at the Annual General Meeting.
The Board is elected by the Annual General Meeting and proposed by the nomination committee. The Board is ultimately responsible for the management of the company, monitoring the work of the Chief Executive Officer and continuously following developments in operations as well as the reliability of the company's internal control. The Board also decides on significant changes in the organization, investments and divestitures, adopts the budget and approves the annual accounts. The Board is ultimately responsible for ensuring that the Group has adequate systems for internal control, that the accounts are prepared and that they are reliable when published. The Group and its management have several methods to control the risks connected to operations. The Board supports Group Management by continually monitoring and identifying business risks in a structured manner as well as steering the work in the Group in how it handles the most significant risks. In conclusion this constitutes the Board's responsibility for corporate governance.
In accordance with Elanders' articles of association the Board of Directors should consist of at least three and no more than nine members with a maximum of two deputies. In 2013 the Board consisted of seven members
without deputies: Carl Bennet, Chairman, Johan Stern, Vice Chairman, Erik Gabrielson, Göran Johnsson, Cecilia Lager, Magnus Nilsson and Kerstin Paulsson. In addition, employees were represented by Lena Hassini and Lilian Larnefeldt. Charlotte Trelde and Claes-Göran Vinberg are deputies to the employee representatives. All the members of the Board elected by the Annual General Meeting have an independent relationship to the company except Magnus Nilsson. Erik Gabrielson, Göran Johnsson, Cecilia Lager and Kerstin Paulsson are independent in relationship to the company's largest owner. Carl Bennet is dependent with regards to the shareholder Carl Bennet AB where he is Chairman of the Board and owner. Johan Stern is also dependent in relation to Carl Bennet AB where he is a member of the Board.
The Board has produced and adopted a work plan that regulates the division of responsibility between the Board, its Chairman and the Chief Executive Officer. It also includes a general meeting plan and instructions on financial reports as well as the other matters that must
| Member | Board, attendance (number of meetings) |
Remuneration Committee, attendance (number of meetings) |
Audit Committee, attendance (number of meetings) |
Total atten d ance, %- |
Remuneration Board + Committee work, SEK '000s |
Share holding 1)- |
Independent |
|---|---|---|---|---|---|---|---|
| Members chosen by the AGM |
|||||||
| Carl Bennet, Chairman |
12 (12) | 2 (2) | Not member | 100 | 566 + 62 | 1,166,666 A 13,004,098 B |
No, owner |
| Johan Stern, Vice Chairman |
12 (12) | 2 (2) | 3 (3) | 100 | 283 + 114 + 31 |
65,000 B | No, owner |
| Erik Gabrielson | 12 (12) | 2 (2) | Not member | 100 | 283 + 31 | – | Yes |
| Göran Johnsson | 12 (12) | Not member | 3 (3) | 100 | 283 + 57 | 2,066 B | Yes |
| Cecilia Lager | 12 (12) | Not member | 3 (3) | 100 | 283 + 57 | 24,122 B | Yes |
| Magnus Nilsson, CEO |
11 (11) | Not member | Not member | 100 | Employee | 47,300 B | No, company |
| Kerstin Paulsson | 11 (12) | Not member | 2 (3) | 87 | 283 + 57 | 2,000 B | Yes |
| Employee representatives |
|||||||
| Lena Hassini | 12 (12) | Not member | Not member | 100 | Employee | – | No, company |
| Lilian Larnefeldt | 12 (12) | Not member | Not member | 100 | Employee | – | No, company |
| Charlotte Trelde | 2 (2) | Not member | Not member | 100 | Employee | – | No, company |
| Claes-Göran Vinberg | 8 (9) | Not member | Not member | 89 | Employee | – | No, company |
| Total | 98 | 2,390 |
1) Shareholding per 31 December 2013.
be put before the Board. The work plan is revised once a year or as needed.
The Board has seven ordinary meetings per year; four of them in conjunction with the year-end report and quarterly reports, a meeting dedicated to strategic matters, a meeting to adopt the coming year's budget and a constitutional meeting following the Annual General Meeting. In addition, the Board is called to further meetings as needed. The Group's external auditors participate in the meeting that deals with the report for the first nine months of the year as well as the meeting regarding the year-end report to inform the Board in its entirety about the result of their audit.
The Board followed the meeting plan for the year. The Board also met five times to handle matters concerning acquisitions, financing and remuneration to senior officers.
At the constitutional meeting of the Board the work plan and instructions for the Chief Executive Officer are reviewed and the customary decisions concerning authorized signatories are taken. In addition, the work plans for the remuneration and audit committees are adopted and their members appointed. At the constitutional meeting of the Board after the Annual General Meeting 2013 Johan Stern was made Vice Chairman. The Board in its entirety was authorized to sign for the company as well as two of the following persons together: the Chairman of the Board, the Chief Executive Officer and the Chief Financial Officer. At the meeting concerning the financial statements the Board met the auditors without the presence of the Chief Executive Officer or any other member from Group Management. The Board travels as often as possible to visit and hold its meetings in one of the Group's subsidiaries. The Board members' remuneration and presence is presented in detail in the table above.
The Chairman leads and organizes the Board and is responsible for making sure the Board meets its responsibilities and that the members receive the information necessary to ensure the work done by the Board is of high quality and performed according to legal stipulations and the contract with the stock exchange. The Chairman of the Board must also make sure that during the year an evaluation of the Board's work is carried out and that the nomination committee is informed of the results. The evaluation is carried out annually in the form of a questionnaire and encompasses the Board's composition, remuneration, materials, administration, work methods, meeting content, reports from the committees and education. The evaluation is on a scale of 1–5, where the highest grade is 5. The average score in 2013 was 4.75 (4.61).
In addition, the Chairman of the Board represents the company in ownership matters and communicates viewpoints from the owners to the Board. The Chairman of the Board is elected by the Annual General Meeting. Carl Bennet has been the Chairman of the Board since 1997.
The remuneration committee is composed of Board members with the highest competence in this field. It deals with matters concerning remuneration to the Chief Executive Officer and officers that report directly to him. Decisions concerning remuneration to other employees in management positions in the Group are made by each individual's closest superior in consultation with their closest superior, also known as the "grandfather principle". During the year the remuneration committee held two meetings during which they adopted their work plan and prepared a proposal for remuneration. During the year the remuneration committee consisted of Carl Bennet, Chairman, Erik Gabrielson and Johan Stern. The guidelines for remuneration to leading officers adopted at the Annual General Meeting 2013 can be found in note 5 in the formal financial statements and on the company's website, www.elanders.com under Corporate Governance. The guidel ines for remuneration to leading officers for 2013 and the Board of Director's proposal for guidelines for 2014 can be found on page 73 in the Annual Report 2013. The company has not issued, and will not issue any share-based payment obligation, or any similar incitement programs.
The audit committee is appointed from within the Board based on members' experience of, and expertise in financial reporting, accounting and internal control. The committee follows a work plan adopted by the Board. Its primary task is monitoring internal control, procedures for financial reporting, compliance of related laws and regulations as well as the external audit in the Group. The committee also evaluates the external auditors' qualifications and independence. The audit committee reports their observations on a regular basis to the Board and provides, as needed, external auditor candidates to the nomination committee. The committee meets at least twice a year and as needed. The external auditors normally participate in committee meetings. The committee met three times in 2013. The auditors reported on the audit of the nine month report and the year-end report, the company's situation with the Code of Corporate Governance and internal control were discussed. The members of the audit committee in 2013 were Johan Stern, Chairman, Göran Johnsson, Cecilia Lager and Kerstin Paulsson.
The Chief Executive Officer is the President of the Group, a member of the Board and leads the Group's operations. The Chief Executive Officer's work is steered by the Companies Act, other laws and regulations, current laws for listed companies including the Code, the articles of association and the framework established by the Board in, among other things, the CEO instruction. The Chief Executive Officer is authorized to sign for the company in daily management in accordance with the Companies Act as well as sign for all subsidiaries. The Chief Executive Officer is responsible for providing the Board with continual reports on group results and financial position as well as the information the Board needs to make qualified decisions. The Chief Executive Officer also keeps the Chairman of the Board apprised of developments in operations. All the managing directors in the Group's subsidiaries receive written instructions. These instructions contain a division of responsibility between the Board and the managing director and guidelines the managing director must observe in the running of operations.
The President and Chief Executive Officer lead the work performed by Group Management and make decisions in consultation with members of Group Management. Group Management is responsible for day-to-day financial and commercial management and follow-up in the Group. It also strives to continually achieve synergies, identify acquisition and structural opportunities as well as adapt group operations to market demands and short and longterm developments. Group Management makes sure that the competence and capacity of the Group is coordinated and adjusted to be as useful and profitable as possible in the short and long term. Elanders' Group Management consists of :
Group Management meets formally almost once a month, often in conjunction with a visit to a unit within the Group.
The purpose of internal control over financial reporting is to insure that it is reliable and that the financial reports follow generally accepted accounting principles and otherwise follow applicable laws and regulations concerning listed companies. According to the Swedish Companies Act and the Code of Corporate Governance the Board is ultimately responsible for an effective, functioning internal control in the Group. Internal control is based on the framework for internal control published by COSO (Committee of Sponsoring Organizations of the Treadway Commission) and which comprises the control environment, risk assessment, control activities, information, communication as well as follow-up. The Chief Executive Officer is responsible for an organization and processes that ensure the quality of financial reports to the Board and the market.
The control environment at Elanders is characterized by the proximity between Group Management and the operating units. All members of Group Management, except the Chief Executive Officer and the Chief Financial Officer are also MDs in one or more of the larger operative units in the Group. The framework for internal control over financial reporting in Elanders consists of routines and distribution of responsibility that are clearly communicated in internal policies and different kinds of manuals. The Board has
adopted a work plan that regulates the Board's responsibility and the manner in which work is done in committees. The Board also has an audit committee that is responsible for ensuring that established principles in financial reporting and internal control are complied with and developed. It also maintains regular contact with the external auditors. In order to maintain an effective control environment and good internal control the Board has delegated the practical responsibility to the Chief Executive Officer and established a CEO instruction which defines the division of responsibility between the Board and the Chief Executive Officer.
It is the responsibility of the Board to identify and handle any major financial risks and the risk of mistakes in financial reporting. This includes identifying areas in financial
reporting where the risk of making a crucial mistake is higher as well as developing control systems to prevent and discover these faults. This is primarily done by identifying situations in operations and events in the outside world that could have an impact on financial reporting.
The aim of the control procedures is to ensure that financial reporting is correct and complete and that it is based on the Group's requirements for internal control over financial reporting. Control procedures consist of general and detailed controls and can be both preventive and detective. For instance, the Board continuously follows developments in the operations through monthly reports containing detailed financial information as well as the Chief Executive Officer's comments on operations and result and financial position. Group Management or representatives from Group Finance regularly visit each unit and evaluate internal control and financial reporting. The MD in each subsidiary is responsible for making sure group governance regulations are implemented and followed and that any deviations are reported. Companies in the Elanders Group make annual evaluations of how internal control functions in relation to the Group's goals.
In order to make Elanders employees aware of the Group's policies and manuals the information is available on the Group intranet. Information is also regularly communicated via internal newsletters. To ensure that information communicated externally is correct and complete the Board has adopted an Information policy that dictates what should be communicated, by whom and how the information should be released.
The Board follow-up of the internal control over financial reporting is first and foremost handled by the audit committee. The observations and potential areas of improvement in internal control that have been identified in the external audit are processed by the audit committee together with the external auditors and the Chief Financial Officer. The annual evaluation of internal control in each individual company is reviewed by Group Finance, sometimes in cooperation with the external auditors. Conclusions from this review have been reported to the audit committee.
Elanders does not have a special internal audit function at the moment. This function is performed by Group Management and Group Finance, supported by the audit committee and the external auditors. The Board annually evaluates the need for an internal audit function but so far, considering the size of the Group and Group Management's operative character, it does not believe a special audit function would be of any significant advantage. A continuous dialogue between the company and the external auditors together with the controls carried out by Group Management is considered sufficient to ensure that internal controls are kept on an acceptable level. Due to the changed structure of the Group after the acquisition of Mentor Media, special consideration regarding this evaluation will be made during 2014.
The Annual General Meeting 2013 chose the authorized public accounting company PricewaterhouseCoopers AB until the next Annual General Meeting. Head auditor is the authorized public accountant Johan Rippe. Once a year the auditors meet the Board in its entirety without the Chief Executive Officer or any other member of Group Management present, normally at the meeting that deals with the year-end report. The auditors also participate in the Board meeting dealing with the report for the first nine months of the year.
| SEK '000s | Note | 2013 | 2012 |
|---|---|---|---|
| Net sales | 2 | 2,096,333 | 1,924,193 |
| Cost of products and services sold | –1,591,359 | –1,557,154 | |
| Gross profit | 504,974 | 367,039 | |
| Selling expenses | –167,309 | –128,705 | |
| Administrative expenses | –248,291 | –185,161 | |
| Other operating income | 3 | 50,326 | 78,457 |
| Other operating expenses | 3 | –8,709 | –13,067 |
| Operating result | 5, 6, 7, 8 | 130,991 | 118,563 |
| Financial income | 9 | 15,179 | 7,843 |
| Financial expenses | 9 | –44,659 | –32,963 |
| Result after financial items | 101,511 | 93,443 | |
| Taxes | 10 | –31,530 | –48,992 |
| Result for the year | 69,981 | 44,451 | |
| Result for the year attributable to | |||
| – parent company shareholders | 69,981 | 44,502 | |
| – non-controlling interests | – | –51 | |
| Earning per share, SEK1) | 11 | 3.08 | 2.05 |
1) There have been no dilution effects.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Result for the year | 69,981 | 44,451 |
| Translation differences | 28,370 | –30,324 |
| Change in value of cash-flow hedges, net | 2,642 | –1,130 |
| Tax effect on change in value of cash-flow hedges, net | –581 | 297 |
| Change in fair value of the hedge of the net investment abroad | –2,459 | 2,632 |
| Tax effect on the change in fair value of the hedge of net investments abroad | 541 | –692 |
| Total other comprehensive income | 28,513 | –29,217 |
| Total comprehensive income for the year | 98,494 | 15,234 |
| Total comprehensive income attributable to | ||
| – parent company shareholders | 98,494 | 15,345 |
| – non-controlling interests | – | –111 |
During 2013 net sales increased with 9% compared to last year. The newly acquired Midland and myphotobook are primarily responsible for the increase in net sales. The year has been characterized by a relatively weak demand from customers in the manufacturing industry, primarily in Western Europe and North America.
The operating result, excluding one-off items, increased to an operating margin corresponding to 6 (5)%. The one-off items are primarily book VAT recognized as revenue, restructuring costs for operations in Sweden and Germany and consultation costs in connection with acquisitions.
| SEK '000s | Note | 2013 | 2012 |
|---|---|---|---|
| ASSETS | |||
| Fixed assets | 26 | ||
| Intangible assets | 14 | 1,156,401 | 1,031,299 |
| Tangible assets | 15, 25 | 350,364 | 347,142 |
| Shares in jointly controlled entities | 4 | – | 1,383 |
| Deferred tax assets | 10 | 153,869 | 124,158 |
| Other financial assets | 11,113 | 14,561 | |
| Total fixed assets | 1,671,747 | 1,518,543 | |
| Current assets | |||
| Inventory | 16 | 107,219 | 115,692 |
| Accounts receivable | 19 | 387,356 | 392,501 |
| Current tax receivables | 10 | 7,513 | 5,631 |
| Other receivables | 43,733 | 29,630 | |
| Prepaid expenses and accrued income | 17 | 31,072 | 31,224 |
| Cash and cash equivalents | 18 | 215,299 | 167,968 |
| Total current assets | 792,192 | 742,646 | |
| Total assets | 2,463,939 | 2,261,189 | |
| EQUITY AND LIABILITIES | |||
| EQUITY | |||
| Equity attributable to parent company shareholders | |||
| Share capital | 20 | 227,300 | 227,300 |
| Other contributed capital | 585,862 | 585,862 | |
| Hedging reserves | –2,095 | –4,156 | |
| Translation reserves | –10,333 | –36,785 | |
| Retained earnings | 237,846 | 181,560 | |
| Total equity attributable to parent company shareholders | 1,038,580 | 953,781 | |
| LIABILITIES | |||
| Long-term liabilities | |||
| Other interest-bearing liabilities | 19, 21, 25 | 418,632 | 34,489 |
| Provisions for post-employment benefits | 22 | 13,872 | 12,491 |
| Other provisions | 23 | 3,677 | 5,887 |
| Deferred tax liaiblities | 10 | 65,309 | 50,525 |
| Total long-term liabilities | 501,490 | 103,392 | |
| Short-term liabilities | |||
| Interest-bearing liabilties | 19, 21, 25 | 521,784 | 809,426 |
| Accounts payable | 19 | 216,476 | 204,731 |
| Current tax liabilities | 10 | 17,482 | 9,515 |
| Other liabilities | 47,885 | 46,710 | |
| Accrued expenses and deferred income | 24 | 111,812 | 118,924 |
| Other provisions | 23 | 8,430 | 14,710 |
| Total current liabilities | 923,869 | 1,204,016 | |
| Total equity and liabilities | 2,463,939 | 2,261,189 |
| Equity attributable to parent company shareholders | ||||||||
|---|---|---|---|---|---|---|---|---|
| SEK '000s | Share capital |
Other contri buted- capital |
Hedging reserve |
Trans lation- reserve |
Retained earnings |
Total | Equity of non-con trolling- interest |
Total equity |
| Opening balance on 1 Jan. 2012 |
195,300 | 549,062 | –3,323 | –8,344 | 146,817 | 879,512 | 111 | 879,623 |
| New share issue | 32,000 | 36,800 | – | – | – | 68,800 | – | 68,800 |
| Dividend to parent company shareholders |
– | – | – | – | –9,765 | –9,765 | – | –9,765 |
| Total comprehensive income for the year |
– | – | –833 | –28,384 | 44,508 | 15,402 | –111 | 15,177 |
| Closing balance on 31 Dec. 2012 |
227,300 | 585,862 | –4,156 | –36,785 | 181,560 | 953,781 | – | 953,781 |
| Dividend to parent company shareholders |
– | – | – | – | –13,638 | –13,638 | – | –13,638 |
| Total comprehensive income for the year |
– | – | 2,061 | 26,452 | 69,981 | 98,494 | – | 98,494 |
| Closing balance on 31 Dec. 2013 |
227,300 | 585,862 | –2,095 | –10,333 | 237,846 | 1,038,580 | – | 1,038,580 |
Total assets increased by MSEK 202 and capital employed by MSEK 135. The increase in total assets was mainly an effect of this year's acquisitions, which among other things added MSEK 123 to intangible assets.
A new credit agreement, which ends on 30 September 2015, was signed with the company's main banks. The loans that run for the period of the agreement are accounted for as long-term interest-bearing liabilities.
Dividend to parent company shareholders amounted to SEK 13,638 thousands, which was an increase with 40% compared to 2012. Besides the result for the year also the other comprehensive income for the year was positive, foremost due to currency effects from translation of equity in foreign subsidiaries.
| SEK '000s | Note | 2013 | 2012 |
|---|---|---|---|
| Operating activities | |||
| Result after financial items | 101,511 | 93,443 | |
| Adjustments for items not included in cash flow | 12 | 80,597 | 97,574 |
| Paid taxes | 10 | –56,906 | –23,334 |
| Cash flow from operating activities before changes in working capital | 125,202 | 167,683 | |
| Cash flow from changes in working capital | |||
| Increase (–) / decrease (+) in inventory | 10,558 | 5,328 | |
| Increase (–) / decrease (+) in operating receivables | 6,360 | 40,715 | |
| Increase (+) / decrease (–) in operating payables | –13,904 | 980 | |
| Cash flow from operating activities | 128,216 | 214,706 | |
| Investing activities | |||
| Investments in intangible and tangible assets | 14, 15 | –92,068 | –74,827 |
| Divestment of tangible assets | 15 | 25,841 | 2,969 |
| Acquisition of operations | 28 | –102,737 | –125,601 |
| Divestment of operations | – | –752 | |
| Payments received regarding long-term holdings | 4,830 | 1,686 | |
| Cash flow from investing activities | –164,134 | –196,525 | |
| Financing activities | |||
| Amortization of loans | –43,116 | –37,115 | |
| New loans | 91,095 | – | |
| Other changes in interest-bearing liabilities | 12 | 42,857 | 119,496 |
| Dividend to parent company shareholders | –13,638 | –9,765 | |
| Cash flow from financing activities | 77,198 | 72,616 | |
| Cash flow for the year | 41,280 | 90,797 | |
| Cash and cash equivalents at the beginning of the year | 167,968 | 81,195 | |
| Translation difference in cash and cash equivalents | 6,051 | –4,024 | |
| Cash and cash equivalents at year-end | 215,299 | 167,968 | |
| Change in net debt | |||
| Net debt at the beginning of the year | 688,335 | 675,546 | |
| Net debt in acquired and divested operations | –17,710 | –7,788 | |
| Translation difference | –320 | –3,634 | |
| Change in interest-bearing liabilities and cash and cash equivalents | 68,581 | 24,211 | |
| Net debt at year-end | 738,886 | 688,335 | |
| Operating cash flow | 13 | ||
| Cash flow from operating activities excl. financial items and paid tax | 214,602 | 263,160 | |
| Net investments | –164,134 | –196,525 | |
| Operating cash flow | 50,468 | 66,635 |
Investments for the period totaled MSEK 164 of which MSEK 103 were acquisitions. Other investments foremost related to replacement investments in production equipment in Europe. Notwithstanding the investments the net debt only increased by MSEK 51 resulting in a debt/equity ratio of 0.7 times, which is on par with last year.
Elanders AB (publ.), corporate identity number 556008-1621, is a limited company registered in Sweden. The parent company is registered in Mölnlycke. Elanders is listed on NASDAQ OMX Stockholm, Small Cap. The company's primary business and its subsidiaries are described in the Board of Directors' Report in this Annual Report. The annual accounts for the financial year ending on 31 December 2013 were approved by the Board and will be presented to the Annual General Meeting on 6 May 2014 for adoption.
The Group has prepared the annual accounts according to the Annual Accounts Act, the EU approved International Financial Reporting Standards (IFRSs) and the interpretations of the International Financial Reporting Interpretations Committee (IFRIC) endorsed by the European Union as of 31 December 2013. In addition, the Group follows the Swedish Financial Reporting Board Recommendation RFR 1 Supplemental Accounting Regulations for Groups, which specifies the additions to IFRSs information that are required according to the provisions in the Annual Accounts Act. In group accounting all items are valued at acquisition value, unless otherwise specified. The Group reports in Swedish kronor. All amounts are given in thousands of Swedish kronor, unless other wise specified. The following is a description of the accounting principles considered elemental.
Group accounting comprises the parent company, Elanders AB, and companies in which Elanders AB directly or indirectly holds a controlling interest. Controlling interest is defined as the right to form a company's financial and operative strategies in order to obtain financial advantages. This is normally achieved if the holding corresponds to more than 50 percent of the voting rights. Equity in the Group is comprised of equity in the parent company and the part of the equity in subsidiaries generated after acquisition. All transactions and balances between group companies are eliminated in the consolidated accounts.
Subsidiaries are reported in accordance with the acquisition method. Acquired identifiable assets, liabilities and contingent liabilities are recorded at fair value based on the date of acquisition. The surplus arising from the difference between the cost of the shares in subsidiaries and the fair value of the acquired identifiable assets and liabilities is recorded as goodwill. Acquisition value is the fair value of the assets left as reimbursement to the seller as well as the liabilities taken over on the acquisition date. If the acquisition price is lower than the fair value of the acquired subsidiary's net assets, the difference is recorded directly in the income statement. Additional purchase sums are recorded as provisions until they are settled. All acquisition costs are expensed. Companies acquired in the current year are included in group accounting from the acquisition date. Divested companies are included in group accounting up until the divestiture date.
Operations classified as jointly controlled entities are those in which Elanders, together with one or several joint owners, has a shared controlling influence. Shares in jointly controlled entities
are reported according to the equity method. The equity method means that shares in a company are recorded at cost at the time of acquisition and thereafter are increased or decreased by the Group's share of the change in the company's net assets. The Group share of the jointly controlled entity's result is recognized in the consolidated income statement. In transactions between the Group and a jointly controlled entity the part of unrealized results which are equivalent to the Group's share in the jointly controlled entity are eliminated.
Non-controlling interests consist of the fair value of shares in net assets of subsidiaries, owned by non-controlling interests, which are included in group accounting at the time of the original acquisition and their share of changes in equity after the acquisition. Non-controlling interests are reported as a separate category in equity. The result for the year attributable to non-controlling interests is specified after the result for the year in the income statement.
Revenue from products and services is reported on delivery if ownership has been transferred to the buyer. Net sales represent the sales value less VAT, returns and discounts. Service contracts in progress are reported, whenever possible, when contractual partial deliveries are made or otherwise when the final delivery is made. Net sales include product and service sales. Since all services are essentially integrated parts of product deliveries, a split of revenues into products and services is not meaningful.
A finance lease agreement involves a transfer of virtually all rights and obligations that normally characterize ownership from the lessor to the lessee. The leasing agreements that are not finance leases are classified as operating lease agreements. An asset possessed through a finance lease agreement is accounted for as a fixed asset in the balance sheet and an equivalent financial liability is entered as an interest bearing liability. The initial value of both of these items is the lowest of the asset's fair value or the current value of the minimum lease payments. The lease payments are divided into amortization according to plan and accrued interest on the amount of the liability and recognized so that each accounting period is charged with the fixed interest on the recorded liability for the respective period. Lease payments under an operating lease are expensed systematically over the leasing term.
Items that are included in the financial reports from the various units in the Group are originally recognized in the currency used in the primary economical environment where the respective unit chiefly operates (functional currency). In the consolidated financial statements all amounts are translated to Swedish kronor, which is the parent company's functional and reporting currency.
Transactions in foreign currency are reported in each unit based on the unit's functional currency according to the transaction day exchange rate. Monetary assets and liabilities in foreign currency are translated to balance sheet date rates and translation differences are reported under the result for the period. Translation
differences in operating receivables and payables are recorded under operating results while differences in financial assets and liabilities are reported under financial items.
When preparing the consolidated financial statements the balance sheets of foreign operations are translated to Swedish kronor with balance sheet date rates while income statements are translated to the average exchange rates for the period. Translation differences are recognized as translation reserves under equity. The accumulated translation differences are redistributed and reported as part of capital gains/losses in the event of a divestiture of a foreign operation. Goodwill and adjustments to fair value attributable to acquisitions with another functional currency than Swedish kronor are reported as assets and liabilities in the acquired unit's currency and translated to balance sheet date rates.
The Group does not report governmental funding or grants in the income statement or balance sheet before there is a reasonable assurance that the company will meet the requirements attached to the funds. Furthermore the Group recognizes the funds in the same way and over the same period as the costs they are intended to cover occur.
Remuneration to employees in the form of wages, paid vacation and sick leave, pensions and so forth is reported as it is earned. Pensions and other post-employment contributions are classified as defined contribution plans or defined benefit plans.
In the case of defined contribution plans the company pays a fixed fee to a separate, independent legal entity and is not obligated to pay further fees. Group payments for defined contribution plans are recorded as an expense as they are earned, which is normally the same period the premium is paid.
The liability reported in the balance sheet referring to defined benefit plans is equivalent to the defined benefit plan obligation on the balance sheet date less the fair value of plan assets. Taxes on pension costs are reported according to UFR 4 Recording of special employers' contribution and tax on returns. In the Elanders Group there are a number of employees that have defined benefit ITP plans in Alecta, which are classified as defined benefit multiemployer pension plan. This means that a company must report their proportional share of the defined benefit pension obligation and the plan assets and expenses that are connected to this pension plan. Since Alecta cannot provide the necessary information, these pension obligations are recognized as defined contribution pension plans according to point 30 in IAS 19.
The period's tax expense or income consists of current tax and deferred tax. Current tax is based on the fiscal result for the year. The annual fiscal result differs from the result reported for the year due to adjustments for non-taxable and non-deductible items. Deferred tax is tax relating to taxable or tax deductible temporary differences that cause or reduce tax in the future. Deferred tax is
calculated according to the balance sheet method based on temporary differences between recorded and fiscal values of assets and liabilities. Calculation of the amounts is based on how the temporary differences are expected to reverse using enacted tax rates or tax rates announced on the balance sheet date. Deferred tax liabilities that refer to tax deficits and deductible temporary differences are only reported in cases where it is probable that tax deficits can be recognized against tax surpluses in the future. Deferred tax is reported as an income or an expense in the income statement except in cases where it refers to a transaction that is recorded against equity. Then the tax effect is recorded directly against equity. Deferred tax assets and liabilities are offset against each other if they refer to income tax that is charged by the same tax authority and where the Group intends to pay the net amount in tax.
Earnings per share is calculated by dividing the result for the year attri butable to parent company shareholders with the average num ber of outstanding shares during the period. The average number of outstanding shares during the period is adjusted for all potential dilution of ordinary shares when calculating earnings per share after dilution.
Tangible assets are reported at their acquisition value less accumulated depreciation and write-downs. Tangible assets are straight-line depreciated over the estimated useful life of the asset. Costs for repairs and maintenance are recorded as expenses. The following useful lives are used to calculate depreciation:
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The residual value and useful life of assets are tested on every closing day. Capital gains/losses from the sale of tangible assets are recorded as Other operating income respectively Other operating expenses.
Goodwill is the difference between the acquisition value and the Group's share of the fair value of the acquired subsidiary's, associated company's or jointly controlled entity's identifiable assets, liabilities or obligations on the date of acquisition. If at acquisition the fair value of the acquired assets, liabilities or obligations exceed the acquisition price the difference is recorded directly as income in the income statement. Goodwill has an undefined useful life and is recorded at acquisition value less accumulated write-downs. When a company is sold the portion of goodwill attributable to that company which has not been written-down is calculated in capital gains/losses.
Other intangible assets are customer relations, brands, favorable contracts identified at the time of an acquisition as well as the cost of purchasing and developing software. Internally created intangible assets are reported as an asset only in cases where an identifiable asset has been created, it is fairly certain that the asset will lead to financial gains and invested expenses for developments can be calculated reliably. If it is not possible to report an internally created intangible asset the costs for development are recorded as expenses in the period in which they occur. Other intangible assets are depreciated on a straight-line basis over ƫ1/!"1(ƫ(%"!ƫ,!.%+ ƫ+"ƫĂĢĆƫ5!./ċƫƫ
Group assets are assessed at every reporting date to determine whether or not there are a potential need for a write-down. Potential impairment losses relating to goodwill is, however, tested at least once a year. If there is an indication the recoverable amount of the asset is calculated. Goodwill is allocated to the smallest cash generating unit, which corresponds to group operating segments. The recoverable amount is the highest of the value in use or the net realizable value of the asset. The value in use is the current value of all in and out payments attributable to the asset during its estimated useful life together with the current net realizable value at the end of the assets useful life. If the calculated recoverable amount is lower than the book value a write-down is made equivalent to the asset's recoverable amount. Prior writedowns are recovered when a change occurs in the premises that were the basis for deciding the assets' recoverable amount when it was written-down and which entails that the write-down is no longer considered necessary. Recoveries of prior write-downs are tested individually and are recorded in the income statement. Impairment losses relating to goodwill are not recovered in a following period.
Inventory is valued at the lower of cost and net realizable value. Cost is calculated in accordance with the First-in, First-out method (FIFO) or weighted average prices. Acquisition value includes the cost of materials, direct labor costs and overhead charges involved in production of the goods. Net realizable value is the calculated sales value less sales expenses.
A financial asset or liability is recorded in the balance sheet when Elanders becomes a party in the instrument's contractual conditions. A financial asset is derecognized from the balance sheet when the rights in the contract are realized, have matured or the company loses control over them. A financial liability is derecognized from the balance sheet when the obligation in the contract is met or resolved in some other way. Financial instruments are valued the first time at fair value plus transaction costs, which applies to all financial assets and liabilities not recognized at fair value through the result. Financial assets and liabilities recognized at fair value through the result are valued the first time at fair value, while attributable transaction costs are valued through the result. Acquisitions and divestitures of financial assets are recorded on the date of business, which is the date the company pledges to acquire or sell the asset, except in cases where the company acquires or sells listed securities, in which case settlement date accounting is applied. Financial assets are controlled
at every external reporting instance to determine whether or not there are objective indications that one or a group of financial assets should be written-down. Financial instruments are recorded at their amortized cost or fair value depending on the initial classification under IAS 39 (see below).
Official quotations at year-end are used to determine the fair value of long-term derivative instruments. The market value of other financial assets and liabilities is determined by generally accepted methods such as discounting of future cash flows with the quoted interest rate corresponding to the period of the contract.
Amortized cost is calculated with the help of the compound interest method, which means that premiums or discounts together with directly related expenses or income is recorded over the period the contract is valid with the help of the calculated compound interest. The amortized cost is the value generated from a present value calculation with the compound interest rate as the discount factor.
Financial assets and liabilities are set off against each other and presented as net amount in the balance sheet where there exists a legal right to set off and where the intention is to settle the items with a net amount or realize the asset and liability at the same time.
Cash and cash equivalents are cash in financial institutions and short-term liquid placements with a term of less than three months that run no real risk of fluctuations in value. They are reported as Loans and receivables.
Accounts receivable are categorized as Loans and receivables, which means they are recorded at amortized cost and are not discounted. Write-downs of accounts receivables are included in operating expenses.
The receivables above are categorized as Loans and receivables, which means they are recorded at amortized cost. In the case the term of a receivable is short it is recorded at its nominal value without a discount according to the method for amortized cost.
Derivative instruments are recorded at their fair value in the balance sheet. Changes in the value of cash flow hedges are reported in particular categories under other comprehensive results until the hedged item is recorded in the income statement. Any result on hedge instruments attributable to the effective part of the hedge are recorded as equity under hedge provisions. Any result on hedge instruments attributable to the ineffective part of the hedge are recorded in the income statement. Hedges of net investments in foreign subsidiaries are recorded in the same way as cash flow hedges, with the exception that any effects from the hedge is recorded in the translation reserve.
Accounts payable are categorized as Other financial liabilities which means they are reported at amortized cost. Accounts payable are recorded at their nominal value without a discount due to their expected short-term.
Liabilities to credit institutions are categorized as Other financial liabilities which means they are reported at amortized cost and directly related expenses such as arrangement fees are distributed throughout the period of the loan with the help of the compound interest method. Long-term liabilities mature after the period of one year while current liabilities fall due within one year.
The Group has financial guarantee contracts in which the Group has a commitment to reimburse the holder of a debt instrument for loss it incurs because a specified debtor fails to make payment when due in accordance with the original or modified contract terms. Financial guarantee contracts are initially recognized at fair value. Financial guarantee contracts are then recognized continuously at the higher amount of the best estimate of the present value of anticipated net fees to settle the guarantee commitment, and the original amount recorded as a liability.
Provisions are recorded in the balance sheet when a company has a formal or informal obligation as a result of a past event and it is likely that an outflow of resources will be necessary to resolve the obligation and a reliable estimation of the amount can be made. Provisions for restructuring costs are reported when the Group has an established, detailed restructuring plan that has been announced to the parties concerned. Provisions are reconsidered every time an external report is made. No discounting is made regarding recorded provisions.
Group operations are reported as one reportable segment, since this is how the Group is governed. This analysis identified the President as the highest executive decision-maker and the units in different countries, or groups of countries, were identified as operating segments. The operating segments were then merged to create a single reportable segment, consisting of the entire Group, since the units have similar financial characteristics and resemble each other regarding the nature of their products and services, production processes, customer types etc. When presenting geographical sales the customer's location has determined which geographic area sales are allocated to.
During the year no interpretations or amendments of existing standards have come into effect and had a significant effect on Elanders' financial reports. Due to the limited extent of Elanders' defined benefit pension plans the changes in IAS 19, which came into effect in 2013, did not have any significant effect on Elanders' result and financial position.
International Accounting Standards Board (IASB) has issued the new and revised standards that have not yet come into effect. None of these are expected to have any significant effect on the Group financial reports the period they are applied for the first time.
When preparing the financial reports estimations and assumptions are made about the future that effect balance sheet and income statement items in the annual accounts. These assessments are based on historic experience and the various assumptions that Group Management and the Board of Directors consider plausible under existing circumstances. In cases where it is not possible to ascertain the book value of assets and liabilities through information from other sources these estimations and assumptions form the basis of the valuation. If other assumptions are made or other circumstances influence the matter the actual outcome can differ from these assessments. Individual assessments can have a particularly significant effect on Elanders' result and position in the areas of goodwill impairment testing, valuation of tax carry forwards, provisions for and book VAT.
Goodwill that has an infinite useful life is subject to impairment tests annually or when there is an indication that a write-down may be needed. Testing is performed on the lowest identified cash generating level, which for Elanders is the operating segment level. The impairment test contains a number of assumptions that can, according to different assessments, have a significant impact on the calculation of recoverable values such as:
Essential assumptions when testing the need for write-downs for goodwill and a description of the effect of plausible, possible changes in these assumptions that are basis of the calculations are found in note 14.
Deferred tax assets concerning tax loss carry forwards reported by the Group amount to MSEK 114 (114) per 31 December 2013. The recorded value of these tax assets have been tested at year-end and it is deemed probable that these can be set off against taxable gains. The tax assets primarily refer to Swedish tax loss carry forwards that can be utilized for an unlimited amount of time. The Group's Swedish operations have historically been profitable and are expected to generate a substantial surplus in the future. Elanders therefore believes it is safe to say that it will be possible to set off the deficit deduction which the tax assets stem from, against future taxable surpluses.
Provisions for restructuring contain estimations regarding when planned, future activities will take place and what they will cost. The estimations refer to expenses for redundancies or other obligations connected to terminating contracts or other costs for withdrawals. These estimations are based on the current situation in negotiations with other parties.
In February 2010 a judgment in the so-called Graphic Procede case was reached in the Court of Justice in the European Union. In Sweden this is particularly important when differentiating between providing goods (i.e. printed matter) and providing services, and the application of the so-called book VAT, a value added tax of six percent. This means that some of the turnover taxable for VAT has related to providing goods instead of services. From 2010 to 2013 Elanders submitted claims for VAT refunds to the Swedish 4ƫ#!*5ƫ,!.0%*%*#ƫ0+ƫĂĀĀąĢĂĀĀĈċƫ *ƫ0\$!ƫ5!./ƫĂĀāāĢĂĀāăƫ0\$!ƫ Swedish Tax Agency made consequential amendments regarding many of Elanders' customers who have then demanded compensation from Elanders. It is Elanders' position that the Swedish Tax Agency cannot make consequential amendments. Several judgments from the Court of Appeals in Stockholm, Gothenburg and Jönköping have supported Elanders' position. The Swedish Tax Agency has appealed some of the decisions and sought reconsideration by the Supreme Administrative Court. The verdict was announced in February 2014 and was in favor of the Tax Agency. This verdict is not expected to have any significant effect on either Elanders´ result or financial position. There is also a case in the Court of Appeals where a customer is claiming back VAT from the printing company which also may have an effect on the issue. A verdict from the Court of Appeals is expected within shortly.
*ƫĈƫ 1(5ƫĂĀāāƫ0\$!ƫ3! %/\$ƫ4ƫ#!*5ƫ,.!/!*0! ƫ%0/ƫ,+/%0%+*ƫ regarding income tax for graphic companies that have claimed a refund of outgoing VAT. The Swedish Tax Agency's position is that the graphic companies that have made a claim for the refund of outgoing VAT must recognize this revenue as income in the year the claim is made to the Swedish Tax Agency and not, as Elanders has applied, the year the refund has been paid or at least when the income can be reliably expected. As a result the Swedish Tax Agency has raised Elanders' taxable income for the fiscal year of ĂĀāĀƫ5ƫ
ƫĈĀċƫ(* !./ƫ%/ƫ%*ƫ0\$!ƫ+,%*%+*ƫ0\$0ƫ(* !./ƫ%/ƫ.%#\$0ƫ in this matter and has contested this decision. Our total exposure is around MSEK 16, since we can only set off some of the refund against the loss carryforwards Elanders has. During the first quarter 2013 the period of respite for these MSEK 16 ended and a payment for this amount was made. This did not have any effect on group result since it is recompensed by an increase in loss carry-forwards. However, it did have a negative effect on Elanders' cash flow and net debt for the period.
The case was heard in the Court of Appeals in Gothenburg in February 2014, but the verdict has not yet been announced.
Group operations are reported as one reportable segment, since this is how the Group is governed. The units in each country or sometimes groups of countries are identified as operating segments. The operating segments have then been merged to create a single reportable segment, consisting of the entire Group. The units have similar economic characteristics and resemble each other regarding the nature of their products and services, production processes, customer types etc. The President has been identified as the highest executive decision-maker.
Financial information concerning the Group's reportable segment is reported in consolidated income and financial position statements as well as other pertaining notes.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Sweden | 676,522 | 712,394 |
| Germany | 538,233 | 516,970 |
| United Kingdom | 197,085 | 179,877 |
| China | 188,859 | 122,902 |
| USA | 158,057 | 83,011 |
| Poland | 61,552 | 68,592 |
| Italy | 37,514 | 33,133 |
| Hungary | 34,139 | 39,791 |
| Other countries | 204,372 | 167,523 |
| Total | 2,096,333 | 1,924,193 |
The classification above is based on the domicile for the customers.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Germany | 131,765 | 85,370 |
| United Kingdom | 32,391 | 18,065 |
| China | 16,615 | 3,547 |
| Poland | 12,534 | 28,933 |
| USA | 6,548 | 140,259 |
| Sweden | 6,478 | 1,345 |
| Hungary | 5,786 | 15,453 |
| Other countries | 326 | 3,428 |
| Total | 212,443 | 296,400 |
Investments above are including acquisitions amounting to ƲāĂĀƫĨĂĂĂĩČƫ+"ƫ3\$%\$ƫ
ƫĈĀƫ%*ƫĂĀāĂƫ3/ƫ) !ƫ5ƫƫ preferential new share issue.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Germany | 91,055 | 62,894 |
| China | 69,387 | 64,656 |
| Hungary | 64,989 | 70,379 |
| Poland | 62,872 | 57,174 |
| USA | 62,055 | 72,043 |
| Sweden | 30,443 | 38,226 |
| United Kingdom | 27,981 | 23,070 |
| Other countries | 8,455 | 13,019 |
| Total | 417,237 | 401,461 |
Fixed assets above include tangible and other intangible assets as well as shares in jointly controlled entities. Goodwill of MSEK 1,090 ĨĊĈĀĩƫ\$/ƫ*+0ƫ!!*ƫ %2% ! ƫ#!+#.,\$%((5ƫ/%*!ƫ%0ƫ%/ƫ %2% ! ƫ%*0+ƫ the various operating segments which do not always coincide with each country.
The Group has no customer where sales in 2013 and 2012 exceed 10 percent of the Group's total net sales.
| OTHER OPERATING INCOME | ||
|---|---|---|
| SEK '000s | 2013 | 2012 |
| Exchange rate gains | 3,460 | 8,231 |
| Capital gains from the sales of fixed assets |
8,197 | 1,993 |
| Income from sales of coupons | 5,536 | 6,908 |
| Other | 33,133 | 61,325 |
| Total | 50,326 | 78,457 |
The item Other above consists mainly of income relating to VAT refund and sales of waste paper and used printing plates.
| –1,383 | – |
|---|---|
| 1,383 | 1,383 |
| 2013 | 2012 |
Group shares in jointly controlled entities consisted in 2012 of Hansaprint Elanders Kft in Komarom, Hungary. The liquidation of the company was finalized in 2013.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Exchange rate losses | –3,875 | –5,606 |
| Other | –4,834 | –7,461 |
| Total | –8,709 | –13,067 |
| 2013 | 2012 | ||||
|---|---|---|---|---|---|
| Total | Whereof men, % |
Total | Whereof men, % |
||
| Parent company | |||||
| Sweden | 9 | 67 | 8 | 75 | |
| Subsidiaries | |||||
| Sweden | 382 | 67 | 398 | 68 | |
| China | 370 | 50 | 293 | 49 | |
| Germany | 277 | 69 | 260 | 70 | |
| Hungary | 206 | 57 | 203 | 55 | |
| United Kingdom | 185 | 75 | 167 | 77 | |
| Poland | 158 | 63 | 140 | 60 | |
| USA | 228 | 57 | 57 | 72 | |
| Brazil | 35 | 54 | 31 | 55 | |
| Italy | 14 | 29 | 20 | 25 | |
| Norway | – | – | 10 | 90 | |
| Total | 1,864 | 53 | 1,587 | 62 |
| 2013 | 2012 | ||||||
|---|---|---|---|---|---|---|---|
| Board and CEO | Board and CEO | ||||||
| SEK '000s | Basic wage incl. other benefits |
Variable remunera tion |
Other employees |
Basic wage incl. other benefits |
Variable remunera tion |
Other employees |
|
| Parent company | 6,589 | 1,915 | 10,001 | 6,356 | 470 | 6,932 | |
| Subsidiaries | 15,922 | 3,862 | 476,640 | 13,436 | 2,534 | 392,978 | |
| Total | 22,511 | 5,777 | 486,641 | 19,792 | 3,004 | 399,910 |
| 2013 | 2012 | ||||||
|---|---|---|---|---|---|---|---|
| SEK '000s | Salaries and remunera tion |
Social security contribu tions |
Pension contribu tions |
Salaries and remunera tion |
Social security contribu tions |
Pension contribu tions |
|
| Parent company | 18,505 | 5,650 | 4,578 | 13,759 | 4,373 | 1,697 | |
| Subsidiaries | 496,424 | 98,541 | 25,261 | 408,947 | 86,068 | 23,592 | |
| Total | 514,929 | 104,191 | 29,839 | 422,706 | 90,441 | 25,289 |
| 2013 | 2012 | |||
|---|---|---|---|---|
| Total | Whereof men, % |
Total | Whereof men, % |
|
| Board members | 7 | 71 | 7 | 71 |
| Group Management | 6 | 83 | 6 | 100 |
| Supervisors | 118 | 68 | 94 | 60 |
| SEK '000s | Basic wage/- Board remunera tion |
Variable remunera tion |
Other benefits |
Pension contribu tions |
Remunera tion for committee work |
|---|---|---|---|---|---|
| Carl Bennet, Chairman | 566 | – | – | – | 62 |
| Johan Stern, Vice Chairman | 283 | – | – | – | 145 |
| Erik Gabrielson | 283 | – | – | – | 31 |
| Göran Johnsson | 283 | – | – | – | 57 |
| Cecilia Lager | 283 | – | – | – | 57 |
| Kerstin Paulsson | 283 | – | – | – | 57 |
| Total remuneration to the Board | 1,981 | – | – | – | 409 |
| Magnus Nilsson, Chief Executive Officer | 4,199 | 1,915 | 67 | 1,464 | – |
| Other senior officers (5 persons) | 12,336 | 2,837 | 1,502 | 1,541 | – |
| Total remuneration to CEO and senior officers | 16,535 | 4,752 | 1,569 | 3,005 | – |
| Total remuneration to the Board, CEO and senior officers | 18,516 | 4,752 | 1,569 | 3,005 | 409 |
| SEK '000s | Basic wage/- Board remunera tion |
Variable remunera tion |
Other benefits |
Pension contribu tions |
Remunera tion for committee work |
|---|---|---|---|---|---|
| Carl Bennet, Chairman | 550 | – | – | – | 60 |
| Johan Stern, Vice Chairman | 275 | – | – | – | 140 |
| Erik Gabrielson | 275 | – | – | – | 30 |
| Göran Johnsson | 275 | – | – | – | 55 |
| Cecilia Lager | 275 | – | – | – | 55 |
| Kerstin Paulsson | 275 | – | – | – | 55 |
| Total remuneration to the Board | 1,925 | – | – | – | 395 |
| Magnus Nilsson, Chief Executive Officer | 4,036 | 470 | 68 | 1,371 | – |
| Other senior officers (5 persons) | 12,435 | 2,069 | 346 | 1,536 | – |
| Total remuneration to CEO and senior officers | 16,471 | 2,539 | 414 | 2,907 | – |
| Total remuneration to the Board, CEO and senior officers | 18,396 | 2,539 | 414 | 2,907 | 395 |
The Chairman of the Board and Board members receive compensation for their participation on the Board and committee work from the total remuneration sum for the Board determined by the Annual General Meeting. Board members and deputies employed in the Group did not receive any fees or benefits in addition to those pertaining to their employment. The Chairman of the Board has not received any compensation other than Board and committee remuneration. Remuneration to the Chief Executive Officer, the former Chief Executive Officer and other senior officers consists of a basic salary, variable remuneration, other benefits and pension. Senior officers are the persons who, together with the Chief Executive Officer, comprised Group Management in 2013.
The proportion between basic salary and variable remuneration corresponds to the officer's responsibility and authority. For the Chief Executive Officer variable remuneration may not exceed 50 percent of his annual salary. For the other senior officers variable remuneration may not exceed 40 percent of their annual salary. Variable remuneration is based on results in relation to individually targeted goals.
Pension benefits as well as other benefits to the Chief Executive Officer and senior officers are part of the total remuneration. Variable remuneration is carried as an expense for the financial year 2013 and paid out in 2014.
Bonus for the Chief Executive Officer is based on goals established by the Board. For other senior officers variable remuneration is based on goals established by the President together with the remuneration committee. No variable remuneration or any other kind of remuneration had a dilution effect.
Other benefits refers to housing, company cars etc.
The Group has both defined benefit and defined contribution pension plans. Pension cost is the cost that affects the result for the year. One former employee and member of Group Management had defined benefit and defined contribution pension plans. The present value of the defined benefit obligation under those plans 31 December 2013 was MSEK 2.8 (2.2) on the balance sheet date. All pensions are fully vested, i.e. there is no dependency on future employment.
The current Chief Executive Officer only has a defined contribution pension corresponding to 35 percent of the salary pension. The salary pension is based on the basic wage. The retirement age is 65 years.
For the other senior officers the retirement age is 65 years. Pension provisions are no more than 35 percent of the basic wage or, if applicable, no more than the ITP cost and the legal general pension, or the equivalent.
There is no compensation or benefits in the form of financial instruments.
No other remunerations have been distributed.
The period of notice for termination of the Chief Executive Officer by the company is 18 months. The period of notice from the Chief Executive Officer is 6 months. The period of notice for termination of other senior officers is normally 12 months. Usually no severance pay is paid no matter which party gives notice. Normal wages are paid during the period of notice.
The remuneration committee has during the year presented the Board with recommendations concerning principles for the remuneration of senior officers. The recommendations have included proportions between fixed and variable remuneration as well as the size of possible raises. In addition, the remuneration committee has proposed criteria for deciding on variable remuneration as well as pension terms and severance pay. The Board has discussed the remuneration committee's proposals and made its decisions guided by their recommendations.
The Board has determined the remuneration for the Chief Executive Officer for the financial year of 2013 based on the remuneration committee's proposals. The Chief Executive Officer has determined the remuneration for other senior officers after consultation with the chairman of the remuneration committee.
Members of the remuneration committee during the year were Carl Bennet, Chairman, Johan Stern and Erik Gabrielson. The remuneration committee meets when necessary but at least once a year to prepare proposals for the remuneration of the Chief Executive Officer and agree or disagree to his proposal for remuneration and conditions for senior officers who report directly to him. In addition, the remuneration committee draws up principles for salary levels and employment terms for Group Management. The remuneration committee proposes remuneration, terms and principles to the Board that then decides on these matters. The remuneration committee has met once in 2013. The committee has been supported by external expertise in matters concerning compensation levels and structures.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| PwC | ||
| Audit assignment | 2,837 | 2,217 |
| Audit-related services | 26 | 286 |
| Tax advisory services | 778 | 1,924 |
| Other services | 1,475 | 1,990 |
| Other | ||
| Audit assignment | 235 | 274 |
| Audit-related services | – | – |
| Tax advisory services | 347 | 139 |
| Other services | 113 | 165 |
| Total | 5,811 | 6,995 |
Audit assignment is defined as the statutory audit, i.e. the work necessary to produce the auditors' report as well as so called audit consultation given in connection with the audit.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Depreciation and write-downs | 97,664 | 90,633 |
| Cost for remuneration to employees | 655,260 | 582,097 |
| Changes in work-in-progress and finished products |
–1,766 | –2,766 |
| Cost of paper | 371,520 | 391,160 |
| Other material | 193,433 | 175,528 |
| Cost of sub-contracted work | 206,529 | 224,429 |
| Other production costs | 215,173 | 184,845 |
| Freight costs | 83,330 | 72,479 |
| Cost for advertising and marketing | 75,159 | 56,249 |
| Other costs | 110,657 | 96,366 |
| Total | 2,006,959 | 1,871,020 |
The table shows the total cost for sold products and services, sales costs and administrative costs allocated per type of cost.
| Annual cost | |||
|---|---|---|---|
| SEK '000s | 2013 | 2012 | |
| Computer equipment | 2,601 | 1,623 | |
| Machinery and other equipment |
55,893 | 53,533 | |
| Rental contracts, premises |
37,568 | 41,086 | |
| Total | 96,062 | 96,242 |
| Future lease payments and rental costs |
|||
|---|---|---|---|
| SEK '000s | 2014 | 2015–2018 | 2019– |
| Computer equipment | 3,171 | 3,268 | – |
| Machinery and other equipment |
47,316 | 99,557 | 3,340 |
| Rental contracts, premises |
39,373 | 133,930 | 20,956 |
| Total | 89,860 | 236,755 | 24,296 |
Lease agreements for machines and equipment normally run for ăĢĉƫ5!./ċ
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Interest expenses | –24,963 | –21,306 |
| Exchange rate losses | –15,724 | –6,381 |
| Other | –3,972 | –5,276 |
| Total | –44,659 | –32,963 |
Total 15,179 7,843
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Current tax on the result for the year | –39,140 | –22,256 |
| Withholding tax on dividends and other taxes |
–4,543 | –3,725 |
| Correction of previous years' current tax expense |
–202 | 60 |
| Deferred tax | 12,355 | –23,071 |
| Recorded tax | –31,530 | –48,992 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Result before taxes | 101,511 | 93,443 |
| Tax according to Swedish tax rate of 22.0 (26.3)% |
–22,332 | –24,576 |
| Tax effect of: | ||
| Differences in tax rates for foreign subsidiaries |
–3,254 | 4,492 |
| Non-deductible costs | –2,487 | –4,167 |
| Change in unrecorded deferred tax assets |
2,535 | 1,080 |
| Change in legal tax rate | – | –22,277 |
| Tax losses carried forward not valued |
–815 | –461 |
| Correction of previous years' tax expense |
–202 | 60 |
| Withholding tax on dividends and other taxes |
–4,543 | –3,725 |
| Other | –432 | 582 |
| Recorded tax | –31,530 | –48,992 |
| Deferred tax assets/liabilities, net | 88,560 | 73,633 |
|---|---|---|
| Unrecorded deferred tax assets | –12,876 | –11,954 |
| Less: | ||
| 101,436 | 85,587 | |
| Other items | 14,689 | 2,752 |
| Fixed assets | –42,351 | –45,635 |
| Restructuring reserves | 1,853 | 2,638 |
| Tax loss carryforwards | 127,245 | 125,832 |
| SEK '000s | 2013 | 2012 |
Unrecorded deferred tax assets refer to not valued tax loss carryforwards and primarily stem from operations in Brazil and Italy. For information concerning the valuation of the tax loss carryforwards please see note 1, section Important estimations and assessments on page 88.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Deferred tax assets | 153,869 | 124,158 |
| Deferred tax liabilities | –65,309 | –50,525 |
| Closing value, net | 88,560 | 73,633 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Opening value, net | 73,633 | 110,077 |
| Sales/acquisitions of operations | –11,056 | –13,524 |
| Recorded deferred tax on the result for the year |
12,355 | –23,071 |
| Tax items charged directly against other comprehensive income |
–40 | –395 |
| Effect from raised tax assessment | 13,110 | – |
| Translation differences | 558 | 546 |
| Closing value, net | 88,560 | 73,633 |
Tax items charged directly against other comprehensive income refer to the Group's hedge reserve and hedging of net investments abroad.
| Closing value | 127,245 | 125,832 |
|---|---|---|
| No due date | 115,082 | 116,226 |
| Due after 10 years | 12,163 | 9,606 |
| SEK '000s | 2013 | 2012 |
Earnings per share is calculated by dividing the result attributable to the parent company's shareholders with the average number of outstandingshares during the year.
| 2013 | 2012 | |
|---|---|---|
| Result for the year attributable to shareholders, SEK'000s |
69.981 | 44.502 |
| Average number of outstanding shares, in thousands |
22.730 | 21.646 |
| Earnings per share, SEK 1) | 3.08 | 2.05 |
1) Earnings per share before and after dilution.
Cash and cash equivalents consist primarily of cash and bank balances. Short-term placements are classified as cash and cash equivalents when:
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Depreciation, amortization and write- downs of intangible and tangible assets |
97.664 | 90.632 |
| Depreciation of assets held for sale | 9.569 | |
| Changes in provisions that affect cash flow |
$-4.535$ | $-7.317$ |
| Unrealized exchange rate gains and losses |
$-4.437$ | 2.923 |
| Result from sales of operations | 289 | |
| Result from disposal of tangible assets | $-8.095$ | 1.478 |
| Total | 80.597 | 97.574 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Paid interest | $-25.020$ | $-21.680$ |
| Interest received | 1.556 | 1.814 |
| Total | $-23.464$ | $-19.866$ |
The item Other changes in interest-bearing liabilities mainly refers to changes stemming from the use of bank overdrafts.
Operating cash flow is defined as cash flow from operating activities, excluding financial items and paid taxes, and cash flow from investing activities.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Cash flow from operating activities | 128,216 | 214,706 |
| Financial items | 29.480 | 25.120 |
| Paid taxes | 56.906 | 23.334 |
| Acquisitions and sales of operations | $-102.737$ | $-126,353$ |
| Other items included in cash flow from investing activities |
$-61,397$ | $-70,172$ |
| Operating cash flow | 50,468 | 66,635 |
| Goodwill | Other intangible assets | Total | ||||
|---|---|---|---|---|---|---|
| SEK '000s | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 |
| Opening acquisition value | 977,670 | 834,330 | 119,521 | 82,086 | 1,097,191 | 916,416 |
| Investments | – | – | 4,646 | 1,094 | 4,646 | 1,094 |
| Acquired operations | 94,675 | 162,355 | 28,073 | 39,780 | 122,748 | 202,135 |
| Disposals | – | – | –18,943 | –1,371 | –18,943 | –1,371 |
| Translation difference | 17,873 | –19,015 | 2,684 | –2,068 | 20,557 | –21,083 |
| Closing acquisition value | 1,090,218 | 977,670 | 135,981 | 119,521 | 1,226,199 | 1,097,191 |
| Opening accumulated amortization | – | – | –59,464 | –40,480 | –59,464 | –40,480 |
| Accumulated amortization in acquired operations | – | – | – | –1,172 | – | –1,172 |
| Amortization for the year | – | – | –21,669 | –19,584 | –21,669 | –19,584 |
| Disposals | – | – | 18,943 | 661 | 18,943 | 661 |
| Translation difference | – | – | –1,180 | 1,111 | –1,180 | 1,111 |
| Closing accumulated amortization | – | – | –63,370 | –59,464 | –63,370 | –59,464 |
| Opening accumulated write-downs | –690 | –690 | –5,738 | –5,738 | –6,428 | –6,428 |
| Closing accumulated write-downs | –690 | –690 | –5,738 | –5,738 | –6,428 | –6,428 |
| Net residual value | 1,089,528 | 976,980 | 66,873 | 54,319 | 1,156,401 | 1,031,299 |
Acquired Other intangible assets in 2013 and 2012 refers to customer relationships, software and trademark.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Cost of products and services sold | –4,118 | –5,943 |
| Selling expenses | –9,092 | –2,569 |
| Administrative expenses | –8,459 | –11,072 |
| Total | –21,669 | –19,584 |
Goodwill is subjected to impairment tests annually and when there are indications that a write-down may be necessary. Normally tests are made on the cash generating unit connected to the goodwill.
The recoverable amount for cash generating units is based on a calculation of useful value. Impairment tests are performed on the lowest identified cash generating level, which for Elanders corresponds to operating segments and which also corresponds to operations in individual countries, or groups of countries.
Useful value of goodwill attributable to Elanders' cash generating units is based on discounted endless cash flows. Cash flows for the first three years are based on budgets and strategic plans. In the following period cash flows are assumed to have a growth rate corresponding to inflation of 2 (2) percent, which is below the company's expectations. The discount rate 10.0 (9.3) percent before tax has been used in all calculations, which was calculated based on the weighted average capital cost (WACC). Based on the assumptions given above the useful value exceeds the recorded value for all cash generating units.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Germany/Hungary | 445,454 | 358,184 |
| Sweden/Poland | 385,811 | 385,811 |
| USA | 116,084 | 111,991 |
| China | 75,005 | 73,076 |
| United Kingdom | 58,114 | 37,938 |
| Brazil | 9,060 | 9,980 |
| Total | 1,089,528 | 976,980 |
A number of sensitivity analyses have been made to evaluate whether or not feasible unfavorable changes could lead to writedowns. A reduction in the average growth rate or an increase in discount rate with one percentage unit or a combination of the both would not imply any need for write-downs. Additionally, a reduction in the average growth rate or an increase in discount rate with two percentage units does not imply any need for write-downs. A combination of lower growth rate and increased discount rate with two percentage units would indicate need for write downs of MSEK 32 related to the operations in Sweden/ Poland, MSEK 24 to USA and MSEK 3 to Brazil.
| Buildings and land 1) | Plant and machinery | Equipment, tools, fixtures and fittings |
||||
|---|---|---|---|---|---|---|
| SEK '000s | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 |
| Opening acquisition value | 110,069 | 60,085 | 696,624 | 642,862 | 118,681 | 104,637 |
| Investments | 1,100 | 38 | 73,041 | 26,614 | 8,004 | 3,367 |
| Acquired/sold operations | – | 42,195 | 1,177 | 54,167 | 2,063 | 20,722 |
| Disposals | – | – | –58,023 | –23,574 | –5,446 | –5,934 |
| Reclassification | 1,497 | 8,603 | 20,243 | 14,061 | –398 | –1,086 |
| Translation difference | 1,678 | –852 | 11,365 | –17,506 | 1,469 | –3,025 |
| Closing acquisition value | 114,344 | 110,069 | 744,427 | 696,624 | 124,373 | 118,681 |
| Opening accumulated depreciation and write-downs | –28,690 | –10,963 | –478,136 | –397,292 | –99,141 | –82,586 |
| Accumulated deprecation in acquired/sold operations | – | –15,338 | – | –49,940 | – | –16,460 |
| Depreciation for the year | –4,228 | –2,459 | –61,980 | –59,351 | –9,787 | –9,238 |
| Disposals | – | – | 40,787 | 20,024 | 5,109 | 5,747 |
| Translation difference | –353 | 70 | –6,497 | 8,423 | –756 | 3,396 |
| Closing accumulated depreciation and write-downs | –33,271 | –28,690 | –505,826 | –478,136 | –104,575 | –99,141 |
| Net residual value | 81,073 | 81,379 | 238,601 | 218,488 | 19,798 | 19,540 |
1) Buildings and land include land with a book value of SEK 9,599 (9,596) thousands.
| Fixed assets under construction 2) |
Total | ||||
|---|---|---|---|---|---|
| SEK '000s | 2013 | 2012 | 2013 | 2012 | |
| Opening acquisition value | 27,735 | 3,534 | 953,109 | 811,118 | |
| Investments | 5,277 | 43,726 | 87,422 | 73,745 | |
| Acquired/sold operations | – | 2,391 | 3,240 | 119,475 | |
| Disposals | –173 | – | –63,642 | –29,508 | |
| Reclassification | –21,342 | –21,578 | – | – | |
| Translation difference | –605 | –338 | 13,907 | –21,721 | |
| Closing acquisition value | 10,892 | 27,735 | 994,036 | 953,109 | |
| Opening accumulated depreciation and write-downs | – | – | –605,967 | –490,841 | |
| Accumulated deprecation in acquired/sold operations | – | – | – | –81,738 | |
| Depreciation for the year | – | – | –75,995 | –71,048 | |
| Disposals | – | – | 45,896 | 25,771 | |
| Translation difference | – | – | –7,606 | 11,889 | |
| Closing accumulated depreciation and write-downs | – | – | –643,672 | –605,967 | |
| Net residual value | 10,892 | 27,735 | 350,364 | 347,142 |
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| SEK '000s | 2013 | 2012 |
|---|---|---|
| Cost of products and services sold | –70,750 | –66,022 |
| Selling expenses | –387 | –718 |
| Administrative expenses | –4,858 | –4,308 |
| Total | –75,995 | –71,048 |
The net residual value of tangible assets possessed through finance (!/!/ƫ%/ƫƫāāČćăāƫĨāĈČĂąāĩƫ0\$+1/* /ċƫ((ƫ(!/%*#ƫ+&!0/ƫ.!ƫ.!,+.0! ƫ as plant and machinery.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Within 1 year | 1,547 | 2,942 |
| Between 1 and 5 years | 6,189 | 9,968 |
| More than 5 years | 2,316 | – |
| Total | 10,052 | 12,910 |
| Future interest expenses for finance leases |
–759 | –1,329 |
| Current finance lease liability | 9,293 | 11,581 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Raw materials and consumables | 36,158 | 32,459 |
| Work in process | 25,153 | 28,706 |
| Finished goods | 45,908 | 54,527 |
| Total | 107,219 | 115,692 |
Costs relating to obsolescence expensed during the year amoun-0! ƫ0+ƫƫĆČĊĂąƫĨāĂČĉĉĈĩƫ0\$+1/* /ƫ* ƫ0ƫ5!.ġ!* ƫ0\$!ƫ+/+(!/ cence reserve was SEK 5,364 (10,839) thousands.
| Total | 31,072 | 31,224 |
|---|---|---|
| Other prepaid expenses and accrued income |
22,391 | 18,603 |
| Premise rent paid in advance | 5,176 | 7,457 |
| Machine rent paid in advance | 3,505 | 5,164 |
| SEK '000s | 2013 | 2012 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Cash and bank | 215,299 | 167,968 |
| Cash and cash equivalents | 215,299 | 167,968 |
Translation differences in cash and cash equivalents for the year 3!.!ƫƫćČĀĆāƫĨĢąČĀĂąĩƫ0\$+1/* /
The major financial goal of Elanders is to create value for the owners of the company. The purpose of the goals regarding group capital structure are to ensure the company's ability to continue operations and generate returns to its shareholders as well as be useful to other interested parties. Achieving a good balance between equity and loan financing ensures the flexibility the Group needs in order to be able to invest in operations while maintaining control over the cost of capital. Dividends to share holders, redemption of shares, issuing new shares or divesting assets are examples of measures the Group can use to adjust its capital structure.
The major purpose of group financial risk management is to identify, control and minimize the Group's financial risks. Risk management is centralized to Group Finance. All current or future financial risks in the Group's subsidiaries are managed by Group Finance that acts as an internal bank. The exception is commercial credit risks, which are handled by each subsidiary. The financial policy adopted by the Board steers which currency risks are hedged as well as how interest, financing and liquidity risks are handled. The greatest financial risks the Group is exposed to are currency risk, interest risk, financing risk and credit risk.
Elanders runs into an currency risk primarily through transactions in another currency than that of the companies local currency (transaction exposure) and when converting net profit and net assets from foreign subsidiaries (translation exposure).
Actual receivables and payables along with contracted purchase and sales orders with payment flows within a twelve month period are hedged in their entirety. Orders with flows for longer periods are normally hedged at 80 percent since there is often room for volume deviations within the framework of the contract. Anticipated or budgeted flows are not hedged.
The Group uses forward exchange contracts to handle exchange risk exposure and hedge accounting for contracted future payment flows as well as translation of financial assets and liabilities. The hedge reserve for forward exchange contracts per 31 December ĂĀāăƫ)+1*0! ƫ0+ƫ
ƫĀċāƫĨĢĀċăĩƫ* ƫ3%((ƫ!ƫ.!01.*! ƫ0+ƫ0\$!ƫ income statements in 2014.
Translation differences on operating receivables and payables as well as forward exchange contracts that are held for hedging purposes are reported as other operating income or expenses. Translation differences on financial liabilities and assets and the associated hedging instruments are reported under financial items.
Financial assets and liabilities are hedged while exposure due to the translation of net results in foreign subsidiaries is not hedged. Elanders' net results from foreign subsidiaries in foreign currency consist primarily of EUR, CNY, USD, GBP and PLN. A change in the currency rates up or down by 5 percent in these currencies would affect profit by MSEK 8.4 (3.0).
In regards to net assets in foreign subsidiaries the exposure is primarily in EUR, USD and CNY. The German operations have been partly hedged and also the acquisition of Midland have been hedged through loans in EUR and USD. If the exchange rates in EUR, USD and CNY changed by 5 percent it would affect equity by MSEK 28.8 (20.6), including hedging effects.
The table below shows a compilation over the Group's outstanding forward exchange contracts per 31 December 2013. All the contracts are due within a year.
| Currencies | Nominal amount SEK '000s |
Average hedging rate |
|---|---|---|
| SEK/GBP | 3,244 | 10.71 |
| PLN/SEK | 2,579 | 2.11 |
| EUR/SEK | 17,812 | 8.91 |
| EUR/PLN | 6,988 | 4.27 |
| SEK/USD | 5,750 | 6.46 |
Interest risk is defined as the risk of lower profits caused by a change in interest rates. The Group strives to achieve a balance between cost efficient borrowing and the risk exposure if a sudden, substantial interest rate change should occur and negatively influence profits and cash flow. In 2011 an interest rate swap was contracted to hedge the interest level of MSEK 300 of the Group's liabilities. The due date of the hedge is 30 September ĂĀāąƫ0ƫƫ(!2!(ƫ+"ƫăċĈƫ,!.!*0ċƫƫ\$*#!ƫ%*ƫ).'!0ƫ%*0!.!/0ƫ.0!/ƫ5ƫ one percentage unit affects group profit after financial items by MSEK 4.4 (3.9), calculated on the outgoing net debt less liabilities with a fixed interest rate. The hedging reserve per 31 December ĂĀāăƫ)+1*0! ƫ0+ƫ
ƫĢĂċĂƫĨƫĢăċĊĩƫ* ƫ3%((ƫ!ƫ.!01.*! ƫ0+ƫ the income statements in 2014. The table below presents the allocation of interest-bearing and noninterest-bearing financial assets and liabilities. Reserves for pensions have been included in interest-bearing liabilities. In the table regarding dividing financial instruments into categories farther down in this note they are included in non-financial liabilities.
| SEK '000s | Fixed interest |
Floating interest |
Non interest bearing |
|---|---|---|---|
| Long-term receivables | 4,781 | – | 4,474 |
| Current receivables | – | – | 409,324 |
| Cash and bank | – | 215,299 | – |
| Long-term liabilities | –300,000 | –132,401 | –103 |
| Current liabilities | – | –521,784 | –243,465 |
| Total | –295,219 | –438,886 | 170,230 |
Financing risk is defined as the risk of not being able to meet payment obligations as a result of insufficient liquid funds or difficulties in finding financing. Currently the Group has credit agreement with two Swedish banks that cover operational financing and runs until September 2015. Related to the Group's interest bearing liabilities there are covenants from the credit institutions. As of December 31, 2013 all covenants were fulfilled. See page 104 concerning due date structure regarding financial liabilities.
Credit risk is defined as the risk of a counterparty not meeting their obligations. Credit risk can be divided into financial credit risk and commercial credit risk.
The most crucial financial credit risk for the Group arises when trading exchange derivative instruments and investing surplus liquidity. Hence, in order to reduce the risk, the financial policy stipulates that only approved financial institutions should be used. On 31 December 2013 total exposure regarding financial credit risks was MSEK 246.5 (201.8). The exposure is based on the recorded value of all financial assets except shareholdings and accounts receivable.
The commercial credit risk consists of the payment ability of customers and is handled by the subsidiaries through careful monitoring of payment ability, follow up of customers' financial reports and good communication. The Group's total credit risk is spread out over many different companies. However, in actuality a few customers represent a large part of the Group's accounts receivable. These customers are for the most part large, listed companies that have been thoroughly investigated. The total commercial credit exposure is equivalent to the book value of +1*0/ƫ.!!%2(!ƫ* ƫ)+1*0! ƫ0+ƫ
ƫăĉĈċąƫĨăĊĂċĆĩƫ,!.ƫ 31 December 2013.
In 2013 credit losses amounted to MSEK 3.2 (2.4), of which MSEK 0.4 (0.5) were previously reserved.
Financial instruments used to hedge currency and interest risks in contracted cash flows as well as net investments abroad have been recorded, in accordance with IAS 39, at market value in the balance sheet.
The hedge reserve consists of forward exchange contracts and interest rate swaps that fix the interest levels of interest-bearing liabilities.
In addition to the financial risks above Elanders is exposed to risks tied to daily operations. Handling operational risks is part of the day-to-day work in our subsidiaries and in Group Management. In terms of responsibility all group operations are represented in Group Management which meets and communicates on a regular basis.
The table below presents how group results after net financial items would have been affected by a change of one percentage point in the variables connected to Elanders various operational risks. Each variable has been treated individually under the condition that the others remain constant. It is assumed that a change in net sales will affect the value added on the margin which thereafter will presumably fall straight through the income statement. A change in the cost of paper is multi plied with total paper costs. A change in personnel costs is multiplied with total personnel costs. Regarding sick leave costs, it is assumed that all employees contribute the same value added and that the change in sick leave affects those not present who are not substituted. The analysis does not pretend to be exact. It is merely indicative and aims to show the most relevant, measurable factors in this connection. The figures are presented in MSEK.
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The categorization of financial instruments in the balance sheets for 2013 and 2012 is presented in the tables below.
| 2013 ASSETS | |||||
|---|---|---|---|---|---|
| SEK '000s | Derivative instruments in designa ted hedge accounting relation ships |
Loans and recei vables |
Available for-sale financial assets |
Non financial assets- |
Total |
| Intangible assets | – | – | – | 1,156,401 | 1,156,401 |
| Tangible assets | – | – | – | 350,364 | 350,364 |
| Financial assets | – | 8,393 | 862 | 155,7271) | 164,982 |
| CURRENT ASSETS | |||||
| Inventory | – | – | – | 107,219 | 107,219 |
| Accounts receivable | – | 387,356 | – | – | 387,356 |
| Current tax receivables | – | – | – | 7,513 | 7,513 |
| Other receivables | 106 | 21,862 | – | 21,765 | 43,733 |
| Prepaid expenses and deferred income | – | – | – | 31,072 | 31,072 |
| Cash and cash equivalents | – | 215,299 | – | – | 215,299 |
| Total current assets | 106 | 624,517 | – | 167,569 | 792,192 |
| Total assets | 106 | 632,910 | 862 | 1,830,061 | 2,463,939 |
1) Mainly refers to deferred tax assets.
| SEK '000s | Derivative instruments in designa ted hedge accounting relation ships |
Other financial liabilities |
Non– financial liabilities- |
Total |
|---|---|---|---|---|
| Long-term liabilities and provisions | – | 418,632 | 82,858 | 501,490 |
| CURRENT LIABILITIES AND PROVISIONS | ||||
| Interest-bearing liabilities | – | 521,784 | – | 521,784 |
| Accounts payable | – | 216,476 | – | 216,476 |
| Current tax liabilities | – | – | 17,482 | 17,482 |
| Other liabilities | 2,167 | 24,822 | 20,896 | 47,885 |
| Accrued expenses and prepaid income | – | – | 111,812 | 111,812 |
| Provisions | – | – | 8,430 | 8,430 |
| Total current liabilities and provisions | 2,167 | 763,082 | 158,620 | 923,869 |
| Total liabilities and provisions | 2,167 | 1,181,714 | 241,478 | 1,425,359 |
| 2012 ASSETS | |||||
|---|---|---|---|---|---|
| SEK '000s | Derivative instruments in designa ted hedge accounting relation ships |
Loans and recei vables |
Available for-sale financial assets |
Non financial assets- |
Total |
| Intangible assets | – | – | – | 1,031,299 | 1,031,299 |
| Tangible assets | – | – | – | 347,142 | 347,142 |
| Financial assets | – | 10,817 | 862 | 128,4231) | 140,102 |
| CURRENT ASSETS | |||||
| Inventory | – | – | – | 115,692 | 115,692 |
| Accounts receivable | – | 392,501 | – | – | 392,501 |
| Current tax receivables | – | – | – | 5,631 | 5,631 |
| Other receivables | 50 | 14,400 | – | 15,180 | 29,630 |
| Prepaid expenses and deferred income | – | – | – | 31,224 | 31,224 |
| Cash and cash equivalents | – | 167,968 | – | – | 167,968 |
| Total current assets | 50 | 574,869 | – | 167,727 | 742,646 |
| Total assets | 50 | 585,686 | 862 | 1,674,591 | 2,261,189 |
1) Mainly refers to deferred tax assets.
| SEK '000s | Derivative instruments in designa ted hedge accounting relation ships |
Other financial liabilities |
Non– financial liabilities- |
Total |
|---|---|---|---|---|
| Long-term liabilities and provisions | – | 34,489 | 68,903 | 103,392 |
| CURRENT LIABILITIES AND PROVISIONS | ||||
| Interest-bearing liabilities | – | 809,426 | – | 809,426 |
| Accounts payable | – | 204,731 | – | 204,731 |
| Current tax liabilities | – | – | 9,515 | 9,515 |
| Other liabilities | 4,206 | 23,535 | 18,969 | 46,710 |
| Accrued expenses and prepaid income | – | – | 118,924 | 118,924 |
| Provisions | – | – | 14,710 | 14,710 |
| Total current liabilities and provisions | 4,206 | 1,037,692 | 162,118 | 1,204,016 |
| Total liabilities and provisions | 4,206 | 1,072,181 | 231,021 | 1,307,408 |
Due date structure regarding financial liabilities including interest expenses, excluding utilized bank overdrafts, is presented in the table below. The credit agreement with the Group's main banks expires 30 September 2015.
| SEK '000s | Jan.–Mar., 2014 |
Apr.–Dec ., 2014 |
2015– 2016– |
2017– 2018– |
2019– |
|---|---|---|---|---|---|
| Borrowing debts | 10,566 | 509,650 | 410,907 | – | – |
| Finance lease liabilities | 384 | 1,184 | 2,708 | 2,754 | 2,263 |
| Accounts payable | 216,476 | – | – | – | – |
| Other financial liabilities | 25,515 | 271 | – | – | – |
| Interest | 8,737 | 21,629 | 20,870 | 340 | 63 |
| Total | 261,678 | 532,734 | 434,485 | 3,094 | 2,326 |
Financial instruments are valued the first time at fair value plus transaction costs, which applies to all financial assets and liabilities not recognized at fair value through profit or loss. Financial assets and liabilities recognized at fair value through profit or loss are valued the first time at fair value, while attributable transaction costs are valued through profit or loss.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| 1–30 days overdue | 46,035 | 67,548 |
| 31–60 days overdue | 9,269 | 14,649 |
| 61–90 days overdue | 1,663 | 2,651 |
| 91–120 days overdue | 723 | 2 158 |
| More than 120 days overdue | 3,258 | 3,766 |
| Total | 60,948 | 90,772 |
Only accounts receivables are included in the table above. No other overdue receivables existed as of 31 December 2013 or 2012. Beside the amount above Elanders has overdue receivables of MSEK 2 that is invoiced to third parties and are guaranteed by Elanders principal.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Opening provision for doubtful receivables |
–6,247 | –6,401 |
| Reversal of provision from previous year |
1,898 | 813 |
| Confirmed losses | 401 | 506 |
| Provisions during the year | –2,822 | –1,870 |
| Translation difference | 184 | 705 |
| Closing provision for doubtful receivables |
–6,586 | –6,247 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Interest income from financial assets | 1,556 | 1,814 |
| Interest expenses due to financial liabilities |
–24,610 | –20,768 |
| Total | –23,054 | –18,954 |
The reason the result is not the same as the interest result recorded under financial items is mainly due to the fact that financial items stemming from pensions have been excluded.
The table below contains the following items that have been recorded in the income statement:
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Loans and receivables | 9,200 | 2,924 |
| Other financial liabilities | –11,002 | –2,467 |
| Total | –1,802 | 457 |
The financial instruments recognized at fair value in the Group's report on financial position are derivatives identified as hedging instruments. The derivatives consist of forward exchange contracts and interest rate swaps and are used for hedging purposes. Valuation at fair value of forward exchange contracts is based on published forward rates on an active market. Valuation at fair value of interest rate swaps is based on forward interest rates derived from observable yield curves. All derivates are therefore included in level 2 in the fair value hierarchy. Since all the financial instruments recognized at fair value are included in level 2 there have been no transfers between valuation levels. The table below presents fair value respective booked value per class of financial assets and liabilities, which are recorded gross.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Other current assets – Derivative instruments in hedge accounting relationships |
106 | 50 |
| Non-interest-bearing current liabilities – Derivative instruments in hedge accounting relationships |
2,167 | 4,206 |
The fair value of other financial assets and liabilities valued at their amortized purchase price is estimated to be equivalent to their book value.
All shares are completely paid for. No shares are reserved for transfer according to option agreements or other contracts.
INEFFECTIVITY IN HEDGE ACCOUNTING
income on page 81 for further information.
All hedging relations regarding cash flow and net investment hedging have been effective within a span of 80 percent to 125 percent. See the presentation of Other comprehensive
\$!ƫ.+1,ƫ\$ ƫƫ0+0(ƫ+"ƫ
ƫāČăĂĀƫĨĈĊĉĩƫ,!.ƫăāƫ!!)!.ƫĂĀāăƫ in credit facilities of which MSEK 531 (51) were unutilized. The facilities includes an acquisition credit for the acquisition of Mentor Media that was completed in the beginning of January 2014. The purchase price amounted to MSEK 312 on a cash and debt free basis. The financing is conditioned of that a new share issue amounting to MSEK 125 is realized during the first six months 2014.
The financing cost is priced according to a fixed interest term and an agreed margin. The Group´s average effective interest rate during the year was 3.3 (3.3) percent.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Finance lease liabilities | 7,725 | 9,718 |
| Borrowing debts | 410,907 | 24,771 |
| Total | 418,632 | 34,489 |
| CURRENT LIABILITIES | ||
| SEK '000s | 2013 | 2012 |
| Finance lease liabilities | 1,568 | 2,940 |
| Borrowing debts | 520,216 | 806,486 |
Utilized amounts and available credit in Group bank overdraft facilities are given below.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Bank overdraft facilities, utilized amount |
– | – |
| Bank overdraft facilities, granted amount |
50,000 | 50,000 |
| Unutilized amount | 50,000 | 50,000 |
See note 25 for information on pledged assets.
Defined benefit pension plans mainly cover retirement pensions and widow pensions where the employer has an obligation to pay a lifelong pension corresponding to a certain guaranteed percentage of wages or a certain annual sum. Retirement pensions are based on the number of years a person is employed. The employee must be registered in the plan for a certain number of years in order to receive full retirement pension. For each year at work the employee earns an increasing right to pension, which is recorded as pension earned during the period as well as an increase in pension obligations. These plans are financed through payments made regularly by the employer.
The actuarial measurement of pension obligations and costs for defined benefit plans are based on the following actuarial assumptions:
| Percent | 2013 | 2012 |
|---|---|---|
| Discount rate 1) | 3.3 | 3.2 |
| Expected inflation | 1.6 | 1.6 |
| Expected return on plan assets | 3.3 | 3.2 |
1) The discount rate is based on anticipated returns from a 1) mortage bond with a maturity that mirrors the obligation. 1) A zero coupon yield curve has been used for this specific 1) purpose.
| Funded plans | Unfunded plans | Total | ||||
|---|---|---|---|---|---|---|
| SEK '000s | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 |
| Present value of pension obligations | 2,199 | 2,200 | 14,235 | 12,774 | 16,434 | 14,974 |
| The fair value of plan assets | –2,562 | –2,483 | – | – | –2,562 | –2,483 |
| Provisions for pensions recognized in the statements of financial position |
–363 | –283 | 14,235 | 12,774 | 13,872 | 12,491 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Opening balance | 14,974 | 13,747 |
| Interest on the obligation | 569 | 538 |
| Current year service cost | 246 | – |
| Pensions paid out | –484 | –364 |
| Translation difference | 48 | 86 |
| Actuarial profits (–)/losses (+) | 1,081 | 967 |
| Closing balance | 16,434 | 14,974 |
| Current year service cost | 246 | – |
|---|---|---|
| Interest on the obligation | 569 | 538 |
| Actuarial profits (–)/losses (+) | 1,081 | –1,143 |
| Expected return on plan assets | –79 | –83 |
| Pension costs for defined benefit plans |
1,817 | –688 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Opening balance | 2,483 | 4,472 |
| Expected return on plan assets | 79 | 83 |
| Payments made by employer | – | 38 |
| Actuarial profits (–)/losses (+) | – | –2,110 |
| Closing balance | 2,562 | 2,483 |
These plans mainly cover retirement, sick and family pensions. The premiums are paid regularly during the year by individual group companies to different insurance companies. The size of the premiums is based on wages. Pension costs for the period are included in the income statement and amount to ĂĈČĀĈĂƫĨĂĆČĂĊĀĩ 0\$+1/* /ċƫƫƫ
The obligations for retirement and sick pensions for white-collar workers for several of the Swedish companies have been safeguarded through insurance in Alecta. According to an opinion from the Swedish Financial Reporting Board, UFR 3, this is a defined benefit multi-employer plan. The Group has not had access to the information necessary to report these plans as defined benefit pension plans for the financial year 2012 since at the moment Alecta cannot provide specific defined benefit pension for those insured. Pension plans that are safeguarded through insurance in Alecta are therefore reported as a defined contribution plan. Fees for 2013 for pension insurance from Alecta totaled SEK 3,809 (3,686) thousands.
| SEK '000s | 2013 | Provided for during the year |
Utilized during the year |
Reversal of unutilized amounts |
Translation difference |
2012 |
|---|---|---|---|---|---|---|
| PROVISIONS FOR RESTRUCTURING MEASURES | ||||||
| Personnel | 8,430 | 13,000 | –12,643 | –1,200 | – | 9,273 |
| Premises | – | – | –5,431 | – | – | 5,431 |
| OTHER PROVISIONS | ||||||
| Additional purchase sums | - | – | – | –3,529 | – | 3,529 |
| Other | 3,677 | 1,300 | – | – | 13 | 2,364 |
| Total | 12,107 | 14,300 | –18,074 | –4,729 | 13 | 20,597 |
| Of which current | 8,430 | 14,710 |
Provisions for restructuring measures are primarily for cost adjustments and reorganizations.
| Cost of products and services sold | 58 | 58 |
|---|---|---|
| Administrative expenses | 28 | 29 |
| Selling expenses | 14 | 13 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Holiday pay liability | 26,243 | 25,659 |
| Social security contributions | 16,910 | 18,128 |
| Accrued salaries and remuneration | 10,359 | 11,257 |
| Other accrued expenses and deferred income |
58,300 | 63,880 |
| Total | 111,812 | 118,924 |
| PLEDGED ASSETS | ||
|---|---|---|
| SEK '000s | 2013 | 2012 |
| Real estate mortgages | 45,421 | 39,386 |
| Floating charges | 194,850 | 194,850 |
| Other pledged assets | 366,962 | 326,414 |
| Total | 607,233 | 560,650 |
| Pledged to: | ||
| Credit institutions | 607,233 | 560,650 |
| Total | 607,233 | 560,650 |
Other pledged assets refer primarily to collateral in the form of shares in subsidiaries. The item also includes assets held under a retention of title clause, such as financial leasing. See note 15 for further information.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Other contingent liabilities | 1,772 | 1,707 |
| Total | 1,772 | 1,707 |
There were no significant investment obligations per 31 December 2013 or 31 December 2012.
The transactions between subsidiaries have taken place with normal business terms and at market prices. During the year intragroup sales of products and services amounted to MSEK 416 (352). Intra-group transactions and balances have been eliminated and are therefore not included in the figures below concerning the Group.
During 2013 and 2012 there have not been any sales of products and services to related parties.
During the year purchases has been made from Carl Bennet AB amounting to MSEK 0.5 (0.5). The transactions primarily concern cost stemming from Carl Bennet's role as Chairman of the Board in Elanders AB. As of 31 December 2013 liabilites to Carl Bennet AB amounted to MSEK 0.2 (0.2). Erik Gabrielson, who is member of the Board, is partner in Vinge Law Firm that during the year has provided legal counsel and invoiced fees amounting to ƫăċĈƫĨăċĈĩċ
Related parties to Peter Sommer, who is member of Group Management and MD of Elanders GmbH, own the property where Elanders GmbH runs most of its operations. During the year (* !./ƫ)ƫ\$/ƫ,% ƫ
ƫāāċāƫĨĈċĆĩƫ%*ƫ.!*0ƫ"+.ƫ0\$%/ƫ,.+,!.05Čƫ which is on par with the market.
No Board member or senior officer has or has had direct or indirect participation in any business transactions, between themselves or the Group that are or were of an unusual nature concerning the terms.
Remuneration to Board members and management is reported in note 5.
Elanders acquired all the shares in the labelling company McNaughtan's Printers Limited in Glasgow, Scotland in February. The company is specialized in the whisky trade and several well known whisky distilleries are customers.
The purchase price was MGBP 2.8 and was financed with cash. The acquisition costs amounted to some MSEK 0.5. The company has contributed with around MSEK 20 to the consolidated net sales.
In September Elanders acquired myphotobook GmbH, one of Europe's leading e-commerce companies in personalized photo products to consumers. myphotobook was founded in 2004 and the company's net sales were about MEUR 15 in 2012. Its headquar-0!./ƫ.!ƫ%*ƫ-!.(%*ƫ* ƫ0\$!ƫ+),*5ƫ\$/ƫ+10ƫĈĀƫ!),(+5!!/ċƫ\$!ƫ purchase price was MEUR 10.5 on a cash and debt free basis and was financed through loans.
The acquisition costs amounted to some MSEK 2. The company has contributed with around MSEK 55 to the consolidated net sales.
| MSEK | Recorded value in acquired operations |
Adjust ments to fair value |
Recorded value in the Group |
|---|---|---|---|
| Intangible assets | 14.1 | 27.9 | 42.0 |
| Tangible assets | 3.2 | – | 3.2 |
| Inventory | 0.5 | – | 0.5 |
| Accounts receivable | 3.6 | – | 3.6 |
| Other current assets | 0.8 | – | 0.8 |
| Cash and cash equivalents |
17.7 | – | 17.7 |
| Accounts payable | –5.4 | – | –5.4 |
| Other short liabilities | –11.4 | – | –11.4 |
| Non-interest bearing liabilities |
–3.4 | –7.9 | –11.3 |
| Identifiable net assets | 19.7 | 19.9 | 39.6 |
| Goodwill | 80.9 | ||
| Total purchase sums | 120.5 | ||
| Cash and cash equivalents in acquisitions | 17.7 | ||
| Total deductible items | 17.7 | ||
| Negative effect on cash and cash equivalents for the Group |
–102.7 |
In May 2012 Elanders acquired all the shares in d|o|m Deutsche Online Medien GmbH and fotokasten GmbH, both located outside Stuttgart in Germany. d|o|m develops technical solutions for digital photo and print services. fotokasten is a strong and well known brand on the growing German market in personalized consumer photo products such as photo books and calendars.
The acquisitions was made through a preferential new share issue of 3.2 million class B shares in Elanders AB. The purchase price corresponded to MSEK 81.6 and was distributed on recorded *!0ƫ//!0/ƫ+"ƫ
ƫāĀċĈČƫ &1/0)!*0/ƫ0+ƫ"%.ƫ2(1!ƫ+"ƫ
ƫćċąƫ* ƫ goodwill of MSEK 64.5
The acquisition costs amounted to around MSEK 2. In total the companies have contributed with some MSEK 105 to the consolidated net sales. They have also had around MSEK 45 in group purchases that previous years have been recorded as external net sales by the selling company.
In December 2012 Elanders acquired all shares in Midland Information Resources Company. Midland is located in Davenport, Iowa, USA, and is a leader in global print management with its innovative solutions for content management services, just-intime-deliveries in digital print as well as fulfillment and distribution. The acquisition was financed with cash and loans.
The purchase price amounted to MSEK 140.0 and was distributed on recorded net assets of MSEK 20.3, adjustments to fair value of ƫĂāċĊƫ* ƫ#++ 3%((ƫ+"ƫ
ƫĊĈċĉ
The acquisition costs amounted to around MSEK 4.Since acquisition was made as of December 31 2012 the company did not contribute to the consolidated net sales in 2012.
In January 2014 Elanders signed an agreement for the acquisition of Mentor Media Ltd, a supply chain company with a strong foothold in Asia. The acquisition will increase Elanders' annual net sales to around 3.5 billion Swedish kronor and the number of employees will rise from some 1,900 to 3,600. Mentor Media will be consolidated into Elanders as of 1 January 2014 and is expected to contribute a substantial increase in profit already in 2014. The purchase price is around MSEK 312 on a debt- and cash-free basis. As part of the financing of the acquisition the Board of Elanders intends to propose a new issue with preference for existing shareholders of some MSEK 125. The shareholders will be requested to resolve on the rights issue at the annual general meeting.
The schedule below shows preliminary assessment of the fair values in the company.
| MSEK | Recorded value in acquired operations |
Adjust ments to fair value |
Recorded value in the Group |
||
|---|---|---|---|---|---|
| Tangible assets | 59,903 | 34,935 | 94,837 | ||
| Inventory | 88,884 | – | 88,884 | ||
| Accounts receivable | 264,943 | – | 264,943 | ||
| Other current assets | 28,304 | – | 28,304 | ||
| Cash and cash equivalents |
141,474 | – | 141,474 | ||
| Accounts payable | –129,545 | – | –129,545 | ||
| Other non-interest bearing liabilities |
–70,210 | –10,481 | –80,691 | ||
| Interest-bearing liabilities |
–47,985 | – | –47,985 | ||
| Identifiable net assets | 335,767 | 24,454 | 360,220 | ||
| Goodwill | 30,079 | ||||
| Total purchase sums | 390,300 | ||||
| Cash and cash equivalents in acquisitions | 141,474 | ||||
| Total deductible items | 141,474 | ||||
| Negative effect on cash and cash equivalents for the Group |
–248,826 |
From 2010 to 2013 Elanders submitted claims for VAT refunds to 0\$!ƫ3! %/\$ƫ4ƫ#!*5ƫ,!.0%*%*#ƫ0+ƫĂĀĀąĢĂĀĀĈċƫ *ƫ0\$!ƫ5!./ƫ ĂĀāāĢĂĀāăƫ0\$!ƫ3! %/\$ƫ4ƫ#!*5ƫ) !ƫ+*/!-1!*0%(ƫ)!* ments regarding many of Elanders' customers who have then demanded compensation from Elanders. It is Elanders' position that the Swedish Tax Agency cannot make consequential amendments. Several judgments from the Court of Appeals in Stockholm, Gothenburg and Jönköping have supported Elanders' position. The Swedish Tax Agency has appealed some of the decisions and sought reconsideration by the Supreme Administrative Court. The verdict was announced in February 2014 and was in favor of the Tax Agency. This verdict is not expected to have any significant effect on either Elanders' result or financial position. There is also a case in the Court of Appeals where a customer is claiming back VAT from the printing company which also may have an effect on the issue. A verdict from the Court of Appeals is expected within shortly.
Except the above no important events took place after the balance sheet date and until the signing of this Annual Report.
| SEK '000s | Note | 2013 | 2012 |
|---|---|---|---|
| Net sales | – | – | |
| Cost of products and services sold | – | – | |
| Gross profit | – | – | |
| Administrative expenses | 2, 7, 8 | –30,747 | –29,260 |
| Other operating income | 3 | 210 | 505 |
| Other operating expenses | 3 | –673 | –633 |
| Operating result | 4, 16 | –31,210 | –29,388 |
| Result from financial items | |||
| Result from shares in subsidiaries | 118,712 | 81,193 | |
| Interest income | 7,223 | 5,216 | |
| Other financial income | 12,155 | 6,585 | |
| Interest expenses | –18,691 | –15,540 | |
| Other financial expenses | –15,611 | –8,557 | |
| Result after financial items | 5, 10, 16 | 72,578 | 39,509 |
| Taxes | 6 | –6,245 | –22,179 |
| Result for the year | 66,333 | 17,330 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Result for the year | 66,333 | 17,330 |
| Change in value of cash-flow hedges | 1,604 | –3,567 |
| Tax effect on change in value of cash-flow hedges | –353 | 938 |
| Other comprehensive income | 1,251 | –2,629 |
| Total comprehensive income for the year | 67,584 | 14,701 |
| SEK '000s | Note | 2013 | 2012 |
|---|---|---|---|
| ASSETS | |||
| Fixed assets | |||
| Intangible assets | 7 | 2,807 | 4,388 |
| Tangible fixed assets | 8 | 354 | 413 |
| Shares in subsidiaries | 9 | 1,246,548 | 1,245,915 |
| Shares in jointly controlled entities | 10 | – | 1,383 |
| Receivables from group companies | 110,622 | 98,748 | |
| Deferred tax assets | 6 | 74,959 | 79,536 |
| Other financial assets | 9,304 | 11,728 | |
| Total fixed assets | 1,444,594 | 1,442,111 | |
| Current assets | |||
| Accounts receivable | 253 | 253 | |
| Receivables from group companies | 255,829 | 117,503 | |
| Current tax receivables | 6 | 21 | – |
| Other receivables | 5,047 | 4,940 | |
| Prepaid expenses and accrued income | 9,822 | 5,588 | |
| Cash and bank balances | 62,730 | 13,797 | |
| Total current assets | 333,702 | 142,081 | |
| Total assets | 1,778,296 | 1,584,192 |
| SEK '000s | Note | 2013 | 2012 |
|---|---|---|---|
| EQUITY, PROVISIONS AND LIABILITIES | |||
| EQUITY | |||
| Restricted equity | |||
| Share capital | 227,300 | 227,300 | |
| Statutory reserve | 332,383 | 332,383 | |
| Total restricted equity | 559,683 | 559,683 | |
| Unrestricted equity | |||
| Retained earnings | 210,058 | 205,115 | |
| Result for the year | 66,333 | 17,330 | |
| Total unrestricted equity | 276,391 | 222,445 | |
| Total equity | 836,074 | 782,128 | |
| PROVISIONS | |||
| Provisions for pensions and similar obligations | 1,371 | 1,371 | |
| Other provisions | 11 | 1,548 | 5,077 |
| Total provisions | 2,919 | 6,448 | |
| LIABILITIES | |||
| Long-term liabilities | |||
| Liabilities to credit institutions | 12, 14 | 286,478 | – |
| Liabilities to group companies | 70,565 | 70,565 | |
| Other liabilities | 103 | 103 | |
| Total long-term liabilities | 357,146 | 70,668 | |
| Current liabilities | |||
| Liabilities to credit institutions | 12, 14 | 412,134 | 598,867 |
| Accounts payable | 6,570 | 4,693 | |
| Liabilities to group companies | 142,360 | 98,395 | |
| Current tax liabilities | – | 1,244 | |
| Other liabilities | 2,678 | 3,963 | |
| Accrued expenses and deferred income | 13 | 18,415 | 17,786 |
| Total current liabilities | 582,157 | 724,948 | |
| Equity, provisions and liabilities | 1,778,296 | 1,584,192 | |
| Pledged assets | 14 | 430,044 | 430,044 |
| Contingent liabilities | 14 | 209,272 | 157,025 |
| SEK '000s | Share capital | Statutory reserve | Unrestricted equity | Total |
|---|---|---|---|---|
| Opening balance on 1 Jan. 2012 | 195,300 | 332,383 | 180,709 | 708,392 |
| Dividend | – | – | –9,765 | –9,765 |
| New share issue | 32,000 | – | 36,800 | 68,800 |
| Total comprehensive income for the year | – | – | 14,701 | 14,701 |
| Closing balance on 31 dec. 2012 | 227,300 | 332,383 | 222,445 | 782,128 |
| Dividend | – | – | –13,638 | –13,638 |
| Total comprehensive income for the year | – | – | 67,584 | 67,584 |
| Closing balance on 31 dec. 2013 | 227,300 | 332,383 | 276,391 | 836,074 |
| SEK '000s | Note | 2013 | 2012 |
|---|---|---|---|
| Operating activities | |||
| Result after financial items | 72,578 | 39,059 | |
| Adjustments for items not included in cash flow from operating activitites |
15 | –5,129 | –12,291 |
| Paid taxes | –1,689 | –415 | |
| Cash flow from operating activities before changes in working capital |
65,760 | 26,353 | |
| Cash flow from changes in working capital | |||
| Increase(–)/decrease(+) in operating receivables | –4,362 | –376 | |
| Increase(+)/decrease(–) in operating liabilities | –30 | 3,633 | |
| Cash flow from operating activities | 61,368 | 29,610 | |
| Investing activities | |||
| Acquisition of tangible assets and intangible assets | 7, 8 | –23 | –72 |
| Investment in subsidiaries | 9 | –789 | –159,642 |
| Received dividends from subsidiaries | 15 | 53,712 | 30,256 |
| Payments received regarding long-term holdings | 3,812 | 2,429 | |
| Lending to and from subsidiaries | –147,457 | –56,139 | |
| Cash flow from investing activities | –90,745 | –183,168 | |
| Financing activities | |||
| Amortization of loans | –35,000 | –2,563 | |
| New loans | 91,095 | – | |
| Other changes in interest-bearing liabilities | 35,853 | 179,588 | |
| Dividend to parent company shareholders | –13,638 | –9,765 | |
| Cash flow from financing activities | 78,310 | 167,260 | |
| Cash flow for the year | 48,933 | 13,702 | |
| Cash and cash equivalents at the beginning of the year | 13,797 | 95 | |
| Cash and cash equivalents at year-end | 62,730 | 13,797 | |
| Change in net debt | |||
| Net debt at the beginning of the year | 586,441 | 426,898 | |
| Change in interest-bearing liabilities and cash and cash equivalents | 50,812 | 159,543 | |
| Net debt at year-end | 637,253 | 586,441 |
A presentation of Elanders' accounting principles can be found in note 1 to Elanders' consolidated financial statements. The parent company has prepared its annual accounts according to the Annual Accounts Act and the Swedish Financial Reporting Board Recommendation RFR 2 Accounting for legal entities and where applicable statements made by the Swedish Financial Reporting Board. RFR 2 requires the parent company to, in the annual accounts for the legal entity, use all the EU approved IFRSs and interpretations as far as possible within the framework of the Annual Accounts Act and the Security Law, taking into consideration the connection between accounting and taxation. The parent company generally follows the same previously described principles as the Group. Differences between group and parent company accounting principles are presented below.
Tax laws allow provisions for special reserves and funds that are reported separately in the parent company. This allows companies within limits to allocate and retain recorded results in operations without them being immediately taxed. The untaxed reserves are not subject to taxation until they are dissolved. If companies lose money the untaxed reserves can be used to cover the losses without being taxed.
The parent company amortizes goodwill according to plan, which is not permitted for the Group. Goodwill is amortized on a straight-line basis over a twenty-year period since it relates to acquisitions of a strategic nature.
Shares in associated companies, jointly controlled entities and subsidiaries are reported in the parent company according to the acquisition method. Acquisition-related costs for subsidiaries, which are expensed in group accounting, are included as part of the acquisition value for participation in subsidiaries. Reported values are tested on every balance sheet date in order to determine if the need for write-downs is indicated.
The parent company's pension obligations have been calculated and reported based on the Swedish Security Law. Application of the Swedish Security Law is a prerequisite for fiscal deductions.
The parent company's financial guarantee contracts consist primarily of guarantees on behalf of subsidiaries. A financial guarantee contract is a contract in which the company has a commitment to reimburse the holder of a debt instrument for loss it incurs because a specified debtor fails to make payment when due according to the contract terms. The parent company applies RFR 2 p. 71 to account for financial guarantees, which is a relief compared to the rules in IAS 39 connected to reporting and taxation. The parent company recognizes financial guarantee contracts as a provision on the balance sheet when the company has a commitment.
Group and shareholder contributions are recognized according to the principal rule in the Swedish Financial Reporting Board Recommendation RFR 2. This means that received group contributions are recognized as income from shares in group companies according to the same principles used for normal dividends. Paid group contributions are also recognized as income from shares in group companies. Shareholder contributions are activated in shares and participations, as long as write-downs are not required.
No new standards, amendments or interpretations that have had significant affect on the companys' financial reports have come into effect during 2013.
| SEK '000s | 2013 | 2012 | |
|---|---|---|---|
| PwC | |||
| Audit assignment | 466 | 475 | |
| Audit-related services | – | 220 | |
| Tax advisory services | 242 | 449 | |
| Other services | 1,475 | 1,990 | |
| Total | 2,183 | 3,134 |
No fees were paid to other auditing firms.
Audit assignment is defined as the statutory audit, i.e. the work necessary to produce the auditors' report as well as so called audit consultation given in connection with the audit.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Exchange rate gains | 210 | 505 |
| Other | – | – |
| Total | 210 | 505 |
| OTHER OPERATING EXPENSES | ||
| SEK '000s | 2013 | 2012 |
| Exchange rate losses | –673 | –633 |
| Total | –673 | –633 |
Please see note 5 to the consolidated financial statements for personnel related information.
| 2013 | 2012 |
|---|---|
| 65,000 | 53,000 |
| – | –2,000 |
| – | –63 |
| 53,712 | 30,256 |
| 118,712 | 81,193 |
| 2013 | 2012 |
| 471 | 546 |
| 6,752 | 4,670 |
| 7,223 | 5,216 |
| 2013 | 2012 |
| 8,626 | 6,585 |
| 3,529 | – |
| 12,155 | 6,585 |
| 2013 | 2012 |
| –18,061 | –13,626 |
| –630 | –1,914 |
| –18,691 | –15,540 |
| 2013 | 2012 |
Other financial expenses –3,714 –4,211 Total –15,611 –8,557
| TAX ON THE RESULT FOR THE YEAR |
|---|
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Withholding tax on dividends from subsidiaries |
–2,021 | –917 |
| Correction of previous years' current tax expense |
– | 67 |
| Deferred tax | –4,224 | –21,329 |
| Total | –6,245 | –22,179 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Result before taxes | 72,578 | 39,509 |
| Tax according to Swedish tax rate of 22.0 (26.3)% |
–15,967 | –10,391 |
| Tax effect of: | ||
| Withholding tax on dividends from subsidiaries |
–2,021 | –917 |
| Correction of previous year's current tax expense |
1,579 | 67 |
| Non-taxable dividends from subsidiaries |
11,817 | 7,957 |
| Non-deductible write-downs of shares in subsidiaries and jointly controlled entities |
– | –849 |
| Contribution, representation and association costs |
–71 | –75 |
| Legal change in tax rate | – | –15,401 |
| Non-deductible costs in relation to acquisitions of operations |
–1,270 | –2,101 |
| Other | –312 | –469 |
| Total | –6,245 | –22,179 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Tax loss carry forwards | 70,471 | 75,758 |
| Other | 4,488 | 3,778 |
| Total | 74,959 | 79,536 |
| Goodwill | Other intangible assets Total |
|||||
|---|---|---|---|---|---|---|
| SEK '000s | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 |
| Opening acquisition value | 1,959 | 1,959 | 11,129 | 11,129 | 13,088 | 13,088 |
| Acquisitions | – | – | – | – | – | – |
| Closing acquisition value | 1,959 | 1,959 | 11,129 | 11,129 | 13,088 | 13,088 |
| Opening accumulated amortization | –882 | –784 | –6,792 | –5,039 | –7,674 | –5,823 |
| Amortization for the year | –98 | –98 | –1,483 | –1,753 | –1,581 | –1,851 |
| Closing accumulated amortization | –980 | –882 | –8,275 | –6,792 | –9,255 | –7,674 |
| Opening accumulated write-downs | – | – | –1,026 | –1,026 | –1,026 | –1,026 |
| Closing accumulated write-downs | – | – | –1,026 | –1,026 | –1,026 | –1,026 |
| Net residual value | 979 | 1,077 | 1,828 | 3,311 | 2,807 | 4,388 |
Amortization has been charged entirely to administrative expenses.
Other intangible assets refer to software.
| Equipment, tools, fixtures and fittings |
||
|---|---|---|
| SEK '000s | 2013 | 2012 |
| Opening acquisition value | 1,966 | 1,894 |
| Acquisitions | 23 | 72 |
| Closing acquisition value | 1,989 | 1,966 |
| Opening accumulated depreciation | –1,553 | –1,439 |
| Depreciation for the year | –82 | –114 |
| Closing accumulated depreciation | –1,635 | –1,553 |
| Net residual value | 354 | 413 |
Depreciation has been charged entirely to administrative expenses.
There has been no financial leasing.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Opening book value | 1,245,915 | 1,017,536 |
| Investment/subscription for new shares | 789 | 228,442 |
| Sale of subsidiaries | –156 | –63 |
| Shareholders' contribution | – | 2,000 |
| Write-downs | – | –2,000 |
| Closing book value | 1,246,548 | 1,245,915 |
| d o m Deutsche Online Medien GmbH HRB265124 Waiblingen, Germany 100 23,835 – myphotobook GmbH HRB94377 Berlin, Germany 100 – – Elanders Anymedia AB 556559-5922 Stockholm, Sweden 6,000 100 13,614 – 100 186,564 Elanders (Beijing) Printing Company Ltd 77765103X Beijing, China Elanders (Beijing) Digital Development Ltd 110000450078296 Beijing, China – 100 2,824 Elanders do Brasil Ltda 08.789.936/0001-55 São Paulo, Brazil – 100 12,228 Elanders Reprodução de Imagens Ltda 08.849.405/0001-00 São Paulo, Brazil – 100 9,360 Elanders GmbH HRB722349 Waiblingen, Germany – 100 108,576 Elanders International AB 556058-0622 Kungsbacka, Sweden – 100 – Elanders Printpack GmbH & Co. KG HRB211285 Waiblingen, Germany – 100 – Elanders Hungary Kft 20-09-065122 Zalalövő, Hungary – 100 146,112 Elanders Infologistics AB 556121-8891 Gothenburg, Sweden 314,330 100 286,765 Elanders Sverige AB 556262-1689 Härryda, Sweden – 100 – Falköping Karlavagnen 6 AB 556832-7844 Härryda, Sweden – 100 – Elanders NRS AB 556229-6938 Härryda, Sweden 1,000 100 100 Elanders FoH AB 556099-5663 Härryda, Sweden 30,000 100 50,342 Elanders Italy S.r.l. 5686620963 Ponzano Veneto, Italy – 100 2,702 Elanders Ltd GB 3788582 Newcastle, UK – 100 31,403 McNaughtan's Printers Ltd SC 135425 Glasgow, UK – 100 – Elanders Polska Sp. z o.o. KRS 0000101815 Płońsk, Poland – 100 89,869 Elanders Taiwan Co. Ltd 53729508 Taipei, Taiwan 200,000 100 470 ElandersUSA Inc. 58-1448183 Atlanta, USA – 100 82,288 Elanders UK Ltd GB 2209256 Harrogate, UK – 100 923 fotokasten GbmH HRB24050 Waiblingen, Germany – 100 57,824 Midland Information Resources Company 42-1468885 Davenport, USA 10,000 100 140,750 Midland Press Corporation 42-1183862 Davenport, USA – 100 – Midland Digital Color, Inc. 42-1468961 Davenport, USA – 100 – |
SEK '000s | Identity no. | Registered office | Number of shares |
Owned share in percent |
Book value of holding |
|---|---|---|---|---|---|---|
No book value is stated for the companies not directly owned by the parent company.
Total 1,246,548
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Opening book value | 1,383 | 1,383 |
| Repayment of investment | –1,383 | – |
| Closing book value | – | 1,383 |
Group shares in jointly controlled entities consisted in 2012 of Hansaprint Elanders Kft in Komarom, Hungary. The liquidation of the company was finalized in 2013.
| SEK '000s | 2013 | Reversal of unutilized amounts |
2012 |
|---|---|---|---|
| Environmental obligations |
1,500 | – | 1,500 |
| Additional purchase sums |
– | –3,529 | 3,529 |
| Other | 48 | – | 48 |
| Total | 1,548 | –3,529 | 5,077 |
Provisions for environmental obligations are based on any future obligations that were not yet completed on the balance sheet date.
Other provisions primarily refer to costs for any future financial obligations.
All liabilities are borrowing debts.
Loans from Elanders' main banks follows the terms in the credit agreement and matuarity is in September 2015.
Elanders AB has loans in SEK, EUR and USD. The interest rate on the loans per 31 December 2013 was in the interval 2.20–4.30 (1.94–3.70) percent.
Utilized amounts and available credit in group bank overdraft facilities are given below.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Bank overdraft facilities, utilized amount |
– | – |
| Bank overdraft facilities, granted amount |
50,000 | 50,000 |
| TOTAL | 50,000 | 50,000 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Salaries and holiday pay | 4,101 | 2,420 |
| Social security contributions | 3,820 | 2,700 |
| Interest | 197 | 225 |
| Other accrued expenses and deferred income |
10,297 | 12,441 |
| Total | 18,415 | 17,786 |
| PLEDGED ASSETS | ||
|---|---|---|
| SEK '000s | 2013 | 2012 |
| Floating charges | 3,300 | 3,300 |
| Other pledged assets | 426,744 | 426,744 |
| Total | 430,044 | 430,044 |
| Given to: | ||
| Credit institutions | 430,044 | 430,044 |
| Total | 430,044 | 430,044 |
Other pledged assets primarily refer to collateral in the form of shares in subsidiaries.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Surety and contingent liabilities given for subsidiaries |
209,272 | 157,025 |
| Total | 209,272 | 157,025 |
Cash and cash equivalents consist primarily of cash and bank balances. Short-term investments are classified as cash and cash equivalents when:
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Depreciation, amortization and write downs of intangible and tangible assets |
1,663 | 1,965 |
| Dividends from subsidiaries | –12,490 | –9,082 |
| Other items | 5,698 | –5,174 |
| Total | –5,129 | –12,291 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Paid interest | –18,719 | –15,956 |
| Interest received | 7,223 | 5,216 |
| Total | –11,496 | –10,740 |
| SEK '000s | 2013 | 2012 |
|---|---|---|
| d o m Deutsche Online Medien GmbH | 5,114 | – |
| Elanders (Beijing) Printing Company Ltd |
37,189 | 16,860 |
| Elanders Hungary Kft | 4,164 | 4,314 |
| Elanders Ltd | – | 9,082 |
| fotokasten GmbH | 7,245 | – |
| Total | 53,712 | 30,256 |
The parent company reimburse its subsidiaries for services mainly relating to marketing, IT, auditing, insurance, etc. The reimbursement and the costs they stem from was recorded net. In 2013 total reimbursements amounted to MSEK 25.1 (22.6). Besides this there have been no sales of products or services to related parties.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Subsidiaries | 6,567 | 5,919 |
| Carl Bennet AB | 517 | 511 |
| Total | 7,084 | 6,430 |
The transactions with Carl Bennet AB and Elanders primarily concern costs stemming from Carl Bennet's role as Chairman of the Board in Elanders AB. As of 31 December 2013 liabilites to Carl Bennet AB amounted to MSEK 0.2 (0.2). Erik Gabrielson, who is member of the Board, is partner in Vinge Law Firm that during the year has provided legal counsel and invoiced fees amounting to MSEK 3.7 (3.7).
No Board member or senior officer has or has had direct or indirect participation in any business transactions, between themselves or the company that are or were of an unusual nature concerning the terms.
Remuneration to Board members and Group Management is reported in note 5 to the consolidated financial statements.
| SEK '000s | 2013 | 2012 |
|---|---|---|
| Elanders FoH AB | – | 2,000 |
| Elanders Infologistics AB | 25,000 | 30,000 |
| Elanders NRS AB | – | 1,000 |
| Elanders Sverige AB | 40,000 | 20,000 |
| Total | 65,000 | 53,000 |
The Board of Directors and Chief Executive Officer hereby certify that the Annual Report has been prepared in accordance with good accounting practice in Sweden and that the consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs), referred to in the European Parliament's and Council's directive 1606/2002 of 19 July 2002 regarding the application of International Financial Reporting Standards, and that they give a true and fair view of the parent company's and Group's financial position and result, and that the Board of Directors' Report provides a true and fair view of the development of the parent company's and Group's operations, financial position and result and describes significant risks and uncertainties that the parent company and the companies within the Group face.
The Board of Directors and Chief Executive Officer propose that the profit and other unreserved funds of
SEK 276,391,156.36 in the parent company at the disposition of the Annual General Meeting should be dealt with accordingly:
The Board of Directors believes that the proposed dividends are justifiable in relation to the demands that the business' nature, scope and risks make on Group equity and on the Group's consolidation needs, liquidity and its position in general.
This Annual Report will be presented at the Annual General Meeting 6 May 2014 for adoption.
Our auditor's report was issued on 7 March 2014 PricewaterhouseCoopers AB Carl Bennet Chairman of the Board Johan Stern Vice Chairman of the Board Erik Gabrielson Cecilia Lager Göran Johnsson Lilian Larnefeldt Kerstin Paulsson Lena Hassini Magnus Nilsson Chief Executive Officer Mölnlycke 7 March 2014
Johan Rippe Authorized Public Accountant
ELANDERS 2013 | 01:23
To the annual meeting of the shareholders of Elanders AB (publ), corporate identity number 556008-1621
We have audited the annual accounts and consolidated accounts of Elanders AB (publ) for the year 2013 except for the corporate governance statement on pages 75–80. The annual accounts and consolidated accounts of the company are included in the printed version of this document on pages 69–123.
The Board of Directors and the Chief Executive Officer are responsible for the preparation and fair presentation of these annual accounts and consolidated accounts in accordance with International Financial Reporting Standards, as adopted by the EU, and the Annual Accounts Act, and for such internal control as the Board of Directors and the Chief Executive Officer determine is necessary to enable the preparation of annual accounts and consolidated accounts that are free from material misstatement, whether due to fraud or error.
Our responsibility is to express an opinion on these annual accounts and consolidated accounts based on our audit. We conducted our audit in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the annual accounts and consolidated accounts are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the annual accounts and consolidated accounts. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the annual accounts and consolidated accounts, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the company's preparation and fair presentation of the annual accounts and consolidated accounts in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors and the Chief Executive Officer, as well as evaluating the overall presentation of the annual accounts and consolidated accounts.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
In our opinion, the annual accounts have been prepared in accordance with the Annual Accounts Act and present fairly, in all material respects, the financial position of the parent company as of 31 December 2013 and of its financial performance and its cash flows for the year then ended in accordance with the Annual Accounts Act. The consolidated accounts have been prepared in accordance with the Annual Accounts Act and present fairly, in all material respects, the financial position of the group as of 31 December 2013 and of their financial performance and cash flows for the year then ended in accordance with International Financial Reporting Standards, as adopted by the EU, and the Annual Accounts Act. Our opinions do not cover the corporate governance statement on pages 75–80. The statutory administration report is consistent with the other parts of the annual accounts and consolidated accounts.
We therefore recommend that the annual meeting of shareholders adopt the income statement and balance sheet for the parent company and the group.
In addition to our audit of the annual accounts and consolidated accounts, we have also audited the proposed appropriations of the company's profit or loss and the administration of the Board of Directors and the Chief Executive Officer of Elanders AB (publ) for the year 2013. We have also conducted a statutory examination of the corporate governance statement.
The Board of Directors is responsible for the proposal for appropriations of the company's profit or loss, and the Board of Directors and the Chief Executive Officer are responsible for administration under the Companies Act and that the corporate governance statement on pages 75–80 has been prepared in accordance with the Annual Accounts Act.
Our responsibility is to express an opinion with reasonable assurance on the proposed appropriations of the company's profit or loss and on the administration based on our audit. We conducted the audit in accordance with generally accepted auditing standards in Sweden.
As a basis for our opinion on the Board of Directors' proposed appropriations of the company's profit or loss, we examined the Board of Directors' reasoned statement and a selection of supporting evidence in order to be able to assess whether the proposal is in accordance with the Companies Act.
As a basis for our opinion concerning discharge from liability, in addition to our audit of the annual accounts and consolidated accounts, we examined significant decisions, actions taken and circumstances of the company in order to determine whether any member of the Board of Directors or the Chief Executive Officer is liable to the company. We also examined whether any member of the Board of Directors or the Chief Executive Officer has, in any other way, acted in contravention of the Companies Act, the Annual Accounts Act or the Articles of Association.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinions.
Furthermore, we have read the corporate governance statement and based on that reading and our knowledge of the company and the group we believe that we have a sufficient basis for our opinions. This means that our statutory examination of the corporate governance statement is different and substantially less in scope than an audit conducted in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden.
We recommend to the annual meeting of shareholders that the profit be appropriated in accordance with the proposal in the statutory administration report and that the members of the Board of Directors and the Chief Executive Officer be discharged from liability for the financial year.
A corporate governance statement has been prepared, and its statutory content is consistent with the other parts of the annual accounts and consolidated accounts.
Gothenburg 7 March 2014 PricewaterhouseCoopers AB
Johan Rippe Authorized Public Accountant
Net turnover minus forward invoiced disbursements for outwork and material.
Added value in relation to net turnover.
The number of employees at the end of each month divided by twelve.
The number of shares at the end of each month divided by twelve.
Total assets less liquid funds and non-interest bearing liabilities.
Net sales in relation to average total assets.
Interest bearing liabilities less liquid funds in relation to total equity, including equity relating to non-controlling interest.
Dividends in relation to average share price.
Result for the year divided by the average number of shares.
Earnings before interest and taxes; operating result.
Earnings before interest, taxes, depreciation and amortization; operating result plus depreciation, amortization and write-downs of intangible assets and tangible assets.
Enterprise value divided by operating result.
Market value at year-end plus net debt and minority shares.
Equity (including minority shares) in relation to total assets.
Operating result plus interest income divided by interest costs.
Interest bearing liabilities less liquid funds.
Cash flow from operating activities and investing activities, adjusted for paid taxes and financial items.
Operating result in relation to net sales.
Earnings before financial items; EBIT.
Share price at year-end in relation to EBITDA per share.
relation to earnings per share.
Result after financial items in relation to net turnover.
Risk capital in relation to total assets.
Share price at year-end in relation to net turnover per share.
Operating result in relation to average capital employed.
Result for the year in relation to average equity.
Operating result plus financial income in relation to total assets.
Equity plus deferred tax liabilities.
Production of printed matter such as magazines, books, catalogues, manuals, marketing material etc. Production is made by both offset technique and digital print.
The transfer of information to paper via a digital file that is then printed out with the help of a high-speed printer. This technique is a prerequisite for Print-on-Demand and makes quick deliveries in small editions possible. Offset technique is still more efficient for larger editions and four color production.
Orders are made via Web shop platforms by end customers themselves. This includes cases where Elanders sells directly to con sumers and where we are subcontractors to e-Commerce companies.
This term is increasingly used, particularly in the automotive industry, to describe a number of steps in the process between printing and distribution. They can include packaging for end customers, bar-coding, adding other objects such as plastic cards etc.
Delivery precision – delivery exactly when the need arises. The concept also entails that customers do not need to store their publications. Often includes digital printing, see Print-on-Demand.
A printing method in which ink and water are spread out on a printing plate that is then pressed against a rubber blanket. This absorbs the ink and transfers it to the paper. The expression offset comes from the fact that the printing plate never touches the paper. For smaller editions (1,000–30,000) sheet-fed offset is used. In this process the paper is fed into the press page by page. Web offset is usually more efficient for larger editions (over 30,000). The press is fed from a roll of paper and the printed paper is then cut into sheets.
With a single contact you gain access to Elanders' entire global and broad product range and can easily order the products and services that you need.
Companies or organizations choose to let an external party handle an activity or a process. This activity or process is then said to be outsourced.
A product manufactured to protect, handle, deliver and present an item.
Our collective term for the work done before printing/ publishing. The term includes layout, typography, image retouching and production of originals. In our world even other services are included such as: advertisement management, file management, quality assurance, printing plate production as well as database solutions for digital material.
With the help of high-speed printers printed matter can be produced as needed and in very small editions.
The movement and storage of goods and or information from point of origin to endusers. Supply chain management can be defined as the design, planning, execution, control and monitoring of activities with the objective of creating net value, building a competitive infrastructure, leveraging worldwide logistics, synchronizing supply with demand and measuring performance globally.
A web-based order interface where the production and distribution of information and marketing material can easily be ordered and made accessible for editing and ordering via the internet.
This is a concept that is the equivalent of private labeling where retailers sell products under their own brand (for example Coop, ICA, Tesco) although the items are produced by a supplier to them. White-labeling is based on the suppliers' perspective when they provide this kind of service.
CARL BENNET Chairman of the Board.
b. 1951. Elected in: 1997. Education: Bachelor of Science (Econ.) Dr. Technol. h.c. Appointments on the Elanders Board: Chairman of the Board since 1997. Chairman of the nomination committee and remuneration committee. Current appointments:
CEO of Carl Bennet AB. Chairman of the board of Getinge AB and Lifco AB. Member of the board of Holmen AB and L E Lundbergföre tagen AB. Previous appointments: President and CEO of Getinge AB. Shareholding through companies: 1,166,666 class A shares and 13,004,098 class B shares.
Deputy Chairman of the Board.
b. 1951. Elected in: 1998. Education: Bachelor of Science (Econ.). Appointments on the Elanders Board: Chairman of the audit committee and member of the remuneration committee. Current appointments: Chairman of the board of HealthInvest Partners AB, Fädriften Invest AB, Harry Cullbergs Fund Foundation and Skanör Falsterbo Kallbadhus AB. Member of the board of Carl Bennet AB, Getinge AB, Lifco AB, Rolling Optics AB, RP Ventures AB, Swedish-American Chamber of Commerce, Inc. and Estea AB. Previous appointments: Active within SEB's
operations in Sweden and the US. Shareholding: 65,000 class B shares.
Member of the Board.
b. 1945. Elected in: 2006. Education: Elementary school and education within the trade unions. Appointments on the Elanders Board: Member of the audit committee. Current appointments: Chairman of the board of Sveriges Television AB, Calmando AB and Rådhusgruppen City AB. Deputy chairman of EKN. Member of the board of IQ-Initiativet AB and Stockholm Business Region AB. Previous appointments: Chairman of the Swedish Metal Workers' Union. Shareholding: 2,066 class B shares.
b. 1962. Elected in: 2012. Education: Master of Laws.
Appointments on the Elanders Board: Member of the remuneration committee.
Current appointments: Lawyer, partner and member of the board of the law fi rm Vinge. Member of the board of Generic Sweden AB, Lifco AB, Rosengård Invest AB and Storegate AB as well as deputy in Lamifl ex International AB. Shareholding: None.
Member of the Board.
b. 1963. Elected in: 2009. Education: Business Administration. Appointments on the Elanders Board: Member of the audit committee. Current appointments: Chairman of the board of Max Matthiessen Värdepapper AB and Sherpani Advisors AB. Member of the board of Dibs Payment Services AB, Knowit AB and Cinnober Financial Technology AB. Previous appointments: CEO SEB Funds, Marketing Director Alecta. Shareholding: 24,122 class B shares.
Employee representative. b. 1961. Elected in: 2008. Education: Upper secondary education. Work: Premedia/Prepare.
Shareholding: None.
MINIRUBBE IN HÄR Deputy employee representative.
Cepotem. Mantend eff rem unt vividi prartus, nonfercerei factantintes sulto tastius, ure comnon nequam iam sigit ne furnihilinat reis. Ce ia della L. Marit. Icitis, b. 1952. Elected in: 2013. Education: Upper secondary education. Work: Premedia. Shareholding: None.
con tem adduci tamportum publius; haliemn
onsulestrimo
nonfercerei factantintes sulto tastius, ure comnon nequam iam sigit ne fur-Ce ia della L. Marit. Icitis, portum publius; haliemn b. 1950. Elected in: 2009. Education: College Diploma in Business Administration from Vasa Handelsläroverk. Work: Storage/ Distribution. Shareholding: None.
Member of the Board. President and Chief Executive Offi cer.
b. 1966. Elected in: 2010. Employed in Elanders since 1999. Education: Education in Graphic Technology, Design, Business Administration and Marketing. Shareholding: 47,300 class B shares.
b. 1963. Elected in: 2007. Education: Master of Science in Engineering. Appointments on the Elanders Board: Member of the audit committee. Current appointments: Managing director of Netsoft Lund AB. Deputy Chairman of the board of the Swedish Defence Materiel Administration. Member of the board of the Swedish Agency for Economic and Regional Growth. Previous appointments: Head of Research and Development Kockums AB. Shareholding:
2,000 class B shares.
Cepotem. Mantend eff rem unt vividi prartus,
TRELDE
Deputy employee representative.
ELANDERS 2013 | 01:29CHARLOTTE Elected in: 2013. Education: Education in Business Administration and Marketing. Certifi ed Public Bid Manager. Work: Sales. Shareholding: None.
President and Chief Executive Offi cer.
b. 1966. Education and background: Employed since 1999. Education in Graphic Technology, Design, Business Administration and Marketing. Active within the graphic industry since 1987. Head of production Elanders in Hungary 2002. MD Elanders Berlings Skogs 2003–2005 and Elanders in China 2005–2009. Shareholding: 47,300 class B shares.
01:30 | ELANDERS 2013
Responsible for Supply Chain Solutions.
THOMAS SHEEHAN Responsible for
degree in Electrical & Electronics Engineering from Concordia University in Canada and Master of Science in Industrial Engineering from National University in Singapore. More than 30 years of experience in worldclass multinational corporations. Joined Elanders in connection with the acquisition of Mentor Media in 2014, where he was CEO. Shareholding: None. Business Administration (MBA) from Colorado State University and Bachelor of Arts (BA) in Economics, Business Administration and Computer Science from Coe College. 30 years of experience in delivering IT and graphic arts solutions to multinational clients. Joined Elanders in connection with the acquisition of Midland Information Resources in 2012, where he was CEO. Shareholding:
None.
Responsible for Print & Packaging in Sweden and Poland.
dia, most recently as CEO of TV4 Sverige. Shareholding: None.
Responsible for Print & Packaging in Asia.
b. 1961. Education and background: Employed since 1998. Diploma from Grafi ska Institutet. Active within the graphic industry since 1976. MD Elanders in Hungary 2002–2009 and Elanders in Poland 2010–2011. Joined Elanders in connection with the acquisition of the Skogs group in 1998. Shareholding: 50,000 class B shares.
Responsible for e-Commerce Solutions. b. 1964.
Education and background: Employed since 2012. Master in Electrical Engineering. 20 years experience within IT and e-commerce. Joined Elanders in connection with the aquisition of d|o|m and fotokasten in 2012, where he was CEO. Shareholding: None. Italy. b. 1957. Shareholding: 578,000 class B
shares.
b 1971. Education and background: Employed since 2007. Master of Science in Business Administration. Auditor during 1997–2007. Approved Public Accountant 2004. Authorized Public Accountant 2005. Shareholding: 3,000 class B shares.
PANTONE MATCHING SYSTEM 51years old
PricewaterhouseCoopers AB with the authorized public accountant:
Johan Rippe, b. 1968 Company auditor since 2008
Other appointments: AB Volvo, Collector AB, Stena AB and Stena Metall AB
Carl Bennet
Chairman and contact, represents Carl Bennet AB, telephone: +46 31 7416400
CEO and responsible for owner matters in Carnegie Funds, telephone: +46 8 6961700
Britt-Marie Årenberg Representative for the smaller shareholders
Nomination committee questions can be submitted by e-mail or post mail to:
Elanders AB Att: Nomination Committee Box 137 435 23 Mölnlycke Sweden
ELANDERS 2013 | 01:31
President and Chief Executive Officer: Magnus Nilsson [email protected]
Designvägen 2 Box 137, 435 23 Mölnlycke Telephone: +46 31 750 00 00 Fax: +46 31 750 07 25
www.elanders.com [email protected]
MD: Per Brodin [email protected] No. 30 YuHua Road, Beijing TianZhu Airport Industrial Zone, ShunYi District, Beijing 101318, P.R. China Telephone: +86-10 8048 3300 Fax: +86-10 8048 3118 www.elanders.com/chi [email protected]
MD: Peter Sommer [email protected] Anton-Schmidt-Straße 15, 71332 Waiblingen, Germany Telephone: +49 71 51 95 63 0 Fax: +49 71 51 95 63 109
www.elanders-germany.com [email protected]
MD: Peter Sommer [email protected] Anton-Schmidt-Straße 15, 71332 Waiblingen, Germany Telephone: +49 71 51 95 63 0 Fax: +49 71 51 95 63 109
www.elanders-printpack.com [email protected]
MD: Peter Sommer [email protected] Zalalövő Újmajor u. 2, 8999 Zalalövő, Hungary Jászberény 5100 Jászberény, Fémnyomó u. 1., Hungary Telephone: +36 92-57 25 00 Fax: +36 92-57 10 78
www.elanders-hungary.com [email protected]
MD: Nicola Scabbia [email protected] Via Delle Industrie 8, 31050 Ponzano Veneto (TV), Italy Telephone: +39 422 44 22 53 Fax: +39 422 44 22 53
MD: Kevin Rogers [email protected] Newcastle Merlin Way, New York Business Park, North Tyneside, NE27 0QG, England Telephone: +44 1912-80 04 00 Fax: +44 1912-80 04 01
32 Kings Road, Harrogate, North Yorkshire, HG1 5JW, England Telephone: +44 1423-53 03 62 Fax: +44 1423-53 06 10 www.elanders.com/uk [email protected]
MD: Kevin Rogers [email protected] 72 Grayshill Rd Westfield Industrial E, G68 9HQ Cumbernauld, Glasgow Scotland
Telephone: +44 1236 733 833 www.elanders.com/uk [email protected]
Ul. Mazowiecka 2, 09-100 Płońsk, Poland Telephone: +48 23-662 23 16 Fax: +48 23-662 31 46 www.elanders.com/pol [email protected]
MD: Åsa Severed [email protected]
Head Office Mölnlycke, Gothenburg Designvägen 2, Box 137, 435 23 Mölnlycke, Sweden Telephone: +46 31 750 00 00 Fax: +46 31 750 00 10
Falköping Lovenegatan 4, Box 807, 521 23 Falköping, Sweden Telephone: +46 515 72 32 00
Fax: +46 515 164 64 Jönköping, Elanders NRS Tryckeri Linnégatan 2, Box 3188, 550 03 Jönköping, Sweden
Telephone: +46 36 17 40 80 Malmö Kabingatan 7, 212 39 Malmö, Sweden Telephone: +46 40 38 57 00
Fax: +46 40 93 18 68 Vällingby, Stockholm Sorterargatan 23, Box 518, 162 15 Vällingby, Sweden
Telephone: +46 8 454 68 00 Fax: +46 8 454 68 16
Värnamo, Elanders Fälth & Hässler Box 2057, 331 02 Värnamo, Sweden Telephone: +46 370 69 96 00
Västerås Hydrovägen 4, 721 36 Västerås, Sweden
Telephone: +46 31 750 09 91 Fax: +46 21 13 05 70
www.elanders.se [email protected]
MD: Thomas Sheehan [email protected] 5440 Corporate Park Drive Davenport, IA 52807, USA Telephone: +1 563 359 3696 Fax: +1 563 823 7651
MD: Thomas Sheehan [email protected] 4525 Acworth Industrial Drive Acworth, Georgia 30101, USA Telephone +1 770 917 70 00 Fax: +1 770 917 70 20
www.elandersamericas.com
Operations Manager: Martin Skogmar Avenida Ferraz Alvim, 832 – Serraria Fax: +55 11 3195 3400
www.elanders.com/bra [email protected]
MD: Lim Kok Koohn [email protected] No. 1, Bukit Batok Street 22, #07-01
Singapore 659592 Telephone: +65-6631 3333 / +65-6896 3773 Fax: +65 6896 3777 / +65 6896 3826
www.mentormedia.com.sg [email protected]
C&P Building , #03-03, Singapore 609206 Telephone: +65-6631 3333 / +65-6896 3773 Fax: +65 6896 3777 / +65 6896 3826
www.elandersamericas.com
[email protected] 09980-025 – Diadema – SP, Brazil Telephone: +55 11 3195 3400
ASIA
Rm. 2, 7F., No.146, Wenxing Rd., Guishan Township, Taoyuan County, 33377 Taiwan
Telephone: +886-3-3279389#429 Fax: +886-3-3279380 / 3279382
Floor 2, Building C, No. 2727 Jinke Road Zhangjiang High-Tech Park, Pudong Shanghai 201203 P.R. China
Telephone: +86-21 5834 1893 Fax: +86-21 5834 0155
25 Yun Qiao Road, T22/32, Jinqiao Export Processing Zone Pudong, Shanghai 201206 P.R. China
Telephone: +86-21-5031 3116 / +86-21-5834 1893 Fax: +86-21-5834 0155
Unit 302-304 No. 6 Hongmian Dao, Futian Free Trade Zone Shenzhen Guangdong Province 518038 Kina Telefon: +86-755 8248 0428 /
+86-755 8359 5154 Fax: +86-21-5834 3005
8F, East Side of 37# Building No. 52, HuLi Dadao, HuLi District, Xiamen, Fujian, 361006 P.R. China
Telephone: +86-592 570 3399 / +86-592 570 3377 Fax: +86-592 570 3377
10th Building in Phase IV of Royal Industry Park, No. 175 Ximaojing Road, Songjiang Export Processing, Zone Shanghai 201613 P.R. China Telephone: +86-21 5774 9930 Fax: +86-21 5774 9939 / +86-21 5774 9806
No.48, Factory Building, Central Avenue, Kunshan Export Processing Zone, Kunshan City, Jiangsu Province 301, P.R. China Telephone: +86-512 5772 0005 Fax: +86-512 5772 0228
No.85 Zi Jin Road Suzhou New Hi-Tech Industrial Park Suzhou, Jiangsu Province 215011 P.R. China Telephone: +86-512 6878 5998 Fax: +86-512 6878 5908
(CHONGQING) CO., LTD No.22, Xi Yuan Yi Lu, Shapingba District, HP PC Factory, Level 3, nit 4, 5, 6 Chongqing City, 401332 P.R. China Telephone: +86-23 8652 9808 Fax: +86-23 8652 9828
(CHONGQING) CO., LTD 2-2 Workshop, Zone B Xi Yong CBZ, No. 60 Xi Qu Er Lu, Shapingba District, Chongqing City. 401331 P.R. China Telephone: +86-23 6562 0388 Fax: +86-23 6566 0985
(CHENGDU) CO., LTD High-tech Comprehensive Bonded Zone Chengdu Shuangliu Park, Gongxing Town Chengdu City 610213, P.R China Telephone: +86-28 6708 2288 Fax: +86-28 6708 2285
PRINTING & LOGISTICS PVT LTD B-50 & 51 SIPCOT Industrial Park, Sriperumbudur Taluk, Irunkattukottai- 602 105, Chennai, Tamil Nadu, India Telephone: +91 44 4710 3900 Fax: +91 44 4710 3902
1-2-10 Nihonbashi, Chuo-ku, Tokyo, Japan 103-0027 Telephone: +81-3-4577-9658
MENTOR MEDIA CZECH S.R.O. Škrobárenská 6, 617 00 Brno Czech Republic Telephone: +420 515 577 401 Fax: +420 515 577 402
1770 S Vineyard Avenue Ontario, CA 91761, USA Telephone: +1 909 930 0800 Fax: +1 909 930 0807
9320 NW 100th Street Medley, Florida 33178 USA Telephone: +1 786 235 1588 Fax: +1 786 235 1595
Avenida Libre Comercio No. 2164, Parque Industrial las Américas Cd. Juárez, Chihuahua C.P. 32596. Mexico Telephone: +656 257 1600 Fax: +656 257 1601
MD: Martin Lux [email protected] Anton-Schmidt-Straße 5, 71332 Waiblingen, Germany Telephone: +49 71 51 165 17 0 Fax: +49 71 51 165 17 99 www.deutsche-online-medien.de [email protected]
MD: Martin Lux [email protected]
Anton-Schmidt-Straße 5, 71332 Waiblingen, Germany Telephone: +49 71 51 165 17 0 Fax: +49 71 51 165 17 99 www.fotokasten.de
MD: Martin Lux [email protected] Oranienstraße 183 10999 Berlin, Germany Telephone: +49 180 5 846 846 Fax: +49 3052 0 047 441 www.myphotobook.de
Shareholders in Elanders AB (publ) are welcomed to the company's Annual General Meeting Tuesday 6 May 2014 at 3 p.m. at Elanders' headquarters at Designvägen 2, Mölnlycke, Sweden.
Shareholders who wish to participate in the Annual General Meeting must be inscribed in the register of the shareholders held by Euroclear Sweden AB no later than Tuesday 29 April 2014. Intent to participate must be reported by Tuesday 29 April 2014, (preferably before 1:00 p.m.).
shareholders who have nominee registered their shares must, through the services of a nominee, register their shares in their own name with Euroclear Sweden AB. This reregistering, which may be temporary, must be carried out after having requested it from the nominee no later than Tuesday 29 April 2014. This means that the shareholder must notify the nominee of this well in advance of this day.
intent of participation can be made in writing to Elanders AB (publ), Box 137, SE-435 23 Mölnlycke, Sweden and please write "Annual General Meeting" on the envelope. It is also possible to notify via telephone +46 31 750 07 21, fax +46 31 750 07 25, via e-mail [email protected], or via the company website www.elanders.com.
Please include name, personal or organization number, address and telephone number, number of shares and, if applicable, assistants (no more than two), that will assist at the Annual General Meeting.
the annual general meeting will handle the matters stipulated in the articles of association together will any other business named in a separate summons.
elanders' annual report is distributed to all shareholders that have not actively declined to receive a printed version. New shareholders are welcomed with their own copy of the Annual Report but it is possible to unsubscribe from future printed reports via Elanders' website or via e-mail: [email protected]
It is also possible to download the Annual Report both in Swedish and English from Elanders' website. Those interested can via the website read Elanders' Annual Reports from the last ten years and order printed Annual Reports five years back.
Production: Elanders AB in collaboration with More PR AB and Rubrik AB.
Paper: Cover: Ensocoat 275g. Insert: MultiDesign Smooth white 115g.
Elanders Fälth & Hässler, which has long been a leader in this technology having used it in innumerable advanced book and catalogue productions, has done the repro work and extreme compensation of images.
Net sales and other statistics for the industry have been provided by the market research company Smithers Pira Ltd and the interest organization Packbridge.
There have been tremendous developments concerning the environment in the past few years and ecolabeled printed matter has become standard. Elanders makes every effort to further this development. We do it for the environment, for our customers, for ourselves and for the future. Naturally this Annual Report is both Swan ecolabeled and FSC® labeled. It is also a climate neutral product.
Photographer Mikael Göthage: page 18, 19, 23, 27 and 128–131. Flickr/Daring Librarian: page 15. Istock Photo: page 16. Shutterstock: page 2, 6, 8, 10–11, 13, 15, 41, 45, 47, 49–50, 54 and 64. Wikipedia: F Schmutzer page 7, Bundesarchiv page 7, Daniel Cardle page 15 and DeLorean page 15.
Camille Forslund. This document is essentially a translation of the Swedish language version. In the event of any discrepancies between this translation and the original Swedish document, the latter shall be deemed correct.
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