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Systemair

Quarterly Report Mar 6, 2014

2980_rns_2014-03-06_9fe5fe4a-f383-4a0e-900a-94305cc3c58c.pdf

Quarterly Report

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Systemair AB INTERIM REPORT Q3 1 May 2013 - 31 January 2014

Third quarter, November 2013 – January 2014

  • Net sales increased by 16 percent to SEK 1,298 million (1,121).
  • Operating profit (EBIT) totalled SEK 49 million (90).
  • Operating margin was 3.7 percent (8.0).
  • Profit after tax amounted to SEK 20 million (55).
  • Earnings per share totalled SEK 0.38 (1.06).
  • Cash flow from operating activities totalled SEK 99 million (125).

Nine months, May 2013 – January 2014

  • Net sales increased by 18 percent to SEK 4,037 million (3,427).
  • Operating profit (EBIT) totalled SEK 292 million (329).
  • Operating margin was 7.2 percent (9.6).
  • Profit after tax fell to SEK 172 million (217).
  • Earnings per share totalled SEK 3.30 (4.18).
  • Cash flow from operating activities amounted to SEK 298 million (328).

Net sales Q3

EBIT Q3

SEK 49 m.

Significant events during the period under review

  • Menerga GmbH, Germany, was acquired in May. Menerga is a market-leading producer of extra high-efficiency air handling units for comfort and process ventilation equipment, as well as air handling units for swimming baths.
  • The Norwegian company Reftec AS was acquired in May. Reftec supplies commercial chillers and heat pumps to the Norwegian market.
  • In July, an agreement to acquire Menerga GmbH, Austria, was signed. The company sells and services Menerga's products.
2013/14 2012/13 2013/14 2012/13
Nov–Jan Nov–Jan May–Jan May–Jan
3 mths 3 mths 9 mths 9 mths
Net sales, SEK m. 1,298.1 1,120.6 4,037.2 3,427.3
Growth, % 15.8 8.7 17.8 15.7
Operating profit, SEK m. 48.5 89.8 292.3 329.2
Operating margin, % 3.7 8.0 7.2 9.6
Profit after tax, SEK million 19.6 55.3 171.5 217.2
Earnings per share, SEK 0.38 1.06 3.30 4.18
Operating cash flow per share, SEK 1.91 2.40 5.74 6.32

Organic growth despite weak market

We can again report organic growth, for the 16th successive quarter. However, the period was considerably weaker than anticipated. Restructuring of the recent acquisition Menerga and its sales companies burdened earnings for the period. In addition, profitability in the important Russian market was lower than in the preceding year. The mild winter had negative impact on Frico's sales of heating products. Weaker currencies in, above all, Norway, Russia, Turkey and India affected both sales and profits. ts.

The market

The market was clearly weaker during the third quarter than we had anticipated. The Nordic market remained buoyant and Systemair's sales were also strong in Eastern Europe, although the Russian market weakened during the quarter. North America as well as the region other markets were slightly weaker than in the preceding year. ther restructuring of

Companies acquired

Intensive work is in progress with the restruct Menerga in Germany. We have also acquired Menerga's sales company in Austria and its sales offices in Hamburg, Berlin and Hanover. We are focusing on boosting sales both via existing Menerga companies and via Systemair companies. We are training Systemair personnel in the expertise needed to sell Menerga's products, especially in ventilation for swimming baths. In many cases, this type of project takes a long time to sell to customers. A normal selling period can be anything from six months to two years. In Italy, we have unfortunately continued low volumes at our production plant for production of refrigeration equipment. There too we are engaged in a program to develop sales via Systemair's sales companies. We can see that we will obtain a good re from the expanded product range by being able to offer comprehensive systems of ventilation equipment, with cooling capacity, for major projects. Through the acquisitions we have completed, we have also established a base for expanding service and aftermarket sales. ystemair e return

Investments

Operations at our new air handling unit factory near Istanbul, Turkey, where we have made substantial investments, have developed satisfactorily. Our new development centre in

Germany, along with enlarged production facil increase our opportunities to be involved in major tunnel ventilation projects. In India, our factory building was completed some time ago and our new offices and development centre for air distribution products will be inaugurated in March. In Malaysia, work is under way on construction of a new 16,000 m2 factory and the initial stages of operations have begun. The factory will manufacture fans, products for air distribution and air handling units. The plant will also serve as a central warehousing facility for South-East Asia. with production facilities, will opportunities to In was and new development distribution work 16,000 manufacture products distribution will as East Asia.global companiescountries deliveries to 100

Outlook

With a global presence comprising our own sales companies in 45 countries and regular deliveries to well in excess of 100 countries, we believe in continued conditions in many markets, Systemair can again report organic growth, for the 16th successive quarter. Our profitability is considerably lower than last year and line with our expectations. We are clear about the reasons for this and are focusing intensively on actions to impro profitability. We can affect most of the weather. in continued growth. Despite volatile stemair Ouris lower than and not in e reasons and focusing improve of factors apart from the

After the close of the period we sold our shares in Lindab. The sale amounted to SEK 650 million with a capital gain of SEK 250 million. The transaction strengthens our balance sheet and gives us better possibilities to further develop Systemair. We identify that there are still candidates for acquisitions. We are in production facilities, product development and marketing. the amounted to SEK million balance heet gives us better possibilities develop are still several attractive We also continuing to invest facilities, product and

Gerald Engström President

Sales and markets

Group sales for the third quarter of 2013/14 totalled SEK 1,298.1 million (1,120.6), up 15.8 percent from the same period in the preceding year.

Adjusted for both foreign exchange effects and acquisitions, net sales grew 5.3 percent. This is the 16th successive quarter of organic growth, despite a weak market. Growth in acquired operations was 13.0 percent, while foreign exchange effects reduced sales by 2.5 percent during the period. e May-January

Net sales for the interim report period of May 2013/14 totalled SEK 4,037.2 (3,427.3), 17.8 percent higher than in the same period in the preceding year. Adjusted for both foreign exchange effects and acquisitions, net sales grew 4.7 percent. Growth in acquired operations was 16.0 percent, while foreign exchange effects red percent during the period. ,037.2 reduced sales by 2.9

Net sales per quarter compared with same period previous years

Net sales

Geographic breakdown of Q3 sales Nordic region breakdown of Q3

During the third quarter, sales in the Nordic region were up 11 percent on the same period in the preceding year. Sales in Sweden increased by 20 percent an percent. Deliveries to the New Karolinska Hospital, Stockholm, account for a large share of the increase in Sweden. The acquisitions of Reftec and Menerga, which deliver to the region, were factors in the increase. Adjusted for acquisiti and foreign exchange effects, growth was 10 percent for the region. sales on the Sales and in Denmark by 27 percent. to of and which increase. acquisitions

Western Europe

Sales in the West European market grew 34 percent during the quarter, compared with the corresponding period in the preceding year. Adjusted for the effects of foreign and acquisitions, sales declined 4 percent. Markets that performed strongly in the region include Germany and the Netherlands. West market grew percent the of foreign exchange percent. performed

2013/14
Nov–Jan
Jan
3 mths
2012/13
Nov–Jan
3 mths
Sales

change
Of which
Organic *)
2013/14
May
May–Jan
9 mths
2012/13
May–Jan
9 mths
Nordic region 325.5 294.0 11% 10% 944.5 849.3
Western Europe 460.0 342.6 34% -4% 1,448.9
1,448.9
1,085.3
Eastern Europe & CIS 315.6 274.3 15% 16% 973.0 881.7
North America 74.8 76.3 -2% 1% 266.8 277.1
Other markets 122.2 133.4 -8% -2% 404.0 333.9
Total 1,298.1 1,120.6 16% 5% 4,037.2 3,427.3

*) Change in sales adjusted for acquisitions and effects of foreign exchange.

Eastern Europe and CIS

Sales in Eastern Europe and the CIS increased during the quarter. Adjusted for acquisitions and foreign exchange effects, sales rose 16 percent. During the period Russia showed a slowing growth, but markets such as Estonia, Latvia and Poland performed well. Furthermore, a major project in Kazakhstan contributed SEK 23 million in the quarter. by 15 percent uisitions , her

North America

Sales in the North American market during the quarter were 2 percent lower than in the same period in the preceding year. Adjusted for foreign exchange effects and acquisitions, sales increased by 1 percent.

Other markets

Sales in Other markets declined 8 percent during the quarter compared to the same period the preceding year. Adjusted for the effects of foreign exchange and acquisitions, sales declined 2 percent. In several of the countries in the region, the currency has weakened, which has had on the value of sales in Swedish currency. a negative impact

Sales by market 9 months 2013/14 (9 months 2012/13)

Profit in the third quarter

The gross profit for the third quarter amounted to SEK 426.8 million (415.0), an increase of 2.9 percent over the same period in the preceding year. The gross margin fell to 32.9 percent (37.0) as a result mainly of acquisitions of companies showing lower margins caused by low capacity utilization. 9

Operating profit for the third quarter totalled SEK million (89.8), down 46.0 percent from the same period in the preceding year. The operating margin was 3.7 percent (8.0). The decline is above all a consequence companies with lower profitability. 48.5 perating of acquired

Selling and administration expenses for totalled SEK 379.1 million (322.7), a rise of SEK 56.4 million. Selling and administration expenses at acquired companies accounted for SEK 41.0 million of the increase for the quarter. the quarter

Selling expenses were charged with SEK 5.9 million (0.2) for anticipated bad debts and confirmed receivables. During the quarter, costs related to acquisitions totalled SEK 0.0 million (0.6). 5.9 losses on trade the related to acquisitions

Net financial items ended the third quarter at SEK million (-11.1). The effects of foreign exchange receivables, loans and bank balances totalled SEK million net (-3.1). Interest expense for the quarter increased to SEK -9.0 million (-8.1). SEK -21.2 foreign on long-term and balances totalled -12.2 increased

Operating profit per quarter, relative to the same period in previous years

Operating margin per quarter, relative to the same period in previous years

Tax expense

Estimated tax for the quarter totalled SEK corresponding to an effective tax rate of 28.3 percent (29.7) based on profit after net financial items. tax for the totalled SEK -7.8 million (-23.4), rate

Acquisitions and new operations and new

In May 2013, Systemair completed the acquisition of Menerga GmbH, Germany, a leading European producer of air handling units for swimming baths. The company also makes extra high-efficiency comfort and ventilation equipment. Under the agreement, Systemair immediately acquired 97 percent of the company's shares and the remaining 3 percent will be acquired no later than in December 201 in 1981, Menerga has its headquarters and production facilities in Mülheim an der Ruhr, just outside Düsseldorf. Sales in 2012 totalled EUR 56.7 million, 53 percent in completed Menerga wimming The efficiency agreement, immediately percent of the 3 be December 2014. Established

Germany. The company currently employs approximately 400 people.

In May 2013, Systemair entered into an agreement to acquire Reftec AS, a supplier of commercial chillers and heat pumps to the Norwegian market. Reftec, founded in 2007, has its headquarters in Trondheim and a sales office in Oslo. The company has 11 employees. The company recorded sales of NOK 34 million in 2012 and sales growth of more than 30 percent. Reftec was formerly a reseller of Systemair refrigeration products in the Norwegian market.

In September 2013, Systemair finalised the acquisition of Menerga GmbH, Austria, the reseller of Menerga's products in that country. The company with its headquarters in Salzburg has 10 employees and they had sales of SEK 20 million in 2012. The company both sells and services Menerga's products.

In January 2014, Menerga's sales companies in Hamburg, Hanover and Berlin were acquired. The companies, which bring 10 employees into the Group, sell Menerga products to a value of around EUR 3.5 million annually. 's

Menerga, Germany, and Reftec, Norway, were consolidated on 1 May 2013, inclusive. Menerga Austria was consolidated on 1 September 2013 and Menerga's three German sales companies as of 1 January 2014. If Menerga Austria, and the German sales companies had been consolidated as of 1 May 2013, net sales for the period May 2013 through January 2014 would have totalled approximately SEK 4,048 million. Operating profit for that period would have been approximately SEK 292 million. . ) current Personnel

Note 1 in this report contains an acquisition analysis and an account of the effects of the acquisitions on the Group's cash and cash equivalents. uisitions

Investments, depreciation and amortisation

Investments for the quarter, excluding divestments, totalled SEK 53.7 million (29.7), including SEK 49.2 million (27.4) in new construction and machinery. The investments consisted for the most part construction of a new facility and other capacity and replacement investments in production equipment. Considerations paid for subsidiaries acquired totalled SEK 3.3 million (-) for the quarter. Depreciation of non-current assets amounted to SEK 39.2 million (29.0). nvestments in Malaysia

The average number of employees in the Group was 3,901 (3,309). At the end of the period, Systemair had 4,164 employees (3,430), 734 more than one year previous. New employees were recruited chiefly in Russia (59), Lithuania (52), Germany (25) and Slovakia (21). Through acquisitions, 552 employees joined the Group, including 384 at Menerga, Germany, 138 at Holland Heating, the Netherlands, 11 at Reftec, Norway, 10 at Menerga, Austria German sales companies. was At the of (3,430), one year chiefly in Through acquisitions,Group, including 384 11 Austria, and 10 at Menerga's

Changes in Group Management. Management.

In January, a number of changes took place in Systemair's Group Management. Fredrik Andersson was appointed as new Vice President Marketing, to replace Svein Nilsen, who will retire over a period. CFO Glen Nilsson will be replaced by Anders Ulff, who has previously served as a member of Group Management. Following these changes, the new Group Management consists of Gerald Engström, Anders Ulff, Fredrik Andersson, Roland Kasper, Mats Lund and Kurt Maurer. of took Svein whore will also retire and be who a of changes, Group n, Roland

Cash flow and financial position financial position

Cash flow from operating activities before changes in working capital totalled SEK 48.8 million (92.8) for the quarter. Changes in working capital, mainly consisting of a de accounts receivable, had a positive impact of SEK 50.5 million (31.8) on cash flow. Net cash flow from financing activities was SEK -52.3 million (-110.1), as a result of the repayment of loans. At the end of the period, the Group's net indebtedness was SEK 1,514.2 million (1,166.2). The consolidated equity/assets ratio was 40.2 percent (41.4) at the end of the period. changes in million mainly decrease in cash cash from 110.1), as a the period, ess was SEK (41.4) Menerga Switzerland, company, services Menerga's products in the

Events after the close of the period

Menerga AG, Switzerland, was acquired in February. The company, which sells and services Me Swiss market, reported sales of around SEK 50 million in 2013 and currently has 15 employees.

In 2012 Systemair acquired 9,150,000 shares in Lindab AB (publ). The holding represents and votes in Lindab. On 3 March a limited group of institutional investors acquired the entire equity stake and subsequently Systemair has no shareholding in Lindab. The shares were sold at a price of 72 SEK, corresponding to 30 day volume weighted price. For Systemair and its shareholders, it seems rational that when an opportunity arises that is good for Lindab and Systemair leave ownership ahead and use the incoming payment to further develop the business in Systemair. Systemair makes a capital gain of approximately SEK 250 million on the sales of the shares. market, reported sales currently 2012 Systemair shares s 11.2 percent of the shares group equity sold SEK, to weighted rational an opportunity Systemair and Systemair. illion

Material risks and uncertainty

Systemair is exposed to operational and financial risks in its business. Operational risk factors include the international nature of the Company's operations, tough competition and the construction industry's sensitivity to the business cycle. The financial risks that Systemair has identified in its business consist of foreign exchange risk, borrowing and interest rate risk, credit risk and liquidity risk and share price risk in long term holdings of securities. The material risks and uncertainty affecting Systemair are described in more detail in the Company's 2012/13 Annual Report. No significant change occurred in the risk situation during the period. struction longoldings 's quality Business model

Related party transactions

Systemair's significant transactions with related parties concern ebmpapst AB and ebmpapst Mulfingen GmbH & Co. KG. Transactions with related parties are described in detail in Note 37 to the accounts in the Annual Report for the 2012/13 financial year. During the period, no change worthy of mention occurred in the scale of these transactions.

Parent Company

The Parent Company's sales for the quarter totalled SEK 268.6 million (231.4). Its operating profit was SEK (3.9). -2.8 million

The average number of employees in the Parent Company was 431 (412).

Financial calendar

The report for Q4 and full year 2013/14 will be published at 8.00 a.m. on 11 June 2014.

About Systemair

The Company established operations in 1974 with a product concept, the circular duct fan, a design that considerably simplified the process of installation. We adopted the motto "the straight way", and this has been developed from a product concept into a business philosophy. Our product range has expanded strongly to span a broad range of fans air handling units, products for air distribution, air curtains, heating products and refrigeration equipment. es ", fans,

Mission statement

Operating from the core values of simplicity and reliability, our business concept is to develop, manufacture and market high-quality ventilation products. On the basis of our business concept and with our customers in focus, our aim is to be seen as a company to rely on, with the emphasis on delivery reliability, availability and quality.

Availability is an important parameter in terms of our competitiveness, and we ensure effective control of our flow of goods, with owned production units, centralised warehouse facilities and an efficient ERP system. With modern production plants and our own sales companies around the world, we reach out directly to our customers. The business model supports stability and development, and today we are a leading producer and supplier of ventilation products with our own production and own sales companies. ortant and we flowwith production units, centralised and Withown und world, we reach producer of own g major that help us to and broadproduct on energy-efficient air

Strategies

The following strategies create major strengths and competitive advantages that help us to achieve our goals.

  • Innovative product development and a broad product range focusing on energy handling products.
  • High product availability and fast delivery via a efficient production, logistics and IT organisation. an
  • Development and expansion of Systemair's own sales organisation. efficient and Systemair's A reduces our
  • Good relationships with ventilation contractors, distributors and consultants.
  • A highly diversified customer base reduces our vulnerability to fluctuations in the economy.
  • Early presence in growth markets.
  • Strategy of acquisition and establishment to expand market shares. ility of to expand

Miscellaneous

The information in this Interim Report is information that Systemair is required to disclose in accordance with the Swedish Securities Markets Act (lagen om värdepappersmarknaden) and/or the Swedish Financial Instruments Trading Act (lagen om handel med finansiella instrument). This information will be submitted for publication at 08.00 a.m. on 6 March 2014. dance 44001 [email protected],

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

Skinnskatteberg, 6 March 2014 Systemair AB (publ)

Board of Directors

For further information, please contact: Gerald Engström, CEO, tel. +46-222-44001 or +46-70-519-0001, [email protected] Lars Hansson, Chairman, tel. +46-70-895 [email protected] Anders Ulff, CFO, tel. +46-222-440 09, or +46 [email protected] 440 +46-70-577 40 09,

Systemair AB (publ)

Co. Reg. No. 556160-4108 SE-739 30 Skinnskatteberg, Sweden Tel. +46-222-44000 Fax +46-222-44099 [email protected] www.systemair.com. 739

Systemair in Brief

Systemair is a leading ventilation company with operations in 45 countries in Europe, North America, South Amer East, Asia and South Africa. The Company had sales of approximately SEK 4.55 billion in the 2012/13 financial year and approximately 4,150 employees. Systemair has reported an operating profit every year since 1974, when the Company was founded. During the past 15 years, the Company's growth rate has averaged about 13 percent. with in countries Europe, America, the Middle Company SEK year During past established markets.products are brands. Systemair

Systemair has well-established operations in growth markets. The Group's products are marketed under the Systemair, Frico, VEAB, Fantech, Menerga and Holland Heating b shares have been quoted on the Mid Cap List of the OMX Nordic Exchange in Stockholm since October 2007. about 60 companies. have the of the since October The Group comprises

Consolidated Income Statement

2013/14 2012/13 2013/14 2012/13 2013/14 2012/13
Nov
Nov–Jan
Nov–Jan May–Jan May–Jan Feb
Feb-Jan
May-Apr
SEK m. 3 mths 3 mths 9 mths 9 mths trailing 12
trailing
12 mths
Net sales 1,298.1 1,120.6 4,037.2 3,427.3 5,160.9 4,551.0
Cost of goods sold -871.3 -705.6 -2,663.4 -2,178.2 -3,408.8
3,408.8
-2,923.6
Gross profit 426.8 415.0 1,373.8 1,249.1 1,752.1 1,627.4
Other operating income 21.1 12.0 57.4 39.9 79.0 61.5
Selling expenses -305.4 -266.4 -868.0 -752.6 -1,156.8
1,156.8
-1,041.4
Administration expenses -73.7 -56.3 -207.8 -164.1 -269.8 -226.1
Other operating expenses -20.3 -14.5 -63.1 -43.1 -76.2 -56.2
Operating profit 48.5 89.8 292.3 329.2 328.3 365.2
Net financial items -21.1 -11.1 -54.2 -29.2 -59.6 -34.6
Profit after financial items 27.4 78.7 238.1 300.0 268.7 330.6
Tax on profit for the period -7.8 -23.4 -66.6 -82.8 -73.4 -89.6
Profit for the period 19.6 55.3 171.5 217.2 195.3 241.0
Attributable to:
Parent Company shareholders 19.6 55.3 171.5 217.2 195.3 241.0
Non-controlling interests 0.0 0.0 0.0 0.0 0.0 0.0
Earnings per share, SEK1 0.38 1.06 3.30 4.18 3.76 4.63
Average number of shares1 52,000,000 52,000,000 52,000,000 52,000,000 52,000,000 52,000,000

1 At present, Systemair does not have any option programme in operation and so no dilution effect is to be ta At present, Systemair does not in effect taken into account.

Consolidated Statement of Comprehensive Income

2013/14 2012/13 2013/14 2012/13 2013/14 2012/13
Nov
Nov–Jan
Nov–Jan May–Jan May–Jan Feb
Feb-Jan
May-Apr
3 mths 3 mths 9 mths 9 mths trailing 12
trailing
12 mths
Profit for the period 19.6 55.3 171.5 217.2 195.3 241.0
Other comprehensive income,
net of tax
Items that may later be
transferred to profit for the
period:
Translation differences, foreign
operations
-21.1 -14.9 -34.5 -55.2 -35.3 -56.1
Hedging of net assets in foreign
operations, net of tax
- -0.2 - -0.4 -0.2 -0.6
Change in fair value, financial
assets available for sale
30.2 -43.1 143.7 5.2 196.2 57.7
Other comprehensive income,
net after tax
9.1 -58.2 109.2 -50.4 160.7 1.0
Total comprehensive income for
the period
28.7 -2.9 280.7 166.8 356.0 242.0
Attributable to:
Parent Company shareholders
28.7 -2.9 280.7 166.8 356.0 242.0
Non-controlling interests 0.0 0.0 0.0 0.0 0.0 0.0

Consolidated Balance Sheet

SEK m. 31/01/2014 31/01/2013 30/04/2013
ASSETS
Goodwill 514.8 439.6 457.7
Other intangible assets 250.4 155.2 171.7
Property, plant and equipment 1,037.3 769.3 813.4
Financial and other assets 704.5 523.4 550.9
Total non-current assets 2,507.0 1,887.5
,887.5
1,993.7
Inventory 842.3 773.3 790.0
Current receivables 925.5 877.7 992.6
Cash and cash equivalents 140.1 86.7 98.4
Total current assets 1,907.9 1,737.7 1,881.0
TOTAL ASSETS 4,414.9 3,625.2 3,874.7
EQUITY AND LIABILITIES
Equity 1,773.3 1,500.9 1,576.0
Non-current liabilities, provisions 195.8 155.7 154.5
Non-current liabilities, interest-bearing 640.4 544.2 586.3
Total non-current liabilities 836.2 699.9 740.8
Current liabilities, interest-bearing 974.8 678.3 724.0
Current liabilities, non-interest-bearing 830.6 746.1 833.9
Total current liabilities 1,805.4 1,424.4 1,557.9
TOTAL EQUITY AND LIABILITIES 4,414.9 3,625.2 3,874.7

Consolidated Cash Flow Statement

2013/14 2012/13 2013/14 2012/13 2012/13
Nov–Jan Nov–Jan May–Jan May
May–Jan
May-Apr
SEK m. 3 mths 3 mths 9 mths 9 mths
mths
12 mths
Operating profit 48.5 89.8 292.3 329.2 365.2
Adjustment for non-cash items 46.1 38.8 124.1 114.1 147.3
Financial items -9.2 -8.1 -28.3 -19.6 -27.4
Income tax paid -36.6 -27.7 -63.7 -59.7 -76.9
Cash flow from operating activities before 48.8 92.8 324.4 364.0 408.2
changes in working capital
Changes in working capital 50.5 31.8 -26.0 -35.5 -64.3
Cash flow from operating activities 99.3 124.6 298.4 328.5 343.9
Cash flow from investing activities -52.8 -29.1 -414.6 -590.4 -692.5
Cash flow from financing activities -52.3 -110.1 167.0 264.5 364.5
Cash flow for the period -5.8 -14.6 50.8 2.6 15.9
Cash and cash equivalents at start of period
lents
151.2 102.6 98.4 91.6 91.6
Translation differences, cash and cash equivalents -5.3 -1.3 -9.1 -7.5 -9.1
Cash and cash equivalents at close of period 140.1 86.7 140.1 86.7 98.4

Statement of Changes in Equity – Group

2013/14 2012/13
May–Jan May–Jan
Equity Equity
attributable to attributable to
Parent Parent
Company Non-controlling Total Company Non-controlling Total
SEK m. shareholders interests equity shareholders interests equity
Amount at beginning of year 1,576.0 0.0 1,576.0 1,399.0 0.1 1,399.1
Impact of change in
accounting policy IAS 19R
(net) -5.4 - -5.4 - - -
Adjusted amount at beginning
of year 1,570.6 0.0 1,570.6 1,399.0 0.1 1,399.1
Dividend -78.0 - -78.0 -65.0 - -65.0
Comprehensive income 280.7 - 280.7 166.8 0.0 166.8
Amount at end of period 1,773.3 0.0 1,773.3 1,500.8 0.1 1,500.9

Key Ratios for the Group

2013/14 2012/13 2013/14 2012/13 2012/13
Nov–Jan Nov–Jan May–Jan May–Jan May-Apr
3 mths 3 mths 9 mths 9 mths 12 mths
Net sales SEK m. 1,298.1 1,120.6 4,037.2 3,427.3 4,551.0
Growth % 15.8 8.7 17.8 15.7 13.9
Operating profit SEK m. 48.5 89.8 292.3 329.2 365.2
Operating margin % 3.7 8.0 7.2 9.6 8.0
Profit after net fin. items SEK m. 27.4 78.7 238.1 300.0 330.6
Profit margin % 2.1 7.0 5.9 8.8 7.3
Return on capital employed % 10.3 13.1 10.3 13.1 13.8
Return on equity % 11.5 14.6 11,5 14.6 16.1
Equity/assets ratio % 40.2 41.4 40.2 41.4 40.7
Investments SEK m. 52.8 29.1 414.6 590.4 692.5
Depreciation/Amortisation SEK m. 39.2 29.0 115.0 85.7 116.6
Per share ratios
Basic earnings per share SEK 0.38 1.06 3.30 4.18 4.63
Diluted earnings per share SEK 0.38 1.06 3.30 4.18 4.63
Basic equity per share SEK 34.10 28.86 34.10 28.86 30.31
Diluted equity per share SEK 34.10 28.86 34.10 28.86 30.31
Basic operating cash flow per share SEK 1.91 2.40 5.74 6.32 6.61
Diluted operating cash flow per share SEK 1.91 2.40 5.74 6.32 6.61
No. of shares at end of period No. 52,000,000 52,000,000 52,000,000 52,000,000 52,000,000

Quarterly Key Ratios – Group

2013/14 2012/13 2011/12
Nov
Nov–Jan
Aug–Oct May–Jul Feb–Apr Nov–Jan Aug
Aug–Oct
May–Jul Feb–Apr Nov–Jan
Q3 Q2 Q1 Q4 Q3 Q2 Q1 Q4 Q3
Net sales SEK m. 1,298.1 1,414.5 1,324.7 1,123.7 1,120.6 1,215.7 1,091.0 1,034.9 1,030.6
Growth % 15.8 16.4 21.4 8.6 8.7 18.4 20.6 25.0 15.4
Gross margin % 32.9 35.9 33.2 33.7 37.0 36.5 35.8 35.9 37.5
Operating profit SEK m. 48.5 141.8 102.0 36.0 89.8 140.9 98.5 5.6 97.3
Operating margin % 3.7 10.0 7.7 3.2 8.0 11.6 9.0 0.5 9.4
Return on capital employed % 10.3 12.2 12.7 13.8 13.1 13.9 14.3 14.7 18.7
Return on equity % 11.5 14.2 14.5 16.1 14.6 15.9 16.8 15.7 18.9
Equity/assets ratio % 40.2 37.8 38.6 40.7 41.4 39.1 45.2 45.1 45.3
Basic equity per share SEK 34.10 33.55 32.47 30.31 28.86 28.92 26.97 26.90 27.02
Basic earnings per share SEK 0.38 1.78 1.14 0.46 1.06 1.71 1.40 -0.09 1.35

Parent Company Income Statement

2013/14 2012/13 2013/14 2012/13 2012/13
Nov–Jan Nov–Jan May–Jan May
May–Jan
May-Apr
SEK m. 3 mths 3 mths 9 mths 9 mths
mths
12 mths
Net sales 268.6 231.4 810.2 719.1 946.8
Cost of goods sold -205.2 -175.6 -598.9 -543.8
543.8
-716.9
Gross profit 63.4 55.8 211.3 175.3 229.9
Other operating income 11.8 7.8 33.9 27.1 47.7
Selling expenses -48.0 -42.0 -131.3 -117.1
117.1
-165.3
Administration expenses -17.9 -15.2 -47.8 -
-44.8
-62.3
Other operating expenses -12.1 -2.5 -34.8 -7.3 -15.5
Operating profit -2.8 3.9 31.3 33.2 34.5
Net financial items -7.1 37.0 246.8 160.7 148.2
Profit after financial items -9.9 40.9 278.1 193.9 182.7
Appropriations1 7.0 9.8 21.3 23.6 -20.7
Pre-tax profit -2.9 50.7 299.4 217.5 162.0
Tax on profit for the period 0.5 -2.2 -8.2 -
-12.0
-0.1
Profit for the period -2.4 48.5 291.2 205.5 161.9

1) Accelerated depreciation, tax allocation reserve and Group contribution contributions.

2) The relatively low effective tax rate for the Parent Company is because a large share of net financial items consists of tax dividends from subsidiaries. rate for large share tax-free income such as

Parent Company Balance Sheet

SEK m. 31/01/2014 31/01/2013 30/04/2013
ASSETS
Other intangible assets 6.4 5.9 4.8
Property, plant and equipment 124.7 100.8 129.9
Financial and other assets 2,383.2 1,840.7 2,004.7
Total non-current assets 2,514.3 1,947.4 2,139.4
Inventory 167.3 119.5 127.8
Current receivables 712.0 611.0 560.9
Cash and cash equivalents - - -
Total current assets 879.3 730.5 688.7
TOTAL ASSETS 3,393.6 2,677.9 2,828.1
EQUITY AND LIABILITIES
Equity 1,249.1 883.2 892.4
Untaxed reserves 42.0 69.0 63.3
Non-current liabilities, provisions 2.4 1.7 2.8
Non-current liabilities, interest-bearing 457.8 600.5 743.3
Total non-current liabilities 460.2 602.2 746.1
Current liabilities, interest-bearing 1,201.7 980.2 664.5
Current liabilities, non-interest-bearing 440.6 143.3 461.8
Total current liabilities 1,642.3 1,123.5 1,126.3
TOTAL EQUITY AND LIABILITIES 3,393.6 2,677.9 2,828.1

General accounting policies and principles

Systemair applies International Financial Reporting Standards (IFRS). This interim accordance with the Swedish Annual Accounts Act, the Swedish Financial Reporting Board's recommendation RFR 1 and IAS 34 Interim Financial Reporting, and for the Parent Company in accordance with the Swedish Annual Acc accounting policies and methods of calculation applied for the Group and Parent Company accord with those used in preparing the most recent Annual Report, with the exception of application of IAS 19 Employee benefits Presentation of Financial Statements. However, these have not had any major impact on the Group's financial reporting. report was prepared for the Group in - amendments, prepared the with Annual Act, Board's 1 and Financial Parent the Accounts Act and RFR 2. The methods of calculation with in preparingamendments, and IAS 1 have not major the reporting.

Note 1 – Acquisition analysis

The price paid to acquire 100 percent of the shares outstanding in Menerga, Germany, Reftec, No Menerga's three German sales companies Norway, Menerga, Austria and was provisionally made up as follows:

Total historical cost, less transaction costs SEK 141.9 million
Identifiable net assets Total
Goodwill 76.1
Brands and customer relationships 111.9
Buildings and land 29.9
Machinery and equipment 10.9
Financial and other assets 0.4
Inventory 48.4
Other current assets 72.6
Cash and cash equivalents 15.5
Non-interest-bearing liabilities (incl. deferred tax liability)
bearing
-27.8
Interest-bearing liabilities -38.5
Other operating liabilities -157.5
141.9

Transaction costs in the acquisition of subsidiaries totalled SEK 5.1 million, the major share of which was charged to Q4 ear in 2012/13.

The total effect on cash flow from the acquisition for prior years' acquisitions, amounted to SEK acquisitions, including payment of a formerly withheld additional purchase consideration -123.1 million. s, including of considerationpresent life of

Brands and customer relationships have been measured at the net present value of future payment flows. The useful these assets has been estimated at 5-10 years.

The goodwill upon acquisition is attributable to the strong market position of the companies acquired, synergy effects expect to arise after the acquisitions and the company's estimated future ear 10 earning capacity. upon is the market expected

Note 2 – Financial instruments

Systemair's financial instruments consist of derivatives, trade accounts receivable, cash and cash equivalents, available financial assets, trade accounts payable, accrued supplier costs and interest carry variable interest rates or, in certain cases, fixed rates for a short period. Derivatives are recognised at fair value income statement, based on input data corresponding to level 2 in fair value based on input data corresponding to level 1 in IFRS 7. Other financial assets and liabilities are short term. For reason, the fair values of all financial instruments are consid has not recognised any financial assets and liabilities net. interest-bearing liabilities. Liabilities to credit institutions IFRS 7. Available-for-sale financial assets are recognised at considered to equate approximately to the carrying amounts. Systemair cash available-for-sale bearing liabilities. short recognised value via the sale on corresponding level 7. liabilities that ered to equate

Definitions of key ratios

Operating profit (EBIT)

Earnings before financial items and tax.

Growth

Growth is defined as the change in net sales, relative to net sales for the preceding period.

Operating margin

Operating profit divided by net sales.

Profit margin

Profit after financial items divided by net sales.

Return on capital employed

Profit after financial income, for the trailing 12 months (TTM), divided by average capital employed.

Capital employed

Total assets less non-interest-bearing liabilities.

Return on equity

Profit after tax before non-controlling interest, for the trailing 12 months (TTM), divided by average equ non-controlling interest. 12 the months (TTM), by equity excluding

Number of employees

The number of employees at the end of the accounting period. New employees, appointments terminated, part employees and paid overtime are converted into full ge railing bearing controlling full-time equivalents. employees end the employees, part-time

Earnings per share

Profit for the period attributable to Parent Company shareholders, divided by the average number of shares during the period. for by during the period.

Operating cash flow per share

Cash flow from operating activities for the period, divided by the average number of shares during the period.

Equity/assets ratio

Adjusted equity divided by total assets.

Equity per share

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

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