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Novem Group S.A.

Interim / Quarterly Report Nov 30, 2022

4509_10-q_2022-11-30_4044da70-9727-494e-a969-542288665ff1.pdf

Interim / Quarterly Report

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30 November 2022

HY 2022/23 Interim Statement

TABLE OF CONTENTS

1 GROUP OVERVIEW

Key results ________3
HY 2022/23 highlights ________4

2 GROUP INTERIM MANAGEMENT REPORT

Financial performance
________
5
Financial position
_______9
Cash flows_______12
Segment reporting
___________15
Subsequent events and risks and opportunities_______17

3 CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Consolidated statement of comprehensive income
___18
Consolidated statement of financial position
___19
Consolidated statement of cash flows____20
Consolidated statement of changes in equity
___21

4 NOTES TO CONSOLIDATED INTERIM STATEMENTS

General information
__________22
Notes to consolidated statements of financial position
_____23
Notes to consolidated statements of other comprehensive
income
__________27
Other disclosures
______29
Responsibility statement
_____34

5 ADDITIONAL INFORMATION

Financial calendar______35
Contact
__________35
Glossary
_________36
Disclaimer
_______37

CONTENTS

2GROUP INTERIM MANAGEMENT REPORT

GROUP OVERVIEW

Alternative Performance Measures (APMs) in the Group Interim Management Report for the first half of financial year 2022/23

In accordance with the European Securities and Markets Authority (ESMA) guidelines on Alternative Performance Measures, the Group provides a definition, the rationale for use and a reconciliation of APMs used. The Group uses the APMs shown in the following table. The definitions and required disclosures of all APMs are provided in the glossary of this Interim Report.

All mentioned APMs are used to track the Group's operating performance. It is neither required by nor presented in accordance with IFRS. It is also not a measure of financial performance under IFRS and should not be considered as an alternative to other indicators of operating performance, cash flow or any other measure of performance derived in accordance with IFRS.

Key results

Q2 2021/22 Q2 2022/23 HY 2021/22 HY 2022/23
177.4 295.31 359.3
12.4 20.1 38.2 41.5
8.9% 11.3% 12.9% 11.5%
20.0 28.2 53.4 57.6
14.4% 15.9% 18.1% 16.0%
3.6 3.8 5.7 7.6
2.6% 2.2% 1.9% 2.1%
0.9 22.8 11.0 20.4
139.21

1 Including revenue-related adjustments

in € million 31 Mar 22 30 Sep 22
Balance sheet
Trade working capital 41.0 60.3
Total working capital 127.3 156.2
Net financial debt 165.6 168.9
Net leverage (x Adj. EBITDA) 1.5 1.5

CONTENTS

4 NOTES TO CONSOLIDATED INTERIM STATEMENTS

INFORMATION

HY 2022/23 highlights

Strong revenue growth amid continued headwinds

Revenue for the first six months of financial year 2022/23 came in at €359.3 million, with both Q1 and Q2 contributing equally to the result. Compared to last year's €295.3 million for the same period, this marked strong growth of 21.7%. While revenue Series showed pleasing growth of 14.4%, revenue Tooling showed an even stronger year-on-year increase of 96.7%. In the first half year, Novem achieved an Adj. EBIT of €41.5 million, slightly above last year's figure of €38.2 million. Given the comparatively higher top line, this led to a slight decrease in the Adj. EBIT margin to 11.5% (PY: 12.9%) based on higher input costs and persistent headwinds like volatile customer call-offs. Free cash flow turned positive again in the second quarter 2022/23, lifting the half-year figure to €20.4 million (+85.7% y/y).

Start of business relationship with Opel and expansion with FAW

With the flagship model Insignia (e-SUV), Novem acquired Opel as a new customer and expects the first revenue in 2025. This clearly exemplifies the overall trend towards premiumisation in cars, where volume brands increasingly equip their flagship models with premium trims. Anticipated as one of the megatrends to drive Novem's future growth, this opens many doors and enables further diversification of the customer base.

After acquiring a luxury SUV platform last year, Novem has now secured the first electric vehicle from FAW. With this award, Novem continues to strengthen its position in China and gained momentum in entering into new business collaborations there.

2GROUP INTERIM MANAGEMENT REPORT

3CONSOLIDATED INTERIM FINANCIAL STATEMENTS

5 ADDITIONAL INFORMATION

FINANCIAL PERFORMANCE

in € million Q2 2021/22 Q2 2022/23 HY 2021/22 HY 2022/23
Revenue 139.3 177.4 295.4 359.3
Increase or decrease in finished goods and work in process 3.2 -4.0 12.2 -5.3
Total operating performance 142.5 173.4 307.6 354.0
Other operating income 6.8 5.0 9.6 9.6
Cost of materials 74.3 90.6 153.1 184.1
Personnel expenses 39.2 40.7 79.2 82.3
Depreciation, amortisation and impairment 7.7 8.0 15.3 16.1
Other operating expenses 18.4 19.2 34.5 40.1
Operating result (EBIT) 9.8 19.8 35.0 41.0
Finance income 1.1 0.9 1.8 1.7
Finance costs 11.7 11.4 22.2 19.8
Financial result -10.6 -10.6 -20.4 -18.1
Income taxes 3.2 3.1 9.5 7.7
Deferred taxes -1.6 -0.1 -0.6 0.4
Income tax result 1.6 3.0 8.9 8.1
Profit for the period attributable to the shareholders -2.4 6.3 5.8 14.7
Differences from currency translation 2.5 8.4 1.7 17.5
Items that may subsequently be reclassified to consolidated profit or loss 2.5 8.4 1.7 17.5
Actuarial gains and losses from pensions and similar obligations (before taxes) -0.0 -0.0
Taxes on actuarial gains and losses from pensions and similar obligations
Items that will not subsequently be reclassified to consolidated profit or loss -0.0 -0.0
Other comprehensive income/loss, net of tax 2.5 8.4 1.7 17.5
Total comprehensive income/loss for the period attributable to the shareholders 0.1 14.6 7.5 32.3
Earnings per share attributable to the equity holders of the parent (in €)
basic -0.06 0.15 0.141 0.34
diluted -0.06 0.15 0.141 0.34

1 Adjusted according to IAS 8.42

2GROUP INTERIM MANAGEMENT REPORT

Revenue

Total revenue of €359.3 million in the first half (period from April to September 2022) of the financial year 2022/23 increased by €63.9 million or 21.6% compared to the same reporting period last year (HY 2021/22: €295.4 million). Based on prior year (constant) exchange rates, revenue would have been lower by -6.0% or €-21.4 million. This currency impact was primarily influenced by the strong US Dollar and Chinese Renminbi. On a segmental basis, revenue was generated in the first half of 2022/23 primarily in Europe (€171.6 million), followed by Americas (€133.4 million) and Asia (€54.2 million).

Revenue development

Revenue 295.4 359.3 21.6%
Revenue Tooling 25.9 50.9 96.7%
Revenue Series 269.5 308.4 14.4%
in € million HY 2021/22 HY 2022/23 % change

Revenue Series

Revenue Series developed positively in the first six months of the financial year 2022/23 and recorded at €308.4 million, up by 14.4% compared to the same reporting period last year (HY 2021/22: €269.5 million). Revenue Series generated 85.8% of total revenue (PY: 91.2%) and remained the key pillar of the business.

Revenue Tooling

Revenue Tooling contributed €50.9 million to total revenue from April to September 2022 (HY 2021/22: €25.9 million). This corresponds to a year-on-year increase of 96.7% or €25.0 million, mainly attributable to a different project phasing.

Change in finished goods and work in process

Change of finished goods and work in process decreased by €-17.5 million (<-100.0%) from €12.2 million in the first half of the financial year 2021/22 to €-5.3 million in the current financial year resulting from lower tooling inventories (€-18.4 million), profit in stock elimination (€-0.4 million) as well as work in process (€-0.2 million), positively affected by higher stock of finished goods (€+1.5 million).

Other operating income

Other income amounted to €9.6 million in the first six months of the financial year 2022/23 and recorded at the same level as in the same period last year. The comparison of the periods under review merely shows a shift between currency translation gains (€+2.3 million) and other income (€-2.3 million).

Cost of materials

Cost of materials rose from €153.1 million in the first half of the financial year 2021/22 to €184.1 million in the first six months of the financial year 2022/23, leading to a year-on-year change of 20.2%. The cost of materials to output (total operating performance) ratio increased by 2.2 percentage points to 52.0% as a result of the negative impact of higher input costs for raw materials, energy and transportation during the reporting period.

Personnel expenses

Personnel expenses amounted to €82.3 million in the period from April to September 2022, up by €3.1 million or 4.0% compared to last financial year (HY 2021/22: €79.2 million). Volatile customer call-offs because of production interruptions in connection with chip shortages led to inefficiencies in managing personnel expenses. As a percentage of total operating performance, personnel expenses decreased by -2.5 percentage points year-on-year to 23.3%, primarily resulting from increased revenue.

Depreciation, amortisation and impairment

Novem reported depreciation and amortisation of €16.1 million in the first half of the financial year 2022/23, an increase of 5.1% or €0.8 million compared to previous financial year (HY 2021/22: €15.3 million). The increase was driven by depreciation on buildings (€+0.6 million), other equipment (€+0.2 million) and intangible assets (€+0.1 million), partly offset by lower depreciation on machinery and lower accelerated depreciation.

Other operating expenses

In the first six months of the financial year 2022/23, other operating expenses rose by €5.6 million to €40.1 million (HY 2021/22: €34.5 million). This increase was

CONTENTS

predominantly attributable to higher outgoing freights and lower release of accruals for other debtors as well as foreign currency translation losses, positively affected by lower legal and advisory fees.

Finance income and costs

The financial result amounted to €-18.1 million for the first half of the financial year 2022/23, compared to the period from April to September 2021 of €-20.4 million.

Finance income decreased from €1.8 million in the first six months of the financial year 2021/22 by €-0.1 million to €1.7 million in the first half of the financial year 2022/23.

Novem reported finance costs of €19.8 million in the first half of the financial year 2022/23 (HY 2021/22: €22.2 million), a decrease of -11.0% or €-2.4 million. While higher losses from currency translation effects in connection with cash pooling and hedging increased finance costs, the change in the post-IPO financing structure and thus lower interest expenses had an offsetting effect.

Income tax result

Income tax result decreased by -8.5% from €8.9 mil lion last half year to €8.1 million in the first half of the financial year 2022/23. While income taxes declined, deferred taxes rose in the period under review.

2GROUP INTERIM MANAGEMENT REPORT

CONTENTS

Adjustments

Adj. EBIT

Adj. EBIT represents the operating result adjusted for exceptional non‑recurring items. As such, Novem adjusts certain one‑off effects to better show the underlying operating performance of the Group. The adjustments made follow a pre-defined and transparent approach and form part of the regular monthly closing and reporting routines.

Adjustments

Adjustments in the second quarter of 2021/22 comprised €2.2 million transaction costs, €0.2 million severance payments and €0.1 million Covid-19 related costs. Transaction costs solely included expenses in connection with the IPO.

In the second quarter of 2022/23, adjustments included €0.2 million severance payments as well as €0.1 million Others.

The Adj. EBIT margin of 11.3% for the second quarter ended on 30 September 2022 exceeded the adjusted prior year's figure of 8.9% by 2.4 percentage points, primarily driven by higher revenue. Therefore, the Adj. EBITDA margin of 15.9% was also well above prior year's margin of 14.4%.

Adjustments in the first half of 2022/23 were significantly lower than prior year by €-2.6 million, mainly because of transaction costs in 2021/22.

The Adj. EBIT margin of 11.5% for the first half of 2022/23 recorded below prior year's margin of 12.9% by -1.4 percentage points as a result of higher input costs. Therefore, the Adj. EBITDA margin of 16.0% for the first half of 2022/23 was also behind the margin for the first six months of 2021/22 of 18.1% by -2.1 percentage points.

in € million Q2 2021/22 Q2 2022/23 HY 2021/22 HY 2022/23
Revenue 139.21 177.4 295.31 359.3
EBIT 9.8 19.8 35.0 41.0
EBIT margin 7.1% 11.2% 11.9% 11.4%
Restructuring
Material quality claims -0.1 -0.1
Single impairments
Covid-19 costs 0.1 0.0 0.4 0.2
Transaction costs 2.2 2.4
Others 0.3 0.2 0.4 0.3
Exceptional items 2.5 0.3 3.1 0.5
Discontinued operations
Adjustments 2.5 0.3 3.1 0.5
Adj. EBIT 12.4 20.1 38.2 41.5
Adj. EBIT margin 8.9% 11.3% 12.9% 11.5%
Depreciation, amortisation and impairment 7.6 8.0 15.2 16.1
Adj. EBITDA 20.0 28.2 53.4 57.6
Adj. EBITDA margin 14.4% 15.9% 18.1% 16.0%

1 Including revenue-related adjustments

CONSOLIDATED INTERIM STATEMENTS

FINANCIAL POSITION

in € million 31 Mar 22 30 Sep 22
Intangible assets 3.1 2.7
Property, plant and equipment 184.9 182.4
Trade receivables 47.5 51.6
Other non-current assets 12.6 11.8
Deferred tax assets 18.8 19.3
Total non-current assets 267.0 267.8
Inventories 129.4 121.7
Trade receivables 37.7 54.6
Other receivables 28.6 33.4
Other current assets 13.7 16.8
Cash and cash equivalents 117.0 113.5
Assets held for sale 0.8
Total current assets 327.0 340.0
Total assets 594.0 607.8
Assets Equity and liabilities
-------- ------------------------
in € million 31 Mar 22 30 Sep 22
Share capital 0.4 0.4
Capital reserves 539.6 539.6
Retained earnings/accumulated losses -482.8 -485.3
Currency translation reserve 10.4 27.9
Total equity 67.7 82.7
Pensions and similiar obligations 34.9 35.3
Other provisions 3.2 3.2
Financial liabilities 247.7 247.9
Other liabilities 29.8 29.9
Deferred tax liabilities 3.6 4.2
Total non-current liabilities 319.1 320.5
Tax liabilities 13.8 17.0
Other provisions 48.0 51.2
Financial liabilities 1.4 5.8
Trade payables 70.4 59.8
Other liabilities 73.7 70.7
Total current liabilities 207.3 204.5
Equity and liabilities 594.0 607.8

2GROUP INTERIM MANAGEMENT REPORT

Total assets

Total assets amounted to €607.8 million as of 30 September 2022, an increase of 2.3% compared to the end of the last financial year 2021/22 (31 March 2022: €594.0 million).

Non‑current assets

Non-current assets remained stable at €267.8 million compared to the end of the last financial year 2021/22 (31 March 2022: €267.0 million), up €0.8 million or 0.3%, attributable to depreciation in property, plant and equipment of €2.5 million and lower other non-current assets by €-0.8 million with an offsetting effect in an increase in trade receivables by €4.1 million.

Current assets

Current assets increased from €327.0 million as of 31 March 2022 by 3.9% to €340.0 million as of 30 September 2022. This movement resulted primarily in an increase in trade receivables by €16.9 million or 44.9%, attributable to higher production volumes. Through non-recourse factoring, Novem sold trade receivables of €49.2 million as of 30 September 2022, exceeding the volume of €47.8 million as of 31 March 2022 by €1.4 million. Lower inventories with €-7.7 million or -6.0% had the largest counterbalancing impact. The cash position oscillated at a solid level of €113.5 million compared to the end of the last financial year 2021/22 (31 March 2022: €117.0 million) despite the out-flow of €17.2 million for the dividend distribution in August 2022.

Working capital

in € million 31 Mar 22 30 Sep 22 % change
Inventories 67.4 68.3 1.4%
Trade
receivables
35.2 48.0 36.2%
Trade payables 61.6 56.0 -9.1%
Trade working
capital
41.0 60.3 47.1%
Tooling net 74.4 81.9 10.1%
Contract assets 11.9 14.0 18.0%
Total working
capital
127.3 156.2 22.7%

Total working capital amounted to €156.2 million as of 30 September 2022 and was, therefore, higher compared to 31 March 2022 by 22.7%. This was largely driven by higher trade receivables and tooling net. The most significant change in tooling net was attributable to a rise in non-current and current tooling trade receivables of €8.2 million. As a consequence, total working capital in % of revenue increased to 22.0% (31 March 2022: 20.0%).

Equity

As of 30 September 2022, the equity position of €82.7 million improved from €67.7 million at the end of the last financial year 2021/22 due to the profit generated in HY 2022/23 and despite an offsetting effect from the dividend payment of €17.2 million. Currency translation differences to Euro influenced significantly and increased by €17.5 million (>100.0%).

Non‑current liabilities

Non-current liabilities remained stable at €320.5 million compared to the end of the last financial year 2021/22 (31 March 2022: €319.1 million), up €1.4 million or 0.4%.

Net financial debt

Cash and cash
equivalents
-117.0 -113.5 -2.9%
Gross financial
debt
282.6 282.4 -0.1%
Lease liabilities 34.9 34.4 -1.2%
derivatives (-) 1.3 5.7 >100.0%
Liabilities from
Liabilities to
banks
249.1 253.7 1.9%
in € million 31 Mar 22 30 Sep 22 % change

Gross financial debt as of 30 September 2022 amounted to €282.4 million and thus posted an insignificant decrease of €-0.2 million, mainly attributed to the decline in lease liabilities of €-0.5 million. Cash and cash equivalents decreased by €-3.5 million compared to the end of the last financial year 2021/22 and thus mainly accountable for the increase of the net financial debt position in the amount of €3.3 million.

Net leverage

Net leverage 1.5 1.5
LTM Adj. EBITDA 111.7 115.9
Net financial debt 165.6 168.9
in € million 31 Mar 22 30 Sep 22

The net leverage ratio is defined as net financial debt divided by Adj. EBITDA for the last 12 months. The ratio oscillated at a solid level of around 1.5x Adj. EBITDA.

Current liabilities

Current liabilities amounted to €204.5 million on the reporting date of the current half year, a decrease of 1.3% or €2.8 million compared to the end of the last financial year 2021/22. The decrease was attributable to lower trade payables of €10.6 million or 15.0%, fol lowed by lower other liabilities of €3.0 million or -4.1%. This development was partly offset by higher financial liabilities of €4.4 million and higher tax liabilities by 23.5% or €3.2 million, as well as other provisions of the same amount.

2GROUP INTERIM MANAGEMENT REPORT

CASH FLOWS

in € million Q2 2021/22 Q2 2022/23
Profit for the period -2.4 6.3
Income tax expense (+)/income (-) 3.2 3.1
Financial result (+)/(-) net 7.8 1.2
Depreciation, amortisation and impairment 7.7 8.0
Other non-cash expenses (+)/income (-) -2.0 -0.2
Increase (-)/decrease (+) in inventories -8.1 4.9
Increase (-)/decrease (+) in trade receivables 9.5 -3.2
Increase (-)/decrease (+) in other assets -1.2 -1.0
Increase (-)/decrease (+) in deferred taxes -1.7 -0.1
Increase (-)/decrease (+) in prepaid expenses/deferred
income
2.3 0.3
Increase (+)/decrease (-) in provisions -1.8 3.1
Increase (+)/decrease (-) in trade payables 1.3 2.8
Increase (+)/decrease (-) in other liabilities -4.6 2.8
Gain (-)/loss (+) on disposals of non-current assets -0.0 -0.0
Cash received from (+)/cash paid for (-) income taxes -4.4 -2.2
Cash flow from operating activities 5.4 25.8
Cash received (+) from disposals of property, plant and
equipment
-0.1 0.0
Cash paid (-) for investments in intangible assets -0.1 -0.0
Cash paid (-) for investments in property, plant and
equipment
-5.5 -3.8
Interest received (+) 1.1 0.9
Cash flow from investing activities -4.6 -3.0
in € million Q2 2021/22 Q2 2022/23
Cash repayments of loans
Cash received from loans 250.7
Cash in-flow (+)/out-flow (-) from shareholders of the
parent company
49.2
Cash repayments (-) of bond/cash received from (+)
issuance of bond
-400.4
Cash paid for (-) subsidies/grants -0.0 -0.0
Cash paid for (-) finance leases -1.6 -2.4
Interest paid (-) -5.2 -1.6
Dividends paid (-) -17.2
Cash flow from financing activities -107.2 -21.3
Net increase (+)/decrease (-) in cash and cash equivalents -106.4 1.6
Effect of exchange rate fluctuations on cash and cash
equivalents
0.4
Cash and cash equivalents at the beginning of the reporting
period
177.8 111.6
Cash and cash equivalents at the end of the reporting period 71.4 113.5

CONTENTS

2GROUP INTERIM MANAGEMENT

REPORT

3CONSOLIDATED INTERIM FINANCIAL STATEMENTS

5 ADDITIONAL INFORMATION

in € million HY 2021/22 HY 2022/23
Profit for the period 5.8 14.7
Income tax expense (+)/income (-) 9.5 7.7
Financial result (+)/(-) net 19.8 2.1
Depreciation, amortisation and impairment 15.3 16.1
Other non-cash expenses (+)/income (-) -8.8 0.3
Increase (-)/decrease (+) in inventories -24.1 10.4
Increase (-)/decrease (+) in trade receivables 21.6 -18.1
Increase (-)/decrease (+) in other assets -2.6 -2.1
Increase (-)/decrease (+) in deferred taxes -0.7 0.4
Increase (-)/decrease (+) in prepaid expenses/deferred
income
-1.1 -0.1
Increase (+)/decrease (-) in provisions 4.7 4.3
Increase (+)/decrease (-) in trade payables -10.0 -0.1
Increase (+)/decrease (-) in other liabilities -4.3 -6.0
Gain (-)/loss (+) on disposals of non-current assets -0.0 0.0
Cash received from (+)/cash paid for (-) income taxes -6.7 -4.3
Cash flow from operating activities 18.4 25.5
Cash received (+) from disposals of property, plant and
equipment
-0.1 0.8
Cash paid (-) for investments in intangible assets -0.2 -0.0
Cash paid (-) for investments in property, plant and
equipment
-8.9 -7.5
Interest received (+) 1.8 1.7
Cash flow from investing activities -7.4 -5.1
HY 2021/22 HY 2022/23
250.7
49.2
-400.0
-0.0 -0.0
-4.0 -4.5
-10.8 -2.9
-17.2
-114.8 -24.6
-103.9 -4.2
0.8
175.3 117.0
71.4 113.5

1 GROUP OVERVIEW

CONTENTS

2GROUP INTERIM MANAGEMENT REPORT

Cash flow from operating activities

Cash flow from operating activities developed posi tively from €18.4 million in the first half of last year by €7.1 million to €25.5 million in the current half year. The development can be explained by the considerable increase of profit by €8.9 million compared to the same reporting period last year.

Cash flow from investing activities

Cash out-flow for investing activities reached €5.1 mil lion in the current half year (HY 2021/22: €7.4 million). The cash flow was characterised by lower investments in property, plant and equipment as well as by the positive impact of the sale of the production premise in Kulmbach in the amount of €0.8 million.

Cash flow from financing activities

Cash out-flow for financing activities showed the larg est deviation. Following a total of €-114.8 million in the first half of the previous year, cash flow from financing activities increased by €90.3 million to €-24.6 million in the first half of 2022/23. This change was largely driven by the new financing structure and thus lower interest paid of €-7.9 million due to the improved interest rate structure with an offsetting effect from the dividend distribution of €-17.2 million in August 2022.

2GROUP INTERIM MANAGEMENT REPORT

SEGMENT REPORTING

Europe Americas Asia Total segments Other/consolidation Group
in € million Q2 2021/22 Q2 2022/23 Q2 2021/22 Q2 2022/23 Q2 2021/22 Q2 2022/23 Q2 2021/22 Q2 2022/23 Q2 2021/22 Q2 2022/23 Q2 2021/22 Q2 2022/23
External revenue 67.61 78.0 56.8 71.2 14.8 28.2 139.2 177.4 139.2 177.4
Revenue between
segments
9.5 15.2 11.9 12.9 6.7 4.0 28.1 32.2 -28.1 -32.2
Total revenue 77.1 93.2 68.6 84.1 21.5 32.2 167.3 209.6 -28.1 -32.2 139.2 177.4
Adj. EBITDA 7.5 8.1 8.3 13.7 4.2 6.4 20.0 28.2 20.0 28.2
Adj. EBITDA margin 9.7% 8.7% 12.1% 16.3% 19.6% 19.8% 12.0% 13.4% 14.4% 15.9%
Depreciation,
amortisation and
impairment
3.6 3.7 2.8 3.0 1.3 1.3 7.6 8.0 7.6 8.0
Adj. EBIT 3.9 4.4 5.5 10.7 2.9 5.1 12.4 20.1 12.4 20.1
Adj. EBIT margin 5.1% 4.7% 8.0% 12.7% 13.6% 15.7% 7.4% 9.6% 8.9% 11.3%
Adjustments 2.2 0.3 0.3 -0.0 0.0 2.5 0.3 2.5 0.3
Operating Result (EBIT) 1.7 4.1 5.2 10.7 2.9 5.1 9.8 19.8 9.8 19.8

1 Including revenue-related adjustments

Europe Americas Asia Total segments Other/consolidation Group
in € million HY 2021/22 HY 2022/23 HY 2021/22 HY 2022/23 HY 2021/22 HY 2022/23 HY 2021/22 HY 2022/23 HY 2021/22 HY 2022/23 HY 2021/22 HY 2022/23
External revenue 147.41 171.6 111.1 133.4 36.8 54.2 295.3 359.3 295.3 359.3
Revenue between
segments
19.3 25.4 21.6 25.4 12.2 8.1 53.2 58.9 -53.2 -58.9
Total revenue 166.8 197.1 132.7 158.8 49.0 62.3 348.5 418.2 -53.2 -58.9 295.3 359.3
Adj. EBITDA 23.8 19.1 17.8 27.2 11.8 11.3 53.4 57.6 53.4 57.6
Adj. EBITDA margin 14.3% 9.7% 13.4% 17.1% 24.2% 18.1% 15.3% 13.8% 18.1% 16.0%
Depreciation,
amortisation and
impairment
7.1 7.4 5.5 6.0 2.6 2.6 15.2 16.1 15.2 16.1
Adj. EBIT 16.6 11.6 12.3 21.2 9.3 8.7 38.2 41.5 38.2 41.5
Adj. EBIT margin 10.0% 5.9% 9.2% 13.4% 18.9% 13.9% 11.0% 9.9% 12.9% 11.5%
Adjustments 2.7 0.3 0.4 0.0 0.2 3.1 0.5 3.1 0.5
Operating Result (EBIT) 14.0 11.3 11.8 21.2 9.3 8.5 35.0 41.0 35.0 41.0

1 Including revenue-related adjustments

CONTENTS

INTERIM STATEMENTS

Europe

External revenue in Europe increased from €147.4 million in the first half of 2021/22 to €171.6 million in the first half of 2022/23 and exceeded prior year by 16.4% or €24.2 million.

Europe accounted for 47.8% of total revenue in the first six months of 2022/23 (HY 2021/22: 49.9%).

Adj. EBIT generated in Europe amounted to €11.6 million in the first half of 2022/23 and was thus -30.3% lower compared to the same reporting period last year (HY 2021/22: €16.6 million). Adj. EBIT margin decreased to 5.9% from 10.0% last year.

The region showed a sharp decline in operating performance in the first half of 2022/23 because of soaring input costs and ongoing inefficiencies because of volatile customer call-offs.

in € million HY 2021/22 HY 2022/23 % change
External revenue 147.41 171.6 16.4%
Revenue between
segments
19.3 25.4 31.4%
Total revenue 166.8 197.1 18.2%
Adj. EBIT 16.6 11.6 -30.3%
Adj. EBIT margin 10.0% 5.9% -41.0%

Americas

External revenue in Americas increased from €111.1 million in the first half of 2021/22 to €133.4 million in the first half of 2022/23 and exceeded prior year by 20.1% or €22.3 million. The currency translation impact amounted to €16.7 million in the first six months.

Americas contributed 37.1% of total revenue in the first six months of 2022/23 (HY 2021/22: 37.6%).

Adj. EBIT generated in Americas amounted to €21.2 million in the first half of 2022/23 and was thus 73.1% higher compared to the same reporting period last year (HY 2021/22: €12.3 million). Adj. EBIT margin increased to 13.4% from 9.2% last year.

While the other two regions showed a decline, the operating performance in Americas sharply increased in the first six months of 2022/23 compared to prior year, mainly driven by higher revenue.

in € million HY 2021/22 HY 2022/23 % change
External revenue 111.1 133.4 20.1%
Revenue between
segments
21.6 25.4 17.3%
Total revenue 132.7 158.8 19.6%
Adj. EBIT 12.3 21.2 73.1%
Adj. EBIT margin 9.2% 13.4% 44.7%

Asia

External revenue in Asia increased from €36.8 million in the first half of 2021/22 to €54.2 million in the first half of 2022/23 and exceeded prior year by 47.3% or €17.4 million. The currency translation impact amounted to €4.8 million in the first six months.

Revenue from Asia equalled 15.1% of total revenue in the first six months of 2022/23 (HY 2021/22: 12.5%).

Asia generated €8.7 million Adj. EBIT in the first half of 2022/23 and was thus -6.6% lower compared to the same reporting period last year (HY 2021/22: €9.3 million). Adj. EBIT margin decreased to 13.9% from 18.9% last year.

The decrease in operating performance of the region in HY 2022/23 was predominantly driven by inefficiencies resulting from plant shutdowns of the OEMs according to China's zero-Covid policy.

in € million HY 2021/22 HY 2022/23 % change
External revenue 36.8 54.2 47.3%
Revenue between
segments
12.2 8.1 -33.6%
Total revenue 49.0 62.3 27.2%
Adj. EBIT 9.3 8.7 -6.6%
Adj. EBIT margin 18.9% 13.9% -26.5%

5 ADDITIONAL INFORMATION

1 Including revenue-related adjustments

SUBSEQUENT EVENTS AND RISKS AND OPPORTUNITIES

Subsequent events

There were no events or developments in the period from the balance sheet date as of 30 September 2022 to the publication date on 30 November 2022 that would have materially affected the recognition or measurement of Novem's assets and liabilities.

Risks and opportunities

An assessment of risks and opportunities for Novem showed no significant changes to the risk-related disclosures as of and for the financial year ended 31 March 2022.

Herewith reference is being made to the Annual Financial Report 2021/22 on risks and opportunities, which can be accessed on the Investor Relations website of Novem in the section Reports & Presentations.

2GROUP INTERIM MANAGEMENT REPORT

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

for the half year ended 30 September 2022

in € thousand HY 2021/22 HY 2022/23
Revenue 295,404 359,263
Increase or decrease in finished goods and work in process 12,170 -5,287
Total operating performance 307,574 353,976
Other operating income 9,571 9,587
Cost of materials 153,078 184,060
Personnel expenses 79,193 82,329
Depreciation, amortisation and impairment 15,290 16,072
Other operating expenses 34,534 40,129
Operating result (EBIT) 35,050 40,972
Finance income 1,808 1,670
Finance costs 22,233 19,793
Financial result -20,425 -18,122
Income taxes 9,476 7,743
Deferred taxes -625 358
Income tax result 8,850 8,101
Profit for the period attributable to the shareholders 5,774 14,748
Differences from currency translation 1,732 17,527
Items that may subsequently be reclassified to consolidated profit or loss 1,732 17,527
Actuarial gains and losses from pensions and similar obligations (before taxes) -17
Taxes on actuarial gains and losses from pensions and similar obligations
Items that will not subsequently be reclassified to consolidated profit or loss -17
Other comprehensive income/loss, net of tax 1,716 17,527
Total comprehensive income/loss for the period attributable to the shareholders 7,490 32,275
Earnings per share attributable to the equity holders of the parent (in €)
basic 0.141 0.34
diluted 0.141 0.34

1 Adjusted according to IAS 8.42

2GROUP INTERIM MANAGEMENT REPORT

5 ADDITIONAL INFORMATION

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

as of 30 September 2022

in € thousand 31 Mar 22 30 Sep 22
Intangible assets 3,100 2,671
Property, plant and equipment 184,905 182,386
Trade receivables 47,541 51,568
Other non-current assets 12,619 11,821
Deferred tax assets 18,845 19,335
Total non-current assets 267,009 267,780
Inventories 129,388 121,674
Trade receivables 37,671 54,610
Other receivables 28,584 33,359
Other current assets 13,667 16,847
Cash and cash equivalents 116,967 113,517
Assets held for sale 760
Total current assets 327,036 340,007
Total assets 594,045 607,787

Assets Equity and liabilities

in € thousand 31 Mar 22 30 Sep 22
Share capital 430 430
Capital reserves 539,630 539,630
Retained earnings/accumulated losses -482,826 -485,290
Currency translation reserve 10,422 27,949
Total equity 67,656 82,720
Pensions and similiar obligations 34,871 35,282
Other provisions 3,172 3,213
Financial liabilities 247,683 247,946
Other liabilities 29,753 29,852
Deferred tax liabilities 3,635 4,239
Total non-current liabilities 319,113 320,532
Tax liabilities 13,805 17,047
Other provisions 47,974 51,213
Financial liabilities 1,404 5,793
Trade payables 70,384 59,809
Other liabilities 73,708 70,673
Total current liabilities 207,275 204,535
Equity and liabilities 594,045 607,787

1 GROUP

CONTENTS

OVERVIEW

2GROUP INTERIM MANAGEMENT REPORT

CONSOLIDATED STATEMENT OF CASH FLOWS

for the half year ended 30 September 2022

in € thousand HY 2021/22 HY 2022/23
Profit for the period 5,774 14,748
Income tax expense (+)/income (-) 9,476 7,743
Financial result (+)/(-) net 19,793 2,116
Depreciation, amortisation and impairment 15,290 16,072
Other non-cash expenses (+)/income (-) -8,759 278
Increase (-)/decrease (+) in inventories -24,132 10,419
Increase (-)/decrease (+) in trade receivables 21,585 -18,079
Increase (-)/decrease (+) in other assets -2,644 -2,109
Increase (-)/decrease (+) in deferred taxes -688 358
Increase (-)/decrease (+) in prepaid expenses/deferred
income
-1,077 -88
Increase (+)/decrease (-) in provisions 4,722 4,320
Increase (+)/decrease (-) in trade payables -9,979 -56
Increase (+)/decrease (-) in other liabilities -4,258 -5,964
Gain (-)/loss (+) on disposals of non-current assets -7 26
Cash received from (+)/cash paid for (-) income taxes -6,744 -4,315
Cash flow from operating activities 18,350 25,470
Cash received (+) from disposals of property, plant and
equipment
-69 778
Cash paid (-) for investments in intangible assets -249 -50
Cash paid (-) for investments in property, plant and
equipment
-8,940 -7,518
Interest received (+) 1,808 1,670
Cash flow from investing activities -7,389 -5,120
in € thousand HY 2021/22 HY 2022/23
Cash repayments of loans
Cash received from loans 250,747
Cash in-flow (+)/out-flow (-) from shareholders of the
parent company
49,245
Cash repayments (-) of bond/cash received from (+)
issuance of bond
-400,000
Cash paid for (-) subsidies/grants -2 -1
Cash paid for (-) finance leases -4,022 -4,461
Interest paid (-) -10,812 -2,878
Dividends paid (-) -17,212
Cash flow from financing activities -114,843 -24,552
Net increase (+)/decrease (-) in cash and cash equivalents -103,882 -4,202
Effect of exchange rate fluctuations on cash and cash
equivalents
751
Cash and cash equivalents at the beginning of the reporting
period
175,299 116,967
Cash and cash equivalents at the end of the reporting period 71,417 113,517

CONTENTS

2GROUP INTERIM

OVERVIEW

MANAGEMENT REPORT

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the half year ended 30 September 2022

Other retained
earnings/ Currency
in € thousand Share capital Capital
reserves
accumulated
losses
translation
reserve
Equity
Balance as of 01 Apr 21 62 21,891 -528,289 1,245 -505,091
Profit or loss for the year 5,774 5,774
Other comprehensive income or loss 3 1,732 1,735
Comprehensive income or loss for the year 5,777 1,732 7,509
Issue of new shares 368 47,832 48,200
Contribution of shareholder loan 469,280 469,280
Balance as of 30 Sep 21 430 539,003 -522,512 2,978 19,899
Balance as of 01 Apr 22 430 539,630 -482,826 10,422 67,656
Profit or loss for the year 14,748 14,748
Other comprehensive income or loss 17,527 17,527
Comprehensive income or loss for the year 14,748 17,527 32,275
Dividends -17,212 -17,212
Balance as of 30 Sep 22 430 539,630 -485,290 27,949 82,720

2GROUP INTERIM MANAGEMENT REPORT

3CONSOLIDATED INTERIM FINANCIAL STATEMENTS

CONSOLIDATED INTERIM STATEMENTS

NOTES TO CONSOLIDATED INTERIM STATEMENTS

1 General information

1.1 Reporting entity

Novem Group S.A. (hereinafter also referred to as the "Company") is domiciled in Contern, Luxembourg, and is registered in the commercial register of Luxembourg under register file number B 162.537. The Company's registered office is at 19, rue Edmond Reuter, 5326 Contern, Luxembourg.

The Company's financial year is from 1 April to 31 March of the following year (12-month period). The consolidated financial statements include Novem Group S.A. and its subsidiaries (hereinafter also referred to as "Novem" or the "Group").

Novem operates as developer, supplier and system supplier for trim parts and decorative functional elements in vehicle interiors in the premium sector. The products combine valuable raw materials with the latest technology and processing. Typically, the products are used as instrument panels, impact-resistant trim parts in the centre console, door trims, beltlines and decorative functional elements in the car interior.

1.2 Basis of preparation and presentation method

These interim financial statements for the six months ended 30 September 2022 have been prepared in accordance with IAS 34 Interim Financial Reporting and comply with the International Financial Reporting Standards (IFRS) as adopted by the European Union. They should be read in conjunction with the Group's last annual consolidated financial statements as at and for the year ended 31 March 2022. They do not include all of the information required for a complete set of financial statements prepared in accordance with IFRS. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and performance since the last annual consolidated financial statements.

These interim financial statements were authorised for issue by the Management Board on 30 November 2022.

Except as described below, the accounting policies applied in these interim financial statements are the same as those applied in the Group's annual consolidated financial statements at and for the year ended 31 March 2022.

Income tax expense is recognised in each interim period based on the best estimate of the weighted average annual income tax rate expected for the full financial year.

The Group observed all standards and interpretations adopted by the International Accounting Standards Board (IASB) and by the EU that are mandatory as of 1 January 2022. The following standards were initially adopted in financial year 2022/23 and had negligible effects on the Group's accounting:

  • Amendments to IFRS 1, IFRS 9, IFRS 16 and IAS 41: Improvements to IFRS 2018-2020
  • Amendments to IAS 37: Onerous Contracts Cost of Fulfilling a Contract
  • Amendments to IAS 16: Proceeds before Intended Use
  • Amendments to IFRS 3: Reference to the Framework

In preparing these interim financial statements, management has made judgements and estimates that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

The significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those described in the last annual consolidated financial statements.

CONTENTS

2 Notes to consolidated statements of financial position

2.1 Property, plant and equipment

in € thousand 31 Mar 22 30 Sep 22
Land, leasehold rights
and buildings, including
buildings on third-party land
80,797 79,717
Thereof right-of-use
assets from leases
29,661 30,160
Technical equipment and
machinery
84,212 81,787
Thereof assets from
leases
54
Other equipment, operating
and office equipment
12,083 10,863
Thereof right-of-use
assets from leases
4,173 3,313
Advance payments and
assets under construction
7,814 10,019
Property, plant and
equipment
184,905 182,386

Property, plant and equipment include right-of-use assets due to the application of IFRS 16 (Leases). Please refer to section 4.5 for additional information on future lease payments.

Novem's property, plant and equipment amounted to €182,386 thousand as of 30 September 2022 (31 March 2022: €184,905 thousand). The change results from depreciation and offsetting additions in the form of technical equipment and machinery and advance payments on assets under construction.

There were no material new impairment losses or reversals of impairment losses in the reporting period.

2.2 Inventories

Inventories 129,388 121,674
Advance payments for raw
materials
29 35
Advance payments for tools 851 468
Tools 61,141 52,881
Finished goods and
merchandise
17,664 17,435
Work in process 13,204 14,006
Raw materials and
consumables
36,499 36,849
in € thousand 31 Mar 22 30 Sep 22

The majority of inventories consists of tools as well as raw materials and consumables.

Inventories that are expected to be turned over within twelve months amounted to €121,674 thousand (31 March 2022: €129,388). The write-downs recognised on inventories amounted to €7,005 thousand in the first half year of the financial year 2022/23 (31 March 2022: €6,069 thousand). In the case of write-downs, marketability, age, as well as all apparent storage and inventory risks are taken into account.

Due to the fact that there is no alternative use option for the finished parts on stock as of the reporting date, for which there are also firm purchase commitments by the OEMs, an adjustment was made to the inventories in the amount of €11,924 thousand (31 March 2022: €9,418 thousand) based on recognition of revenue over time under IFRS 15, together with the recognition of contract assets amounting to €13,558 thousand (31 March 2022: €11,466 thousand).

2.3 Trade receivables

in € thousand 31 Mar 22 30 Sep 22
Trade receivables 86,326 107,613
Expected credit losses on
trade receivables
-1,115 -1,435
Trade receivables 85,211 106,178
Non-current 47,540 51,568
Current 37,671 54,610

Trade receivables are mainly receivables from contracts with customers. In conjunction with a factoring agreement, receivables were sold to a bank at a purchase price of €48,698 thousand as of 30 September 2022 (31 March 2022: €47,805 thousand), of which €951 thousand representing a limited Seller Guarantee (2% of the average outstanding nominal amount of the European sold receivables). The Seller Guarantee represents the Group's maximum exposure to any losses in respect of trade receivables previously sold under the factoring program. These receivables were carried at fair value through profit or loss until the time of their disposal.

The increase in receivables was especially driven by higher business volumes and higher demand among OEMs.

Trade receivables are written down in full or in part when there are indications that they are not recoverable. Furthermore, in accordance with IFRS 9, expected

2GROUP INTERIM MANAGEMENT REPORT

CONTENTS

credit losses for trade receivables not measured at fair value through profit or loss are calculated on a portfolio basis. For this purpose, Novem groups the receivables by individual customers. The expected rates of default are provided for each counterparty by an external rating agency. This individual probability of default per customer is applied uniformly throughout the Novem Group. Current external credit information and ratings that reflect the prevalent expectations regarding the potential impact of the Covid-19 pandemic and Ukraine war were used for the consolidated financial statements as of 30 September 2022. An additional adjustment of the valuation allowance is thus not required under this model.

2.4 Cash and cash equivalents

in € thousand 31 Mar 22 30 Sep 22
Cash on hand 43 37
Cash at banks 116,924 113,480
Cash and cash equivalents 116,967 113,517

Cash and cash equivalents are readily available and are not subject to any restrictions. Cash and cash equivalents are concentrated at Novem Beteiligungs GmbH, which operates a group-wide cash pooling system.

2.5 Equity

Please refer to the statement of changes in equity for detailed information on changes in consolidated equity.

Share capital

The share capital of the Company amounted to €430 thousand as of 30 September 2022 (31 March 2022: €430 thousand) and is divided into 43,030,303 ordinary shares in a dematerialised form with no nominal value. Each share of the Company represents a par value of €0.01 in the Company's share capital.

Capital reserves

The capital reserves amounted to €539,630 thousand as of 30 September 2022 (31 March 2022: €539,630 thousand).

Other retained earnings

Retained earnings amounted to €-485,290 thousand as of 30 September 2022 (31 March 2022: €-482,826 thousand).

Retained earnings comprise the past net income and other comprehensive income of the companies included in the consolidated financial statements as well as the amount distributed to shareholders. The comprehensive income for the first half of financial year 2022/23 amounted to €14,748 thousand (PY: €5,777 thousand). The Annual General Meeting resolved a dividend distribution of €0.40 per share to the shareholders of Novem Group S.A. for the past financial year. The total distribution ratio was therefore 39.1% and amounted to €17,212 thousand for 43,030,303 shares entitled to dividends. The remaining other accumulated losses were carried forward.

The negative amount primarily resulted from a recapitalisation and a related Group re-organisation in the financial year 2019/20.

Difference in equity from currency translation

The statements of financial position and total comprehensive income for all foreign subsidiaries whose functional currency is not the Euro are translated into Euro. The currency translation differences arising are recognised in other comprehensive income and reported in the Currency translation reserve in equity; they amount to €27,949 thousand as of 30 September 2022 (31 March 2022: €10,422 thousand).

2.6 Other provisions

The provisions cover all identifiable risks and other uncertain obligations. In the following, the provisions are shown subdivided into non-current and current provisions:

Non‑current provisions

1,305 1,346
1,867 1,867
31 Mar 22 30 Sep 22

The non-current provisions amounted to €3,213 thousand as of 30 September 2022 (31 March 2022: €3,172 thousand) and are expected to mature between one and five years.

The provisions attributable to the sales area primarily include risks arising from warranty claims. €1,346 thousand (31 March 2022: €1,305 thousand) are fully

attributable to provisions in the personnel area. These personnel-related obligations relate to long-service awards, which are calculated using actuarial opinions.

Current provisions

Current provisions 47,974 51,213
Other risks 5,992 6,776
Employee benefits 1,741 1,816
Obligations from sales 40,241 42,621
in € thousand 31 Mar 22 30 Sep 22

Current provisions as of 30 September 2022, which are recognised for uncertain obligations within one year, include in particular provisions from obligations from the sales and personnel areas as well as other risks of €51,213 thousand (31 March 2022: €47,974 thousand).

The provisions attributable to the sales area include especially risks arising from warranty claims, price risks and not yet finalised customer debit notes.

The personnel-related obligations relate largely to provisions for partial retirement benefits, severance payments and performance-based obligations.

Management's best estimate is used as a basis when measuring warranty provisions. These are estimated based on past experiences with respect to the Group's liability. Specific individual cases are also considered.

The outstanding customer debit notes recognised in the consolidated financial statements relating to price or quantity differences, as well as quality deficiencies, were based on assumptions or estimates made on account of ongoing customer negotiations or past experiences with customers.

The remaining risks primarily involve several discernible individual risks and uncertain liabilities that are accounted for at their probable settlement amounts.

2.7 Financial liabilities

Financial liabilities 1,404 247,683 249,087 5,793 247,946 253,739
Liabilities to banks 1,404 247,683 249,087 5,793 247,946 253,739
Current Non-current Total Current Non-current Total
in € thousand 31 Mar 22 30 Sep 22

Total current and non-current financial liabilities amounted to €253,739 thousand as of 30 September 2022 (31 March 2022: €249,087 thousand).

After the successful IPO, a new term loan agreement for €310,000 thousand in total (€250,000 thousand as a term loan and €60,000 thousand as a revolving credit facility) was entered into between Novem Group S.A. and an international syndicate of banks as of 18 June 2021. Accordingly, the refinancing was implemented as of 23 July 2021 by the drawdown of the term loan of €250,000 thousand and it matures in July 2026.

After the deduction of transaction costs and pro rata interest incurred, €247,946 thousand (31 March 2022: €247,683 thousand) of the liabilities to banks of €253,739 thousand (31 March 2022: €249,087 thousand) relate to the utilised term loan. The remaining amount of €5,793 thousand (31 March 2022: €1,404 thousand) mainly resulted from derivatives.

2.8 Other financial liabilities

Other financial liabilities are composed as follows:

in € thousand 31 Mar 22 30 Sep 22
Other current financial liabilities
Lease liabilities 7,855 7,492
Other non-current financial liabilities
Lease liabilities 27,002 26,952
Loan (benefits fund) 8 7
Other financial liabilities 34,865 34,451

The liabilities to leases changed due to cash out-flow of €4,876 thousand in the first half of the financial year 2022/23 (PY: €4,022 thousand). The changes in the lease liability occurred primarily from contract modifications and current leases.

CONTENTS

INTERIM STATEMENTS

INTERIM FINANCIAL

CONTENTS

The lease liabilities of €34,444 thousand as of 30 Sep tember 2022 (31 March 2021: €34,857 thousand) are largely from leasing land and buildings.

2.9 Trade payables

Trade payables comprise outstanding obligations from the exchange of the Group's goods and services. Out standing invoices and liabilities for deliveries received are reported in accordance with their character under trade payables. Trade payables amounted to €59,809 thousand on the reporting date (31 March 2022: €70,384 thousand). The change was mainly driven by cash flow management and the maturity of liabilities.

2GROUP INTERIM MANAGEMENT REPORT

3 Notes to consolidated statements of other comprehensive income

3.1 Revenue

In the first half of the financial year 2022/23, Novem generated total revenue of €359,263 thousand (PY: €295,404 thousand), which marks a 21.6% increase compared to the same period of last year. As in previous years, the wood surface area accounted for the largest share of Novem's success, followed by aluminium and premium synthetics. Revenue can be broken down by the surface areas mentioned below:

Revenue 295,404 359,263
Premium synthetics 18,684 20,825
Aluminium 57,931 69,075
Wood 218,789 269,363
in € thousand HY 2021/22 HY 2022/23

Revenue Series developed positively in the first six months of the financial year 2022/23 and recorded at €308,399 thousand, up by 14.4% compared to the same reporting period last year (PY: €269,546 thousand). Revenue Series generated 85.8% of total revenue (PY: 91.2%) and remained the key pillar of the business.

Revenue Tooling contributed €50,864 thousand to total revenue from April to September 2022 (PY: €25,858 thousand). This corresponds to a year-on-year increase of 96.7% or €25,006 thousand, mainly attributable to a different project phasing. Revenue within the Group can be allocated to business areas as follows:

Revenue 295,404 359,263
Revenue Tooling 25,858 50,864
Revenue Series 269,546 308,399
in € thousand HY 2021/22 HY 2022/23

This following breakdown of revenues also determines the type of revenue recognition, as revenue from Tooling is considered to be goods and services transferred at a point in time, while revenue from Series must be classified as goods and services transferred over time.

in € thousand HY 2021/22 HY 2022/23
Goods and services
transferred over time
269,5461 308,399
Goods transferred at a
point in time
25,8581 50,864
Revenue 295,404 359,263

1 Adjusted according to IAS 8.42

There was also a corresponding adjustment of revenue in the amount of €769 thousand (PY: €900 thousand) on account of current contract terms, whereby, on the start of production (SOP) on some platforms, the revenue recognised is reduced in line with the units delivered and the asset for the development contribution is reversed accordingly.

Novem expects that revenue for its delivery obligations not (or only partially) fulfilled at the end of the financial year will be recognised within a year.

3.2 Net finance income/costs

The financial result amounted to €-18,123 thousand in the first half of the financial year 2022/23 (PY: €-20,425 thousand).

Finance income

Finance income 1,808 1,670
Interest income 1,808 1,670
in € thousand HY 2021/22 HY 2022/23

Finance income amounted to €1,670 thousand in the first half of 2022/23 (PY: €1,808 thousand) and was largely attributable to interest income from customer tooling of €1,521 thousand (PY: €1,691 thousand).

Finance costs

Finance costs 22,233 19,793
Expenses from currency
translation
633 16,006
Other interest expenses 361 724
Interest expense arising
from leases
276 249
Interest expense from
discounting of provisions
286 404
Transaction costs directly
attributable to the issue of
a financial liability
5,509 324
Interest paid on bond 6,825
Interest paid on sharehol
der loans
7,389
Interest paid to banks 954 2,086
in € thousand HY 2021/22 HY 2022/23

CONTENTS

CONTENTS

The finance costs of €19,793 thousand in the first half of 2022/23 (PY: €22,233 thousand) mainly arose from interest expenses for banks and from expenses from currency translation. With the exception of the interest expense from the discounting of provisions, interest expenses were calculated using the effective interest method.

3.3 Earnings per share

Earnings per share diluted
(in €)
0.14
1
0.34
Earnings per share basic
(in €)
0.14
1
0.34
Number of weighted shares 41,295,143
1
43,030,303
Profit attributable to
shareholders of the parent
(in € thousand)
5,774 14,748
HY 2021/22 HY 2022/23

1 Adjusted according to IAS 8.42

The earnings per share for the six months ended 30 September 2022 amounted to €0.34 (PY: €0.14). Earn ings per share are calculated by dividing the profit for the period attributable to shareholders of the parent by the weighted average number of shares issued in the reporting period.

2GROUP INTERIM MANAGEMENT REPORT

4 Other disclosures

4.1 Financial instruments

The following table shows the carrying amounts and fair values of the financial instruments broken down by balance sheet class and category:

date. The following methods and assumptions were used to estimate fair values in the preceding half of the financial year:

The invoice amount of receivables is used as a reasonable approximation for the fair value of trade receivables in conjunction with factoring agreements.

in € thousand 31 Mar 22 30 Sep 22
Financial assets by classification Category Carrying
amount
Fair value Carrying
amount
Fair value
Trade receivables FAAC 81,785 81,785 103,034 103,034
Trade receivables within the scope of factoring
agreements
FAFVTPL 3,426 3,426 3,144 3,144
Cash and cash equivalents FAAC 116,967 116,967 113,517 113,517
Financial liabilities by classification
Trade payables FLAC 70,384 70,384 59,809 59,809
Liabilities to banks (non-derivative) FLAC 247,746 247,746 248,001 248,001
Liabilities to banks (derivative) FLFVTPL 1,342 1,342 5,717 5,717
Summary by category
FAAC 198,752 198,752 216,551 216,551
FAFVTPL 3,426 3,426 3,144 3,144
FLAC 318,130 318,130 307,810 307,810
FLFVTPL 1,342 1,342 5,717 5,717

There were no transfers between the different levels of the fair value hierarchy in the first half of the financial year 2022/23.

Fair value is the price at which an orderly transaction to sell an asset or to transfer a liability would take place between market participants at the measurement For trade receivables not subject to factoring agreements and for cash and cash equivalents, given their maturity, it is assumed that the carrying amount is a reasonable approximation of fair value due to their predominantly short-term nature. Similarly, for trade payables, non-derivative liabilities to banks and other financial liabilities, it is assumed that the carrying amount is the fair value.

The fair values of the derivative financial instruments in the form of forward exchange contracts with banks are determined using the present value method based on market prices.

The measurement of the fair values of trade receivables within the scope of factoring agreements and derivative financial instruments based on inputs that can be observed either directly (i.e. as prices) or indirectly (i.e. derived from prices) on active markets. As of 30 September 2022, the fair value of trade receivables within the scope of factoring agreements amounted to €3,144 thousand (31 March 2022: €3,426 thousand). The fair value of the derivative financial instruments increased to €5,717 thousand (31 March 2022: €1,342 thousand).

4.2 Share-based payments

The Management Board members of Novem Group S.A. participate in a long-term incentive (Performance Share Plan) in the form of virtual shares. The Performance Share Plan is classified according to IFRS 2 as cash-settled share-based payment.

The Performance Share Plan is granted in annual tranches of virtual shares with a respective performance period of four years. Deviating from this, the performance period of the tranche 2021 started on the day of the listing of Novem Group S.A. ("IPO") and will end on 31 March 2025. The second tranche (tranche 2022) started at the beginning of financial year 2022/23 and will end on 31 March 2026.

The conditionally granted number of virtual shares at the beginning of the performance period is calculated for each tranche by dividing a contractually defined individual target amount by the start share price of the

2GROUP INTERIM MANAGEMENT REPORT

CONTENTS

share of Novem Group S.A. (arithmetic mean of the closing prices of the stock during the last 60 trading days prior to the start of the performance period).

The final number of virtual shares is determined by multiplying the total target achievement with the conditionally granted number of virtual shares. The total target achievement depends on the target achievement of the two financial figures relative Total Shareholder Return (70% weighting) and EBIT margin (30% weighting). Thereby, the target achievement of relative Total Shareholder Return and EBIT margin can range between 0% and 150%.

In order to determine the payout in cash, the final number of virtual shares is multiplied by the end share price of the share of Novem Group S.A. (arithmetic mean of the closing prices of the stock during the last 60 trading days prior to the end of the performance period) plus the sum of the dividends disbursed during the performance period. The payout is capped at 200% of the contractually defined individual target amount.

The first tranche of the Performance Share Plan was allocated to Management Board members of Novem Group S.A. for financial year 2021/22 and the number of conditionally granted virtual shares amounts to 40,826, resulting in a provision of €85 thousand as of 30 September 2022.

The second tranche is awarded for financial year 2022/23 with a total number of 60,385 conditionally granted virtual shares, corresponding to a provision of €55 thousand as of 30 September 2022.

In total, the expenses for financial year 2022/23 amounted to €71 thousand as of 30 September 2022.

The fair value of the Performance Share Plan to calculate expenses and provisions was determined by using a Monte-Carlo-Simulation. The fair value and the inputs used in the assessment of the fair value as of 30 September 2022 were as follows:

Fair value per virtual share €6.23 €6.45
Expected target
achievement for internal
target EBIT margin
100% 100%
Risk-free annual interest
rate
1.7% 1.7%
Expected annual volatility 49.2% 49.4%
Remaining duration of
performance period
2.5 years 3.5 years
Start share price
Novem Group S.A.
€16.46 €11.25
Performance period 19 Jul 21 –
31 Mar 25
1 Apr 22 –
31 Mar 26
Valuation as of
30 September 2022
Tranche
2021
Tranche
2022

4.3 Reporting by region

Revenue by surface

Europe Americas Asia
103,296 84,708 30,785
25,983 25,952 5,996
18,242 442
120,962 99,855 48,546
36,005 28,382 4,688
14,672 5,194 959

Revenue by type of revenue recognition

in € thousand Europe Americas Asia
HY 2021/22
Goods and ser
vices transferred
over time1
124,642 108,265 36,639
Goods transferred
at a point in time1
22,879 2,837 142
HY 2022/23
Goods and ser
vices transferred
over time
133,993 128,101 46,305
Goods transferred
at a point in time
37,646 5,330 7,888

1 Adjusted according to IAS 8.42

OVERVIEW

2GROUP INTERIM MANAGEMENT REPORT

4.4 Reconciliation of information on reportable segments

The following table shows further information on the Adj. EBIT performance indicator, which is used to assess the performance of the operating segments:

Adjustments

Europe
Americas
Asia
in € thousand HY 2021/22 HY 2022/23 HY 2021/22 HY 2022/23 HY 2021/22 HY 2022/23
Restructuring
Material quality claims -104
Single impairments
Covid-19 costs 176 -12 203 48 179
Transaction costs 2,409
Others 218 307 230
Exceptional items 2,699 295 433 48 179
Discontinued operations
Adjustments 2,699 295 433 48 179

In the first half of the financial year 2022/23, adjustments contained €183 thousand severance payments, €215 thousand Covid-19 related costs, €114 thousand project costs, as well as €10 thousand accelerated depreciation. The adjustments in the first half of 2022/23 were significantly lower than in the previous year, mainly attributable to the transaction costs of €2,409 from the stock market listing.

2GROUP INTERIM MANAGEMENT REPORT

Segment Reporting

Europe Americas Asia Total segments Other/consolidation Group
in € thousand HY 2021/22 HY 2022/23 HY 2021/22 HY 2022/23 HY 2021/22 HY 2022/23 HY 2021/22 HY 2022/23 HY 2021/22 HY 2022/23 HY 2021/22 HY 2022/23
External revenue 147,4161 171,639 111,102 133,431 36,781 54,193 295,299 359,263 295,299 359,263
Revenue between
segments
19,343 25,416 21,647 25,393 12,216 8,114 53,206 58,923 -53,206 -58,923
Total revenue 166,759 197,055 132,749 158,824 48,997 62,307 348,505 418,186 -53,206 -58,923 295,299 359,263
Adj. EBITDA 23,791 19,063 17,785 27,236 11,839 11,257 53,415 57,556 53,415 57,556
Depreciation,
amortisation and
impairment
7,141 7,450 5,527 6,020 2,565 2,592 15,233 16,062 15,233 16,062
Adj. EBIT 16,650 11,613 12,258 21,216 9,274 8,665 38,182 41,494 38,182 41,494
Adjustments 2,699 295 433 48 179 3,132 522 3,132 522
Operating Result (EBIT) 13,951 11,318 11,825 21,168 9,274 8,486 35,050 40,972 35,050 40,972

1 Including revenue-related adjustments

The amounts shown above in the Other/consolidation column include the elimination of transactions between the segments and specific items at group level that relate to the Group as a whole and cannot be allocated to the segments.

The following table shows the reconciliation of Adj. EBIT to EBIT and to earnings before taxes for the first half of the financial years 2021/22 and 2022/23:

in € thousand HY 2021/22 HY 2022/23
Adj. EBITDA 53,415 57,556
Depreciation, amortisation
and impairment
15,233 16,062
Adj. EBIT 38,182 41,494
Adjustments 3,132 522
EBIT 35,050 40,972
Finance income 1,808 1,670
Finance costs 22,233 19,793
Earnings before taxes 14,625 22,849

Adj. EBIT includes transactions with a one-off and nonrecurring nature that occurred in the ordinary course of business.

4.5 Leases

The Group is a lessee in various leases comprising land and buildings, technical equipment and machinery and items of operating and office equipment. The terms of the leases for land and buildings are typically between one and 35 years. Leasing contracts for technical equipment and machinery ended in the financial year 2022/23. The customary terms for leases for operating and office equipment are between one and eleven years. In some cases, Novem's leases also contain renewal options. The Group estimates that the potential future lease payments, if the renewal options not currently taken into account in the measurement of the

1 GROUP OVERVIEW

lease liability were exercised, would result in expected additional future undiscounted lease payments of €67,302 thousand.

Some leases for land and buildings stipulate additional rent payments based on changes in local price indices.

The future cash out-flows from variable lease payments not included in the measurement of the lease liability amounted to €2,464 thousand (31 March 2022: €3,546 thousand). These essentially relate to leases for land and buildings.

Further information on leases in which the Group is the lessee is presented below. There are no leases in which Novem is the lessor.

Right-of-use assets

Right-of-use assets 33,888 33,473
Other equipment, operating
and office equipment
4,173 3,313
Technical equipment and
machinery
54
Land and buildings 29,661 30,160
in € thousand Carrying
amount as
of 31 Mar 22
Carrying
amount as
of 30 Sep 22

Amounts recognised in profit and loss and cash flows

in € thousand HY 2021/22 HY 2022/23
Interest expense for lease
liabilities
281 254
Short-term lease expenses 1,071 1,351
Lease expenses for low value
assets except short-term
leases for low value assets
460 578
Expense for variable lease
payments not included in
the measurement of lease
liabilities
202 139
Total cash out-flow for leases 5,892 6,944

4.6 Related parties

According to IAS 24, the Group has to disclose specific information about transactions between the Group and other related parties. Balances and transactions between the Group and its fully consolidated subsidiaries, which constitute related parties within the meaning of IAS 24, have been eliminated in the course of consolidation and are therefore not commented on in this note. The consolidated financial statements do not include any associated companies that are accounted for using the equity method.

In the first half of financial year 2022/23, transaction volume regarding the purchase of tools with Kunststoff Schwanden AG was €50 thousand (PY: €38 thousand).

Related parties of the Group primarily comprise the Novem Group's management, which also holds an investment in the Company. The remuneration of and other transactions with key management personnel constitute related party transactions pursuant to IAS 24.

The Management Board mandate of Christine Hollmann ended on 10 August 2022 by resolution of the Supervisory Board of Novem Group S.A. In this context, her service agreement prematurely ends on 14 February 2023. Accordingly, she will receive the contractually agreed compensation commitments until 14 February 2023. In addition, she will receive a one-time payment in the amount of €69 thousand for the premature termination of her service agreement.

4.7 Subsequent events

There were no events or developments that could have materially affected the measurement and presentation of the Group's assets and liabilities as of 30 September 2022.

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MANAGEMENT REPORT

Responsibility statement

We, Günter Brenner (Chief Executive Officer), Dr. Johannes Burtscher (Chief Financial Officer) and Frank Schmitt (Director Consolidation and Internal Audit), confirm, to the best of our knowledge, that the consoli dated interim financial statements covering the period ended 30 September 2022, which have been prepared in accordance with the International Financial Report ing Standards as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Novem Group S.A. and the undertakings included in the consolidation taken as a whole and that the Group Interim Management Report covering the period ended 30 September 2022 includes a fair review of the important events that have occurred during the first six months of the financial year, and their impact on the condensed set of financial statements, together with a description of the principal risks and uncertainties for the remaining six months of the financial year.

Luxembourg, 19 December 2022

Novem Group S.A. Management Board

Günter Brenner Dr. Johannes Burtscher

Frank Schmitt

2GROUP INTERIM MANAGEMENT REPORT

ADDITIONAL INFORMATION

Financial calendar

16 February 2023 Q3 2022/23 Results
01 June 2023 FY 2022/23 Preliminary Results
29 June 2023 FY 2022/23 Results

All information is constantly updated and available. Please visit the investor section on the Company website: https://ir.novem.com

Contact

Investor Relations [email protected]

Date of publication

30 November 2022

2GROUP INTERIM MANAGEMENT REPORT

Glossary

Adj. EBIT is defined as EBIT as adjusted for certain adjustments which management considers to be non-recurring in nature, as Novem believes such items are not reflective of the ongoing performance of the business.

Adj. EBIT margin is defined as Adj. EBIT divided by revenue.

Adj. EBITDA is defined as profit for the year before income tax result, financial result and amortisation, depreciation and write-downs as adjusted for certain adjustments which management considers to be nonrecurring in nature, as Novem believes such items are not reflective of the ongoing performance of the business.

Adj. EBITDA margin is defined as Adj. EBITDA divided by revenue.

Capital expenditure is defined as the sum of cash paid for investments in property, plant and equipment and cash paid for investments in intangible assets exclud ing currency translation effects.

EBIT is defined as profit for the year before income tax result and financial result.

EBITDA is defined as profit for the year before income tax result, financial result and amortisation and depreciation.

FAAC stands for Financial assets measured at amor tised cost.

FAFVTPL stands for Financial assets measured at fair value through profit or loss.

FLAC stands for Financial liabilities measured at amor tised cost.

FLFVTPL stands for Financial liabilities measured at fair value through profit or loss.

Free cash flow is defined as the sum of cash flow from operating and investing activities.

Gross financial debt is defined as the sum of liabilities to banks, hedging and lease liabilities.

Net financial debt is defined as gross financial debt less cash and cash equivalents.

Net leverage ratio is defined as the ratio of net financial debt to Adj. EBITDA.

Total operating performance is defined as the sum of revenue and increase or decrease in finished goods.

Total working capital is defined as the sum of inven tories, trade receivables and contract assets excluding expected losses less trade payables, tooling received advance payments received and other provisions related to tooling.

Trade working capital is defined as the sum of inven tories non-tooling and trade receivables related to nontooling less trade payables related to non-tooling.

GROUP OVERVIEW

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Disclaimer

Novem Group S.A. (the "Company") has prepared this statement solely for your information. It should not be treated as giving investment advice. Neither the Com pany, nor any of its directors, officers, employees, direct or indirect shareholders and advisors nor any other per son shall have any liability whatsoever for any direct or indirect losses arising from any use of this statement. While the Company has taken all reasonable care to ensure that the facts stated in this statement are accurate and that the opinions contained in it are fair and reasonable, this statement is selective in nature. Any opinions expressed in this statement are subject to change without notice and neither the Company nor any other person is under any obligation to update or keep current the information contained in this state ment. Where this statement quotes any information or statistics from any external source, you should not interpret that the Company has adopted or endorsed such information or statistics as being accurate. This statement contains forward-looking statements, which involve risks, uncertainties and assumptions that could cause actual results, performance or events to differ materially from those described in, or expressed or implied by, such statements. These statements reflect the Company's current knowledge and its expectations and projections about future events and may be identi fied by the context of such statements or words such as "anticipate", "believe", "estimate", "expect", "intend", "plan", "project" and "target". No obligation is assumed to update any such statement. Numbers were rounded to one decimal. Due to rounding, the numbers pre sented may not add up precisely to the totals provided.

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Novem Group S.A. 19, rue Edmond Reuter | 5326 Contern | Luxembourg

Email: [email protected] www.novem.com

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