Quarterly Report • Aug 11, 2022
Quarterly Report
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2
| Highlights | 3 |
|---|---|
| Comments from the CEO | 5 |
| Financial review | 7 |
| Alternative Performance Measures | 19 |
| Financial statements | 23 |
| Consolidated condensed interim statement of income | 23 |
| Consolidated condensed interim statement of comprehensive income | 24 |
| Profit attributable to | 24 |
| Consolidated condensed interim statements of financial position | 25 |
| Consolidated condensed interim statements of changes in equity | 27 |
| Consolidated condensed interim statements of cash flows |
| Notes to the financial statements | 29 |
|---|---|
| Note 01 General information |
29 |
| Note 02 Accounting policies |
29 |
| Note 03 Related party transactions |
30 |
| Note 04 Segment information |
31 |
| Note 05 Depreciation/amortisation and impairment of tangible and intangible fixed assets |
33 |
| Note 06 The group's borrowings |
33 |
| Note 07 Fair value and financial instruments |
34 |
| Note 08 Business combinations |
35 |
| Note 09 Shares in associates |
37 |
| Note 10 Earnings per share |
38 |
| Note 11 Five-year summary |
38 |
| Note 12 Quarterly data |
39 |
(numbers in parenthesis refers to comparable figures for the corresponding period of 2021)

22% ROCE2 Target ~20% 1.5x NIBD/Adj. EBITDA3 Target <2.5x
1 For more information on the change in net sales and adjusted EBITDA from the corresponding period of 2021, see the revenue and EBITDA bridges included on page 21 2 ROCE: Rolling 12 months adjusted EBITA as a percentage of average capital employed during the same periode. Capital employed is defined as total equity plus net debt 3 NIBD/ Adj. EBITDA: excluding IFRS 16, adjusted EBITDA rolling 12-months pro-forma acquired entities

| Amounts in million EUR (except percentage) | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Net sales | 277.0 | 198.1 | 507.2 | 347.0 | 748.2 |
| Operating income (EBIT) | 35.8 | 22.3 | 57.6 | 29.1 | 67.8 |
| EBITDA | 46.4 | 31.1 | 78.3 | 46.6 | 105.5 |
| EBITDA margin (%) | 16.8% | 15.7% | 15.4% | 13.4% | 14.1% |
| Adjusted EBITDA | 40.3 | 31.6 | 74.7 | 48.3 | 109.0 |
| Adj. EBITDA margin (%) | 14.6% | 16.0% | 14.7% | 13.9% | 14.6% |
| Items affecting comparability | 6.1 | -0.5 | 3.6 | -1.7 | -3.4 |
| Adjusted EBITA | 31.9 | 24.7 | 58.3 | 34.5 | 78.8 |
| Adj. EBITA margin (%) | 11.5% | 12.5% | 11.5% | 9.9% | 10.5% |
| Net profit/loss for the period | 24.9 | 14.4 | 33.1 | 13.5 | 34.4 |
| Earnings per share, basic (EUR) | 0.16 | 0.10 | 0.21 | 0.09 | 0.23 |
| Earnings per share, diluted (EUR) | 0.15 | 0.10 | 0.21 | 0.09 | 0.23 |
| Earnings per share, basic (NOK) | 1.56 | 0.97 | 2.10 | 0.90 | 2.37 |
| Earnings per share, diluted (NOK) | 1.54 | 0.97 | 2.08 | 0.90 | 2.36 |
| Capital Expenditure (CAPEX) | -9.2 | -8.5 | -14.4 | -15.4 | -34.7 |
| Return on average capital employed (ROCE)% | 21.5% | 15.4% | 21.5% | 15.4% | 19.2% |
1 Definitions of alternative performance measures not defined by IFRS are included on page 19

We are pleased to deliver another record quarter for BEWI. The results are backed by continued solid demand from our key markets, good operational performance, and strong price management. Revenues for the second quarter amounted to 277.0 million euro, representing 40 per cent growth from the same quarter last year. Approximately half of the growth relates to acquired companies, and half is organic, coming from all our segments. Our adjusted EBITDA came in at 40.3 million, an increase of 8.7 million euro over the second quarter last year, of which 4.0 million euro were organic. All segments have succeeded in increasing sales prices to compensate for the higher cost level, resulting in the organic EBITDA growth.
For the six months period, revenues ended at 507.2 million euro, compared to 347.0 million for the same period last year, representing 46 per cent growth, of which 27 per cent is organic.
Although market demand has remained solid, the business landscape has been challenging and to a certain degree unpredictable this year. Prices of raw materials and other cost components have increased, inflation has been high, labour markets are tight in selected geographies, there is a global shortage of electronic components, and logistics and transportation are demanding. Despite all of this, our organisation has managed to manoeuvre impressively well, delivering the strong results.
As mentioned, all segments deliver profitable organic growth compared to the comparable quarter last year, mainly due to strong price management. Styrene prices continued to increase in the second quarter, with stable demand for EPS raw material, resulting in a continued strong GAP. On the other hand, our new fish box factory at Senja, Norway, contributed somewhat negatively to the EBITDA, as it is still ramping up volumes.
Throughout the first half of 2022, we have continued our consolidation within selected markets and industries, in line with our strategy and based on our expectations for further growth in demand for food packaging and insulation solutions, as well as circular concepts.
Our organisation has managed to manoeuvre impressively well, delivering the strong results.
We have completed the acquisition of the Norwegian paper packaging company Trondhjems Eskefabrikk and increased the ownership of the UK-based insulation and packaging company Jablite from 49 to 100 per cent. Further, our recent acquisition of the recycling platform Berga Recycling is, to date, the most transformative and exciting addition to our circular business. Through Berga's platform, we see great opportunities to further grow and consolidate our circular business, leading the circular change of our industry and maintaining a leading position.
Through the Lithuanian packaging and insulation company BalPol, an acquisition we expect to complete in the third quarter, we expand our geographic presence into the Baltics, while at the same time broadening our insulation offering to include complimentary materials.
In parallel, we have been working to finalise the acquisition of the packaging and insulation company Jackon. At the end of the quarter, we finally received approval from all relevant competition authorities to close the transaction. The approvals in Finland and Norway are conditional upon divestment of two facilities in each market, within insulation and packaging, respectively. Now, we are looking forward to soon welcoming the Jackon employees to our organisation.
Going forward, our M&A pipeline remains full of attractive opportunities, and we intend to continue pursuing growth in selected geographies and markets.
Our key markets include food packaging, insulation, HVAC (heating, ventilation, air-condition), automotive and other selected niches. Based on strong underlying fundamentals, such as population growth and need for improved energy efficiency coming from both high energy prices and CO2 reducing measures, we expect a stable long-term demand in these markets. We are well aware of the challenges and uncertainty related to the global supply chain shortages, high energy prices, and concerns around inflation and increasing interest rates. These are factors we are closely monitoring and managing in our daily operations.
To conclude, our well diversified and integrated business model combined with dedicated employees and continued strong results, puts us in a very good position to further grow and develop our business.
Trondheim, 10 August 2022
Christian Bekken, CEO BEWI ASA
(Information in parentheses refers to the corresponding periods the previous year).
Net sales amounted to EUR 277.0 million for the second quarter of 2022 (198.1), corresponding to an increase of 39.8 per cent. Of this, 19.3 per cent was organic growth, while acquisitions and divestments contributed net 20.6 per cent and a negative 0.1 per cent was currency effects.
All segments demonstrated organic growth compared to the corresponding quarter last year, mainly following price adjustments in stable and solid markets.
Adjusted EBITDA came in at EUR 40.3 million for the quarter (31.6), representing an improvement of 27.6 per cent. Of this, 12.8 per cent was organic growth, while acquisitions and divestments contributed net 14.6 per cent and the remainder were currency effects. The adjusted EBITDA margin was 14.6 per cent (16.0).
All segments contribute positively to the organic growth, following strong price management compensating for the higher cost level, while segment RAW continues to be the main contributor following the improved styrene gross margin (GAP).
For more information on the development in net sales and EBITDA, see explanations under each segment and the revenue and EBITDA bridges on page 21.
Operating income (EBIT) was EUR 35.8 million for the quarter (22.3), up by EUR 13.5 million over the same period last year. The period was positively impacted by the EUR 9.7 million gain from revaluation of shares in Jablite, following BEWI's acquisition of the remaining 51 per cent of Jablite and the subsequent consolidation of that company.
Net financial items amounted to a negative EUR 6.2 million for the quarter (-3.5). The period was negatively impacted by a EUR 2.8 fair value adjustment of shares in the listed real estate company KMC Properties ASA (-0.4).
Taxes amounted to a negative EUR 4.7 million (-4.4). The effective tax rate was reduced due to the mentioned gain from the revaluation of Jablite shares, although partly offset by a negative effect from nondeductible transaction costs and the fair value adjustment of shares in KMC Properties.
Net result for the second quarter of 2022 ended at EUR 24.9 million (14.4).
Net sales increased to EUR 507.2 million for the first half of 2022 (347.0), corresponding to an increase of 46.2 per cent, of which 20.1 per cent is driven by acquisitions and 26.7 per cent is organic growth following significant price increases to compensate for the higher cost level.
Adjusted EBITDA ended at EUR 74.7 million for the first six months of the year (48.3), an increase of 54.8 per cent, of which 13.2 per cent relates to acquisitions and 43.2 per cent to organic growth. Like for the quarter, all segments contribute positively to the organic growth.
Operating income (EBIT) came in at EUR 57.6 million for the period (29.1). Like for the quarter, the period was positively impacted by the EUR 9.7 million gain from revaluation of shares in Jablite mentioned above.
Net financial items amounted to a negative EUR 13.1 million for the first half of 2022 (-9.9). The period was negatively impacted by a EUR 2.5 million fair value adjustment of shares in a listed real estate company (-4.1).
Taxes amounted to a negative EUR 11.4 million for the first six months (-5.7).
Net profit for the first half of 2022 was EUR 33.1 million (13.5).



Segment RAW develops and produces white and grey expanded polystyrene, known as EPS beads or Styrofoam, as well as Biofoam, a fully bio-based particle foam. The raw material is sold both internally and externally for production of end products. After expanding and extruding the beads, the material can be moulded or otherwise processed into several different end products and areas of application. BEWI produces raw material at 2 facilities, one in Finland (Porvoo) and one in the Netherlands (Etten-Leur).
Net sales for segment RAW amounted to EUR 125.4 million for the quarter (101.4), an increase of 23.7 per cent explained by increased sales prices following a significant increase in underlying raw material prices since the second quarter last year.
Adjusted EBITDA came in at EUR 16.4 million for the second quarter of 2022 (15.9), mainly due to strengthened GAP (i.e., styrene gross profit) compared to the second quarter last year. Styrene raw material prices continued to increase in the second quarter, combined with stable demand for EPS raw material, resulting in a continued strong GAP.
Net sales for the first half of 2022 were EUR 225.9 million (165.6) for segment RAW, up by 36.4 per cent from the same period last year explained by increased sales prices.
Adjusted EBITDA ended at EUR 35.8 million for the first six months of the year (19.1). As for the quarter, the improvement primarily relates to the strengthened GAP (i.e., styrene gross profit).
| Amounts in million EUR (except percentage) |
Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Net sales | 125.4 | 101.4 | 225.9 | 165.6 | 347.9 |
| Of which internal | 39.9 | 31.7 | 71.8 | 51.5 | 104.6 |
| Of which external | 85.5 | 69.6 | 154.0 | 114.0 | 243.3 |
| Net operating expenses | -109.0 | -85.5 | -190.1 | -146.5 | -293.9 |
| Adjusted EBITDA | 16.4 | 15.9 | 35.8 | 19.1 | 54.1 |
| Adjusted EBITDA % | 13.1% | 15.7% | 15.9% | 11.5% | 15.5% |
| Items affecting comparability | 0.1 | 0.0 | 0.1 | 0.0 | 0.1 |
| EBITDA | 16.5 | 15.9 | 35.9 | 19.1 | 54.2 |
| Depreciations | -0.9 | -0.9 | -1.9 | -1.9 | -4.2 |


Segment Insulation develops and manufactures an extensive range of insulation products for the construction industry. The products are primarily composed of EPS and XPS. The Benelux is the main market within the business area. BEWI has 16 facilities in 8 countries producing insulation products. In addition, BEWI has minority interests in 5 facilities in France and 6 facilities in Germany.
The Belgian insulation company Kemisol were consolidated from 1 December 2021, and the insulation business of Jablite from 1 June 2022.
Net sales for segment Insulation came in at EUR 85.3 million for the quarter (58.2), an increase of 46.5 per cent. Excluding acquisitions and divestments, sales increased by 23.7 per cent, mainly driven by stable demand and higher sales prices. Currency had a negative impact of 0.4 per cent for the quarter.
Adjusted EBITDA ended at EUR 11.2 million for the quarter (7.1), an increase of 57.9 per cent. Excluding acquisitions and divestments, adjusted EBITDA increased by 39.1 per cent. The improved result is mainly explained by the increased sales prices offsetting a higher cost level. The Belgian insulation company Kemisol acquired in November
2021 continued to perform well and contributed positively to the company's adjusted EBITDA for the second quarter.
Items affecting comparability include the revaluation of Jablite shares, as mentioned in the comments to EBIT on the previous page.
Net sales amounted to EUR 147.7 million for the first six months of 2022 (98.9), an increase of 49.3 per cent. Of this, 28.0 per cent was organic growth driven by increased sales prices in all regions.
Adjusted EBITDA amounted to EUR 17.3 million (11.9). This represents an increase of 45.9 per cent, of which 27.9 per cent was organic growth. As for the quarter, the increased EBITDA is explained by the increased sales prices as well as positive contribution from acquisitions.
| Amounts in million EUR (except percentage) |
Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Net sales | 85.3 | 58.2 | 147.7 | 98.9 | 195.4 |
| Of which internal | 1.5 | 0.7 | 2.5 | 1.4 | 2.8 |
| Of which external | 83.8 | 57.5 | 145.2 | 97.5 | 192.7 |
| Net operating expenses | -74.1 | -51.1 | -130.3 | -87.0 | -173.9 |
| Adjusted EBITDA | 11.2 | 7.1 | 17.3 | 11.9 | 21.6 |
| Adjusted EBITDA % | 13.2% | 12.2% | 11.7% | 12.0% | 11.0% |
| Items affecting comparability | 7.3 | 0.0 | 7.3 | -0.2 | 0.9 |
| EBITDA | 18.5 | 7.1 | 24.6 | 11.7 | 22.5 |
| Depreciations | -2.2 | -1.9 | -4.3 | -4.0 | -7.9 |

of total adj. EBITDA2
of total net sales1

Segment Packaging & Components (P&C)
Segment P&C develops and manufactures standard and customised packaging solutions and technical components for customers in many industrial sectors. Examples include boxes for transportation of fresh fish and other food, protective packaging for pharmaceuticals and electronics, and components for cars and heating systems. The material is composed primarily of EPS, EPP and fabricated foam. BEWI has 26 facilities in 8 countries producing P&C components.
The automotive components company IZOBLOK were consolidated from 1 July 2021, the Norwegian paper packaging company Trondhjems Eskefabrikk from 1 May 2022, and the packaging business of Jablite from 1 June 2022.
Net sales amounted to EUR 92.4 million for the second quarter (65.5), an increase of 41.1 per cent. Excluding acquisitions net sales increased by 10.3 per cent, explained by increased sales prices compensating for the higher cost level, combined with continued good development for sales to the food industry.
The global shortage of electronic components continued to dampen the volumes sold to the automotive and HVAC industry.
Adjusted EBITDA amounted to EUR 12.1 million for the second quarter this year (9.1), up by 32.2 per cent of which organic growth was positive 9.0 per cent. The segment has successfully managed to adjust prices to compensate for the higher cost level, including increased costs for raw material, energy, transport, and other elements. Positive contribution from acquisitions, especially from the recently acquired Trondhjems Eskefabrikk, also increased the result.
Ramp-up of sold volumes from the new facility at Senja, Norway, continued during the quarter, although still not running at full capacity, and thus negatively contributing to the results.
Net sales amounted to EUR 184.2 million (127.8), an increase of 44.1 per cent. Excluding acquisitions, sales increased by 15.9 per cent explained by increased sales prices in all regions.
Adjusted EBITDA amounted to EUR 21.2 million (19.5), up by 8.6 per cent. Excluding acquisitions, adjusted EBITDA increased by 2.0 per cent explained by the same factors as for the quarter.
| Amounts in million EUR | |||||
|---|---|---|---|---|---|
| (except percentage) | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
| Net sales | 92.4 | 65.5 | 184.2 | 127.8 | 295.6 |
| Of which internal | 3.0 | 1.1 | 5.8 | 1.7 | 6.9 |
| Of which external | 89.4 | 64.4 | 178.4 | 126.1 | 288.7 |
| Net operating expenses | -80.4 | -56.4 | -163.0 | -108.3 | -255.3 |
| Adjusted EBITDA | 12.1 | 9.1 | 21.2 | 19.5 | 40.3 |
| Adjusted EBITDA % | 13.1% | 13.9% | 11.5% | 15.3% | 13.6% |
| Items affecting comparability | 2.0 | -0.1 | 1.9 | -0.2 | -0.4 |
| EBITDA | 14.0 | 9.0 | 23.1 | 19.3 | 39.9 |
| Depreciations | -4.8 | -3.7 | -9.2 | -7.3 | -16.6 |

32%
of total net sales1
29% of total adj. EBITDA2


Segment Circular is responsible for BEWI's collection and recycling of EPS. At year-end 2021, the group had a recycling capacity of approximately 20 000 tonnes and a collection run-rate of approximately 23 000 tonnes. BEWI has announced an annual target of recycling 60 000 tonnes of EPS. The number refers to approximately one-third of BEWI's annual production, which is the volume BEWI puts into the end markets with a lifetime less than one year.
The UK-based recycling company Volker Gruppe were consolidated from 1 October 2021 and Berga Recycling from 1 June 2022.
Net sales for segment Circular amounted to EUR 18.2 million for the quarter (6.7), an increase of 171.6 per cent. Excluding acquisitions net sales increased by 39.3 per cent, explained by higher volumes and increased sales prices. The higher prices correlate to the increase in the virgin raw material prices.
Adjusted EBITDA amounted to EUR 1.9 million for the second quarter of 2022 (0.8). The improved EBITDA was mainly driven by acquisitions but also positively impacted by the higher volumes and increased prices as mentioned.
Net sales for the first six months of 2022 came in at EUR 29.6 million (9.5), up by 213.6 per cent from the same period last year, of which 79.3 per cent was organic growth coming from higher volumes and increased sales prices, as explained for the quarter.
Adjusted EBITDA ended at EUR 3.0 million for the first six months (0.8). Although the improvement primarily relates to the acquisition of Volker Gruppe and Berga, higher volumes and sales prices, also improved the result.
For the first six months of 2022, BEWI collected a total of 9 849 tonnes of EPS for recycling. In addition, the recently acquired Berga Recycling collected approximately 15 000 tonnes of EPS in 2021. At the end of the first half of the year, BEWI had an annual recycling capacity of approximately 29 000 tonnes.
| Amounts in million EUR | |||||
|---|---|---|---|---|---|
| (except percentage) | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
| Net sales | 18.2 | 6.7 | 29.6 | 9.5 | 24.0 |
| Of which internal | 0.0 | 0.0 | 0.2 | 0.1 | 0.6 |
| Of which external | 18.2 | 6.7 | 29.5 | 9.3 | 23.4 |
| Net operating expenses | -16.3 | -5.9 | -26.6 | -8.6 | -23.4 |
| Adjusted EBITDA | 1.9 | 0.8 | 3.0 | 0.8 | 0.6 |
| Adjusted EBITDA % | 10.5% | 12.5% | 10.1% | 8.6% | 2.5% |
| Items affecting comparability | -0.7 | -0.1 | -0.8 | -0.1 | -0.3 |
| EBITDA | 1.2 | 0.8 | 2.2 | 0.8 | 0.3 |
| Depreciations | -0.4 | -0.2 | -0.8 | -0.4 | -1.0 |

7% of total net sales1 5% of total adj. EBITDA2
Revenues and costs related to group functions that do not belong to any specific business segment are booked as unallocated corporate costs.
For the quarter, the unallocated contribution to adjusted EBITDA amounted to a negative EUR 1.3 million (-1.4). For the first six months of 2022, the contribution was negative EUR 2.6 million (-3.0).
Total assets amounted to EUR 883.6 million on 30 June 2022, compared to EUR 785.7 million at year-end 2021.
Total equity amounted to EUR 292.9 million on 30 June 2022, compared to EUR 262.2 million at year-end 2021.
Net debt amounted to EUR 298.4 million on 30 June 2022 (195.3 excluding IFRS 16), compared to EUR 196.4 million at year-end 2021 (120.3 excluding IFRS 16).
Cash and cash equivalents were EUR 75.9 million on 30 June 2022, compared to EUR 142.3 million at year-end 2021.
Cash flow from operating activities amounted to EUR 25.0 million for the second quarter of 2022 (1.4), including a decrease in working capital of EUR 1.3 million (increase of 21.1). Despite a continued increase in inventory and accounts receivable following higher prices, net working capital decreased during the quarter, due to the timing of payments and the impact on trading liabilities from higher prices.
For the first half of 2022, cash flow from operating activities amounted to EUR 10.8 million (1.7), including an increase in working capital of EUR 38.7 million (30.6). Working capital developed in line with the seasonal pattern but was further impacted by higher price levels.
Cash flow used for investing activities amounted to a negative EUR 66.3 million for the second quarter this year (-15.9). Capital expenditures were in line with the same period last year, whereas cash outflow from business acquisitions noted a significant increase due to the many business acquisitions during the quarter.
For the first half of 2022, cash flow from investing activities amounted to a negative EUR 72.8 million (-23.1). The comments to the quarter are also relevant to the first half of the year.
For an overview of the group's main ongoing investment programmes, see section about capital expenditures and a description of ongoing organic growth initiatives below.
Cash flow from financing activities came in at a negative EUR 2.0 million for the second quarter (3.6). Cash inflow from increased borrowing in a few acquired companies was offset by the cash outflow from the refinancing of one recently acquired company and the effect of reduced leasing liabilities. The same period last year was positively impacted by the net effect from a new share issue and dividend paid.
For the first half of 2022, cash flow from financing activities amounted to a negative EUR 3.0 million (12.1). In addition to the items impacting the quarter, cash flow from financing activities was also impacted by a new share issue following the settlement of the first tranche of the share-based incentive programme.
In the second quarter of 2022, investments continued according to plan. CAPEX totaled EUR 9.2 million (8.5). Of this, EUR 2.7 million related to greenfield - and other customer specific projects, such as the new packaging hub at Jøsnøya, Norway, investments for P&C in Skara, Sweden, a new extrusion line in Etten-Leur, compactors for segment Circular and investments into the new ERP system.
BEWI has announced an annual target for investments (CAPEX) of 2.5 per cent of net sales excluding greenfield projects, customer specific initiatives and ICT investments. CAPEX for the second quarter continued to be below this target.
As of 30 June 2022, BEWI had 2 295 employees, compared to 2 097 on 31 December 2021. The increase mainly reflects acquisitions in the first half of 2022.
Growth initiatives are a high priority for BEWI. The company invests in organic growth and has a strong pipeline of M&A opportunities.
The following investment programmes are ongoing in the BEWI group:
In March 2021, the company announced its plans to set up a new packaging facility on the Jøsnøya island, Hitra, Norway. The real estate group KMC Properties ASA is responsible for the development of the facility. The project commenced in May 2022 and
in July 2022, BEWI was rewarded a long-term supply agreement for deliveries of fish boxes with the listed seafood company Mowi, the world's largest producer of Atlantic salmon (see events after the close of the quarter).
In the first quarter of 2022, a new project was initiated at BEWI's facility in Skara, Sweden, together with the customer Bosch. Investments relate to a HVAC (Heating Ventilation Air Condition) system, from which volumes of specific EPP components are expected to grow. Commercialisation is expected in the second half of 2022.
In the fourth quarter of 2021, investments into a new twin screw extrusion line at the RAW production site in Etten-Leur started. The new extrusion line will increase production capacity of recycled grades and grey products, and production is expected to start in 2023.
BEWI has started implementation of a new modern ERP system. Blueprints were developed during 2021 and the system will be implemented gradually throughout the group's segments and operating units. The first roll-out of the system was successfully launched during the second quarter of 2022 for segment RAW, while the second roll-out will be
decided by the subsidiaries of the company, based on clearly identified benefits.
BEWI's M&A opportunities are mainly within the following categories:
In 2022, BEWI has announced four acquisitions, as well as an agreement for divestment of its industrial real estate portfolio. In addition, the company is finalising its acquisition of Jackon Holding.
On 18 February 2022, BEWI announced that the company had entered a letter of intent to acquire 100 per cent of a Baltic insulation company, and on 1 July 2022 the company announced that it had entered into an agreement to acquire the Lithuanian insulation company BalPol.
BalPol is the market leader in Lithuania for insulation solutions from expanded polystyrene (EPS) and polyisocyanurate (PIR), and for EPS packaging solutions. The company, which was established in 2002, has approximately 150 employees and operates two
downstream facilities. One facility produces PIR and mineral wool (MW) sandwich panels and PIR insulation boards and the other produces insulation solutions from EPS for construction and packaging products from EPS and expanded polyethylene (EPE).
BalPol demonstrated solid growth and improved profitability in 2021, recording revenues of approximately EUR 31.0 million and an EBITDA of approximately EUR 4.3 million. The increase is mainly explained by favourable market conditions, a broadened product range, including increase in sales prices.
The agreed consideration is in line with BEWI's historical M&As, i.e., with an EV/ EBITDA multiple in the range of 5 to 7, whereas 50 per cent will be settled in cash and 50 per cent through issuance of consideration shares in BEWI ASA.
Closing of the acquisition is conditional upon customary conditions and is expected in the third quarter of 2022.
Through the acquisition, BEWI is expanding its geographic footprint into the Baltics, enabling sales growth, as well as establishing a platform for circular activities. At the same time, the company is broadening its insulation offering to include production of PIR and MW sandwich panels and PIR insulation boards.
On 28 February 2022, BEWI announced its intention to acquire a Scandinavian paper packaging company, and on 12 April, the company announced its acquisition of the Norwegian paper packaging company Trondhjems Eskefabrikk AS. The acquisition was closed in May and thus the accounts have been consolidated from 1 May 2022.
Trondhjems Eskefabrikk is manufacturing fibre-based packaging products, such as carton boxes to the food industry, which are 100 per cent recyclable, and a significant share of the raw material used is recycled fibres. The acquisition provides BEWI with an extended offering in line with the strategy to provide customers with complementary solutions and supporting the sustainability target to increase the use of non-fossil raw materials.
For 2021, Trondhjems Eskefabrikk had revenues of approximately EUR 13.5 million, up from EUR 11.7 million for 2020. The total consideration was settled in cash upon closing.
On 16 May 2022, BEWI acquired the remaining 51 per cent of the leading UK based insulation and
packaging company Jablite Group, with an annual turnover of approximately GBP 40 million.
BEWI first announced its acquisition of 49 per cent of Jablite in June 2020. Since then, Jablite has completed a restructuring programme, resulting in significant profitability improvement.
Jablite currently operates three facilities in the UK, and the operations complement the UK based operations of Jackon well.
The total consideration for the 51 per cent of Jablite was approximately GBP 10 million and was settled in cash upon closing. Jablite was consolidated into BEWI's accounts from 1 June 2022.
On 10 June 2022, BEWI acquired Berga Recycling Inc., a world leader in the purchase and sale of materials for recycling.
In 2021, Berga traded an annual volume of approximately 82 000 tonnes of materials for recycling through a network of hundreds of customers globally. The trading is completed through an online trading platform, which is linked to Berga's comprehensive network of logistic partners.
Through the trading platform, BEWI gets a tool to further consolidate and grow its circular business, as the platform is scalable, and easily applicable to other recycling companies.
For 2021, Berga had sales revenues of approximately EUR 31.0 million (CAD 43 million), with an EBITDA margin of approximately 10 per cent. The company has shown a sustained profitable growth of more than 20 per cent the last three years.
The consideration for 100 per cent of the shares of Berga Recycling Inc. was settled in cash upon closing.
In October 2021, BEWI received acceptance from all shareholders on its offer for the acquisition of the Norwegian family-owned packaging and insulation company Jackon Holding.
The Akselsen family, holding 50 per cent of the shares through their investment company HAAS AS, accepted to receive consideration in the form of shares, subject to a 12-months lock-up. The shareholders holding the remaining 50 per cent accepted to receive cash.
On 1 July 2022, BEWI announced that it had received approval from all relevant competition authorities, in the case of Finland and Norway with certain
conditions, to close the transaction, and that closing is expected to take place in August. See further information below under "Events after the close of the quarter."
BEWI maintains its previously communicated expectations of synergies of at least EUR 12 to 15 million.
For the second quarter of 2022, Jackon had revenues of EUR 127 million, compared to EUR 113 million for the corresponding quarter of 2021, and recorded an EBITDA of EUR 3.9 million, down from EUR 12.4 million for the same quarter of 2021.
Revenues amounted to EUR 236 million for the first six months of 2022, up from EUR 197 million for the same period of 2021, with an EBITDA of EUR 13.6 million, compared to EUR 14.7 million last year.
Jackon had approximately 935 employees on 30 June 2022 and 22 facilities in Norway, Sweden, Finland, Denmark, Germany, and Belgium.
On 30 June 2022, BEWI announced that it had entered an agreement with a wholly owned subsidiary of KMC Properties ASA for the sale of up to 24 properties and one land plot, with a gross asset value of up to approximately NOK 2.0 billion. In connection with the
transaction, long term triple net rental agreements will be entered into for the properties.
KMC Properties is under the agreement obligated to acquire the Norwegian and Swedish properties comprised by the transaction valued to approximately NOK 970 million, including 12 properties and one land plot. Further, KMC Properties has an exclusive right to acquire the remaining part of the portfolio, including properties in Germany, Belgium, Poland, Finland, and Denmark, within twelve months from the agreement was entered. The property transaction is subject to closing of the Jackon transaction.
The real estate advisor Norion Næringsmegling has acted as advisors to BEWI in the sales process, securing a structured and independent process.
On 2 November 2021, BEWI launched a tender offer for the acquisition of all outstanding shares in the listed Polish company IZOBLOK, a leading European provider of Expanded Polypropylene (EPP) components to the automotive industry.
The tender offer expired on 28 January 2022, upon which 121 870 shares were acquired at a price of PLN 50.41 per share. Following the transaction, BEWI (indirectly) owns 64.28 per cent of the shares,
corresponding to 73.21 per cent of the voting rights in IZOBLOK.
Russia's invasion of Ukraine in late February 2022 has been a humanitarian crisis for the Ukraine people. The invasion has increased uncertainty and geopolitical tensions in the global markets. Several sanctions have been imposed on Russia by the EU and other countries, impacting supply chains, raw material prices and other commodity prices.
BEWI's exposure to Russia has been relatively modest, mainly including sales of EPS beads from segment RAW and sales of food packaging products to the Russian fishing industry. Net sales for the group to Russia amounted to EUR 29.2 million for the full year 2021 and to EUR 9.6 million for the first six months of 2022.
During the first quarter of 2022, BEWI stopped all sales of EPS beads to Russia. The short-term loss of volume is expected to be compensated by sales to customers in other geographies. Sales to the Russian fishing vessels, mainly from the Norwegian operations, has been upheld until further notice, following closely the Norwegian authorities' position.
For the first half of 2022, the financial impact from sanctions and reduced business volume with Russia has been limited to EUR 0.4 million in provisions for doubtful accounts and EUR 0.5 million in write-down of inventory ear-marked for Russian customers. All transactions are now completed on a prepayment basis.
As to the macro-economic effects from the invasion, BEWI is benefitting from its integrated business model, and has on a group level not been negatively impacted by higher raw material prices. The general cost inflation, including higher energy prices, has had a modest impact on the profitability of the group, although not related to the company's exposure to Russia.
As of 30 June 2022, the total number of shares outstanding in BEWI ASA was 157 039 804, each with a par value of NOK 1. Each share entitles to one vote.
During the second quarter, the share was traded between NOK 55.70 and NOK 78.70 per share, with a closing price of NOK 55.70 on 30 June 2022.
BEWI published its annual report for 2021 on 27 April 2022, including its sustainability report prepared with reference to the GRI standards.
The company's annual general meeting was held on the 2 June 2022. The general meeting authorised the board to resolve the distribution of a dividend of NOK 1.10 per share based on the approved annual accounts for 2021. The board expects to make use of the authorisation after completion of the Jackon transaction. Further details on the date for dividend distribution will be disclosed in a separate stock exchange notice when this is resolved by the board.
On 16 February 2022, BEWI held an extraordinary general meeting. At the meeting, the board was authorised to issue a total of 32 070 000 consideration shares to HAAS AS, the owner of 50 per cent of Jackon, subject to completion of the transaction.
In addition, Andreas M. Akselsen was elected new board member, replacing Stig Wærnes, subject to – and with effect of completion of the Jackon transaction.
BEWI's risks and risk management are described in the group's annual report for 2021. For the second half of 2022, BEWI's most significant risks and uncertainties relate to the development in raw
material prices, and the energy situation in Europe. In addition, the company is closely monitoring how the inflation and interest rates could impact its key markets.
On 1 July 2022, BEWI announced that the company had received approval from all relevant competition authorities to close the Jackon transaction. The approval in Finland is conditional upon divestment of two smaller insulation facilities and the approval in Norway is conditional upon divestment of two fish box facilities in northern Norway.
In total, revenues for the four facilities represent less than two per cent of the combined company's annual turnover.
On 1 July 2022, with reference to the stock exchange notice of 18 February 2022, where BEWI announced that it had entered a LOI to acquire a Baltic insulation company, the company announced that it has signed an agreement to acquire the Lithuanian insulation company UAB Baltijos Polistirenas ("BalPol").
For further information about the transaction, see the section above.
On 1 July 2022, BEWI was rewarded a long-term supply agreement for deliveries of fish boxes to the new processing facility of Mowi, the world's largest producer of Atlantic salmon, at the Jøsnøya island on the west coast of Norway.
Under the contract, BEWI will supply fish boxes directly into Mowi's processing lines, both for whole salmon and for fillet. The delivery is expected to commence within the second quarter of 2024. Until start-up, the contract between the parties for deliveries of fish boxes to Mowi's existing facility at Ulvan, Hitra, has been prolonged.
BEWI is setting up a new packaging facility on Jøsnøya, close to Mowi's new facility. This will be a state-of-the-art packaging facility, with a highly industrialized and automated production with a low carbon footprint. A pre-project phase has been completed, and the construction work commenced in May this year.
For the first six months, as well as into the third quarter of 2022, BEWI has experienced continued solid demand in its markets. The company is exposed to the industrywide challenges in the value chain, including the global shortage of electronic components, some delay in logistics and transportation, and general cost inflation, but has still managed to deliver strong results.
As communicated in the company's outlook in the quarterly report for the first quarter this year, the profitability margin has improved in the downstream segments, while slightly decreased in the RAW segment since the previous quarter.
BEWI expects a stable long-term demand in its key markets going forward. The company is closely monitoring the uncertainty related to the global supply chain shortages, high energy prices, and concerns around inflation and increasing interest rates. So far, these factors have not had any material impact on demand.
BEWI's strong results and solid financial position, enable the company to continue its active M&A strategy going forward, pursuing attractive growth opportunities within selected industries and markets.
We declare that, to the best of our knowledge, the half year financial statements for the period 1 January to 30 June 2022 have been prepared in accordance with IAS 34 – Interim Reporting, and that the information contained therein provides a true and fair view of the Group's assets, liabilities, financial position, and overall results.
We further declare that, to the best of our knowledge, the half-year report provides a true and fair view of important events that have taken place during the accounting period and their impact on the half-year financial statements, as well as the most important risks and uncertainties facing the business in the forthcoming accounting period.
Trondheim, Norway, 10 August 2022
The board of directors and CEO of BEWI ASA
| Gunnar Syvertsen | Anne-Lise Aukner | Rik Dobbelaere |
|---|---|---|
| Chair of the Board | Director | Director |
| Stig Wærnes | Kristina Schauman | Christian Bekken |
| Director | Director | CEO |
| Organic growth | Organic growth is defined as growth in net sales for the reporting period compared to the same period last year, excluding the impact of currency and acquisitions. It is a key ratio as it shows the underlying sales growth. |
|
|---|---|---|
| EBITDA | Earnings before interest, tax, depreciation, and amortisation. EBITDA is a key performance indicator that the group considers relevant for understanding the generation of profit before investments in fixed assets. |
margin |
| EBITDA margin | EBITDA as a percentage of net sales. The EBITDA margin is a key performance indicator that the group considers relevant for understanding the profitability of the business and for making comparisons with other companies. |
|
| EBITA | Earnings before interest, tax, and amortisations. EBITA is a key performance indicator that the group considers relevant, as it facilitates comparisons of profitability over time independent of corporate tax rates and financing structures but including depreciations of fixed assets used in production to generate the profits of the group. |
margin |
| EBITA margin | EBITA as a percentage of sales. The EBITA margin is a key performance indicator that the group considers relevant for understanding the profitability of the business and for making comparisons with other companies. |
|
| EBIT | Earnings before interest and tax. EBIT is a key performance indicator that the group considers relevant, as it facilitates comparisons of profitability over time independent of corporate tax rates and financing structures. Depreciations are included, however, which is a measure of resource consumption necessary for generating the result. |
|
| Items affecting comparability |
Items affecting comparability include costs related to the planned IPO, transaction costs related to acquired entities, including the release of negative goodwill from acquisitions, severance costs and other normalisations such as divestment of real estate, closing of facilities, unscheduled raw material production stops and other. |
| Adjusted (adj.) EBITDA | Normalised earnings before interest, tax, depreciation, and amortisation (i.e., items affecting com parability and deviations are added back). Adjusted EBITDA is a key performance indicator that the group considers relevant for understanding earnings adjusted for items that affect comparability. |
|---|---|
| Adjusted (adj.) EBITDA margin |
EBITDA before items affecting comparability as a percentage of net sales. The adjusted EBITDA margin is a key performance indicator that the group considers relevant for understanding the profitability of the business and for making comparisons with other companies. |
| Adjusted (adj.) EBITA | Normalised earnings before interest, tax and amortisations (i.e., items affecting comparability and deviations are added back). EBITA is a key performance indicator that the group considers relevant, as it facilitates comparisons of profitability over time independent of corporate tax rates and financing structures but including depreciations of fixed assets used in production to generate the profits of the group. |
| Adjusted (adj.) EBITA margin |
EBITA before items affecting comparability as a percentage of sales. The EBITA margin is a key performance indicator that the group considers relevant for understanding the profitability of the business and for making comparisons with other companies. |
| ROCE | Return on average capital employed. ROCE is a key performance indicator that the group considers relevant for measuring how well the group is generating profits from its capital in use. ROCE is calculated as rolling 12 months adjusted EBITA as a percentage of average capital employed during the same period. Capital employed is defined as total equity plus net debt, and the average is calculated with each quarter during the measurement period as a measuring point. |
| Net debt | Interest-bearing liabilities excluding obligations relating to employee benefits, minus cash and cash equivalents. Net debt is a key performance indicator that is relevant both for the group's calculation of covenants based on this indicator and because it indicates the group's financing needs. |
| million EUR (except percentage) | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Operating income (EBIT) | 35.8 | 22.3 | 57.6 | 29.1 | 67.8 |
| Amortisations | 2.2 | 1.9 | 4.3 | 3.7 | 7.6 |
| EBITA | 38.0 | 24.2 | 61.9 | 32.8 | 75.4 |
| Items affecting comparability | -6.1 | 0.5 | -3.6 | 1.7 | 3.4 |
| Adjusted EBITA | 31.9 | 24.7 | 58.3 | 34.5 | 78.8 |
| EBITA | 38.0 | 24.2 | 61.9 | 32.8 | 75.4 |
| Depreciations | 8.5 | 6.9 | 16.5 | 13.8 | 30.1 |
| EBITDA | 46.4 | 31.1 | 78.3 | 46.6 | 105.5 |
| Items affecting comparability | -6.1 | 0.5 | -3.6 | 1.7 | 3.4 |
| Adjusted EBITDA | 40.3 | 31.6 | 74.7 | 48.3 | 109.0 |
| Adjusted EBITA Rolling 12 months | 102.6 | 55.8 | 102.6 | 55.8 | 78.8 |
| Average capital employed | 476.8 | 362.7 | 476.8 | 362.7 | 409.6 |
| Return on average capital employed (ROCE) % | 21.5% | 15.4% | 21.5% | 15.4% | 19.2% |
| million EUR | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| IPO related costs | - | 0.0 | - | 0.0 | 0.0 |
| Severance and integration costs | -0.1 | - | -0.3 | - | -0.1 |
| Restructuring costs | - | 0.0 | - | -0.1 | -0.2 |
| Transaction costs | -3.6 | -0.5 | -5.9 | -1.5 | -4.4 |
| Capital gains from sale of fixed assets | 0.0 | 0.1 | 0.0 | 0.1 | 0.2 |
| Capital loss from sale of fixed assets | -0.0 | -0.1 | -0.0 | -0.2 | -0.2 |
| Capital gain from sale of subsidiary | - | - | - | - | 1.0 |
| Capital gain from sale of associated company | 9.8 | - | 9.8 | - | - |
| Closure of production facility | - | - | - | - | -0.6 |
| Recognition of negative goodwill in associate | - | - | - | - | 0.9 |
| Total | 6.1 | -0.5 | 3.6 | -1.7 | -3.4 |
| Intra-group | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| million EUR | RAW | % | Insulation | % | P&C | % | Circular | % | Unallocated | % | revenue | Total net sales | % |
| Q2 2021 | 101.4 | 58.2 | 65.5 | 6.7 | 0.0 | -33.6 | 198.1 | ||||||
| Acquisitions | - | - | 15.3 | 26.3% | 20.1 | 30.8% | 8.9 | 132.3% | - | - | -1.8 | 42.5 | 21.5% |
| Divestments | - | - | -1.8 | -3.0% | - | - | - | - | - | - | - | -1.8 | -0.9% |
| Currency | - | - | -0.2 | -0.4% | 0.1 | 0.2% | -0.1 | -1.4% | 0.0 | -14.3% | 0.0 | -0.2 | -0.1% |
| Organic growth | 24.1 | 23.7% | 13.8 | 23.7% | 6.7 | 10.2% | 2.7 | 40.7% | 0.1 | 300.0% | -9.0 | 38.3 | 19.3% |
| Total increase/ decrease | 24.1 | 23.7% | 27.1 | 46.5% | 26.9 | 41.1% | 11.5 | 171.6% | 0.1 | 285.7% | -10.8 | 78.8 | 39.8% |
| Q2 2022 | 125.4 | 85.3 | 92.4 | 18.2 | 0.1 | -44.4 | 277.0 | ||||||
| million EUR | RAW | % | Insulation | % | P&C | % | Circular | % | Unallocated | % | Intra-group revenue |
Total net sales | % |
| YTD 2021 | 165.6 | 98.9 | 127.8 | 9.5 | 0.1 | -54.8 | 347.0 | ||||||
| Acquisitions | - | - | 24.4 | 24.7% | 36.1 | 28.2% | 12.9 | 136.1% | - | - | -3.7 | 69.6 | 20.1% |
| Divestments | - | - | -3.1 | -3.2% | - | - | - | - | - | - | - | -3.1 | -0.9% |
| Currency | - | - | -0.2 | -0.2% | 1.4 | 1.1% | -0.2 | -1.9% | 0.0 | -8.8% | 0.0 | 1.0 | 0.3% |
| Organic growth | 60.3 | 36.4% | 27.6 | 28.0% | 18.9 | 14.8% | 7.5 | 79.3% | 0.1 | 193.0% | -21.8 | 92.7 | 26.7% |
| Total increase/ decrease | 60.3 | 36.4% | 48.8 | 49.3% | 56.3 | 44.1% | 20.2 | 213.6% | 0.1 | 184.2% | -25.5 | 160.2 | 46.2% |
| YTD 2022 | 225.9 | 147.7 | 184.2 | 29.6 | 0.2 | -80.2 | 507.2 |
| Total adjusted | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| million EUR | RAW | % | Insulation | % | P&C | % | Circular | % | Unallocated | % | EBITDA | % |
| Q2 2021 | 15.9 | 7.1 | 9.1 | 0.8 | -1.4 | 31.6 | ||||||
| Acquisitions | - | - | 2.0 | 28.8% | 2.1 | 22.7% | 1.2 | 144.9% | 0.0 | 0.1% | 5.3 | 16.8% |
| Divestments | - | - | -0.7 | -9.9% | - | - | - | - | - | - | -0.7 | -2.2% |
| Currency | - | - | 0.0 | 0.7% | 0.0 | 0.5% | 0.0 | -5.0% | 0.0 | -0.4% | 0.1 | 0.2% |
| Organic growth | 0.5 | 3.2% | 2.7 | 38.4% | 0.8 | 9.0% | -0.1 | -10.7% | 0.1 | -5.0% | 4.0 | 12.8% |
| Total increase/ decrease | 0.5 | 3.2% | 4.1 | 57.9% | 2.9 | 32.2% | 1.1 | 129.1% | 0.1 | 5.3% | 8.7 | 27.6% |
| Q2 2022 | 16.4 | 11.2 | 12.1 | 1.9 | -1.3 | 40.3 | ||||||
| million EUR | RAW | % | Insulation | % | P&C | % | Circular | % | Unallocated | % | Total adjusted EBITDA |
% |
| YTD 2021 | 19.1 | 11.9 | 19.5 | 0.8 | -3.0 | 48.3 | ||||||
| Acquisitions | - | - | 3.0 | 25.3% | 1.3 | 6.6% | 2.1 | 252.9% | 0.0 | 0.1% | 6.4 | 13.2% |
| Divestments | - | - | -1.0 | -8.1% | - | - | - | - | - | - | -1.0 | -2.0% |
| Currency | - | - | 0.1 | 0.8% | 0.2 | 1.0% | 0.0 | -4.9% | 0.0 | 1.6% | 0.2 | 0.4% |
| Organic growth | 16.7 | 87.5% | 3.3 | 27.9% | 0.2 | 1.0% | 0.2 | 19.6% | 0.5 | -16.3% | 20.9 | 43.2% |
| Total increase/ decrease | 16.7 | 87.5% | 5.5 | 45.9% | 1.7 | 8.6% | 2.2 | 267.6% | 0.4 | -14.6% | 26.5 | 54.8% |
| YTD 2022 | 35.8 | 17.3 | 21.2 | 3.0 | -2.6 | 74.7 |
| million EUR | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Revenues | |||||
| Net sales | 277.0 | 198.1 | 507.2 | 347.0 | 748.2 |
| Total operating income | 277.0 | 198.1 | 507.2 | 347.0 | 748.2 |
| Operating expenses | |||||
| Raw materials and consumables | -122.0 | -88.4 | -208.4 | -148.5 | -304.9 |
| Goods for resale | -38.6 | -23.4 | -74.0 | -41.7 | -92.2 |
| Other external costs | -47.9 | -31.0 | -92.8 | -60.4 | -135.9 |
| Personnel costs | -33.5 | -26.3 | -65.7 | -52.2 | -116.2 |
| Depreciation/amortisation and impairment tangible and intangible assets | -10.7 | -8.8 | -20.7 | -17.5 | -37.8 |
| Share of income from associated companies | 1.6 | 2.1 | 2.3 | 2.4 | 5.7 |
| Capital gain/loss from sale of assets | 9.8 | 0.0 | 9.8 | 0.0 | 1.0 |
| Total operating expenses | -241.2 | -175.8 | -449.6 | -317.9 | -680.4 |
| Operating income (EBIT) | 35.8 | 22.3 | 57.6 | 29.1 | 67.8 |
| Financial income | 0.7 | 0.0 | 0.4 | 0.1 | 0.4 |
| Financial expenses | -6.9 | -3.5 | -13.5 | -10.0 | -19.2 |
| Net financial items | -6.2 | -3.5 | -13.1 | -9.9 | -18.8 |
| Income before tax | 29.6 | 18.8 | 44.5 | 19.2 | 49.0 |
| Income tax expense | -4.7 | -4.4 | -11.4 | -5.7 | -14.6 |
| Profit/loss for the period | 24.9 | 14.4 | 33.1 | 13.5 | 34.4 |
| million EUR | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Profit/loss for the period | 24.9 | 14.4 | 33.1 | 13.5 | 34.4 |
| Other comprehensive income: | |||||
| Items that may later be reclassified to profit and loss | |||||
| Exchange rate differences | -5.0 | -1.5 | -2.2 | 2.8 | 4.1 |
| Items that will not be reclassified to profit and loss | |||||
| Remeasurements of net pension obligations | -0.2 | 1.1 | -0.2 | 1.4 | 4.0 |
| Income tax pertinent to remeasurements of net | |||||
| pension obligations | 0.0 | -0.2 | 0.0 | -0.3 | -0.8 |
| Other comprehensive income after tax | -5.2 | -0.6 | -2.4 | 3.9 | 7.3 |
| Total comprehensive income for the period | 19.7 | 13.8 | 30.7 | 17.4 | 41.7 |
| million EUR (except numbers for EPS) | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Profit for the period attributable to | |||||
| Parent company shareholders | 24.6 | 14.4 | 33.1 | 13.4 | 35.7 |
| Non-controlling interests | 0.3 | 0.0 | 0.0 | 0.1 | -1.3 |
| Total comprehensive income attributable to | |||||
| Parent company shareholders | 19.4 | 13.9 | 30.8 | 17.3 | 42.9 |
| Non-controlling interests | 0.3 | -0.1 | -0.1 | 0.1 | -1.2 |
| Earnings per share | |||||
| Average number of shares: | 157 039 804 | 151 672 630 | 156 878 633 | 150 050 762 | 153 336 017 |
| Diluted average number of shares | 158 493 155 | 151 898 624 | 158 333 060 | 150 288 869 | 154 116 368 |
| Earnings per share (EPS), basic (EUR) | 0.16 | 0.10 | 0.21 | 0.09 | 0.23 |
| Earnings per share (EPS), diluted (EUR) | 0.15 | 0.10 | 0.21 | 0.09 | 0.23 |
| Earnings per share (EPS), basic (NOK) | 1.56 | 0.97 | 2.10 | 0.90 | 2.37 |
| Earnings per share (EPS), diluted (NOK) | 1.54 | 0.97 | 2.08 | 0.90 | 2.36 |
EPS in NOK is calculated using average rates for the period
| million EUR | 30 Jun 2022 | 30 Jun 2021 | 31 Dec 2021 |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Intangible assets | |||
| Goodwill | 163.0 | 90.6 | 113.0 |
| Other intangible assets | 88.4 | 78.7 | 80.3 |
| Total intangible assets | 251.4 | 169.3 | 193.3 |
| Property plant and equipment | |||
| Land and buildings | 119.1 | 68.9 | 91.3 |
| Plant and machinery | 100.7 | 83.5 | 101.3 |
| Equipment, tools, fixtures and fittings | 10.3 | 11.2 | 12.4 |
| Construction in progress and advance payments | 13.0 | 13.0 | 10.1 |
| Total property, plant and equipment | 243.1 | 176.6 | 215.1 |
| Financial assets | |||
| Shares in associates | 14.0 | 11.5 | 13.7 |
| Other financial non-current assets | 14.0 | 15.1 | 20.8 |
| Total financial assets | 28.0 | 26.6 | 34.5 |
| Deferred tax assets | 3.3 | 3.6 | 3.0 |
| Total non-current assets | 525.9 | 376.1 | 445.9 |
| million EUR | 30 Jun 2022 | 30 Jun 2021 | 31 Dec 2021 |
|---|---|---|---|
| Current assets | |||
| Inventory | 104.9 | 57.8 | 81.0 |
| Other current assets | |||
| Accounts receivable | 153.0 | 112.3 | 98.8 |
| Current tax assets | 0.7 | 2.4 | 0.6 |
| Other current receivables | 7.6 | 6.3 | 11.9 |
| Prepaid expenses and accrued income | 9.9 | 6.1 | 5.0 |
| Other financial assets | 5.7 | - | 0.2 |
| Cash and cash equivalents | 75.9 | 42.3 | 142.3 |
| Total other current assets | 252.9 | 169.4 | 258.8 |
| Total current assets | 357.8 | 227.2 | 339.8 |
| TOTAL ASSETS | 883.6 | 603.3 | 785.7 |
| million EUR | 30 Jun 2022 | 30 Jun 2021 | 31 Dec 2021 |
|---|---|---|---|
| EQUITY | |||
| Share capital | 14.9 | 14.7 | 14.8 |
| Additional paid-in capital | 168.0 | 163.7 | 166.9 |
| Reserves | -12.4 | -12.8 | -9.6 |
| Accumulated profit (including net profit for the period) | 114.3 | 57.9 | 80.3 |
| Equity attributable to Parent Company shareholders | 284.8 | 223.5 | 252.4 |
| Non-controlling interests | 8.1 | 0.4 | 9.8 |
| TOTAL EQUITY | 292.9 | 223.9 | 262.2 |
| LIABILITIES | |||
| Non-current liabilities | |||
| Pensions and similar obligations to employees | 1.0 | 2.1 | 1.4 |
| Provisions | 0.4 | 0.6 | 0.9 |
| Deferred tax liability | 27.5 | 20.9 | 26.8 |
| Non-current bond loan | 246.6 | 64.0 | 246.1 |
| Other non-current interest-bearing liabilities | 100.4 | 70.2 | 75.9 |
| Other financial non-current liabilities | 0.0 | 3.8 | 4.3 |
| Total non-current liabilities | 376.0 | 161.6 | 355.4 |
| million EUR | 30 Jun 2022 | 30 Jun 2021 | 31 Dec 2021 |
|---|---|---|---|
| Current liabilities | |||
| Current bond loan | - | 74.5 | - |
| Other current interest-bearing liabilities | 27.2 | 18.7 | 16.7 |
| Other financial liabilities | 0.0 | 0.9 | 0.2 |
| Accounts payable | 101.1 | 80.3 | 89.7 |
| Current tax liabilities | 11.2 | 4.9 | 8.0 |
| Other current liabilities | 18.0 | 11.7 | 13.2 |
| Accrued expenses and deferred income | 57.1 | 26.8 | 40.2 |
| Total current liabilities | 214.7 | 217.8 | 168.0 |
| Total liabilities | 590.7 | 379.4 | 523.4 |
| TOTAL EQUITY AND LIABILITIES | 883.6 | 603.3 | 785.7 |
Trondheim, Norway, 10 August 2022
The board of directors and CEO of BEWI ASA
Gunnar Syvertsen Chair of the Board
Anne-Lise Aukner Director
Rik Dobbelaere Director
Stig Wærnes Director
Kristina Schauman Director
Christian Bekken CEO
| million EUR | 1 Jan–30 Jun 2022 | 1 Jan–30 Jun 2021 | 1 Jan–31 Dec 2021 |
|---|---|---|---|
| OPENING BALANCE | 262.2 | 195.1 | 195.1 |
| Net profit for the period | 33.1 | 13.5 | 34.4 |
| Other comprehensive income | -2.4 | 3.9 | 7.3 |
| Total comprehensive income | 30.7 | 17.4 | 41.7 |
| New share issue, net of transaction costs | 1.0 | 18.9 | 22.0 |
| Dividend | - | -6.4 | -6.4 |
| Share-based payments | 0.3 | 0.3 | 0.6 |
| Acquisition non-controlling interest | -1.3 | -1.4 | 9.2 |
| Total transactions with shareholders | 0.0 | 11.4 | 25.4 |
| CLOSING BALANCE | 292.9 | 223.9 | 262.2 |
| million EUR | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Operating income (EBIT) | 35.8 | 22.3 | 57.6 | 29.1 | 67.8 |
| Adjustment for non-cash items etc. | -1.0 | 7.3 | 8.1 | 15.5 | 32.5 |
| Net financial items | -4.7 | -2.8 | -7.6 | -6.0 | -17.4 |
| Income tax paid | -6.3 | -4.3 | -8.6 | -6.3 | -8.7 |
| Cash flow from operating activities before changes in working capital | 23.7 | 22.5 | 49.5 | 32.3 | 74.2 |
| Changes in working capital | 1.3 | -21.1 | -38.7 | -30.6 | -6.8 |
| Cash flow from operating activities | 25.0 | 1.4 | 10.8 | 1.7 | 67.4 |
| Acquisitions non-current assets | -9.2 | -8.5 | -14.4 | -15.4 | -34.7 |
| Divestment non-current assets | 0.2 | 0.2 | 0.3 | 0.2 | 4.7 |
| Business acquisitions/ financial investments | -57.3 | -7.6 | -58.7 | -7.9 | -55.5 |
| Cash flow from investing activities | -66.3 | -15.9 | -72.8 | -23.1 | -85.5 |
| Borrowings | 2.7 | - | 4.6 | 5.3 | 248.2 |
| Repayment of debt | -4.7 | -8.9 | -8.6 | -5.7 | -153.4 |
| Dividend | - | -6.4 | - | -6.4 | -6.4 |
| New share issue, net | - | 18.9 | 1.0 | 18.9 | 18.9 |
| Cash flow from financing activities | -2.0 | 3.6 | -3.0 | 12.1 | 107.3 |
| Cash flow for the period | -43.4 | -10.9 | -65.0 | -9.3 | 89.2 |
| Opening cash and cash equivalents | 123.9 | 53.5 | 142.3 | 51.4 | 51.4 |
| Exchange difference in cash | -4.7 | -0.3 | -1.5 | 0.2 | 1.7 |
| Closing cash and cash equivalents | 75.9 | 42.3 | 75.9 | 42.3 | 142.3 |
BEWI ASA, corporate registration number 925 437 948, is a holding company registered in Norway with a registered office in Trondheim, address Postboks 3009 Lade, NO-7441 Trondheim.
Amounts are given in EUR million unless otherwise indicated.
The BEWI ASA applies the International Financial Reporting Standards (IFRS) as adopted by the EU. The accounting policies applied to comply with those described in BEWI ASA's Annual Report for 2021. This interim report has been prepared in accordance with IAS 34 Interim financial reporting and the Norwegian Accounting Act.
In March 2021 IFRS IC update included an agenda decision on configuration and customisation costs in a cloud computing arrangement, impacting costs associated with a Software as a Service (SaaS) cloud arrangement. Key areas to consider are whether these costs can be capitalised as an intangible asset or as a prepayment or whether they have to be expensed when incurred. BEWI has started the implementation of a cloud-based ERP system and is consequently impacted by the IFRS IC decision earlier this year. BEWI is therefore undertaking an analysis of the contract with the software supplier and the nature of the different components of the implementation costs, to fully understand the accounting treatment of these costs and whether something should be expensed. This analysis will be completed in 2022. Until 30 June 2022, costs incurred in this ERP implementation have been capitalised as an intangible asset.
Christian Bekken, CEO of BEWI ASA, is together with other members of the Bekken family a major shareholder of the company through Bekken Invest AS and BEWI Invest AS. Other related parties are the three 34% owned associated companies Hirsch France SAS, Hirsch Porozell GmbH and Inoplast S.R.O. Transactions with those companies are presented in the tables below. Jablite Group Ltd was owned to 49% until 30th of May and is up until this date included in the table below. From 1st of June Jabite Group Ltd is consolidated as a subsidiary.
| million EUR | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Sale of goods to | |||||
| Companies with Bekken as significant shareholder | 0.1 | - | 0.4 | 0.1 | |
| HIRSCH France SAS | 6.7 | 6.1 | 13.8 | 9.7 | 18.8 |
| HIRSCH Porozell GmbH | 13.0 | 11.8 | 24.8 | 19.6 | 45.3 |
| Jablite Group Ltd. | 1.5 | 2.4 | 3.6 | 4.8 | 7.9 |
| Inoplast s.r.o. | 1.1 | - | 1.8 | - | 2.9 |
| Total | 22.3 | 20.3 | 44.4 | 34.1 | 74.8 |
| Other income from | |||||
| Companies with Bekken as significant shareholder | - | - | 0.1 | - | - |
| Inoplast s.r.o | 0.3 | - | 0.5 | - | - |
| Total | 0.3 | - | 0.6 | - | - |
| Purchase of goods from | |||||
| Inoplast s.r.o. | 1.6 | - | 2.8 | - | 3.4 |
| Remondis Technology Spólka z o.o. | 0.9 | 0.4 | 1.4 | 1.1 | 3.1 |
| Total | 2.5 | 0.4 | 4.2 | 1.1 | 6.5 |
| million EUR | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Interest Income from | |||||
| Hirsch France SAS | 0.1 | 0.0 | 0.1 | 0.1 | 0.1 |
| Jablite Group Ltd. | 0.0 | 0.0 | 0.0 | 0.0 | 0.1 |
| Total | 0.1 | 0.0 | 0.1 | 0.1 | 0.2 |
| Rental expenses to | |||||
| Companies with Bekken as significant shareholder | 2.9 | 1.9 | 5.4 | 3.7 | 8.8 |
| Total | 2.9 | 1.9 | 5.4 | 3.7 | 8.8 |
| Other external costs to | |||||
| Companies with Bekken as significant shareholder | 0.0 | - | 0.0 | - | 0.1 |
| Total | 0.0 | - | 0.0 | - | 0.1 |
| million EUR | 30 Jun 2022 | 30 Jun 2021 | 31 Dec 2021 |
|---|---|---|---|
| Non-current receivables | |||
| Companies with Bekken as significant shareholder | 0.1 | 0.1 | 0.1 |
| HIRSCH France SAS | 0.0 | 2.3 | 2.3 |
| Jablite Group Ltd | 0.0 | 1.7 | 1.8 |
| Total | 0.1 | 4.1 | 4.2 |
| Current receivables Companies with Bekken as significant shareholder HIRSCH Porozell GmbH Inoplast s.r.o. |
2.2 0.1 0.5 |
1.6 0.6 - |
4.1 0.1 0.6 |
| Jablite Group Ltd | 0.0 | 0.0 | 0.0 |
| Total | 2.8 | 2.2 | 4.8 |
| Current liabilities | |||
| Companies with Bekken as significant shareholder | 0.0 | 0.5 | 0.0 |
| Inoplast s.r.o | 0.4 | - | 0.6 |
| Total | 0.4 | 0.5 | 0.6 |
Operating segments are reported in a manner that corresponds with the internal reporting submitted to the chief operating decision-maker. The Executive Committee constitutes the chief operating decision maker for the BEWI group and takes strategic decisions in addition to evaluating the group's financial position and earnings. Group Management has determined the operating segments based on the information that is reviewed by the Executive Committee and used for the purposes of allocating resources and assessing performance. The Executive Committee assesses the operations based on four operating segments: RAW, Insulation, Packaging & Components and Circular. As from Q3 2021 Circular is reported as a separate segment. It was until then included in Unallocated. The comparative numbers have been updated accordingly. Sales between segments take place on market terms.
| million EUR | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| RAW | |||||
| Segment revenue | 125.4 | 101.4 | 225.9 | 165.6 | 347.9 |
| Intra-group revenue | -39.9 | -31.7 | -71.8 | -51.5 | -104.6 |
| Revenue from external customers | 85.5 | 69.6 | 154.0 | 114.0 | 243.3 |
| Insulation | |||||
| Segment revenue | 85.3 | 58.2 | 147.7 | 98.9 | 195.4 |
| Intra-group revenue | -1.5 | -0.7 | -2.5 | -1.4 | -2.8 |
| Revenue from external customers | 83.8 | 57.5 | 145.2 | 97.5 | 192.7 |
| Packaging and Components | |||||
| Segment revenue | 92.4 | 65.5 | 184.2 | 127.8 | 295.6 |
| Intra-group revenue | -3.0 | -1.1 | -5.8 | -1.7 | -6.9 |
| Revenue from external customers | 89.4 | 64.4 | 178.4 | 126.1 | 288.7 |
| Circular | |||||
| Segment revenue | 18.2 | 6.7 | 29.6 | 9.5 | 24.0 |
| Intra-group revenue | 0.0 | 0.0 | -0.2 | -0.1 | -0.6 |
| Revenue from external customers | 18.2 | 6.7 | 29.5 | 9.3 | 23.4 |
| million EUR | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Unallocated | |||||
| Segment revenue | 0.1 | 0.0 | 0.2 | 0.1 | 0.1 |
| Intra-group revenue | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Revenue from external customers | 0.1 | 0.0 | 0.2 | 0.1 | 0.1 |
| Total | |||||
| Total segment revenue | 321.4 | 231.8 | 587.5 | 401.8 | 863.1 |
| Total Intra-group revenue | -44.4 | -33.6 | -80.2 | -54.8 | -114.9 |
| Total revenue from external customers | 277.0 | 198.1 | 507.2 | 347.0 | 748.2 |
Each segment sells products that are similar in nature. External revenue for the different segments also represents the group's disaggregation of revenue.
| million EUR | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Adj. EBITDA | |||||
| RAW | 16.4 | 15.9 | 35.8 | 19.1 | 54.1 |
| Insulation | 11.2 | 7.1 | 17.3 | 11.9 | 21.6 |
| Packaging and Components | 12.1 | 9.1 | 21.2 | 19.5 | 40.3 |
| Circular | 1.9 | 0.8 | 3.0 | 0.8 | 0.6 |
| Unallocated | -1.3 | -1.4 | -2.6 | -3.0 | -7.6 |
| Total adj. EBITDA | 40.3 | 31.6 | 74.7 | 48.3 | 109.0 |
| EBITDA | |||||
| RAW | 16.5 | 15.9 | 35.9 | 19.1 | 54.2 |
| Insulation | 18.5 | 7.1 | 24.6 | 11.7 | 22.5 |
| Packaging and Components | 14.0 | 9.0 | 23.1 | 19.3 | 39.9 |
| Circular | 1.2 | 0.8 | 2.2 | 0.8 | 0.3 |
| Unallocated | -3.7 | -1.7 | -7.5 | -4.3 | -11.4 |
| Total EBITDA | 46.4 | 31.1 | 78.3 | 46.6 | 105.5 |
| million EUR | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| EBITA | |||||
| RAW | 15.6 | 15.0 | 34.0 | 17.2 | 50.0 |
| Insulation | 16.2 | 5.2 | 20.2 | 7.8 | 14.6 |
| Packaging and Components | 9.2 | 5.3 | 13.9 | 12.0 | 23.3 |
| Circular | 0.8 | 0.5 | 1.5 | 0.3 | -0.7 |
| Unallocated | -3.9 | -1.8 | -7.7 | -4.5 | -11.8 |
| Total EBITA | 38.0 | 24.2 | 61.9 | 32.8 | 75.4 |
| EBIT | |||||
| RAW | 15.5 | 14.9 | 33.8 | 17.0 | 49.6 |
| Insulation | 15.4 | 4.6 | 18.9 | 6.7 | 12.6 |
| Packaging and Components | 8.1 | 4.2 | 11.5 | 9.9 | 18.8 |
| Circular | 0.8 | 0.5 | 1.5 | 0.3 | -0.7 |
| Unallocated | -4.1 | -1.9 | -8.1 | -4.8 | -12.6 |
| Total EBIT | 35.8 | 22.3 | 57.6 | 29.1 | 67.8 |
| Net financial items | -6.2 | -3.5 | -13.1 | -9.9 | -18.8 |
| Income before tax | 29.6 | 18.8 | 44.5 | 19.2 | 49.0 |
| Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|
| 18.4 | 12.4 | 27.0 | 19.2 | 34.0 |
| 18.9 | 18.3 | 34.6 | 33.1 | 62.2 |
| 19.7 | 18.9 | 37.1 | 32.2 | 61.9 |
| 47.1 | 32.8 | 90.6 | 68.0 | 154.1 |
| 19.1 | 13.5 | 34.5 | 22.8 | 45.0 |
| 5.1 | 4.5 | 12.2 | 8.7 | 22.0 |
| 7.6 | 4.0 | 11.1 | 6.7 | 14.3 |
| 12.4 | 6.0 | 18.4 | 9.9 | 20.2 |
| 24.3 | 14.9 | 45.8 | 25.2 | 58.0 |
| 15.5 | 7.5 | 28.8 | 13.2 | 39.0 |
| 2.9 | 9.2 | 9.6 | 11.9 | 29.2 |
| 43.5 | 32.4 | 80.2 | 57.9 | 117.3 |
| 11.7 | 3.8 | 21.9 | 6.3 | 13.6 |
| 8.3 | 6.9 | 16.9 | 11.1 | 28.4 |
| 22.5 | 13.0 | 38.6 | 20.8 | 49.2 |
| 277.0 | 198.1 | 507.2 | 347.0 | 748.2 |
| million EUR | Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 |
|---|---|---|---|---|---|
| Attributable to operations | -5.2 | -4.1 | -10.5 | -8.2 | -18.8 |
| Attributable to IFRS 16 | -2.7 | -2.5 | -5.0 | -4.9 | -9.9 |
| Attributable to fair value adjustments in business combinations |
-2.8 | -2.2 | -5.2 | -4.4 | -9.0 |
| Total | -10.7 | -8.8 | -20.7 | -17.5 | -37.8 |
| million EUR | 30 Jun 2022 | 30 Jun 2021 | 31 Dec 2021 |
|---|---|---|---|
| Non-current liabilities | |||
| Bond loan | 246.6 | 64.0 | 246.1 |
| Liabilities to credit institutions | 9.9 | 1.0 | 9.8 |
| Liabilities leases | 90.6 | 69.2 | 66.1 |
| Total | 347.1 | 134.2 | 322.0 |
| Current liabilities | |||
| Bond loan | - | 74.5 | - |
| Liabilities to credit institutions | 12.5 | 0.5 | 3.0 |
| Liabilities leases | 14.7 | 12.5 | 13.0 |
| Overdraft | 0.0 | 5.6 | 0.8 |
| Total | 27.2 | 93.1 | 16.7 |
| Total liabilities | 374.3 | 227.3 | 338.7 |
| Cash and cash equivalents | 75.9 | 42.3 | 142.3 |
| Net debt including IFRS 16 impact | 298.4 | 185.0 | 196.4 |
| Subtracting liabilities capitalised in accordance with IFRS 16 | |||
| Non-current liabilities leases | 89.3 | 67.5 | 65.0 |
| Current liabilities leases | 13.8 | 11.4 | 11.1 |
| Total | 103.1 | 78.9 | 76.1 |
| Net debt excluding IFRS 16 impact | 195.3 | 106.1 | 120.3 |
Net debt is also presented excluding the effect of IFRS 16, since the impact of IFRS 16 on net debt and EBITDA is excluded in the relevant covenant calculations.
As of 30 June 2022, the Group have one bond loan outstanding. The bond is unsecured and linked to a sustainability framework, matures on 3 September 2026, with the possibility for BEWI to unilaterally decide on early redemption after 3 March 2025 of 50 per cent of the bond outstanding at that date. The main term for the bond outstanding during the year are presented in the table below.
| Issued amount | Frame | Amount outstanding | Date of issuance | Maturity | |
|---|---|---|---|---|---|
| EUR 250 million | EUR 250 million | EUR 250 million | 3 September 2021 | 3 September 2026 |
The bonds are recognised under the effective interest method at amortised cost after deductions for transaction costs. Interest terms, as well as nominal interest rates and average interest rates recognised during the quarter are presented in the table below.
| Bond loans | Interest terms | Nominal interest 1 Apr–30 Jun 2022 |
Nominal interest 1 Jan–30 Jun 2022 |
Average interest 1 Apr–30 Jun 2022 |
Average interest 1 Jan–30 Jun 2022 |
|---|---|---|---|---|---|
| EUR 250 million | Euribor 3m + 3.15% | 2.61 – 2.82% | 2.58 – 2.82% | 3.15% | 3.10% |
In addition, the group has a revolving credit facility (RCF) of EUR 100 million granted by two banks. This overdraft facility was increased by EUR 20 million in the second quarter of 2022. As of 30 June, the revolving credit facility was unutilised. In addition, the group has a number of liabilities in acquired companies, such as liabilities to credit institutions and minor overdraft facilities and liabilities for lease contracts, that have not been refinanced post-acquisition.
In total the group has pledged asset amounted to EUR 62.4 million for interest bearing liabilities in acquired companies as described above. The bond loan and the revolving credit facility are unsecured.
Guarantees issued to suppliers amounted to EUR 19.3 million.
| million EUR | Level 1 | Level 2 | Level 3 | Total | Carrying amount |
|||
|---|---|---|---|---|---|---|---|---|
| Financial assets measured at fair value through profit and loss | ||||||||
| Participation in other companies | 6.7 | - | 0.5 | 7.2 | 7.2 | |||
| Derivative asset | - | 5.7 | - | 5.7 | 5.7 | |||
| Total | 6.7 | 5.7 | 0.5 | 12.9 | 12.9 | |||
| Financial liabilities measured at amortised cost | ||||||||
| Bond loans | 228.7 | - | - | - | 246.6 | |||
| Total | 228.7 | - | - | - | 246.6 |
Financial instruments are initially measured at fair value, adjusted for transaction costs, except for financial instruments subsequently measured at fair value through profit and loss. For those instruments, transactions costs are recognised immediately in profit and loss. The group is classifying its financial instruments based on the business model applied for groups of financial instruments within the group and whether separate financial instruments meet the criteria for cash flows that are solely being payments of principal and interest on the principal amount outstanding. The group is classifying its financial instruments into the group's financial assets and financial liabilities measured at fair value through profit and loss and financial assets and financial liabilities measured at amortised cost. The table above shows the fair value of financial instruments measured at fair value, or where fair value differs from the carrying amount because the item is recognised at amortised cost (the bond loans). The carrying amount of the groups' other financial assets and liabilities is considered to constitute a good approximation of the fair value since they either carry floating interest rates or are of a non-current nature.
| Level 3 – Changes during the period (EUR million) | Participation in other companies |
Other financial non-current liabilities |
|---|---|---|
| As of 31 December 2021 | 0.6 | 3.8 |
| Fair value adjustment through profit and loss | -0.1 | 2.9 |
| Use of option to acquire BEWI Cellpack A/S | - | -6.7 |
| As of 30 June 2022 | 0.5 | 0.0 |
• Level 1 – listed prices (unadjusted) on active markets for identical assets and liabilities.
On 18 May 2022, BEWI announced the signing of an agreement to acquire an additional 51 per cent of the leading UK based insulation and packaging company Jablite Group ("Jablite"), with an annual turnover of approximately GBP 40 million, thereby becoming 100 per cent owner of the company. BEWI has held 49 per cent in Jablite since June 2020 and the company has until the last acquisition been reported as an associated company in accordance with the equity method. The group is consolidated as a subsidiary as from 1 June 2022.
Jablite has approximately 50 years of experience from innovating and developing EPS solutions for insulation and packaging. The group includes the manufacturer and supplier of solutions for insulation and civil engineering named Jablite and the producer of packaging products named Styropack. In 2020, the company initiated a comprehensive restructuring programme, including closure of two facilities, optimising the production footprint, in addition to several other cost initiatives. The completed restructuring has resulted in significant profitability improvement over the last two years. Jablite has grown to become a leading provider of insulation and packaging solutions in the UK, with an annual turnover of approximately EUR 47.5 million and an EBITDA margin in the range of 5 to 10 per cent.
At the time of the release of this report, the acquisition analysis for Jablite is preliminary and gave rise to a goodwill of EUR 19.5 million. A complete acquisition analysis is expected to be presented in the second half of 2022, leading to fair value adjustments of intangible assets and inventories and a corresponding change in goodwill. Goodwill is not tax deductible. Until 30 June 2022, Jablite had contributed EUR 5.2 million to the group's net sales, EUR 0.7 million to adjusted EBITDA and EUR 0.5 million to EBIT, excluding transaction costs. Of this, EUR 0.4 million in adjusted EBITDA and EUR 0.3 million in EBIT are attributable to Jablite's result when being an associated company. Transaction costs amounted to EUR 0.2 million.
| Amounts in million EUR | Total |
|---|---|
| Cash consideration during the period | 11.7 |
|---|---|
| Paid in 2020 for 49 per cent | 0.2 |
| Capital gain from revaluation of shares in associate 2 |
9.7 |
| Book value of shares in associate | 1.4 |
| Total | 23.0 |
| Other intangible assets | 0.0 |
|---|---|
| Property, plant and equipment | 3.5 |
| Other fixed assets | 0.1 |
| Inventory | 4.3 |
| Current receivables | 11.4 |
| Cash and cash equivalents | 0.3 |
| Non-current liabilities | -2.1 |
| Deferred tax liability | -0.4 |
| Current liabilities | -13.6 |
| Total identifiable net assets | 3.5 |
| Goodwill | 19.5 |
| Cash and cash equivalents in acquired business | 0.3 |
| Total cash outflow from acquisition of business during the period | -11.5 |
1 The acquisition analysis are preliminary
2 BEWI owned 49 per cent of Jablite Group Ltd before the acquisition of the additional 51 per cent of the group. This is consequently a transaction of a business combination achieved in stages. In a business combination achieved in stages, IFRS 3 states that the acquirer shall remeasure its previously held equity interest in the acquiree at its acquisition-date fair value and recognise the resulting gain in the statement of income.
On 12 April 2022, the company announced the signing of an agreement to acquire the Norwegian paper packaging company Trondhjems Eskefabrikk AS. The company is consolidated as from 1 May. Trondhjems Eskefabrikk is manufacturing fibre-based packaging products, such as carton boxes to the food industry, which are 100 per cent recyclable, and a significant share of the raw material used is recycled fibres. The acquisition provides BEWI with an extended offering of recyclable and recycled products, in line with the company's strategy to provide its customers with complementary solutions. Also, the acquisition supports the company's sustainability target to increase the use of non-fossil raw materials. For 2021, Trondhjems Eskefabrikk had revenues of approximately EUR 13.5 million, up from EUR 11.7 million for 2020.
On 10 June 2022, BEWI announced the signing of Berga Recycling Inc., a world leader in the purchase and sale of materials for recycling. Berga's vision is to become the world's largest agency for materials for recycling. In 2021, the company purchased and sold an annual volume of approximately 82.000 tonnes of materials for recycling through a network of hundreds of customers globally. The trading is completed through an online trading platform, which is linked to Berga's comprehensive network of logistic partners. Through the system, customers can track the delivery of the material, enabling improved planning throughout the value chain and securing a seamless process from the completion of the transaction to the delivery of the material. For 2021, Berga had sales revenues of approximately EUR 31 million, with an EBITDA margin of approximately 10 per cent. The company has shown a sustained profitable growth of more than 20 per cent the last three years. The company is consolidated as from 1 June.
At the time of the release of this report, the acquisition analyses for both companies are preliminary and gave rise to a goodwill of EUR 39.1 million. Complete acquisition analyses are expected to be presented in the second half of 2022, leading to fair value adjustments of intangible assets and a corresponding change in goodwill. Goodwill is not tax deductible. Until 30 June 2022, the companies had contributed EUR 6.8 million to the group's net sales, EUR 1.3 million to adjusted EBITDA and EUR 1.0 million to EBIT, excluding transaction costs. Transaction related costs amounted to EUR 1.7 million.
| Amounts in million EUR | Total |
|---|---|
| Cash consideration | 43.8 |
| Promissory note | 1.8 |
| Total | 45.6 |
| Technology | 0.0 |
|---|---|
| Other intangible assets | 0.1 |
| Property, plant and equipment | 0.9 |
| Other fixed assets | 0.4 |
| Inventory | 2.1 |
| Current receivables | 9.1 |
| Cash and cash equivalents | 3.1 |
| Non-current liabilities | -2.9 |
| Deferred tax liability | -0.1 |
| Current liabilities | -6.3 |
| Total identifiable net assets | 6.4 |
| Goodwill | 39.1 |
| Cash and cash equivalents in acquired business | 3.1 |
| Total cash outflow from acquisition of business during the period | -40.7 |
1 The acquisition analysis is preliminary
On 2 November 2021, BEWI launched a tender offer for the acquisition of all outstanding shares in IZOBLOK. The offer was completed on 31 January 2022. Under the tender offer, BEWI received acceptances for a total of 121 870 shares at a price per share of PLN 50.41, amounting to a total consideration of approximately EUR 1 350 000. Settlement of the transaction was completed on 7 February 2022. After this transaction, BEWI owns (indirectly) 64.28 per cent of the shares, corresponding to 73.21 per cent of the voting rights in IZOBLOK.
In 2022, BEWI has also acquired non-controlling interests and settled final purchase price related to acquisitions carried out in 2021, leading to a total cash payment of EUR 7.5 million. This has not resulted in any changes to the fair value of acquired assets and liabilities in business combinations.
BEWI has three interests in Shares in associates: HIRSCH Porozell GmbH, HIRSCH France SAS, and Inoplast S.R.O. The table below presents key aggregated financial data as reflected in BEWI's consolidated accounts.
| million EUR (except percentages and sites) | Total |
|---|---|
| Number of production sites | 12 |
| Book value as of 30 June 2022 | 14.0 |
| Key financials YTD 2022 | |
| Net Sales YTD 2022 | 130.7 |
| EBITDA YTD 2022 | 13.6 |
| Of which owned share of EBITDA | 4.6 |
| EBIT | 8.0 |
| Net Profit | 5.4 |
| Consolidated into BEWI's EBITDA, share of Net profit 1 | 1.8 |
| BEWIs share of EBITDA minus impact on consolidated EBITDA | 2.8 |
| Net debt | 24.4 |
| Of which owned share Net Debt | 8.3 |
1 The difference between share of income from associated companies of EUR 2.3 million, reported in the income statement, and the EUR 1.8 million in share of net profit consolidated into BEWI's EBITDA in the table above, is attributable to share of income from Jablite Group Ltd until May 2022.
| Q2 2022 | Q2 2021 | YTD 2022 | YTD 2021 | 2021 | |
|---|---|---|---|---|---|
| Profit for the period attributable to parent company | |||||
| shareholders (million EUR) | 24.6 | 14.4 | 33.1 | 13.5 | 35.7 |
| Average number of shares | 157 039 804 | 151 672 630 | 156 878 633 | 150 050 762 | 153 336 017 |
| Effect of options to employees | 1 453 351 | 225 994 | 1 454 427 | 238 107 | 780 351 |
| Diluted average number of shares | 158 493 155 | 151 898 624 | 158 333 060 | 150 288 869 | 154 116 368 |
| Earnings per share (EPS), basic (EUR) | 0.16 | 0.10 | 0.21 | 0.09 | 0.23 |
| Earnings per share (EPS), diluted (EUR) | 0.15 | 0.10 | 0.21 | 0.09 | 0.23 |
| Earnings per share (EPS), basic (NOK) | 1.56 | 0.97 | 2.10 | 0.90 | 2.37 |
| Earnings per share (EPS), diluted (NOK) | 1.54 | 0.97 | 2.08 | 0.90 | 2.36 |
EPS in NOK is calculated using the average rate in the period
The number shares outstanding have increased from 156 610 804 to 157 039 804 compared to 31 December 2021 in one new share issues done in March 2022. Earnings per share is calculated by dividing profit attributable to parent company shareholders by the weighted number of ordinary shares during the period.
| million EUR (except percentage) | 2021 | 2020 | 2019 | 2018 | 2017 |
|---|---|---|---|---|---|
| Net sales | 748.2 | 462.6 | 429.9 | 380.7 | 194.8 |
| Operating income (EBIT) | 67.8 | 39.5 | 20.3 | 13.7 | 3.6 |
| EBITDA | 105.5 | 70.0 | 48.0 | 28.6 | 8.9 |
| EBITDA margin (%) | 14.1% | 15.1% | 11.1% | 7.5% | 4.6% |
| Adjusted EBITDA | 109.0 | 65.0 | 51.8 | 30.9 | 11.4 |
| Adj. EBITDA margin (%) | 14.6% | 14.0% | 12.1% | 8.1% | 5.9% |
| Items affecting comparability | -3.4 | 5.0 | -3.9 | -2.3 | -2.5 |
| EBITA | 75.4 | 45.8 | 27.5 | 18.3 | 4.5 |
| EBITA margin (%) | 10.1% | 9.9% | 6.4% | 4.8% | 2.2% |
| Adjusted EBITA | 78.8 | 40.8 | 31.4 | 20.7 | 7.0 |
| Adj. EBITA margin (%) | 10.5% | 8.8% | 7.3% | 5.4% | 3.6% |
| Net profit/loss for the period | 34.4 | 30.0 | 5.6 | 1.6 | 4.2 |
| Cash flow from operating activities | 67.4 | 33.2 | 35.9 | 17.6 | 7.4 |
| Capital Expenditure (CAPEX) | -34.7 | -26.6 | -14.3 | -13.8 | -10.0 |
| Average capital employed | 409.6 | 322.0 | 301.1 | 183.2 | 86.2 |
| Return on average capital employed (ROCE) % | 19.2% | 12.6% | 10.4% | 11.3%1 | 8%1 |
As from 2019, the group applies IFRS 16. The impact from IFRS 16 in 2019 was EUR 7.5 million on EBITDA, EUR -5.4 million on depreciations, EUR -2.5 million on financial expenses, EUR 0.1 million on income tax and EUR -0.3 million on net profit.
1 without IFRS 16 effects
| million EUR (except percentage) | Q2 2022 | Q1 2022 | Q4 2021 | Q3 2021 | Q2 2021 | Q1 2021 | Q4 2020 | Q3 2020 | Q2 2020 |
|---|---|---|---|---|---|---|---|---|---|
| Net sales | 277.0 | 230.2 | 208.2 | 193.0 | 198.1 | 148.9 | 130.2 | 122.1 | 105.1 |
| Operating income (EBIT) | 35.8 | 21.8 | 13.8 | 24.9 | 22.3 | 6.8 | 10.6 | 10.6 | 11.9 |
| EBITDA | 46.4 | 31.9 | 24.5 | 34.5 | 31.1 | 15.5 | 19.5 | 18.1 | 18.7 |
| EBITDA margin (%) | 16.8% | 13.8% | 11.8% | 17.9% | 15.7% | 10.4% | 15.0% | 14.8% | 17.8% |
| Adjusted EBITDA | 40.3 | 34.4 | 26.4 | 34.2 | 31.6 | 16.7 | 16.4 | 17.9 | 15.8 |
| Adj. EBITDA margin (%) | 14.6% | 14.9% | 12.7% | 17.7% | 16.0% | 11.2% | 12.6% | 14.7% | 15.0% |
| Items affecting comparability | 6.1 | -2.5 | -2.0 | 0.3 | -0.5 | -1.2 | 3.1 | 0.1 | 2.9 |
| EBITA | 38.0 | 23.9 | 15.7 | 27.0 | 24.2 | 8.6 | 12.4 | 12.1 | 13.3 |
| EBITA margin (%) | 13.7% | 10.4% | 7.5% | 14.0% | 12.2% | 5.8% | 9.5% | 9.9% | 12.7% |
| Adjusted EBITA | 31.9 | 26.4 | 17.6 | 26.7 | 24.7 | 9.8 | 9.4 | 12.0 | 10.4 |
| Adj. EBITA margin (%) | 11.5% | 11.5% | 8.5% | 13.8% | 12.5% | 6.6% | 7.2% | 9.8% | 9.9% |
| Net profit/loss for the period | 24.9 | 8.2 | 9.0 | 11.9 | 14.4 | -1.0 | 13.5 | 5.7 | 8.5 |
| Cash flow from operating activities | 25.0 | -14.2 | 34.5 | 31.2 | 1.4 | 0.1 | 19.9 | 10.8 | 7.3 |
| Capital Expenditure (CAPEX) | -9.2 | -5.2 | -12.2 | -7.2 | -8.5 | -6.9 | -15.1 | -4.9 | -3.5 |
| Average capital employed | 476.8 | 434.0 | 409.6 | 388.6 | 362.7 | 340.6 | 322.0 | 308.3 | 300.8 |
| Return on average capital employed (ROCE) % | 21.5% | 22.0% | 19.2% | 18.1% | 15.4% | 12.2% | 12.6% | 11.5% | 10.4% |

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