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Borregaard — Interim / Quarterly Report 2014
Oct 22, 2014
3562_rns_2014-10-22_886ee6ec-77bd-49aa-90ab-273716f8a3d9.pdf
Interim / Quarterly Report
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Q3 2014
Q3 2014 3rd QUARTER IN BRIEF
- • Another all-time high result for Performance Chemicals
- • Improved product mix for Specialty Cellulose from preceding quarter
- • Weaker result for Ingredients
- • Positive currency impact in all business areas
| The Group | 3 |
|---|---|
| The Business Areas | 5 |
| Performance Chemicals | 5 |
| Specialty Cellulose | 6 |
| Other Businesses | 7 |
| Cash flow and financial situation | 8 |
| Share information | 8 |
| Other matters and subsequent events | 9 |
| Outlook | 9 |
| The Group's condensed income statement | 10 |
| Earnings per share | 10 |
| The Group's condensed comprehensive income statement 10 | |
| The Group's condensed balance sheet | 11 |
| Changes in equity | 12 |
| The Group's condensed cash flow statement | 12 |
| Notes | 13 – 18 |
Cash flow from operations EBITDA
Q3´13 Q4´13 Q1´14 Q2´14 Q3´14
129 135
232
205
251
THE GROUP1
| 1.7 – 30.9 | 1.1 - 30.9 | 1.1 – 31.12 | ||||
|---|---|---|---|---|---|---|
| Amounts in NOK million | Note | 2014 | 20131 | 2014 | 20131 | 20131 |
| Operating revenues | 2 | 1 003 | 1 016 | 2 988 | 2 918 | 3.886 |
| EBITDA2 | 225 | 214 | 573 | 566 | 710 | |
| EBITA3 | 2 | 165 | 157 | 394 | 403 | 489 |
| Profit/loss before taxes | 153 | 164 | 371 | 381 | 460 | |
| Earnings per share (NOK) | 5 | 1.10 | 1.20 | 2.66 | 2.73 | 3.35 |
| Net interest-bearing debt | 10 | 657 | 742 | 657 | 742 | 728 |
| Equity ratio (%) | 58.3 | 50.6 | 58.3 | 50.6 | 54.2 | |
| Leverage ratio4 | 0.92 | 1.05 | 0.92 | 1.05 | 1.03 | |
| Return on capital employed5 (%) |
16.3 | 17.0 | 16.3 | 17.0 | 16.9 |
Third quarter
Borregaard's operating revenues totalled NOK 1,003 million (NOK 1,016 million6 ) in the 3rd quarter of 2014. EBITA was NOK 165 million, compared with NOK 157 million in the corresponding quarter of 2013 and NOK 130 million in the preceding quarter. Performance Chemicals improved its EBITA in the 3rd quarter to an all-time high level, while a decline was recorded for Specialty Cellulose and Other Businesses. Currency contributed positively in all business areas.
EBITA in Performance Chemicals increased as an improved product mix and higher sales prices more than compensated for a 5% volume decrease. The decline in Specialty Cellulose was primarily due to lower sales volume and reduced sales prices. EBITA in Other Businesses decreased due to a weaker quarter for the Ingredients business.
There were no Other income and expenses in the 3rd quarter of 2014 (NOK 14 million in 2013). Net financial items were NOK -12 million compared with NOK -7 million in the 3rd quarter of 2013 due to an increased FX difference. Group profit before tax amounted to NOK 153 million (NOK 164 million) in the 3rd quarter of 2014. The 3rd quarter tax expense was NOK 43 million, giving a tax rate of 28%.
Earnings per share in the 3rd quarter were NOK 1.10 (NOK 1.20).
Cash flow from operations7 in the 3rd quarter of 2014 was NOK 232 million (NOK 205 million). The increase was mainly due to a reduction in net working capital compared with the corresponding quarter last year.
- 1. 2013 figures are restated due to implementation of IFRS 11 Joint Arrangements. See notes 1 and 13.
- 2. Operating profit before depreciation, amortisation and other income and expenses.
- 3. Operating profit before amortisation and other income and expenses.
- 4. Net interest bearing debt/EBITDA (LTM).
- 5. EBITA/(Average net working capital+Average tangible assets+Average intangible assets at cost-Average net pension liabilities-Average deferred tax excess value) (LTM).
- 6. Figures in parentheses are for the corresponding period in the previous year.
- 7. Cash Flow from operating activities according to IFRS adjusted for financial items, taxes paid, share of JV profit/dividend
Year-to-date (01.01. - 30.09.)
In the first nine months of 2014 Borregaard's operating revenues totalled NOK 2,988 million (NOK 2,918 million). EBITA was NOK 394 million, compared with NOK 403 million in the corresponding period of 2013. A notable improvement in Performance Chemicals was off-set by lower EBITA in Specialty Cellulose and Other Businesses. Currency rates had a favourable impact in all business areas. Lower production output in Sarpsborg had a negative impact on EBITA, while lower wood and energy costs contributed positively.
Net financial items amounted to NOK -23 million (NOK -35 million) in the first nine months of 2014. The improvement relates to a favourable FX difference of NOK 9 million, and a decrease in interest expenses of NOK 3 million due to a reduction in net interest-bearing debt compared with the corresponding period of 2013.
For the first nine months of 2014, profit before tax was NOK 371 million (NOK 381 million). The tax expense was NOK 106 million, giving a tax rate of 29%. Earnings per share were NOK 2.66 (NOK 2.73).
THE BUSINESS AREAS
Performance Chemicals
| 1.7 – 30.9 | 1.1 – 30.9 | 1.1 – 31.12 | |||
|---|---|---|---|---|---|
| Amounts in NOK million | 2014 | 20131 | 2014 | 20131 | 20131 |
| Operating revenues | 467 | 416 | 1 381 | 1 225 | 1 645 |
| EBITA3 | 125 | 86 | 329 | 239 | 314 |
| EBITA margin (%) | 26.8 | 20.7 | 23.8 | 19.5 | 19.1 |
Performance Chemicals posted 3rd quarter operating revenues of NOK 467 million (NOK 416 million). EBITA was NOK 125 million compared with NOK 86 million in the same period last year and NOK 111 million in the preceding quarter. This was the third consecutive all-time high EBITA for a single quarter. Market conditions for the lignin business were generally positive with strong demand in all major applications. Total sales volume was 5% lower than in the 3rd quarter of 2013 due to constraints on raw material supply. As in recent quarters, the effect of the volume reduction was more than off-set by a favourable product mix, an improved currency situation and higher prices.
In the first nine months of 2014, Performance Chemicals had operating revenues of NOK 1,381 million (NOK 1,225 million). EBITA reached NOK 329 million (NOK 239 million). An improved product mix, favourable currency rates and higher sales prices more than compensated for a 3% reduction in total sales volume. Improved technology and product performance from the new speciality line in Sarpsborg contributed positively.
8. Average sales price and sales volume include 100% of sales and volume from the J/V in South Africa. Average sales price is based on actual FX rates excluding hedging impact.
9. Metric tonne dry solid.
Specialty Cellulose
| 1.7 – 30.9 | 1.1 – 30.9 | 1.1 – 31.12 | |||
|---|---|---|---|---|---|
| Amounts in NOK million | 2014 | 2013 | 2014 | 2013 | 2013 |
| Operating revenues | 384 | 435 | 1 122 | 1 216 | 1 597 |
| EBITA3 | 54 | 75 | 110 | 189 | 224 |
| EBITA margin (%) | 14.1 | 17.2 | 9.8 | 15.5 | 14.0 |
Specialty Cellulose posted 3rd quarter operating revenues of NOK 384 million (NOK 435 million). EBITA was NOK 54 million (NOK 75 million), an improvement of NOK 25 million from the preceding quarter. The weaker result compared with the 3rd quarter of 2013 was attributable to a decreased speciality volume, lower sales prices and increased Exilva10 project activities. An improved currency situation, favourable raw material costs and higher bioethanol sales volume contributed positively. Compared with the 2nd quarter of 2014, EBITA improved due to a more favourable product mix and currency situation.
In Specialty Cellulose, operating revenues in the first nine months of 2014 totalled NOK 1,122 million (NOK 1,216 million). EBITA amounted to NOK 110 million (NOK 189 million). Lower sales prices, lower sales volume, reduced production output and increased Exilva project costs were partly compensated by lower wood and energy costs as well as the beneficial impact of a weaker NOK.
- 10.The Exilva project is a longterm research and development project for production of microfibrillar cellulose.
- 11. Average sales price is based on actual FX rates excluding hedging impact.
12. Metric tonne.
Other Businesses
| 1.7 – 30.9 | 1.1 – 30.9 | 1.1 – 31.12 | |||
|---|---|---|---|---|---|
| Amounts in NOK million | 2014 | 2013 | 2014 | 2013 | 2013 |
| Operating revenues | 169 | 179 | 537 | 517 | 703 |
| EBITA3 | -14 | -4 | -45 | -25 | -49 |
| EBITA margin (%) | -8.3 | -2.2 | -8.4 | -4.8 | -7.0 |
Other Businesses had total operating revenues of NOK 169 million (NOK 179 million) and an EBITA of NOK -14 million (NOK -4 million) in the 3rd quarter of 2014. The Ingredients business continued to suffer from overcapacity in the vanillin market and posted a weaker result than in the relatively strong 3rd quarter of 2013. EBITA in Fine Chemicals was slightly improved with a more favourable product mix compensating for a lower sales volume. Currency rates contributed positively for both Ingredients and Fine Chemicals. Costs related to BALI13 project activities were somewhat higher than in the 3rd quarter of 2013.
Operating revenues in Other Businesses were NOK 537 million (NOK 517 million) in the first nine months of 2014. EBITA was NOK -45 million compared with NOK -25 million in the corresponding period of 2013. The decline is mainly related to a weaker result in the Ingredients business and to higher corporate cost and BALI project activities, partly off-set by a somewhat better performance in Fine Chemicals.
13.BALI (Borregaard Advanced Lignin) is an innovation project for the development of new sources of lignin raw material
CASH FLOW AND FINANCIAL SITUATION
Cash flow from operating activities in the 3rd quarter of 2014 was NOK 227 million (NOK 180 million). The increase was mainly due to a reduction in net working capital from the corresponding period last year and dividend from the joint venture. Investments in the 3rd quarter of 2014 amounted to NOK 79 million, which is higher than in the 3rd quarter of 2013 (NOK 33 million). During the quarter, share options have been exercised. As a consequence, the Group has sold and repurchased treasury shares with a net payment of NOK 3 million.
Cash flow from operating activities was NOK 355 million (NOK 394 million) in the first nine months of 2014. The reduction is mainly due to timing of tax payments, partly off-set by a lower increase in net working capital compared with the corresponding period last year. Investments in the first nine months of 2014 amounted to NOK 162 million (NOK 182 million). During the first nine months of 2014, share options have been exercised. As a consequence, the Group has sold and repurchased treasury shares with a net payment of NOK 18 million.
As of 30 September, the Group had net interest-bearing debt totalling NOK 657 million (NOK 728 million at the end of 2013). At the end of the 3rd quarter, NOK 725 million was drawn on long-term credit facilities.
In the 3rd quarter, Borregaard has refinanced its long-term multicurrency revolving credit facilities with Svenska Handelsbanken, DNB Bank and Skandinaviska Enskilda Banken. In total, the new facilities are NOK 1,500 million with each bank providing NOK 500 million. The facilities have a tenor of five years, plus two one-year extension options.
The Group is well capitalised with an equity ratio of 58.3% at the end of September 2014.
SHARE INFORMATION
During the 3rd quarter of 2014, 155,000 share options were exercised at strike prices of NOK 17.93 and NOK 20.40. In the same period Borregaard repurchased 155,000 treasury shares at an average price of NOK 43.25 per share. Following these transactions, Borregaard held 818,434 treasury shares at the end of the 3rd quarter.
Total number of shares outstanding at 30 September 2014 was 100 million, including treasury shares. Total number of shareholders was 5,994 at the end of the 3rd quarter of 2014.
Borregaard ASA's share price was NOK 36.90 at the end of the 3rd quarter of 2014 compared with NOK 44.40 at the end of the 2nd quarter of 2014 and NOK 30.20 at the end of 2013.
OTHER MATTERS AND SUBSEQUENT EVENTS
Borregaard's Board of Directors has decided to invest in a facility for the production of Exilva microfibrillar cellulose. The plant will be built at the Borregaard site in Sarpsborg. The investment is estimated to NOK 225 million. The commercial scale facility will have an initial design capacity of 1,000 tonnes per year with a potential for expansion. Production is expected to start in the 3rd quarter of 2016.
For more details, see notification to the Oslo Stock Exchange on 22 October 2014.
OUTLOOK
Historically, Borregaaard's EBITA in the 2nd and 3rd quarters has been higher than in the 4th and 1st quarters due to payroll accounting (holiday pay in the 2nd and 3rd quarter), seasonal variations in thermal energy costs and the impact of the Sarpsborg site's annual maintenance stop in October. These factors will mainly affect Specialty Cellulose.
Performance Chemicals continues to enjoy strong demand in all major applications. Sales volume in the 4th quarter is forecast to be slightly below the 3rd quarter.
In the 4th quarter, cellulose prices in sales currency are expected to be in line with previous quarters of 2014. Specialty Cellulose product mix is expected to be similar to the 3rd quarter of 2014.
Sales revenues in Fine Chemicals are forecast to be lower in the 4th quarter than in the previous quarters of 2014. No major changes are expected in market conditions for Ingredients. Corporate and BALI project costs will largely remain at the same level as in the preceding quarters of 2014.
Sarpsborg, 21 October 2014 The Board of Directors of Borregaard ASA
THE GROUP'S CONDENSED INCOME STATEMENT
Interim condensed income statement
| 1.7 – 30.9 | 1.1 - 30.9 | 1.1 – 31.12 | ||||
|---|---|---|---|---|---|---|
| Amounts in NOK million | Note | 2014 | 20131 | 20141 | 20131 | 20131 |
| Operating revenues | 2 | 1 003 | 1 016 | 2 988 | 2 918 | 3 886 |
| Operating expenses | -778 | -802 | -2 415 | -2 352 | -3 176 | |
| Depreciation property, plant and equipment | -60 | -57 | -179 | -163 | -221 | |
| Amortisation intangible assets | 0 | 0 | 0 | -1 | -2 | |
| Other income and expenses | 3 | 0 | 14 | 0 | 14 | 14 |
| Operating profit | 165 | 171 | 394 | 416 | 501 | |
| Financial items, net | -12 | -7 | -23 | -35 | -41 | |
| Profit before taxes | 153 | 164 | 371 | 381 | 460 | |
| Taxes | 4 | -43 | -48 | -106 | -110 | -129 |
| Profit for the period | 110 | 116 | 265 | 271 | 331 | |
| Profit attributable to non-controlling interests | 0 | -4 | -1 | -2 | -4 | |
| Profit attributable to owners of the parent | 110 | 120 | 266 | 273 | 335 | |
| EBITDA adjusted2 | 225 | 214 | 573 | 566 | 710 | |
| EBITA adjusted3 | 2 | 165 | 157 | 394 | 403 | 489 |
EARNINGS PER SHARE
Interim earnings per share
| 1.7 – 30.9 | 1.1 – 30.9 | 1.1 – 31.12 | ||||
|---|---|---|---|---|---|---|
| Amounts in NOK million | Note | 2014 | 2013 | 2014 | 2013 | 2013 |
| Earnings per share (100 million shares) | 5 | 1.10 | 1.20 | 2.66 | 2.73 | 3.35 |
| Diluted earnings per share | 5 | 1.10 | 1.20 | 2.67 | 2.74 | 3.36 |
THE GROUP'S CONDENSED COMPREHENSIVE INCOME STATEMENT
Interim condensed comprehensive income statement
| 1.7 – 30.9 | 1.1 – 30.9 | 1.1 – 31.12 | ||||
|---|---|---|---|---|---|---|
| Amounts in NOK million | Note | 2014 | 20131 | 2014 | 20131 | 20131 |
| Profit for the period | 110 | 116 | 265 | 271 | 331 | |
| Items not to be reclassified to P&L Actuarial gains and losses (after tax) |
0 | 0 | 0 | 0 | 4 | |
| Total | 0 | 0 | 0 | 0 | 4 | |
| Items to be reclassified to P&L Change in hedging reserve after tax Translation effects |
7 | 9 3 |
13 2 |
28 13 |
-69 25 |
-84 30 |
| Total | 12 | 15 | 41 | -44 | -54 | |
| The Group´s comprehensive income | 122 | 131 | 306 | 227 | 281 | |
| Comprehensive income non-controlling interests Comprehensive income owners of the parent |
-1 123 |
-4 135 |
-2 308 |
-2 229 |
-2 283 |
1. The 2013 figures are restated due to implementation of IFRS 11 Joint Arrangements. See Note 1 and 13.
3. Operating profit before amortisation and other income and expenses.
2. Operating profit before depreciation, amortisation and other income and expenses.
THE GROUP´S CONDENSED BALANCE SHEET
Interim condensed statement of financial position
| Amounts in NOK million | Note | 2014 30.9 |
20131 31.12 |
|---|---|---|---|
| Intangible assets | 12 | 69 | 57 |
| Property, plant and equipment | 12 | 1 911 | 1 941 |
| Other assets | 8 | 78 | 51 |
| Investment in joint venture | 1, 13 | 91 | 101 |
| Non-current assets | 2 149 | 2 150 | |
| Inventories | 548 | 545 | |
| Receivables | 713 | 693 | |
| Cash and cash deposits | 10 | 79 | 39 |
| Current assets | 1 340 | 1 277 | |
| Total assets | 3 489 | 3 427 | |
| Group equity | 9 | 2 028 | 1 847 |
| Non-controlling interests | 7 | 9 | |
| Total Equity | 2 035 | 1 856 | |
| Provisions and other liabilities | 143 | 141 | |
| Interest-bearing liabilities | 10 | 746 | 774 |
| Non-current liabilities | 889 | 915 | |
| Interest-bearing liabilities | 10 | 7 | 6 |
| Other current liabilities | 8 | 558 | 650 |
| Current liabilities | 565 | 656 | |
| Equity and liabilities | 3 489 | 3 427 | |
| Equity ratio | 58.3% | 54.2% |
CHANGES IN EQUITY
Interim condensed change in equity
| 1.1 – 30.9.2014 | 1.1 – 31.12.20131 | ||||||
|---|---|---|---|---|---|---|---|
| Amounts in NOK million | Note | Controling interests |
Non-controlling interests |
Total Equity | Controlling interests |
Non-controlling interests |
Total Equity |
| Equity 1.1 | 1 847 | 9 | 1 856 | 1 691 | 11 | 1 702 | |
| Profit/loss for the period The Group´s comprehensive income |
7 | 266 42 |
-1 -1 |
265 41 |
335 -52 |
-4 2 |
331 -50 |
| Total comprehensive income Option costs (share based payment) |
7 | 308 | -2 | 306 | 283 6 |
-2 0 |
281 6 |
| Dividend | 9 | -109 | 0 | -109 | -100 | 0 | -100 |
| Buy-back of treasury shares Exercise of share options |
9 6 |
-39 21 |
0 0 |
-39 21 |
-33 0 |
0 0 |
-33 0 |
| Equity at the close of the period | 9 | 2 028 | 7 | 2 035 | 1 847 | 9 | 1 856 |
THE GROUP'S CONDENSED CASH FLOW STATEMENT
Interim condensed cash flow statement
| 1.7– 30.9 | 1.1 - 30.9 | 1.1 – 31.12 | ||||
|---|---|---|---|---|---|---|
| Amounts in NOK million | Note | 2014 | 20131 | 2014 | 20131 | 20131 |
| Profit before taxes Amortisation, depreciation and impairment charges Changes in net working capital, etc. Dividend (share of profit) from JV Taxes paid |
153 60 7 21 -14 |
164 66 -32 -6 -12 |
371 179 -77 8 -126 |
381 172 -124 -16 -19 |
460 231 -17 -19 -129 |
|
| Cash flow from operating activities | 227 | 180 | 355 | 394 | 526 | |
| Investments property, plant and equipment and intangible assets* Other capital transactions |
-79 0 |
-33 3 |
-162 2 |
-182 7 |
-288 2 |
|
| Cash flow from investing activities | -79 | -30 | -160 | -175 | -286 | |
| Dividends Proceeds from exercise of share options Buy-back of treasury shares Change in equity hedge |
9 6 |
0 4 -7 -11 |
0 0 -22 0 |
-109 44 -62 -4 |
-100 0 -22 0 |
-100 0 -33 0 |
| Net paid to/from shareholders | -14 | -22 | -131 | -122 | -133 | |
| Proceeds from interest-bearing liabilities Repayment of interest-bearing liabilities Change in interest-bearing receivables |
10 10 10 |
0 -13 0 |
0 -82 1 |
734 -761 -4 |
0 -107 -2 |
0 -218 -1 |
| Change in net interest-bearing liabilities | -13 | -81 | -31 | -109 | -219 | |
| Cash flow from financing activities | -27 | -103 | -162 | -231 | -352 | |
| Change in cash and cash equivalents | 121 | 47 | 33 | -12 | -112 | |
| Cash and cash equivalents at beginning of period Change in cash and cash equivalents Currency effects cash and cash equivalents |
-44 121 2 |
89 47 0 |
39 33 7 |
134 -12 14 |
134 -112 17 |
|
| Cash and cash equivalents at the close of the period | 10 | 79 | 136 | 79 | 136 | 39 |
| *Investments by category | ||||||
| Replacement investments Expansion investments |
48 31 |
21 12 |
104 58 |
143 39 |
226 62 |
NOTE 1 NOTES
Organisation and basis for preparation
General information
Borregaard ASA is incorporated and domiciled in Norway. The address of its registered office is Hjalmar Wessels vei 10, Sarpsborg.
Borregaard ASA was listed on the Oslo Stock Exchange on 18 October 2012 and was incorporated as a public limited liability company on 22 August 2012.
Basis for preparation
These unaudited Interim Condensed Consolidated Financial Statements are prepared in accordance with IAS 34 Interim Financial Reporting. Borregaard ASA is the parent company of the Borregaard Group presented in these Interim Condensed Consolidated Financial Statements.
With the exception of implementation of new accounting principles as described below, the same accounting principles and methods of calculation have been applied as in the Consolidated Financial Statements for 2013 for the Borregaard Group.
New accounting principles
Future effects of new accounting standards were described in the Consolidated Financial Statements for 2013. IFRS 11 Joint Arrangement is implemented from 1 January 2014. The impact IFRS 11 had on the 2013 figures after implementation is described in Note 13. Changes in IFRS 10 Consolidated Financial Statements did not have any impact on the consolidated figures.
Use of estimates
The same use of estimates has been applied as in the Consolidated Financial Statements for 2013.
Segments
Operating revenues
| 1.7 – 30.9 | 1.1 – 30.9 | 1.1 – 31.12 | |||
|---|---|---|---|---|---|
| Amounts in NOK million | 2014 | 20131 | 20141 | 2013 | 2013 |
| Borregaard | 1 003 | 1 016 | 2 988 | 2 918 | 3 886 |
| Performance Chemicals | 467 | 416 | 1 381 | 1 225 | 1 645 |
| Specialty Cellulose | 384 | 435 | 1 122 | 1 216 | 1 597 |
| Other Businesses | 169 | 179 | 537 | 517 | 703 |
| Eliminations | -17 | -14 | -52 | -40 | -59 |
EBITA3
| 1.7 – 30.9 | 1.1 – 30.9 | 1.1 – 31.12 | |||
|---|---|---|---|---|---|
| Amounts in NOK million | 2014 | 20131 | 20141 | 20131 | 20131 |
| Borregaaard | 165 | 157 | 394 | 403 | 489 |
| Performance Chemicals | 125 | 86 | 329 | 239 | 314 |
| Specialty Cellulose | 54 | 75 | 110 | 189 | 224 |
| Other Businesses | -14 | -4 | -45 | -25 | -49 |
| Reconciliation against operating profit and profit before taxes |
|||||
| EBITA adjusted3 | 165 | 157 | 394 | 403 | 489 |
| Amortisation intangible assets | 0 | 0 | 0 | -1 | -2 |
| Other income and expenses | 0 | 14 | 0 | 14 | 14 |
| Operating profit | 165 | 171 | 394 | 416 | 501 |
| Financial items, net | -12 | -7 | -23 | -35 | -41 |
| Profit before taxes | 153 | 164 | 371 | 381 | 460 |
There are limited intercompany sales between the different segments and eliminations consist essentially of allocations from the corporate headquarter.
NOTE 3
Other income and expenses
There are no Other income and expenses in the 3rd quarter of 2014.
NOTE 4
Income tax expense
The tax rate of 28.6% for the first nine months of 2014 is a compilation of the tax rates in the various countries in which Borregaard operates and has taxable income. The normal tax rate is expected to be in the range 28 - 31%. The tax rate in Norway was reduced from 28% to 27% from 1 January 2014.
Earnings per share (EPS)
The share capital consists of 100 million shares as of 30 September 2014. The company holds 818,434 treasury shares. As of 30 September 2014, there are 99,575,488 diluted shares. Earnings per diluted share ended at NOK 2.67 after the first nine months of 2014. As of 31 December 2013, there were 99,591,765 diluted shares.
NOTE 6
Stock options
During the 3rd quarter of 2014, 155,000 share options have been exercised.
The Group Executive Management and other key employees hold a total of 798,800 stock options in two different share option programmes in Borregaard. The first programme has a total of 548,800 outstanding stock options at a strike price of NOK 17.93. The second programme has a total of 250,000 outstanding stock options at a strike price of NOK 20.40. The strike prices have been adjusted for dividends in 2013 and 2014, NOK 2.10 in total. The share options were vested on 18 October 2013 and can be exercised until the end of October 2016.
NOTE 7
Statement of comprehensive income
The statement of comprehensive income shows changes in the value of hedging instruments (hedging reserve). These figures are presented after tax. The tax effect for the first nine months of 2014 relating to the hedging reserve amounts to NOK 2 million (NOK -7 million as of 30 September 2013). Total hedging reserve included in equity as of 30 September 2014 (after tax) amounts to NOK -6 million (NOK -19 million as of 30 September 2013).
Fair value hierarchy
For financial instruments that are recognised at fair value on a recurring basis, the Group determines whether transfers have occured between levels in the hierarchy by re-assessing categorisation at the end of each reporting period.
The following measurement levels are used for determining the fair value of financial instruments:
- Level 1 Quoted market prices in an active market (that are unadjusted) for identical assets or liabilities
- Level 2 Valuation techniques (for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable)
- Level 3 Valuation techniques (for which the lowest level input that is significant to the fair value measurement is unobservable)
There were no transfers from one level to another in the measurement hierarchy from 2013 to the 3rd quarter of 2014. Borregaard has no items defined as level 1 and level 3, respectively.
Set out below is a comparison of the carrying amount and the fair value of financial instruments as of 30 September 2014:
Financial assets
| Carrying amount | Fair value |
|---|---|
| 20 | 20 |
| - | - |
| - | - |
| 18 | 18 |
| Financial assets measured at fair value Amounts in NOK million |
2014 30.9 |
Level 1 | Level 2 | Level 3 |
|---|---|---|---|---|
| Foreign currency forward contracts | 2 | 0 | 2 | 0 |
The foreign currency forward contracts are measured based on observable spot exchange rates, the yield curves of the respective currencies as well as the currency basis spreads between the respective currencies
Compilation of Equity
| 2014 | 2013 | |
|---|---|---|
| Amounts in NOK million | 30.9 | 31.12 |
| Share Capital | 100 | 100 |
| Treasury shares | -1 | -1 |
| Share premium | 1 346 | 1 346 |
| Other paid-in equity | 269 | 308 |
| Translation effects | -72 | -86 |
| Hedging reserve | -6 | -34 |
| Actuarial gains/losses | 4 | 1 |
| Retained earnings | 388 | 213 |
| Group equity (controlling interests) | 2 028 | 1 847 |
As of 30 September 2014, the company held 818,434 treasury shares at an average cost of NOK 43.25.
NOTE 10
Net interest-bearing debt
The various elements of net interest-bearing debt are shown in the following table:
| 2014 | 20131 | |
|---|---|---|
| Amounts in NOK million | 30.9 | 31.12 |
| Non-current interest-bearing liabilities | 746 | 774 |
| Current interest-bearing liabilities including overdraft of cashpool | 7 | 6 |
| Non-current interest-bearing receivables (included in "Other Assets") | -17 | -13 |
| Cash and cash deposits | -79 | -39 |
| Net interest-bearing debt | 657 | 728 |
In the 3rd quarter, Borregaard has refinanced its long-term multicurrency revolving credit facilities with Svenska Handelsbanken, DNB Bank and Skandinaviska Enskilda Banken. In total, the new facilities are NOK 1,500 million with each bank providing NOK 500 million. The facilities have a tenor of five years, plus two one-year extension options. The financial covenants are the same as for 2014, as described in Note 26 to the Consolidated Financial Statements for 2013.
NOTE 11
Related parties
The members of the Group Executive Management of Borregaard hold a total of 458,800 stock options in the Company.
Assessments relating to impairment
No impairment indicators have been identified in the Borregaard Group's property, plant and equipment or intangible assets in the 3rd quarter of 2014.
NOTE 13
Effects of implementing IFRS 11 Joint Arrangements from 1 January 2014
IFRS 11 Joint Arrangements replaces IAS 31 Interests in Joint Ventures. IFRS 11 removes the option to account jointly controlled entities using proportionate consolidation. Instead joint ventures must be accounted for using the equity method. The result of the joint venture is accounted for as part of operating profit, as it is part of Performance Chemicals. The impact of the application is as follows for the 2013 figures:
| 2013 | Effect of IFRS 11 | Restated 2013 | |
|---|---|---|---|
| Operating revenues | 3 997 | -111 | 3 886 |
| Operating profit | 513 | -12 | 501 |
| Profit for the period | 331 | 0 | 331 |
| Earnings per share | 3.35 | 0 | 3.35 |
| Non-current assets | 2 101 | -52 | 2 049 |
| Share in Joint Venture | - | 101 | 101 |
| Current assets | 1 285 | -47 | 1 238 |
| Cash and cash equivalents | 58 | -19 | 39 |
| Total assets | 3 444 | -17 | 3 427 |
| Equity | 1 856 | 0 | 1 856 |
| Non-current liabilities | 923 | -8 | 915 |
| Current liabilities | 665 | -9 | 656 |
| Equity and liabilities | 3 444 | -17 | 3 427 |
The opening balance 1.1.2013 of the Share in joint venture is measured as the aggregate of the carrying amounts of the assets and liabilities that the entity had previously as proportionately consolidated. This is regarded as deemed cost for the joint venture at initial recognition.
NOTE 14
Other matters and subsequent events
There have been no events after the balance sheet date that would have had an impact in the financial statements or the assessments carried out.
NOTES
Borregaard ASA
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