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Cloetta Interim / Quarterly Report 2011

Dec 19, 2011

3027_10-q_2011-12-19_ae3fb8c1-d50a-47e6-9bcc-22e62f790866.pdf

Interim / Quarterly Report

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Interim report

FIRST QUARTER

1 SEPTEMBER – 30 NOVEMBER 2011

Net sales SEK 302 M
(333)
of which, Cloetta products SEK 267 M
(293)
Operating profit SEK 31 M
(45)
Operating margin 10.3 % (13.5)
Profit before tax SEK 31 M
(44)
Profit after tax SEK 23 M
(32)
Earnings per share
basic SEK 0.94 (1.35)
diluted SEK 0.93 (1.32)

Q1

Comments from the CEO

In our annual report for 2010/2011 I wrote that we are focusing on the three segments where we are the market-leader in Sweden – countlines, chocolate bags and seasonal products. These include our key brands Kexchoklad, Sportlunch, Plopp, Center, Polly and Juleskum. This focus is also optimal from an export perspective. Polly is marketed in Finland and has now been launched in Norway. Sportlunch is sold in Norway, and Juleskum and Center in both Denmark and Norway.

In terms of marketing, much has been done during the year with Kexchoklad, chocolate bags and a new focus for the Christmas season featuring Juleskum. In February 2012 we will launch a powerful new range of countlines under product brands like Kexchoklad and Sportlunch, which will give us a strong offering for customers and consumers in all three segments.

We have promising and well prepared plans for product and category development during 2012 that have also been conceived and created together with our customers. We have introduced price increases during the autumn that will have effect in the coming year.

I feel very optimistic about the proposed merger between Cloetta and Leaf as presented in a press release on 16 December 2012. Our dedicated employees, strong focus, effective product range strategies and established marketing plans offer excellent conditions for success. Together with Leaf's attractive brand and product portfolio we will gain at least five complementary segments where we are market-leaders in Sweden and very firm footing in the Nordic market, which will benefit the shareholders, customers, consumers and employees alike. Leaf's

presence in countries like the Netherlands and Italy will provide whole new opportunities for business outside the Nordic region. Also from a production perspective, the announced transaction will give Cloetta a wider context in which to work and use our chocolate expertise to contribute to the new, merged company's future product development.

Curt Petri, Managing Director and CEO

About Cloetta

Founded in 1862, Cloetta is the oldest confectionery company in the Nordic region. In 2012 Cloetta will thus celebrate its 150th anniversary. The Cloetta brand stands for responsibility and quality, but is also strongly associated with happiness, enjoyment and energy. The company's key brands are Kexchoklad, Center, Plopp, Polly, Tarragona, Guldnougat, Bridge, Juleskum, Sportlunch and Extra Starka. Cloetta has two production units in Sweden, one in Ljungsbro and one in Alingsås. www.cloetta.com

Financial information

First quarter Rolling 12 Full year
Sep–Nov
2011
Sep–Nov
2010
Dec 2010–
Nov 2011
Sep 2010–
Aug 2011
Net sales SEK M 302 333 956 987
Operating profit SEK M 31 45 13 27
Operating margin % 10.3 13.5 1.4 2.7
Profit before tax SEK M 31 44 13 26
Profit for the period SEK M 23 32 9 18
Cash flow from operating activities SEK M 33 22 87 76

Financial overview

The financial year covers the period from 1 September 2011 to 31 August 2012.

The Annual General Meeting on 19 December 2011 is proposed to approve an amendment to the Articles of Association regarding the company's financial year, see also under "Other" below.

Seasonal variations

Cloetta's business follows a seasonal cycle in which the first quarter leading up to Christmas (September–November) is the strongest. To a large extent, the company's full-year profit is therefore dependent on sales during this period. The Easter holiday, which is the second peak season in the confectionery market, falls in Cloetta's third quarter and affects sales in both the second (December–February) and third quarters (March–May) to a varying degree from year to year depending on whether Easter falls in March or April. Cloetta's fourth quarter (June– August) is the weakest of the year in relative terms, as consumption of confectionery is lower during the summer months.

FIRST QUARTER (SEPTEMBER – NOVEMBER 2011) Net sales

Sales of Cloetta's products amounted to SEK 267 million (293). Net sales for the quarter totalled SEK 302 million (333), of which products manufactured on contract accounted for SEK 35 million (40).

Sales in the Swedish market were down for the quarter. The decrease is attributable to weaker development in the grocery retail market than in the same period of last year and to the previous year's sell-in volumes of the then newly launched Tarragona bars. Furthermore, we have chosen

to lessen our focus on filled chocolate boxes. Sales for the two largest brands, Kexchoklad and Polly, increased during the quarter.

In August Cloetta launched Polly Rocks and Center Kokos, both of which had a positive impact on sales for the quarter. The top-selling Christmas product Juleskum was launched during the period in a new flavour – Polka – which has also made a positive contribution to sales.

Sales in Cloetta's other markets declined somewhat during the quarter. In September Polly was launched in Norway under the name of Popsy with strong and attentive media support, which contributed positively to sales.

PROFIT

Gross profit

Gross profit for the period was SEK 114 million (120), which is equal to a gross margin of 37.7% (36.0).

Operating profit

Overhead expenses rose by SEK 8 million to SEK 83 million (75). The higher amount is explained by major marketing investments, primarily through TV advertisements in Norway in connection with the launch of Polly under the name of Popsy.

Operating profit was SEK 31 million (45) and operating margin for the quarter was 10.3% (13.5). Operating profit before amortisation, depreciation and impairment amounted to SEK 44 million (59), equal to an operating margin of 14.6% (17.7).

Operating profit was affected by foreign exchange differences of SEK 0 million (0) that are reported together with other operating income and expenses.

Cloetta ~ Interim report Q1 2011 3

Profit before tax

Profit before tax is reported at SEK 31 million (44). Net financial items totalled SEK 0 million, compared to SEK –1 million the year before.

Profit for the period

Profit after tax was SEK 23 million (32), which is equal to earnings per share of SEK 0.94 (1.35) before and SEK 0.93 (1.32) after dilution. The period's income tax expense was SEK –8 million (–12).

Financing and liquidity

Cash and cash equivalents and short-term investments amounted to SEK 292 million (257).

Cloetta's working capital requirement is exposed to seasonal variations, partly resulting from a build-up of inventories in preparation for increased sales during the Christmas holiday. This means that the working capital requirement is normally highest during the autumn, i.e. in the first quarter, and lowest at year-end, i.e. in the second quarter.

Cash flow from operating activities for the period from September to November 2011 was SEK 33 million (22), an improvement that is mainly attributable to a decrease in working capital compared to the same period of last year. Net cash of SEK 5 million (10) was utilised for investments in property, plant and equipment during the first quarter. Other cash flow from investing activities consists of ongoing investments. Interest-bearing assets exceeded interest-bearing liabilities by an amount of SEK 193 million (155) on the balance sheet date. The equity/ assets ratio was 65.9% (65.5).

Investments

Investments in property plant and equipment during the period totalled SEK 5 million (10). and included both capacity and replacement investments. Depreciation amounted to SEK 13 million (14).

OTHER DISCLOSURES

Employees

The average number of employees during the period from September to November 2011 was 421 (447). The decrease is explained by reductions in the production staff in Ljungsbro as announced in the first quarter of last year.

Parent Company

Cloetta AB's primary activities include head office functions such as group-wide management and administration. The comments below refer to the period from September to November 2011.

Net sales in the Parent Company reached SEK 6 million (6) and referred mainly to intra-group services. Operating profit was SEK 0 million (0).

Net financial items totalled SEK 0 million (0). Profit before tax was SEK 0 million (0) and profit after tax was SEK 0 million (0). Cash and cash equivalents and short-term investments amounted to SEK 50 million (31).

Cloetta's SEK 30 million convertible note programme for the employees runs from 14 May 2009 to 30 March 2012 and bears interest at a rate equal to STIBOR plus 2.5 percentage points. The convertible notes can be converted to class B shares in Cloetta during the period from 25 February 2011 to 25 February 2012 at a conversion rate of SEK 30.40, which upon full conversion will increase the number of class B shares by 1,004,889. The interest rate for the period from 10 November 2011 to 30 March 2012 has been set at 5.11%. The next interest instalment is due for payment on 30 March when the loan expires.

A total of 199,990 shares have been converted, which is equal to an increase in the share capital of SEK 1 million and an increase in the share premium reserve of SEK 5 million.

The Cloetta share

Trading of the class B share of Cloetta AB (publ) commenced on NASDAQ OMX Stockholm on 16 February 2009. The share is traded under the ticker symbol CLA B with ISIN code SE0002626861. During the period from 1 September to 30 November 2011, a total of 917,937 shares were traded, equal to around 4% of the total number of class B shares. The highest quoted bid price was SEK 31.80 and the lowest was SEK 25.10. The share price on 30 November 2011 was SEK 30.40 (last price paid).

Shareholders

AB Malfors Promotor is the principal shareholder in Cloetta AB (publ). At 30 November 2011 Cloetta AB had 4,193 shareholders and the principal shareholder Malfors Promotor held 74.3% of the votes and 51.9% of the share capital. Other institutional investors held 12.3% of the votes and 23.3% of the share capital. The number of shares amounted to 24,319,186, of which 21,959,186 were of class B and 2,360,000 were of class A.

Related party transactions

The principal shareholder is AB Malfors Promotor and any buying and selling of goods and services between Cloetta and the principal shareholder are regarded as related party transactions. During the period the Parent Company made purchases from related parties of SEK 0 million (0), equal to 0% (0) of the Group's total purchases during the period from September to November 2011.

Juleskum Polka 2011

The year's new Christmas launch is Juleskum Polka. Juleskum accounts for around 83% of all seasonal marshmallows during the Christmas period. (ACN Oct-Jan, value+volume, service trade+grocery retail trade).

Cloetta team sponsor for the Swedish Olympic Committee In preparation for the Olympic Games in 2012, Cloetta has entered into a multi-year collaboration with the Swedish Olympic Committee under which Cloetta has exclusive rights in the confectionery area.

The Parent Company has related party transactions with subsidiaries in the Group. The majority of such transactions refer to the sale of services, which for the period from September to November 2011 amounted to SEK 6 million (6), equal to 100% of each period's total sales.

At 30 November 2011 the Parent Company's receivables from subsidiaries amounted to SEK 27 million (67) and liabilities to subsidiaries amounted to SEK 0 million (0). Transactions with related parties are priced on market-based terms.

Events after the balance sheet date

On 16 December 2011, a merger was announced between Cloetta and LEAF. For further information see www.cloetta.se. For this reason, the Board has re-examined its earlier dividend proposal and now proposes that the Annual General Meeting resolves that no dividend be paid for the 2010/2011 financial year.

After the end of the reporting period, no additional significant events have taken place that could affect the company's operations.

Other

The Annual General Meeting on 19 December 2011 is proposed to approve an amendment to the Articles of Association regarding the company's financial year. It is proposed that the Articles of Association be changed so that the company's financial year cover the period from 1 January to 31 December, i.e. the calendar year, instead of the period from 1 September to 31 August. If the Annual General Meeting resolves in accordance with the proposal, this will lead to an extended financial year which comprises the period 1 September 2011 – 31 December 2012.

The Board of Directors and the Managing Director hereby give their assurance that the interim report provides a true and fair view of the business activities, financial position and results of operations of the Group and the Parent Company, and describes the significant risks and uncertainties to which the Parent Company and the Group companies are exposed.

Ljungsbro, 19 December 2011

Cloetta AB (publ)

Olof Svenfelt Chairman

Lennart Bohlin Johan Hjertonsson Board member Board member

Ulrika Stuart Hamilton Mikael Svenfelt Meg Tivéus Board member Board member Board member

Lena Grönedal Birgitta Hillman Employee representative Employee representative

Curt Petri Managing Director and CEO

The information in this interim report has not been reviewed by the company's auditors.

Summary consolidated profit and loss accounts

First quarter Rolling 12 Full year
SEK M Sep–Nov
2011
Sep–Nov
2010
Dec 2010–
Nov 2011
Sep 2010–
Aug 2011
Net sales 302 333 956 987
Cost of goods sold –188 –213 –658 –683
Gross profit 114 120 298 304
Other operating income 0 0 10 10
Selling and administrative expenses –83 –75 –295 –287
Other operating expenses 0 0 0
Operating profit 31 45 13 27
Financial items 0 –1 0 –1
Profit before tax 31 44 13 26
Income tax expense –8 –12 –4 –8
Profit for the period 23 32 9 18
Profit for the period attributable to:
Owners of the Parent Company 23 32 9 18
Earnings per share
basic 0.94 1.35 0.33 0.73
diluted 0.93 1.32 0.33 0.73
Number of shares at end of period 24,319,186 24,119,196 24,319,186 24,319,186
Average number of shares 24,319,186 24,119,196 24,319,186 24,280,284

Consolidated statements of comprehensive income

First quarter Rolling 12 Full year
SEK M Sep–Nov
2011
Sep–Nov
2010
Dec 2010–
Nov 2011
Sep 2010–
Aug 2011
Profit for the period 23 32 9 18
Other comprehensive income
Translation differences 0 0 0 0
Other comprehensive income for the period 0 0 0 0
Total comprehensive income for the period 23 32 9 18
Comprehensive income for the period attributable to:
Owners of the Parent Company
23 32 9 18

Quarterly data

2011/2012 2010/2011 2009/2010
Q1 Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1
SEK M 2011
Sep–Nov
2011
Jun–Aug
2011
Mar–May
Dec 10–
Feb 11
2010
Sep–Nov
2010
Jun–Aug
2010
Mar–May
Dec 09–
Feb 10
2009
Sep–Nov
Net sales SEK M 302 193 237 224 333 213 267 249 332
of which, Cloetta products SEK M 267 171 207 202 293 185 230 212 287
Operating profit/loss SEK M 31 0 5 –23 45 –6 4 –7 44
Operating margin % 10.3 0.0 2.1 neg 13.5 neg 1.5 neg 13.3
Operating profit/loss before
depreciation, amortisation
and impairment
SEK M 44 14 19 –10 59 7 17 6 55
Operating margin before
depreciation, amortisation
and impairment
% 14.6 7.3 8.0 neg 17.7 3.3 6.4 2.4 16.6
Earnings per share
basic SEK 0.94 –0.06 0.15 –0.71 1.35 –0.24 0.09 –0.28 1.30
diluted SEK 0.93 –0.06 0.15 –0.71 1.32 –0.24 0.09 –0.28 1.30

Summary consolidated balance sheets

SEK M 2011
30 Nov
2010
30 Nov
2011
31 Aug
ASSETS
Non-current assets
Intangible assets
Goodwill 91 91 91
Other intangible assets 52 53 52
Property, plant and equipment 437 457 445
Financial assets 6 1 6
Total non-current assets 586 602 594
Current assets
Inventories 112 138 111
Current receivables 165 171 125
Short-term investments 10
Cash and cash equivalents 292 247 264
Total current assets 569 566 500
TOTAL ASSETS 1,155 1,168 1,094
EQUITY AND LIABILITIES
Equity 762 765 739
Non-current liabilities
Deferred tax liability 102 104 103
Other provisions 80 75 79
Convertible debenture loan 24 28 24
Total non-current liabilities 206 207 206
Current liabilities 187 196 149
TOTAL EQUITY AND LIABILITIES 1,155 1,168 1,094
Pledged assets 0 1 0
Contingent liabilities 2 2 2

Consolidated statements of changes in equity

SEK M Sep– Nov
2011
Sep–Nov
2010
Sep 2010–
Aug 2011
Equity at beginning of period 739 733 733
Total comprehensive income for the period 23 32 18
Dividend –18
Conversion of convertible debenture loan 6
Equity at end of period 762 765 739

Summary consolidated cash flow statements

First quarter Rolling 12 Full year
SEK M Sep–Nov
2011
Sep–Nov
2010
Dec 2010–
Nov 2011
Sep 2010–
Aug 2011
Cash flow from operating activities before changes in working capital 46 55 57 66
Changes in working capital –13 –33 30 10
Cash flow from operating activities 33 22 87 76
Net investments in property, plant and equipment –5 –10 –34 –39
Other cash flow from investing activities 40 10 50
Cash flow after investing activities 28 52 63 87
Cash flow from financing activities –18 –18
Cash flow for the period 28 52 45 69
Cash and cash equivalents at beginning of period 264 195 247 195
Cash and cash equivalents at end of period 292 247 292 264
Cash, cash equivalents and short-term investments < 3 months 292 247 292 264
Short-term investments > 3 months 10
292 257 292 264

Key ratios per share

First quarter Full year
SEK M Sep–Nov
2011
Sep–Nov
2010
Sep 2010–
Aug 2011
Operating profit SEK M 31 45 27
Operating margin % 10.3 13.5 2.7
Operating profit before depreciation, amortisation and impairment SEK M 44 59 82
Operating margin before depreciation, amortisation and impairment % 14.6 17.7 8.3
Profit before tax SEK M 31 44 26
Earnings per share
basic SEK 0.94 1.35 0.73
diluted SEK 0.93 1.32 0.73
Return on capital employed1) % 2.2 4.3 3.9
Return on equity after tax1) % 1.0 2.9 2.4
Cash flow from operating activities SEK M 33 22 76
Cash flow after investments in property, plant and equipment SEK M 28 12 37
Net receivable SEK M 193 155 167
Equity/assets ratio % 65.9 65.5 67.5
Equity per share SEK 31.28 31.70 30.34
Average number of employees 421 447 437
Number of shares at end of period 24,319,186 24,119,196 24,319,186
Average number of shares 24,319,186 24,119,196 24,280,284
Refers to rolling 12-month period.

For definitions of key ratios, see page 105 of the 2011 annual report.

Summary parent company profit and loss accounts

First quarter Full year
SEK M Sep–Nov
2011
Sep–Nov
2010
Sep 2010–
Aug 2011
Net sales 6 6 26
Costs for property management and sold services 0 0 –1
Gross profit 6 6 25
Administrative expenses –6 –6 –24
Other operating income and expenses 0 0 5
Operating profit 0 0 6
Other financial income and expenses 0 0 –1
Profit before tax 0 0 5
Appropriations –2
Income tax expense 0 0 –1
Profit for the period 0 0 2

Summary parent company balance sheets

SEK M 2011
30 Nov
2010
30 Nov
2011
31 Aug
ASSETS
Non-current assets
Property, plant and equipment 4 4 4
Financial assets 546 540 546
Total non-current assets 550 544 550
Current assets 81 99 82
TOTAL ASSETS 631 643 632
EQUITY AND LIABILITIES
Equity
Restricted equity 122 121 122
Non-restricted equity 470 481 470
Total equity 592 602 592
Untaxed reserves 4 2 4
Non-current liabilities
Other provisions 1 1 1
Convertible debenture loan 24 28 24
Total non-current liabilities 25 29 25
Current liabilities 10 10 11
TOTAL EQUITY AND LIABILITIES 631 643 632
Pledged assets None None None
Contingent liabilities 84 76 84

Operating and financial risks in the Group and the Parent Company

Through its operations, the Cloetta Group is exposed to both operating and financial risks. The operating risks are handled by the operating units and the financial risks by the central finance function.

The Group's manufacturing costs account for approximately 65% of total costs. Of total manufacturing costs, raw materials and packaging make up approximately 60%. The most significant raw materials in terms of value are cocoa, sugar and milk products. The prices of our most important raw materials, such as cocoa, remain high. Due to the use of delivery contracts, the impact of price changes on earnings is somewhat delayed. Price development for raw materials is monitored and analysed continuously.

The Group's financial risks consist primarily of currency risk, interest rate risk and credit risk. Cash and cash equivalents and short-term investments at 30 November 2011 amounted to SEK 292 million. The Group's investment strategies are based on the guidelines set out in the Board's finance policy. With regard to the Group's currency hedging, 78% of the forecasted net flows at 30 November 2011 were hedged for a period of nine months forward, which is in line with the Group's finance policy. Due to the use of forward exchange contracts, exchange rate fluctuations affect profit at a certain delay.

Because the Parent Company's operations consist mainly of groupwide management and administration, its risks are limited to interest rate risk and liquidity risk. However, these risks are minor in view of the company's low interest expenses and good liquidity. For further information about risk management, see the annual report for 2011 at www.cloetta.com.

Accounting policies and other disclosures

The consolidated financial statements are presented in accordance with the International Financial Reporting Standards (IFRS) established by the International Accounting Standards Board (IASB) and the interpretations issued by the IFRS Interpretations Committee (IFRIC) which have been endorsed by the European Commission for application in the EU. The applied standards and interpretations are those that were in force and had been endorsed by the EU at 1 September 2011. Furthermore, the Swedish Financial Reporting Board's recommendation RFR 1, Supplementary Accounting Rules for Groups, has been applied.

The consolidated interim report is presented in accordance with IAS 34 Interim Financial Reporting and in compliance with the relevant provisions in the Swedish Annual Accounts Act and the Swedish Securities Market Act. The same accounting and valuation methods have been applied as in the most recent annual report. The interim report for the Parent Company has been prepared in accordance with the Swedish Annual Accounts Act and the Swedish Securities Market Act, which are consistent with the provisions in recommendation RFR 2, Accounting for Legal Entities. The same accounting and valuation methods have been applied as in the most recent annual report.

For detailed information about the accounting policies, see Cloetta's annual report for 2011 at www.cloetta.com.

Critical accounting estimates and assumptions

The preparation of financial statements in conformity with IFRS requires the management to make judgements, estimates and assumptions that affect the application of the accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual outcomes may differ from these estimates and assumptions.

The estimates and assumptions are evaluated on a regular basis. Changes in estimates are reported in the period of the change, if the change affects that period only; or in the period of the change and future periods, if the change affects both.

Popsy jokes with its Swedish neighbours!

Popsy, as Polly is called in Norway, was successfully launched in September. The major nationwide launch campaign was a hit and the films shown on Cloetta's YouTube channel have been viewed by many!

The films have also been honoured with the Månadens Sølvfisken award in Norway and three bronze medals in the Eurobest Grand Prix advertising competition.

Cloetta's classic brands in capsules from Löfbergs Lila Cloetta and Löfbergs Lila have started a new partnership. Löfbergs Lila is launching three new chocolate capsules with classic Cloetta flavours.

Financial calendar*

2012 Jan
Feb Interim report Q4, Sep – Dec 2011 10 Feb 2012
Mar
Apr Interim report Q1 27 Apr 2012
May
Jun
Jul
Aug Interim report Q2 23 Aug 2012
Sep
Oct Interim report Q3 18 Oct 2012
Nov
Dec
2013 Jan
Feb Year-end report 2012 14 Feb 2013
Mar
Annual report 2012 Apr 2013
Apr Annual General Meeting Apr 2013

* On the condition that the Annual General Meeting resolves to approve an amendment to the Articles of Association regarding a changed financial year.

The publication dates are preliminary and may be changed.

Key events during the quarter

  • Cloetta becomes team sponsor of the Swedish Olympic Committee.
  • Cloetta in collaboration with the Swedish Childhood Cancer Foundation for each Give Hopelabelled gift that is sold via givehope.se, Cloetta will contribute a certain amount.
  • Polly is launched in Norway under the name Popsy through advertising films based on Swede jokes. The films were honoured with the Norwegian Månadens Sølvfisken award and three bronze medals in the Eurobest Grand Prix advertising competition.
  • Cloetta and Löfbergs Lila have started a new partnership. Löfbergs Lila launches three new chocolate capsules with flavours from Cloetta.
  • A well attended event with Sportlunch and Make it Happen was carried out.
  • Kexchoklad and Pressbyrån in a joint campaign featuring snacks.
  • Cloetta gives its name to a new bridge Cloetta Bridge in Ljungsbro.
  • Tulo wins the Stockholm City Museum's "Lysande Skylt 2011" competition for illuminated signs.

For additional information contact

The annual report and interim reports are also published on www.cloetta.com

Cloetta AB (publ) • CIN 556308-8144 • SE-590 69 Ljungsbro, Sweden Tel +46 (0)13-28 50 00 • Fax +46 (0)13-655 60 • www.cloetta.com