Quarterly Report • Aug 4, 2022
Quarterly Report
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17, rue de Flaxweiler L-6776 Grevenmacher Grand Duchy of Luxembourg
| January - June | ||||
|---|---|---|---|---|
| (in EUR million, expenses in parentheses) | 2022 | 2021 | ||
| Discontinued Continued | Discontinued Continued | |||
| Income Statement | ||||
| Net Sales | 3.1 | 25.0 | - | |
| Gross Profit | 1.0 | 6.4 | - | |
| EBITDA | 0.4 | (1.0) | 6.1 | (1.3) |
| in % of Net Sales | 13.4% | n/a | 24.2% | n/a |
| EBIT | 0.2 | (1.1) | 4.3 | (1.3) |
| in % of Net Sales | 7.5% | n/a | 17.1% | n/a |
| Net Profit for the period | 0.2 | (1.7) | 7.4 | (1.2) |
| - per Ordinary Share Euro |
0.01 | (0.08) | 0.37 | (0.06) |
| Backlog | 1.6 | 0.0 | 13.8 | 0.0 |
| Employees (full-time equivalent) | 17 | 0 | 183 | 0 |
Rounding differences can occur
After the sale of exceet Secure Solution GmbH and GS Swiss PCB AG in 2021 the remaining operating business of Lucom GmbH Elektrokomponenten und Systeme, which is still for sale, is disclosed as Discontinued Operations, too. Continued operations are only related to the Corporate Business, which comprises the holding companies with its administrative costs. exceet is currently evaluating various strategic options with regard to its future.
The continued operating result of exceet represents the holding costs. These costs amount in H1 2022 to EUR -1.1 million (H1 2021: EUR -1.3 million). The H1 2022 includes one-off costs in an amount of EUR 0.5 million still related to the sale of business in 2021. The financial results comprises administrative costs for the cash deposits in H1 2022 about EUR -0.3 million (H1 2021: EUR 0.0 million) and FX results for this period about EUR -0.2 million (H1 2021: EUR 0.2 million).
| (in EUR million) | 31.06.2022 | 31.12.2021 | ||
|---|---|---|---|---|
| Balance Sheet | Discontinued | Continued | Discontinued | Continued |
| Total Assets | 4.8 | 114.2 | 4.3 | 118.2 |
| Cash & Cash equivalents | 0.1 | 112.6 | 0.2 | 116.8 |
| Goodw ill | 2.3 | - | 2.3 | - |
| Shareholders' equity | - | 117.1 | - | 118.2 |
As of 30 June 2022, the total assets of exceet Group amounted to EUR 118.9 million, compared to EUR 122.5 million as of 31 December 2021.
The non-current assets amounted to EUR 1.2 million (31.12.2021: EUR 0.7 million) and increased by EUR 0.5 million due to financial investments.
Current assets amounted to EUR 117.7 million, compared to EUR 121.8 million at year-end 2021. The decrease of the current assets of EUR 4.1 million is mainly related to the decrease of the Cash position. Assets classified as held for sale amounts to EUR 4.8 million, compared to EUR 4.3 million at year-end 2021. The position includes non-current assets of EUR 3.0 million (31.12.2021: EUR 3.2 million) and current assets of EUR 1.8 million (31.12.2021: EUR 1.1 million).
At the end of the reporting period, exceet Group's equity amounted, to EUR 117.1 million, against EUR 118.2 million as of 31 December 2021. This represents an equity ratio1) of 98.5% (31.12.2021: 96.5%).
The non-current liabilities include minor amounts.
The decrease of the current liabilities by EUR 2.6 million to EUR 1.7 million as of 30 June 2022 (31.12.2021: EUR 4.3 million) is due to payments to advisors in January 2022 still related to the sale of discontinued business in 2021. Liabilities directly associated with assets classified as held for sale amounts to EUR 1.1 million (31.12.2021: EUR 0.8 million). The position includes non-current liabilities of EUR 0.4 million (31.12.2021: EUR 0.4 million) and current liabilities of EUR 0.8 million (31.12.2021: EUR 0.4 million).
1) See note 22 "Alternative Performance Measures (APM)" Pages 80 -81
| January - June | |||
|---|---|---|---|
| (in EUR million, cash out in parentheses) | 2022 | 2021 | |
| Cash Flow Statement | |||
| Cash Flow from operations | (4.0) | 0.5 | |
| Capex (incl. finance lease agreements) | (0.6) | 4.0 | |
| Free Cash Flow | (4.6) | 4.5 |
As of 30 June 2022, the cash and cash equivalents amounted to EUR 112.7 million (31.12.2021: EUR 116.7 million). The cash position decreased by EUR 4.0 million mainly caused by payments to advisors in amount of EUR 2.2 million for discontinued business in 2021, investment in Play Ventures in amount of EUR 0.6 million and holding costs.
The H1 2022 operating cash flow of minus EUR 4.0 million (H1 2021: EUR 0.5 million) consisted of minus EUR 1.4 million net out of the operations before changes in net working capital, minus EUR 2.0 million decrease of net working capital1), net tax payments of EUR 0.2 million and interest payments of EUR 0.4 million. The net cash position1) as of 30 June 2022 amounts to EUR 112.6 million (31.12.2021: net cash1) EUR 116.7 million).
The statements provided in the Annual Report 2021 on the opportunities and risks of the business model remain unchanged.
There were no events since the balance sheet date on 30 June 2022 that would require adjustment of assets or liabilities or a disclosure.
exceet is still acting without continued operating business. The management continues to evaluate business opportunities for investments.
Lucom GmbH Elektronikkomponenten und Systeme is still classified as discontinued operations (assets held for Sale). A structured sales process is ongoing and depending on the demand a sale is expected during 2022.
Currently the operating result 2022 (EBIT) is dependent on the administrative costs for the holding companies and significantly from contributions of any new investments in 2022. The overall performance of the exceet Group (including discontinued operations) will be affected by the operative performance of Lucom GmbH Elektronikkomponenten und Systeme until divestment plus the potential gain of its divestment.
Due to the high cash reserve from the divestments, exceet is currently enforced to pay administrative expenses to the banks, which will impact the net result negatively.
The continued business currently comprises only the holding companies. For these companies exceet Group plans an operating loss of about EUR 1.5 million without costs related to planned investments and divestments.
Grevenmacher, 4 August 2022
exceet Management S.à r.l. in its capacity as General Partner exceet Group SCA
1) See note 22 "Alternative Performance Measures (APM)" Pages 80 - 81
| unaudited | audited | |
|---|---|---|
| (in EUR 1,000) | 30 June 2022 | 31 December 2021 |
| ASSETS | ||
| Non-current assets | ||
| Right-of-use assets | 18 | 26 |
| Other financial investments | 1,221 | 648 |
| Total non-current assets | 1,239 | 674 |
| Current assets | ||
| Other current receivables | 177 | 699 |
| Prepaid expenses | 114 | 71 |
| Cash and cash equivalents | 112,627 | 116,750 |
| Assets classified as held for sale | 4,754 | 4,272 |
| Total current assets | 117,672 | 121,792 |
| Total assets | 118,911 | 122,466 |
| EQUITY | ||
| Share capital | 312 | 312 |
| Reserves | 116,834 | 117,846 |
| Equity attributable to Shareholders of the parent company | 117,146 | 118,158 |
| Total equity | 117,146 | 118,158 |
| LIABILITIES | ||
| Non-current liabilities | ||
| Lease liabilities | 0 | 9 |
| Total non-current liabilities | 0 | 9 |
| Current liabilities | ||
| Other current liabilities | 109 | 2,361 |
| Accrued expenses | 534 | 482 |
| Lease liabilities | 18 | 18 |
| Provisions | 0 | 658 |
| Liabilities directly associated with assets classified as held for sale | 1,104 | 780 |
| Total current liabilities | 1,765 | 4,299 |
| Total liabilities | 1,765 | 4,308 |
| Total equity and liabilities | 118,911 | 122,466 |

| 3 months | 6 months | |||
|---|---|---|---|---|
| unaudited | unaudited | unaudited | unaudited | |
| (in EUR 1,000) | 01.04. - 30.06.2022 | 01.04. - 30.06.2021 | 01.01. - 30.06.2022 | 01.01. - 30.06.2021 |
| Administrative expenses | (250) | (751) | (1,057) | (1,308) |
| Operating result (EBIT) 1) | (250) | (751) | (1,057) | (1,308) |
| EBIT margin | n/a | n/a | n/a | n/a |
| Financial income | 131 | 23 | 142 | 213 |
| Financial expenses | (429) | (130) | (706) | (146) |
| Financial result, net | (298) | (107) | (564) | 67 |
| Profit/(Loss) before income tax | (548) | (858) | (1,621) | (1,241) |
| Income tax expense | (49) | 0 | (49) | 0 |
| Profit/(Loss) for contined operations | (597) | (858) | (1,670) | (1,241) |
| Profit/(Loss) margin | n/a | n/a | n/a | n/a |
| Profit/(Loss) from discontinued operations | 87 | 5,544 | 172 | 7,450 |
| Profit/(Loss) for the period | (510) | 4,686 | (1,498) | 6,209 |
| Profit/(Loss) margin | n/a | n/a | n/a | n/a |
| PROFIT/(LOSS) ATTRIBUTABLE TO: | ||||
| Shareholders of the parent company | (510) | 4,686 | (1,498) | 6,209 |
| EARNINGS PER SHARE IN EURO ON TOTAL GROUP BASIS (BASIC = DILUTIVE) | ||||
| Class A shares | (0.03) | 0.23 | (0.07) | 0.31 |
| Operating result (EBIT) | (250) | (751) | (1,057) | (1,308) |
| Depreciation and amortization | 5 | 5 | 9 | 28 |
| Operating result before depreciation, amortization and impairment charges (EBITDA) 2) | (245) | (746) | (1,048) | (1,280) |
| EBITDA margin | n/a | n/a | n/a | n/a |
1) Earnings Before Interest and Taxes
2) Earnings Before Interest, Taxes, Depreciation and Amortization
| 3 months | 6 months | ||||
|---|---|---|---|---|---|
| unaudited | unaudited | unaudited | unaudited | ||
| (in EUR 1,000) | 01.04. - 30.06.2022 | 01.04. - 30.06.2021 | 01.01. - 30.06.2022 | 01.01. - 30.06.2022 | |
| Profit/(Loss) for the period | (510) | 4,686 | (1,498) | 6,209 | |
| Items not to be reclassified to income statement: | |||||
| Remeasurements of defined benefit obligation | 0 | 2,450 | 0 | 2,450 | |
| Deferred tax effect on remeasurements of defined benefit obligation | 0 | (326) | 0 | (326) | |
| Items not to be reclassified to income statement | 0 | 2,124 | 0 | 2,124 | |
| Items to be reclassified to income statement: | |||||
| Currency translation differences | |||||
| Currency translation differences of discontinued operations | 594 | 207 | 486 | (705) | |
| Items to be reclassified to income statement | 594 | 207 | 486 | (705) | |
| Total comprehensive income for the period | 84 | 7,017 | (1,012) | 7,628 | |
| Attributable to: | |||||
| Shareholders of the parent company arises from Continuing operations | |||||
| Shareholders of the parent company arises from Dicontinued operations | |||||
| 84 | 7,017 | (1,012) | 7,628 |
| unaudited unaudited |
||||
|---|---|---|---|---|
| (in EUR 1,000) | 01.01. - 30.06.2021 | 01.01. - 30.06.2020 | ||
| Profit/(Loss) before income tax from | ||||
| Continuing operations | (1,607) | 2,520 | ||
| Discontinued operations | 232 | 4,342 | ||
| Profit before income tax | (1,375) | 6,862 | ||
| Amortization on intangible assets | 138 | 355 | ||
| Depreciation on tangible assets | 13 | 1,110 | ||
| Depreciation on right-of-use assets | 41 | 342 | ||
| Change of provisions | (659) | (156) | ||
| Adjustments to retirement benefit obligations/prepaid costs | 0 | 180 | ||
| Financial expenses | 353 | (3,545) | ||
| Other non-cash expenses | 71 | (150) | ||
| Operating net cash before changes in net working capital | (1,418) | 4,998 | ||
| Changes to net working capital | ||||
| - inventories | (353) | (234) | ||
| - receivables | 190 | (2,457) | ||
| - accrued income and contract assets | (38) | (626) | ||
| - liabilities | (1,909) | 2,109 | ||
| - accrued expenses and contract liabilities | 100 | (1,084) | ||
| Tax paid | (173) | (2,129) | ||
| Interest paid | (364) | (89) | ||
| Cashflows from operating activities 1) | (3,965) | 488 | ||
| Financial Investment | (573) | 0 | ||
| Divestment of subsidiaries | 0 | 4,828 | ||
| Purchase of tangible assets | (12) | (801) | ||
| Purchase of intangible assets | 0 | (33) | ||
| Cashflows from investing activities | (585) | 3,994 | ||
| Payments of lease liabilities | (35) | (183) | ||
| Cashflows from financing activities | (35) | (183) | ||
| Net changes in cash and cash equivalents | (4,585) | 4,299 | ||
| Cash and cash equivalents at the beginning of the period | 116,914 | 16,570 | ||
| Net changes in cash and cash equivalents | (4,585) | 4,299 | ||
| Effect of exchange rate gains | (148) | (829) | ||
| Cash and cash equivalents at the end of the period | 112,181 | 20,040 | ||
| Reconciliation to the Balance Sheet | ||||
| Balance as above | 112,181 | 20,040 | ||
| - Cash and Cash equivalent held for sales | (446) | 6,669 | ||
| Cash and cash equivalents at the end of the period | 112,627 | 13,371 |
1) Free cash flow amounts to minus EUR 4.550 (H1 2021: EUR 4.482) based on cash flow from operations of minus EUR 3.965 and net capital expenditure of minus EUR 585.

| Total | ||||||
|---|---|---|---|---|---|---|
| shareholders | ||||||
| Issued and | Foreign | of the | ||||
| paid-in | Capital | Treasury | Retained | currency | parent | |
| (in EUR 1,000) | share capital | reserves | shares | earnings | transl. diff. | company |
| BALANCES AT 1 JANUARY 2022 | 312 | 0 | 0 | 108,028 | 9,818 | 118,158 |
| Profit for the period | (1,498) | (1,498) | ||||
| Other comprehensive income: | ||||||
| Currency translation differences | 486 | 486 | ||||
| Total other comprehensive income for the period | 0 | 0 | 0 | 0 | 486 | 486 |
| Total comprehensive income for the period | 0 | 0 | 0 | (1,498) | 486 | (1,012) |
| BALANCES AT 30 JUNE 2022 | 312 | 0 | 0 | 106,530 | 10,304 | 117,146 |
| BALANCES AT 1 JANUARY 2021 | 312 | 0 | 0 | 14,491 | 25,759 | 40,562 |
| Profit for the period | 6,209 | 6,209 | ||||
| Other comprehensive income: | ||||||
| Remeasurements of defined benefit obligations | 2,450 | 2,450 | ||||
| Deferred tax effect on remeasurements | (326) | (326) | ||||
| Currency translation differences | (705) | (705) | ||||
| Total other comprehensive income for the period | 0 | 0 | 0 | 2,124 | (705) | 1,419 |
| Total comprehensive income for the period | 0 | 0 | 0 | 8,333 | (705) | 7,628 |
BALANCES AT 30 JUNE 2021 312 0 0 22,824 25,054 48,190
exceet Group SCA (hereafter the "Company") is a company existing as a "Société en Commandite par Actions" under the law of Luxembourg and listed on the regulated market of the Frankfurt Stock Exchange (WKN: A0YF5P / ISIN: LU0472835155) in the Prime Standard segment. The Company's purpose is to pursue an opportunistic investment approach without a defined investment strategy. The registered office is at 17, rue de Flaxweiler, L-6776 Grevenmacher.
The consolidated exceet Group SCA ("Group" or "exceet") currently consists of three holding companies in Luxembourg and Switzerland and one technology company, located in Germany, disclosed as discontinued operations which is specialized to sell and customize IoT Hardware and Software. During 2021 two technology companies, one of them develops, produces and sells PCBs and the other develops and distributes IoT Software, have been successfully sold. After the sale of the significant part of the business end of 2021, exceet is still evaluating business opportunities for reinvesting the money received from the divestments.
This condensed consolidated interim financial statement is unaudited, was not subject of an audit review and was approved for issue by the management of exceet Management S.à r.l. in its capacity as the General Partner of exceet Group SCA, on 4 August 2022.
Compared to the half-year result in the previous year, there was a change in the presentation of the items of financial income and discontinued operations. This was corrected in accordance with IAS 8. The difference is the income from the deconsolidation of eSS, which is now reported under discontinued operations in accordance with the annual report as of December 31, 2021.
| (in EUR 1,000) | H1 2021 | H1 2021 Adjusted |
|---|---|---|
| Financial income | 3,974 | 213 |
| Discontinued operations | 3,689 | 7,450 |
The interim condensed consolidated financial statements have been prepared on the basis of the accounting policies, significant judgments, key assumptions and estimates as described on pages 34 to 50 of the exceet Group consolidated financial statements 2021.
The following standards and amendments, issued by the International Accounting Standards Board ('IASB') and the IFRS Interpretations Committee and as adopted by the European Union (EU), are effective for the first time in the current financial year and have been adopted by the Group.
| | Annual improvement cycle 2018 - 2020 |
Including smaller amendments to IFRS 3, IAS 16, IAS 37 IASB effective date: 1 January 2022 |
||||
|---|---|---|---|---|---|---|
| | IFRS 4 | (Amendment) | "Insurance contracts – deferral of IFRS 9" – (IASB and EU effective date: 1 January 2021) |
|||
| | IFRS 7/ IFRS 9 / IAS 39 | (Amendment) | "Interest Rate Benchmark Reform – Phase 2" – (IASB and EU effective date: 1 January 2021) |
|||
| | IFRS 16 | (Amendment) | "Covid-19-Related Rent Concessions beyond 30 June 2021" – (IASB and EU effective date: 1 April 2021) |
The amendments did not have any impact on the consolidated interim financial statements.
A number of new standards and amendments to standards and interpretations are effective for annual periods beginning after 1 January 2021 and have not been applied in preparing these interim condensed consolidated financial statements.
| | IAS 1 | (Amendment) | "Classification of liabilities as current or Non-current" – IASB effective date: 1 January 2023 – EU endorsement outstanding |
|---|---|---|---|
| | IAS 1 | (Amendment) | "Disclosure of Accounting policies" – IASB and EU effective date: 1 January 2023 |
| | IAS 8 | (Amendment) | "Definition of Accounting Estimates" – IASB and EU effective date: 1 January 2023 |
| | IAS 12 Transaction" |
(Amendment) | "Deferred Tax related Assets and Liabilities arising from a Single |
| IASB and EU effective date: 1 January 2023 |
The Group is in the process of assessing the potential impacts of the above new standards and amendments to the existing standards and intends to adopt them not later than the effective endorsement date by the EU.
There are no other IFRSs or IFRIC interpretations that are not yet effective that would be expected to have a material impact on the Financial Statements of the Group.
The interim condensed consolidated financial statements for the six months ended 30 June 2022 have been prepared in accordance with IAS 34, "Interim financial reporting".
The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the annual financial statements for the year ended 31 December 2021, which have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU).
All figures presented should be read as in EUR 1,000, if not presented otherwise.
The preparation of the interim condensed consolidated financial statements requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.
In preparing these interim condensed consolidated financial statements, the significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended 31 December 2021.
The following exchange rates were relevant to the interim financial report as of 30 June 2022:
| Average | Average | ||||
|---|---|---|---|---|---|
| 30 June 2022 | 01.01. - 30.06.2022 | 31 December 2021 | 30 June 2021 | 01.01. - 30.06.2021 | |
| 1 CHF | 1.00 | 0.97 | 0.97 | 0.91 | 0.91 |
| 1 USD | 0.96 | 0.92 | 0.88 | 0.82 | 0.83 |
Taxes on income in the interim periods are accrued using the local tax rate that would be applicable to expected total annual profit or loss.
The interim consolidated statement of comprehensive income was prepared based on an accruals basis. The consolidated statement of comprehensive income has been presented by using the "cost of sales" method.
Revenues and costs are not influenced by seasonal effects, but are impacted by the economic environment in the markets the Group is operating in.
The Group's activities expose it to a variety of financial risks: market risks (including currency risk, fair value interest rate risk, cash flow interest rate risk, price risk), credit risk and liquidity risk.
The interim condensed financial statements do not include all financial risk management information and disclosures required in the annual financial statements. They should be read in conjunction with the Group's consolidated financial statements for 2021. There have been no changes in any risk management policies since the year-end, besides a stronger focus on potential risks related to the current Corona pandemic.
As per 30 June 2022, the Group has no assets or liabilities at fair value.
The financial result of EUR -564 (H1 2021: EUR 211) includes mainly exchange rate effects and negative interest costs in the first half year 2022, compared with exchange rate effects in corresponding period last year.
| Euro | |
|---|---|
| Balance at 1 January 2022 | 311,960.18 |
| Balance at 30 June 2022 | 311,960.18 |
| Balance at 1 January 2021 | 311,960.18 |
| Balance at 31 December 2021 | 311,960.18 |
The number of shares are as follows:
| Unlimited | Ordinary | |
|---|---|---|
| Total Shares | Shares | Shares |
| 20,073,696 | 1 | 20,073,695 |
| 20,073,696 | 1 | 20,073,695 |
| 20,523,696 | 1 | 20,523,695 |
| 20,073,696 | 1 | 20,073,695 |
The Company's share capital amounts to Euro 311,960.18, represented by 20,073,695 Ordinary Shares and one Unlimited Share with no par value. The Ordinary Shares are listed on the Frankfurt stock exchange.
Earnings per share (EPS) is calculated by dividing the profit attributable to the ordinary shareholders of the parent company by the weighted average number of ordinary shares outstanding during the period excluding ordinary shares purchased by the Company and held as Treasury Shares.
The calculation of basic EPS at 30 June 2022 is based on the loss attributable to the owners of the parent of EUR -1,498 for six months 2022 (H1 2021: EUR 6,209) and the weighted average number of Ordinary Shares outstanding of 20,073,695. For the same period in the previous year the notional weighted average numbers of Ordinary Shares outstanding were 20,073,695 Class A Shares.
| unaudited | unaudited | |
|---|---|---|
| 01.01. - 30.06.2022 | 01.01. - 30.06.2021 | |
| Ordinary Shares | (1,498) | 6,209 |
| Ordinary Shares | 20,073,695 | 20,073,695 |
| Ordinary Shares | (0.07) | 0.31 |
Diluted EPS are calculated by increasing the average number of shares outstanding by the total number of potential shares arising from potential option rights. As per 30 June 2022 the Group has no option rights outstanding, therefore no dilutive impact on the EPS is possible.
The ordinary annual shareholder meeting held on 29 June 2022 did not decide about dividend distribution.
Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions.
The Group had charges for consultancy from related parties in the first six months of 2022 in the amount of EUR 250 (H1 2021: EUR 295).
The assets and liabilities of the discontinued operations classified as held for sale are measured at the lower of their carrying value and fair value less cost to sell and are presented separately in the balance sheet. Fair value less cost to sell has been determined based on the valuation of the expected business performance and the expected sales proceed from a third party buyer. This is a level 3 fair value measurement.
On 29 June 2021 the Group announced to start a structured sales process on Lucom GmbH Elektrokomponenten und Systeme.
The assets and liabilities as of 30 June 2022 of this entity have therefore been classified as held for sale and are presented in the table regarding Discontinued Operations below. The financial performance of the entity for the first six months of 2022 and 2021 is also presented below in the table regarding Discontinued Operations.
At 30 June 2022 the following assets and liabilities have been classified as held for sale for the discontinued operations.
| 30 June 2022 | 31 December 2021 | ||
|---|---|---|---|
| Lucom GmbH | Lucom GmbH | ||
| Elektrokomponenten Elektrokomponenten |
|||
| (in EUR 1,000) | und Systeme | und Systeme | |
| Assets classified as held for sale | |||
| Tangible assets | 43 | 76 | |
| Intangible assets | 2,973 | 3,111 | |
| Inventories | 1,029 | 676 | |
| Trade receivables, net | 462 | 169 | |
| Other current receivables | 101 | 54 | |
| Accrued income and prepaid expenses | 19 | 22 | |
| Cash and cash equivalents | 127 | 164 | |
| Total assets classified as held for sale | 4,754 | 4,272 | |
| Liabilities direclty associated with assets classified as held for sale | |||
| Provisions for other liabilities and charges | 110 | 110 | |
| Other non-current liabilities | 242 | 256 | |
| Trade payables | 470 | 205 | |
| Other current liabilities | 163 | 145 | |
| Accrued expenses and deferred income | 119 | 65 | |
| Total liabilities directly associated with assets classified as held for sale | 1,104 | 781 |
| 6 months | |||
|---|---|---|---|
| 01.01. - 30.06.2022 | |||
| Lucom GmbH | |||
| Elektrocompon | |||
| enten und | Discontinued | ||
| (in EUR 1,000) | Systeme | Eliminations | Operations |
| FINANCIAL PERFORMANCE | |||
| External revenue | 3,106 | 3,106 | |
| Expenses | (2,860) | (2,860) | |
| Profit / (Loss) before income tax | 246 | 246 | |
| Income tax | (74) | (74) | |
| Profit / (Loss) from discontinued operations | 172 | 172 | |
| Profit / (Loss) on Disposal of discontinued operations | 0 | ||
| Profit / (Loss) from discontinued operations | 172 | 172 | |
| Remeasurement of defined benefit obligation (net of tax) | 0 | ||
| Currency translation differences | 0 | ||
| Comprehensive income from discontinued operations | 172 | 172 | |
| PROFIT/(LOSS) ATTRIBUTABLE TO: | |||
| Shareholders of the parent company | 172 | ||
| EARNINGS PER SHARE IN EURO FROM DISCONTINUED OPERATIONS (BASIC = DILUTIVE) | |||
| Class A shares | 0.01 | ||
| CASH FLOW INFORMATION | |||
| Net Cash inflow / (outflow) from operating activities | 18 | 18 | |
| Net Cash inflow / (outflow) from investing activities | (12) | (12) | |
| Net Cash inflow / (outflow) from financing activities | (35) | (35) | |
| Net increase / (decrease) in cash generated by discontinued operations | (29) | (29) |
01.01. - 30.06.2021 6 months
| Lucom GmbH | |||||
|---|---|---|---|---|---|
| Elektrocompon | |||||
| exceet Secure | GS Swiss PCB | enten und | Discontinued | ||
| (in EUR 1,000) | Solution GmbH | AG | Systeme | Eliminations | Operations |
| FINANCIAL PERFORMANCE | |||||
| External revenue | 1,229 | 20,200 | 3,552 | 24,981 | |
| Expenses | (1,560) | (15,825) | (3,255) | (20,640) | |
| Profit / (Loss) before income tax | (331) | 4,375 | 297 | 4,341 | |
| Income tax | 9 | (569) | (92) | (652) | |
| Profit / (Loss) from discontinued operations | (322) | 3,806 | 205 | 3,689 | |
| Profit / (Loss) on Disposal of discontinued operations | 3,761 | 3,761 | |||
| Profit / (Loss) from discontinued operations | 3,439 | 3,806 | 205 | 7,450 | |
| Remeasurement of defined benefit obligation (net of tax) | 2,124 | 2,124 | |||
| Currency translation differences | (705) | (705) | |||
| Comprehensive income from discontinued operations | 3,439 | 5,225 | 205 | 8,869 | |
| PROFIT/(LOSS) ATTRIBUTABLE TO: | |||||
| Shareholders of the parent company | 7,450 | ||||
| EARNINGS PER SHARE IN EURO FROM DISCONTINUED OPERATIONS (BASIC = DILUTIVE) | |||||
| Class A shares | 0.37 | ||||
| CASH FLOW INFORMATION | |||||
| Net Cash inflow / (outflow) from operating activities | (537) | 2,321 | 175 | 1,959 | |
| Net Cash inflow / (outflow) from investing activities | 6,481 | (810) | (8) | 5,663 | |
| Net Cash inflow / (outflow) from financing activities | (5,942) | (56) | (395) | (6,393) | |
| Net increase / (decrease) in cash generated by discontinued operations | 2 | 1,455 | (228) | 1,229 |
The Group signed on 29 April 2021 a contract to sell exceet Secure Solution GmbH. This transaction was completed on 30 April 2021. The final sales prices was EUR 4.9 million.
With the completion of the transaction and taking into account the business development until the closing date the carrying value of exceet Secure Solution GmbH amounted finally to EUR 1,3 million, resulting in a gain of disposal of EUR 3.8 million before transaction costs of EUR 0.4 million.
| (in EUR 1,000) | 01.01. - 30.06.2021 | 01.01. - 30.06.2020 | Date of deconsolidation |
|---|---|---|---|
| CASH FLOW FROM DIVESTMENT, NET OF CASH DISPOSED | |||
| Cash inflow on divestment of exceet electronics activities | 4,912 | 30.04.2021 | |
| Total | 4,912 | 0 | |
| TRANSACTION COSTS DIRECTLY RECOGNIZED IN THE INCOME STATEMENT UNDER DISCONTINUED OPERATIONS | |||
| exceet electronics activities divestment | 370 | ||
| Total | 370 | 0 |
The financial information relating for the period to the date of disposal is set below.
| (in EUR 1,000) | |
|---|---|
| DISPOSAL CONSIDERATION | |
| Consideration received | 4,912 |
| Carrying amount of net assets disposed | (1,307) |
| Gain on Disposal before reclassification of foreign currency translation reserve | 3,605 |
| Reclassification of foreign currency translation reserve | 156 |
| Gain on Disposal | 3,761 |
| (in EUR 1,000) | |
|---|---|
| CARRYING VALUE | |
| Cash and cash equivalents | 237 |
| Tangible assets (note 9) | 663 |
| Intangible assets | 1,013 |
| Inventory | 9 |
| Trade receivables (including allowance) | 259 |
| Other receivables (current & non-current) | 285 |
| Accrued income and deferred expenses | 1,739 |
| Trade payables | (181) |
| Other liabilities (current & non-current) | (1,208) |
| Borrowings (current & non-current) | 0 |
| Accrued expenses and deferred income | (1,509) |
| Retirement benefit obligation | 0 |
| Provisions | 0 |
| Current income tax liability | 0 |
| Net assets disposed | 1,307 |
| (in EUR 1,000) | |
| Consideration settled in cash | 4,912 |
| Cash and cash equivalents in subsidiaries disposed | (237) |
| Transaction costs | (370) |
| Cash inflow on divestment, net of cash | 4,305 |
There were no events since the balance sheet date on 30 June 2022 that would require adjustment of assets or liabilities or a disclosure.
| Company | Country | Year of acquisition 1) |
Segment | Activity | Ref. | Share Capital | Share in the capital |
Share of the votes |
|---|---|---|---|---|---|---|---|---|
| CONTINUED OPERATIONS | ||||||||
| exceet Holding S.à r.l. | LUX | 2011 | Corporate | Holding | 1 | EUR 30,000 | 100% | 100% |
| exceet Group AG | SUI | 2006 | Corporate | Holding | 2 | CHF 25,528,040 | 100% | 100% |
| DISCONTINUED OPERATIONS | ||||||||
| Lucom GmbH Elektrokomponenten und Systeme 2) | GER | 2014 | Discontinued Development & Services | 3 | EUR 26,000 | 100% | 100% |
1) Year of acquisition refers to exceet Group AG point of view
2) exceet Group SCA holds 100% of the share capital of Lucom GmbH Elektrokomponenten und Systeme
Earnings before interest, taxes, depreciation and amortization (EBITDA) is calculated as operating result (EBIT) plus depreciation and amortization. EBITDA is an indicator of the operating profitability of the Group.
| (in EUR 1,000) | H1 2022 | H1 2021 |
|---|---|---|
| Operating result (EBIT) | (823) | 3,057 |
| Depreciation on tangible assets | 138 | 1,110 |
| Depreciation on right-of-use assets | 13 | 342 |
| Amortization on intangible assets | 41 | 355 |
| EBITDA | (631) | 4,864 |
| (in EUR 1,000) | H1 2022 | H1 2021 |
|---|---|---|
| Operating result (EBIT) | (1,057) | (1,308) |
| Depreciation on tangible assets | 0 | 4 |
| Depreciation on right-of-use assets | 9 | 24 |
| Amortization on intangible assets | 0 | 0 |
| EBITDA | (1,048) | (1,280) |
| (in EUR 1,000) | H1 2022 | H1 2021 |
|---|---|---|
| EBITDA Total Group Basis | (631) | 4,864 |
| EBITDA Continued operations | (1,048) | (1,280) |
| EBITDA discontinued operations | 417 | 6,144 |
Net Cash is calculated as financial debt adjusted for cash and cash equivalents to assist in presenting the Group's financial capacities at balance sheet date.
| (in EUR 1,000) | 30 June 2022 | 31 December 2021 | Reference |
|---|---|---|---|
| Bank borrowings (current and non-current) | 0 | 0 | Note 11 |
| Finance lease (current and non-current) | 18 | 27 | Note 11 |
| Total borrowings (current and non-current) | 18 | 27 | Consolidated Balance Sheet |
| Less: cash and cash equivalents | (112,627) | (116,750) | Consolidated Balance Sheet |
| Net (Cash)/Debt | (112,609) | (116,723) |
In accordance with article 4(2) of the Luxembourg law of 11 January 2008 relative aux obligations de transparence concernant l'information sur les émetteurs dont les valeurs mobilières sont admises à la négociation sur un marché réglementé (the "Transparency Law") the undersigned confirm that to the best of their knowledge, the condensed set of financial statements covering the six months period ended 30 June 2021, which has been prepared in accordance with the applicable set of the accounting standard IFRS as adopted by the EU, gives a true and fair view of the assets, liabilities, financial position and profit and loss of the Company and the undertakings included in the consolidation taken as a whole as required under article 4(3) of the Transparency Law.
Furthermore, the undersigned confirm that to the best of their knowledge, the interim management report covering the six months period ended 30 June 2022 includes a fair review of important events that have occurred during the first six month of the current financial year, and their impact on the condensed set of financial statements, together with a description of the principal risks and uncertainties for the remaining six months of the current financial year.
Grevenmacher, 4 August 2022
exceet Management S.à r.l. in its capacity as General Partner exceet Group SCA
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