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Kongsberg Gruppen

Quarterly Report Oct 26, 2018

3649_rns_2018-10-26_41abf4d6-3896-45a6-8920-92aa0841a5ee.PDF

Quarterly Report

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QUARTERLY REPORT 3RD QUARTER 2018

KONGSBERG

GEIR HÅØY president & CEO

"The acquisition of Rolls-Royce Commercial Marine is a milestone that will make us a more complete and strategically important supplier in a competitive global market. The acquisition will considerably strengthen the company's operations and our goal is to create value for KONGSBERG's shareholders over time. We are delighted that the parliament acknowledges the strategic importance of the acquisition of Rolls-Royce Commercial Marine, both for KONGSBERG and the Norwegian maritime industry. The order intake from the maritime market has been strong this quarter. However, it is important to emphasise that the market is still challenging and that the order intake is fluctuating considerably from one quarter to another. Kongsberg Defence & Aerospace's revenues is temporarily down, but is well positioned for the future. The continuation of KONGSBERG as a supplier to the US CROWS programme confirms the leading position we have in this market."

Highlights

KONGSBERG The Norwegian parliament has approved that the Norwegian State will
contribute in the rights issue related to the acquisition of Rolls-Royce
Commercial Marine.
KONGSBERG
MARITIME
Good order intake with book/bill of 1.68 and an improvement in the margins
from both Q3 2017 and the first two quarters of 2018.
KONGSBERG
DEFENCE &
AEROSPACE
Solid operations and good EBITDA. The operating revenues is temporary
down due to new projects in the start-up phase. Deliveries to the CROWS
programme secured for the next five years.
KONGSBERG
DIGITAL
Invested heavily in development within new digital solutions. The quarterly
order intake is good, especially within maritime simulation.

Key figures

2018 2017 2018 2017 2017
3 154 3 279 10 233 10 733 14 490
347 274 874 820 1 279
11,0 8,4 8,5 7,6 8,8
240 162 539 473 772
7,6 4,9 5,3 4,4 5,3
195 128 453 388 654
155 79 360 289 559
1,29 0,66 3,01 2,41 4,62
4 477 2 429 12 715 8 415 13 430
1.7 - 30.9 1.1 - 30.9
30.9 30.6 31.12
MNOK 2018 2018 2017
Equity ratio (%) 35,5 35,1 35,6
Net interest-bearing debt 1) 336 707 384
Working capital 2) 870 1 060 955
ROACE (%) 3) 10,8 9,4 9,1
Order backlog 17 602 16 419 15 629
No. of employees 6 761 6 657 6 830

1) The net -amount of the accounting lines "Cash and cash equivalents", "Long term interest-bearing loans" and "short term interest-bearing loans". 2) Current assets deducted by cash and cash equivalents, non-interest bearing short-term debt (except payable tax) and financial instruments at fair value. 3) 12 month rolling EBIT divided by 12 month average equity and net interest-bearing debt.

Performance, market and orders

The Group recorded operating revenues of NOK 3,154 million during Q3, which is 3.8 percent down on the same quarter in 2017. KM has a reduction of 0.9 per cent. KDA has a reduction of 7.9 per cent, mainly due to lower operating revenues in Protech Systems.

The EBITDA margin ended at 11.0 per cent, compared to 8.4 per cent in Q3 2017. EBITDA in Q3 2018 adjusted for integration costs, is largely on a par with the corresponding quarter in 2017 adjusted for restructuring costs.

The order intake in Q3 was NOK 4,477 million, which gives a book/bill of 1.42. The order backlog is NOK 17,602 million at the end of the quarter, which is the highest level in two years. Book/bill is 1.68 in KM and 1.08 in KDA. The order intake fluctuates considerably over time as a result of large individual orders.

Aggregate operating revenues in 2018 are NOK 10,233 million, 4.7 per cent down on the same period last year. The air defence area in KDA is the main cause for the reduction. The EBITDA margin is 8.5 per cent (7.6 per cent).

Cash flow

KONGSBERG had a net increase in cash and cash equivalents during Q3 of NOK 360 million. Cash flow from operating activities amounted to NOK 462 million. In 2018 the change in cash and cash equivalents amount to NOK 34 million (NOK -249 million). Unlike 2017, there has been no payment of bond loans in 2018.

1.7 - 30.9 1.1 - 30.9
MNOK 2018 2017 2018 2017 2017
EBITDA 347 274 874 820 1 279
Change in net current assets and other operating related items 115 (470) (9) 330 1 620
Net cash flow from operating activities 462 (196) 865 1 150 2 899
Net cash flow used in investing activities (81) (91) (259) (377) (528)
Net cash flow used in financing activities (20) (294) (545) (1 001) (1 319)
Effect of changes in exchange rates on cash and cash equivalents (1) (37) (27) (21) 16
Net change in cash and cash equivalents 360 (618) 34 (249) 1 068

Balance sheet

Interest-bearing debt at the end of Q3 consists of five bond loans totalling NOK 3,250 million and other interest-bearing debt of NOK 76 million. See also Note 6. At the end of Q3 2018, the Group had NOK 2,990 million in cash and cash equivalents and a net interest-bearing debt of NOK 336 million.

In addition, the Group had a syndicated credit facility of NOK 2,300 million and an overdraft credit facility of NOK 500 million. At the end of Q3, these remained undrawn.

The equity share at the end of Q3 is 35.5 per cent. The equity book value is up by NOK 113 million this quarter.

336 NET INTEREST-BEARING DEBT MNOK

30.9 30.6 31.12
NOK millioner 2018 2018 2017
Equity 7 164 7 051 7 365
Equity ratio (%) 35,5 35,1 35,6
Total assets 20 203 20 085 20 676
Working capital 870 1 060 955
Gross interest-bearing debt 3 326 3 337 3 340
Cash and cash equivalents 2 990 2 630 2 956
Net interest-bearing debt 336 707 384

Currency

KONGSBERG has a currency policy that means that contractual currency flows are hedged by forward contracts (fair value hedges). In addition, the Group hedges a proportion of expected order intake for large contracts according to the established policy (cash flow hedges). The company's portfolio of cash flow hedges had a fair value of minus NOK 7 million at the end of the quarter, which had a negative impact on the book value of equity. See also Note 6.

Product development

KONGSBERG is continually investing in product development, through both self-financed and customer-funded programmes. Self-financed product development and maintenance during Q3 totalled NOK 218 million, of which NOK 33 million was capitalised. See the table in Note 7.

The largest capitalised projects relate to the development of a digital platform (Kognifai), the JSM missile, weapon stations, remote control towers for airports and the new integrated vessel solutions.

Customer-funded development comes in addition, either as part of delivery projects or as specific development assignments. Over time, the total costs of product development and maintenance account for about 10 per cent of the operating revenues.

Human resources

KONGSBERG had 6,761 employees at the end of the quarter, of whom around 34 per cent are employed by companies outside Norway. The number of employees was increased by 104 during the quarter, caused by among others, increased activity in KM customer support and project related increase in KDA.

Number of employees by business areas

Other activities

Other activities consist of Kongsberg Digital (KDI), real estate, group functions and eliminations between the business areas.

Acquisition of Rolls-Royce Commercial Marine

On 6 July 2018, KONGSBERG entered into an agreement concerning the acquisition of Rolls-Royce Commercial Marine (RRCM) from Rolls-Royce Plc. The parties have agreed to value Rolls-Royce Commercial Marine at GBP 500 million. The final purchase price will depend on Rolls-Royce Commercial Marine's cash holdings, debt and working capital at the time of the transaction.

The acquisition of RRCM makes KONGSBERG a more holistic supplier to the maritime industry, which has experienced challenging market conditions in recent years. Although there is still uncertainty, KONGSBERG expects the market to grow, with technology and innovation as key drivers.

RRCM is a technology enterprise within maritime operations which supplies equipment and maintenance services to most segments within offshore and merchant vessels. The company's largest product group is propulsion systems, where RRCM is considered to be the leading supplier for offshore vessels. RRCM also supplies deck equipment, stabilising systems, ship design, electrical, automation and control systems and invests in digital technologies of the future, e.g. within autonomous vessels. RRCM has around 3,600 employees across 34 countries, of whom around 700 are service engineers split between 30 locations. Approximately 42 percent is employed in Norway.

KONGSBERG and Rolls-Royce Commercial Marine have many complementary products, solutions and expertise, and the acquisition is in line with KONGSBERG's ambition to grow as a world-leading technology supplier. The acquisition will strengthen KONGSBERG's strategic position amongst shipping companies, shipyards and other customers and partners. A summary of financial key figures is presented below for KONGSBERG, RRCM and pro forma for the combined company for 2017.

MNOK KONGSBERG RRCM Adjustments Pro-forma
KONGSBERG
Operating revenues from external customers 14.490 8.744 - 23.234
Operating profit before depreciation and amortisation
(EBITDA)
1.279 (410) 52 920
Operating profit (EBIT) 772 (659) (87) 26
Profit for the year 559 (579) (189) (209)

The final completion of the transaction will require the approval of the competition authorities in a number of countries, a process which is expected to be completed during Q1 or early in Q2 2019. Ahead of this, KONGSBERG will secure the necessary financing for the acquisition through the announced rights issue of around NOK 5 billion and through issuing one or more bonds totalling up to NOK 2 billion. On 9 October 2018, parliament approved that the State, as represented by the Ministry of Trade, Industry and Fisheries, will participate in the announced rights issue with the government's pro rata share (50.001 per cent), provided that the conditions for the placement are acceptable and aligned with the market and that no new material information is received before the Annual General Meeting convenes to decide on the capital increase. The remaining shares of the rights issue (50 per cent) is guaranteed to be subscribed by a syndicate consisting of DNB Markets and Danske Bank A/S (30.1 per cent) and major pre-subscribed shareholders (19.9 per cent). Shareholders who at 6 July 2018 represented 21.99 per cent of the shares have undertaken to vote for the placement at KONGSBERG's general meeting. At 6 July 2018, the State and these shareholders represent 71.99 per cent of the shares in the company.

KONGSBERG MARITIME

Performance

Operating revenues in Q3 amounted to 1,798 million, which is one per cent down on the same quarter last year. Revenues are somewhat higher within the subsea area while it is a bit lower for deliveries to the new build market for traditional vessels. Activity in the after-market remains good. KM is exposed to most vessel segments. The diversified exposure offers robustness for the business area.

EBITDA in the quarter was NOK 205 million (NOK 161 million), corresponding to an EBITDA margin of 11.4 per cent (8.9 per cent). The margin in the quarter is influenced by lower development costs from reduced activity during the summer months. EBITDA in Q3 2018 includes NOK 25 million in integration costs related to the ongoing acquisition of Rolls-Royce Commercial Marine. Margins in KM fluctuate considerably between quarters, mainly as a result of the project mix. Certain markets remain challenging, but adjustments have made KM more robust and better adapted to the current market.

Aggregate operating revenues at the end of Q3 are NOK 5,504 million, which is down 0.9 per cent compared to the same period last year. The decline within traditional vessel deliveries has largely been offset by an increase in other areas within KM. The EBITDA margin is 8.2 per cent, compared with 6.5 per cent last year.

KEY FIGURES

1.7 - 30.9 1.1 - 30.9
MNOK 2018 2017 2018 2017 2017
Operating revenues 1 798 1 815 5 504 5 552 7 429
EBITDA 205 161 454 361 589
EBITDA % 11,4 8,9 8,2 6,5 7,9
New orders 3 024 1 670 7 031 5 643 7 336
30.9 30.6 31.12
MNOK 2018 2018 2017
Order backlog 5 975 4 919 4 820
No. of employees 3 742 3 666 3 819

Operating revenues

Market and orders

Order intake in Q3 was NOK 3,024 million, which gives a book/bill of 1.68. Aggregate order intake at the end of Q3 is NOK 7,031 million (NOK 5,643 million), corresponding to a book/bill of 1.28. All KM divisions have a higher order intake than last year. At the end of Q3 2018, the total increase for the divisions that deliver to the new build market (Vessel Systems and Solutions) is more than 30 per cent. KM has an order backlog of NOK 5,975 million (NOK 4,908 million) at the end of Q3.

The order intake from traditional merchant vessels has been good so far in 2018 compared to 2017. This is for a large part driven by order intake from the bulk carrier and tanker markets. LNG has also contributed significantly to order intake. Orders from the traditional offshore markets such as supply and drilling are still weak, but the order intake has developed positively for both offshore production vessels and construction vessels, compared to 2017.

The Solutions area, where KM delivers comprehensive integrated solutions, has had a good order intake in Q3. Order intake is primarily driven by three large orders:

  • A USD 18 million contract for deliveries to a semi-submersible drilling unit that will be built at Keppel Offshore & Marine for Awilco Drilling.
  • A contract valued at over NOK 400 million for deliveries to nine roll-on-roll-off vessels that will be built by Nanjing Jinling Shipyard for Grimaldi Group.
  • A USD 13 million contract for deliveries to a heavy lift crane vessel that will be built by China Merchant Heavy Industries for Offshore Heavy Transport.

The strong quarterly order intake confirms that KM is established as a supplier of large integrated solutions.

Subsea also recorded a strong order intake both during the quarter and during the first three quarters of the year, primarily linked to the areas hydrography, fisheries and marine robotics (autonomous underwater vessels – AUV).

Global customer support continues having a high capacity utilisation. This is an important contributor to the improvement in KM's margin both during Q3 and for the first three quarters of the year.

KM is exposed to a number of markets. The traditional offshore market, which includes drilling and offshore supply, has been weak in recent years and the order intake from these markets has therefore been, and remains, very weak. At the same time, KM is also exposed to a number of markets which have shown a positive development. Examples of these are fisheries, research, marine robotics and passenger ferries. New regulatory requirements regarding emissions from vessels, combined with factors such as attractive new-build prices from shipyards, are also resulting in a positive trend linked to the construction of modern low-emission, energy-efficient solutions within a number of vessel segments. The good order intake and improved profitability so far in 2018 confirms that KM is able to adjust to changing market conditions. This has been achieved through restructurings and through a solid focus towards expanded scope of delivery and concepts for "new" markets.

KM's revenues from the after-market are not included in the business area's order backlog. KM has a well-established organisation that services more than 18,000 vessels with KM equipment, and after-market activity represents about one third of KM's turnover.

KONGSBERG DEFENCE & AEROSPACE

Performance

Operating revenues in Q3 amounted to NOK 1,180 million, 7.9 per cent down on the same quarter last year. The reduction is mainly driven by lower revenues in Protech Systems.

EBITDA during the quarter was NOK 120 million (NOK 61 million), resulting in an EBITDA margin of 10.2 per cent (4.8 per cent). In Q3 2017, KDA's EBITDA was negatively affected by restructuring costs, with NOK 85 million related to the merger of KDS and KPS. The EBITDA figure includes NOK 7 million in share of net income from Patria, compared to NOK 10 million in Q3 2017.

Patria's quarterly operating revenues amounted to EUR 93 million, which is up 6.9 per cent compared to the same quarter last year. Most of the growth comes from the Systems division and is related to the Hamina contract that was signed in January. The vehicle operation has lower activity due to weak order intake this year, which causes the EBITDA margin to go down this quarter compared to last year. EBITDA in Q3 is EUR 10 million as compared to EUR 11 million in the same quarter last year. See also Note 5.

Aggregate operating revenues at the end of Q3 are NOK 4,206 million, which is down 9.5 per cent compared to the same period last year. Especially the first two quarters of 2017 were characterised by a high level of activity relating to the air defence programme that KDA signed with Raytheon in 2014. This is now in its final phase and the reduction in operating revenues so far this year is primarily due to less activity in this project. Two air defence contracts were signed in autumn 2017 which are still in the start-up phase. The EBITDA margin in Q3 ended at 11.7 per cent (8.4 per cent).

The major delivery and development projects are on schedule.

KEY FIGURES

1.7 - 30.9 1.1 - 30.9
MNOK 2018 2017 2018 2017 2017
Operating revenues 1 180 1 281 4 206 4 650 6 333
EBITDA 120 61 492 391 612
EBITDA % 10,2 4,8 11,7 8,4 9,7
New orders 1 272 648 5 115 2 208 5 376
30.9 30.6 31.12
MNOK 2018 2018 2017
Order backlog 10 867 10 772 9 956
No. of employees 2 426 2 392 2 421

Operating revenues

Market and orders

Order intake in Q3 totalled NOK 1,272 million (NOK 648 million), which gives a book/bill of 1.08. Aggregate order intake at the end of Q3 is NOK 5,115 million (NOK 2,208 million), corresponding to a book/bill of 1.22. KDA had an order backlog of NOK 10,867 million (NOK 8,476 million) at the end of Q3, which is the highest level since 2016.

In September 2018, KDA was selected as a supplier for the next phase of the CROWS programme. It involves a frame agreement with a value of up to USD 498 million over the next five years. The first order (USD 74 million) under the agreement was also signed in September. This is the third frame agreement following the US Army's choice of KONGSBERG's Protector system as its preferred remote controlled weapon station in 2007. Since then KONGSBERG has delivered over 12,5000 systems to the US through the CROWS programme, which has also been used for deliveries to the US Navy, US Air-force and US Marine Corps. This makes KONGSBERG by far the leading global player in this market.

KDA has a product portfolio that is well adapted to future demands and anticipated future market development. KONGSBERG's missiles, air defence systems, remote weapon stations, weapon control systems and other command/control systems attract considerable international attention. At the same time, there is a high level of market activity in relation to a number of major programmes in Europe, the US, Asia and Australia. KONGSBERG is also the largest supplier of equipment and services for the space industry in the Nordic region, and there is increasing activity in this segment.

The defence market is characterised by relatively few, but large contracts. Hence, fluctuations in orders are regarded to be normal. KONGSBERG expects a good order intake over the next few years as a result of the strong market position held by KDA in its segments. Investments in defence programmes are often long-term processes. The customers of major defence systems are the defence authorities in the countries concerned. When purchasing defence equipment, these customers consider national security and domestic economic development to be significant factors, alongside product price and performance. National budgets and political constraints will therefore strongly influence whether, and if so when, contracts are signed with KONGSBERG.

As a consequence of the announced rights issue in connection with the acquisition of Rolls-Royce Commercial Marine, the Group will not make any forecasting comments in this report.

Kongsberg, 25 October 2018

The Board in Kongsberg Gruppen ASA

Key figures by quarter

KONGSBERG 2018 2017 2016
MNOK 2018 Q3 Q2 Q1 2017 Q4 Q3 Q2 Q1 2016 Q4 Q3 Q2 Q1
Operating revenues 10 233 3 154 3 525 3 554 14 490 3 757 3 279 3 733 3 721 15 845 3 952 3 428 4 125 4 340
EBITDA 874 347 241 286 1 279 459 274 207 339 1 217 334 (40) 515 408
EBITDA % 8,5 11,0 6,8 8,0 8,8 12,2 8,4 5,5 9,1 7,7 8,5 (1,2) 12,5 9,4
New orders 12 715 4 477 5 299 2 939 13 430 5 015 2 429 2 535 3 451 14 319 3 012 4 067 3 491 3 749
Order backlog 17 602 17 602 16 419 14 814 15 629 15 629 14 298 15 308 16 672 16 914 16 914 17 858 18 069 18 718
EBIT 539 240 124 175 772 299 162 91 220 692 188 (162) 383 283
EBIT % 5,3 7,6 3,5 4,9 5,3 8,0 4,9 2,4 5,9 4,4 4,8 (4,7) 9,3 6,5
KONGSBERG
MARITIME
2018 2017 2016
MNOK 2018 Q3 Q2 Q1 2017 Q4 Q3 Q2 Q1 2016 Q4 Q3 Q2 Q1
Operating revenues 5 504 1 798 1 910 1 796 7 429 1 877 1 815 1 969 1 768 8 597 2 059 1 849 2 294 2 395
EBITDA 454 205 115 134 589 228 161 60 140 226 55 (272) 206 237
EBITDA % 8,2 11,4 6,0 7,5 7,9 12,1 8,9 3,0 7,9 2,6 2,7 (14,7) 9,0 9,9
New orders 7 031 3 024 2 107 1 900 7 336 1 693 1 670 1 813 2 160 7 940 1 156 1 957 1 943 2 884
Order backlog 5 975 5 975 4 919 4 740 4 820 4 820 4 908 5 197 5 519 5 137 5 137 5 952 6 666 7 002
EBIT 347 176 78 93 368 146 117 13 92 18 (1) (319) 154 184
EBIT % 6,3 9,8 4,1 5,2 5,0 7,8 6,4 0,7 5,2 0,2 (0,0) (17,3) 6,7 7,7
KONGSBERG
DEFENCE &
AEROSPACE
2018 2017 2016
MNOK 2018 Q3 Q2 Q1 2017 Q4 Q3 Q2 Q1 2016 Q4 Q3 Q2 Q1
Operating revenues 4 206 1 180 1 441 1 585 6 333 1 683 1 281 1 591 1 778 6 316 1 711 1 379 1 534 1 692
EBITDA 492 120 200 172 612 221 61 142 188 820 269 171 204 176
EBITDA % 11,7 10,2 13,9 10,9 9,7 13,1 4,8 8,9 10,6 13,0 15,7 12,4 13,3 10,4
New orders 5 115 1 272 3 045 798 5 376 3 168 648 559 1 001 5 426 1 632 1 932 1 276 586
Order backlog 10 867 10 867 10 772 9 170 9 956 9 956 8 476 9 115 10 150 10 910 10 910 11 055 10 491 10 756
EBIT 312 58 137 117 409 165 13 93 138 626 220 122 154 130
EBIT % 7,4 4,9 9,5 7,4 6,5 9,8 1,0 5,8 7,8 9,9 12,9 8,8 10,0 7,7

From Q1 2018, profit from real estate intercompany rental is no longer distributed to the business areas. Historical figures have been changed and reflect these changes in this report.

Condensed income statement

1.7 - 30.9 1.1 - 30.9
MNOK Note 2018 2017 2018 2017 2017
Operating revenues 4 3 154 3 279 10 223 10 733 14 490
Operating expenses 7 (2 837) (3 049) (9 449) (10 027) (13 398)
Share of net income from joint arrangements and associated companies 6 30 44 90 114 187
EBITDA 4,12 347 274 874 820 1 279
Depreciation of property, plant and equipment (86) (86) (263) (263) (353)
Impairment of property, plant and equipment - - - - (40)
EBITA 4,12 261 188 611 557 886
Amortisation of intangible assets (21) (26) (72) (84) (114)
EBIT 12 240 162 539 473 772
Net finiancial items 6 (45) (34) (86) (85) (118)
Earnings before tax (EBT) 195 128 453 388 654
Income tax expenses 10 (40) (49) (93) (99) (95)
Earnings after tax 155 79 360 289 559
Attributable to:
Equity holders of the parent 155 79 361 289 554
Non-controlling interests - - (1) - 5
Earnings per share (EPS)/EPS diluted in NOK 1,29 0,66 3,01 2,41 4,62

Condensed statement of comprehensive income

1.7 - 30.9 1.1 - 30.9
MNOK Note 2018 2017 2018 2017 2017
Earnings after tax 155 79 360 289 559
Comprehensive income for the period:
Items to be reclassified to profit or loss in subsequent periods:
Change in fair value, financial instruments
- Cash flow hedges (currency futures and interest rate swaps) 6 (70) 233 35 457 509
Tax effect cash flow hedges 16 (56) (8) (110) (124)
(Currency futures and interest rate swaps)
Translation differences and hedge of net investments (currency) 12 (155) (142) 11 211
Total items to be reclassified to profit or loss in subsequent periods (42) 22 (115) 358 596
Items not to be reclassified to profit or loss:
Actuarial gains/losses pensions - - - - (76)
Income tax on items remaining in equity - - - - 18
Total items not to be reclassfied to profit or loss - - - - (58)
Comprehensive income after tax 113 101 245 647 1 097

Condensed statement of financial status

30.9 30.6 31.12*
MNOK Note 2018 2018 2017
Property, plant and equipment 2 525 2 572 2 658
Intangible assets 7 2 849 2 830 2 803
Shares in joint arrangements and associated companies 5 3 207 3 178 3 358
Other non-current assets 195 200 204
Total non-current assets 8 776 8 780 9 023
Inventories 1,2 2 180 2 122 1 873
Trade receivables 1,2 2 745 3 047 2 755
Customer contracts, asset 1,2 2 979 2 976 3 498
Other current assets 1,2 533 530 571
Cash and cash equivalents 2 990 2 630 2 956
Total current assets 11 427 11 305 11 653
Total assets 20 203 20 085 20 676
Issued capital 982 982 982
Retained earnings 6 239 6 073 6 473
Fair value of financial instruments (97) (44) (124)
Non-controlling interests 40 40 34
Total equity 7 164 7 051 7 365
Long-term interest-bearing loans 6 3 019 3 337 3 340
Other non-current liabilities and provisions 3 2 026 2 035 2 080
Total non-current liabilities and provisions 5 045 5 372 5 420
Customer contracts, liabilities 1,2 4 519 4 210 4 128
Short-term interest-bearing loans 5 307 - -
Other current liabilities and provisions 1,2 3 168 3 452 3 763
Total current liabilities and provisions 7 994 7 662 7 891
Total equity, liabilities and provisions 20 203 20 085 20 676
Equity ratio (%) 35,5 35,1 35,6
Net interest-bearing liabilities 336 707 384

* In connection with the implementation of IFRS 15 from 1.1.2018 some of the lines in Statement of financial status are restated. See note 2 "new standards as from 1.1.2018" for more information.

Condensed statement of changes in equity

30.9. 30.6 31.12.
MNOK 2018 2018 2017
Equity opening balance 7 365 7 365 6 725
Comprehensive income accumulated 245 29 1 097
Dividends (450) - (450)
Treasury share (3) (84) (2)
Dividends non-controlling interests (5) - (3)
Change in non-controlling interests 12 (3) (2)
Equity closing balance 7 164 7 307 7 365

Condensed cash flow statement

1.7 - 30.9
1.1 - 30.9
MNOK
Note
2018 2017 2018 2017 2017
Earnings before interest, tax depreciation and amortisation 347 274 874 820 1 279
Change in net current assets and other operating related items 115 (470) (9) 330 1 620
Net cash flow from operating activities 462 (196) 865 1 150 2 899
Acquisition/disposal of property, plant and equipment (43) (44) (153) (223) (328)
Net payment for acquisition/disposal of subsidiaries, joint
arrangements and associated companies.
- - (10) - -
Net payment for the acquisition/disposal of shares - - - (6) (11)
Other investing activities including capitalised self-financed (38) (47) (96) (148) (189)
development
Net cash flow from investing activities (81) (91) (259) (377) (528)
Net new loans raised (2) (269) (8) (453) (740)
Net interests received (paid) (18) (25) (64) (82) (110)
Net payments for the azquisition/disposal of treasury shares - - (20) (18) (18)
Transactions with non-controlling interests - - (5) - (3)
Dividends paid to equity holders of the parent - - (450) (450) (450)
- of which dividends from treasury shares - - 2 2 2
Net cash flow from financing activities (20) (294) (545) (1 001) (1 319)
Effect of changes in exchange rates on cash and cash
equivalents
(1) (37) (27) (21) 16
Net change in cash and cash equivalents 360 (618) 34 (249) 1 068
Cash and cash equivalents opening balance 2 630 2 257 2 956 1 888 1 888
Cash and cash equivalents closing balance 2 990 1 639 2 990 1 639 2 956

Note 1 | General information and principles

General information

The consolidated financial statements for Q3 (interim financial statements) apply to Kongsberg Gruppen ASA, its subsidiaries and shares in joint arrangements and associated companies that are recognised according to the equity method.

Principles

Interim financial statements are compiled in accordance with IAS 34 (interim reporting), stock exchange regulations and the additional requirements of the Securities Trading Act. Interim financial statements do not include the same amount of information as the full financial statements and should be read in the context of the consolidated financial statements for 2017. The consolidated financial statements for 2017 were prepared in compliance with the Norwegian Accounting Act and international standards for financial reporting (IFRS) laid down by the EU.

The consolidated financial statements for 2017 are available at www.kongsberg.com. New standards that have been applied in 2018 are described in Note 2 of this report.

The interim financial statements have not been audited.

Note 2 | New standards as of 1.1.2018

KONGSBERG has implemented two new accounting standards with effect from 1 January 2018: IFRS 9 Financial instruments and IFRS 15 Revenue from contracts with customers. The interim financial statements as from Q1 2018 were compiled according to these accounting standards. Implementation of the new standards did not have a significant impact on the income statement or equity for 2017.

IFRS 9 Financial instruments

IFRS 9, Financial instruments, addresses the classification, measurement and recognition of financial assets and financial liabilities, as well as hedge accounting. The standard replaces IAS 39. The implementation of IFRS 9 did not involve any major changes compared to how the Group reported according to IAS 39.

IFRS 15 Revenues from contracts with customers

According to IFRS 15, revenue is recognised when the customer gains control over goods or services. The standard also introduces a five-step method for assessing the timing of revenue. This includes an assessment of whether or not contracts should be split into part-deliveries, price allocation for delivery obligations and whether revenue should be recognised during production or upon delivery. The standard replaces IAS 18 Revenue and IAS 11 Construction contracts and related interpretations. KONGSBERG has carried out comprehensive assessments of contracts with customers as regards the impact of the standard on the consolidated financial statements, and has reached the following conclusions:

  • The Group largely recognised revenue based on the project's percentage completion in accordance with IAS 11, with progress of completion normally being calculated based on costs incurred compared to total anticipated costs. KONGSBERG has maintained this practice following the implementation of IFRS 15 on 1 January 2018.
  • Customer contracts that involve the delivery of several more or less identical units (serial delivery) are considered as a single performance obligation according to IFRS 15. The Group has several customer contracts of this type, which in 2017 were considered to be separate deliveries and recognised as revenue upon delivery according to IAS 18. The change had no significant impact on contracts that were delivered in 2017, but may

have an effect on revenue recognition of customer contracts involving serial deliveries in the future.

• IFRS 15 contains more detailed provisions than IAS 11 and IAS 18. This concerns the recognition of contingent considerations, costs associated with tenders, waste cost, financing elements in contracts and costs associated with meeting contractual obligations. These provisions do not affect KONGSBERG to any significant extent.

The standard contains new requirements regarding notes which will be implemented in the 2018 financial statements.

In connection with the implementation of IFRS 15, we have also revised the practising of the accounting principles in the segments. We have revised our definitions of the individual accounting lines under working capital (see the definition in Note 12) and reclassifications were made which affected "Inventories", "Trade receivables", "Customer contracts, assets", "Other current assets", "Customer contracts, liabilities" and "Other current liabilities and provisions", but not total working capital. The results of the changes are shown below.

Effect on Statement of financial status 31.12.2017:

REPORTED CHANGE RESTATED COMMENTS
Increase/
31.12.2017 (decrease) 31.12.2017
Inventories 2 961 (2 088) 1 873 a)
Trade receivable 2 117 638 2 755 b)
Customer contracts, asset 2 018 1 480 3 498 c)
Other non-current assets 768 (197) 571 d)
Total decrease assets (167)
Customer contracts, liabilities 3 388 740 4 128 e)
Other non-current liabilities and provisions 4 670 (907) 3 763 f)
Total decrease liabilities (167)

a) Inventories

Until 1 January 2018, KONGSBERG classified goods purchased for specific customer contracts and parts of projects in progress as inventories. When implementing IFRS 15, this part of inventories was reclassified as "Customer contracts, assets" and "Customer contracts, liabilities".

From 1 January 2018, KONGSBERG defines inventories as follows: "Inventories of raw materials, work in progress and finished products that are not related to specific customer contracts."

b) Trade receivables

Until 1 January 2018, trade receivables relating to long-term production costs were recognised at net value against recognised prepayments within the same contract. From 1 January 2018, trade receivables are reported at the value of outstanding invoiced amounts adjusted down for provisions for losses. Upon updating of the comparative figures, reclassification was implemented with the counter-item "Customer contracts, liabilities".

c) Customer contracts, assets

With the exception of trade receivables, KONGSBERG has collected together all asset items associated with customer contracts on this line. This includes accrued, non-invoiced revenue, prepayments to subcontractors, goods which have been purchased or allocated to customer contracts, but which have not been altered or led to progress being made on the project and work in progress for projects that are recognised upon delivery. Until 1 January 2018, balance sheet items relating to long-term production costs were reported on a separate line as "Construction contracts in progress, assets", while assets relating to sales that were recognised upon delivery were classified as "Inventories" and "Other short-term receivables".

d) Other current assets

Prepayments to suppliers in connection with customer contracts and the accrual of revenue in connection with customer contracts were reclassified to the balance sheet line "Customer contracts, assets" when the comparative figures for 2017 were changed.

e) Customer contracts, liabilities

With the exception of trade payables, all liabilities relating to customer contracts are collected together on this line. Similar assets, balance sheet items for customer contracts that are recognised according to progress are presented together with assets that are recognised upon delivery. Revenue and cost accruals relating to customer contracts that are recognised upon delivery were reclassified from "Other current liabilities" when the comparative figures for 2017 were changed.

f) Other current liabilities

See the explanation of the reclassification under point e) above.

Note 3 | Estimates

Preparation of the interim financial statements involves assessments, estimates and assumptions that impact on the use of accounting principles and recognised amounts for assets and liabilities, revenues and costs. Actual results may deviate from these estimates. The key assessments in connection with the application of the Group's accounting principles, and the biggest sources of uncertainty, remain the same as when the 2017 consolidated financial statements were prepared.

Note 4 | Segment information

OPERATING REVENUES EBITDA EBIT
1.7. - 30.9. 1.1. - 30.9. 1.7. - 30.9. 1.1. - 30.9. 1.7. - 30.9. 1.1. - 30.9.
MNOK 2018 2017 2018 2017 2017 2018 2017 2018 2017 2017 2018 2017 2018 2017 2017
KM 1 798 1 815 5 504 5 552 7 429 205 161 454 361 589 176 117 347 222 368
KDA 1 180 1 281 4 206 4 650 6 333 120 61 492 391 612 58 13 312 244 409
Other 176 183 523 531 728 22 52 (72) 68 78 6 32 (120) 7 (5)
GROUP 3 154 3 279 10 233 10 733 14 490 347 274 874 820 1 279 240 162 539 473 772

Other activities consist of Kongsberg Digital (KDI), real property, group functions and eliminations between the business areas. From Q1 2018, profit from real property intercompany rental is no longer distributed to the business areas. The comparative figures have been updated.

Note 5 | Shares in joint arrangements and associated companies

Specification of movement in the balance sheet "Shares in joint arrangements and associated companies" 1 January – 30 September.:

MNOK Owner
ship
Carrying
amount
1.1.18
Additions in
the period
Dividends
received in
the period
Share of net
income in
the period 1)
Other items and
comrehensive
income in the
period
Carrying
amount
30.9.18
Patria Oyj 49,9 % 2 806 - (81) 14 (93) 2 646
Kongsberg Satellite Services AS 50,0 % 388 - (55) 82 - 415
Other - 164 (2) (10) (6) - 146
Total 3 358 (2) (146) 90 (93) 3 207

1) The profit/loss is included after tax and amortisation of excess value.

Bridge between EBITDA and KONGSBERG's share of Patria's result after tax.

1.7. - 30.9. 1.1. - 30.9. 1.1 - 31.12
2018 2018 2017
Millions EUR NOK EUR NOK EUR NOK
EBITDA 10 26 55
Financial items, taxes, depreciations and amortisation (5) (14) (25)
Net income after tax 5 12 30
KONGSBERG's share (49,9 %) 1) 18 46 121
Amortisation of excess value after tax (11) (32) (46)
Share of net income recognised in KDA for the period 7 14 75

1) Share of Patria's net income after tax adjusted for minority interests.

Note 6 | Financial instruments

Loans and credit facilities

The bond loan KOG07 with a nominal value of NOK 250 million, in addition to associated interest rate swaps with a fair value of NOK 4 million, have in Q3 been reclassified from long-term debt to short-term debt. The loan has a fixed interest rate of 4.8 per cent and matures on 11 September 2019. Associated interest rate swaps (fixed to floating) mature at the same time as the loan. Apart from this, the Group has reclassified other interest-bearing loans at a nominal value of NOK 53 million to short-term debt.

Long-term loans:

30.9.2018 31.12.2017
Amount in MNOK Due date Nominal interest
rate
Value 1) Value 1)
Bond issue KOG07 - fixed interest rate 3) 11.9.19 4,80 % - 250
Bond issue KOG08 - floating interest rate 2.6.21 2,28 % 1 000 1 000
Bond issue KOG09 - fixed interest rate 2.6.26 3,20 % 1 000 1 000
Bond issue KOG10 - floating interest rate 5.3.20 1,94 % 550 550
Bond issue KOG11 - fixed interest rate 5.12.23 2,90 % 450 450
Other long-term loans 2) 19 80
Interest rate swaps 3) - 10
Total long-term loans 3 019 3 340
Syndicated credit facility (unused borrowing limit) 15.3.22 2 300 2 300

1) Value is equal to nominal amount. For long-term loans, the carrying amount is equal to the nominal amount.

2) "Other long-term loans" consists of smaller loans in local banks in some of the Group's subsidiaries

3) The bond loan KOG07 with a nominal value of NOK 250 million, in addition to associated interest rate swaps with a fair value of NOK 4 million, have been reclassified from long-term debt to short-term debt as of 30 September.

Forward exchange contracts and interest rate swaps

The fair value of balances classified as cash flow hedges increased by NOK 35 million2) before tax during the period 1 January – 30 September 2018. Of this amount, the change in fair value of forward exchange contracts accounted for a reduction of NOK 83 million during the same period. The end of quarter spot rates were USD/ NOK 8.18 and EUR/NOK 9.47.

Forward exchange contracts classified as cash fllow hedges:

Due in 2018 Due in 2019 or later
MNOK
(before tax)
Value based
on agreed
exchange rates
Fair value at
30.09.18 1)
Value based
on agreed
exchange rates
Fair value at
30.09.18 1)
Value based
on agreed
exchange rates
Change in fair
value from
31.12.17
Fair value at
30.09.18 1)
EUR (584) (20) (1) - (585) (15) (20)
USD 2 098 61 29 (2) 2 127 49 59
Other 3) (24) - (5 444) (96) (5 468) (117) (96)
Sum 1490 41 (5 416) (98) (3 926) (83) (57)
Roll-over of
currency futures
- (10) - (36) - 76 (46)
Total 1 490 31 (5 416) (134) (3 926) (7) 2) (103)

1) Fair value is calculated as the difference between the spot rate at 30 September 2018 and the forward rates on currency contracts.

2) The difference between these two figures i.e. MNOK 42, is ascribable to a change in fair values of basis swaps and interest rate swaps.

3) The acquisition of Rolls-Royce Commercial Marine (GBP 500 million) is hedged by a Deal Contingency Forward (conditional currency hedge

without any risk to KONGSBERG).

Note 7 | Self-financed development

Self-financed product maintenance, research and development recognised via the income statement during the period:

1.7 - 30.9 1.1 - 30.9
MNOK 2018 2017 2018 2017 2017
Product maintenance 57 54 194 207 272
Research and development cost 128 150 490 476 663
Total 185 204 684 683 935

Self-financed development recognised via the balance sheet during the period:

1.7 - 30.9 1.7 - 30.9
MNOK 2018 2017 2018 2017 2017
Additions self-financed development 33 45 87 145 187

With reference to the table above, digital platform (Kognifai) in KDI represent the major part of the accrued selffinanced development, both for Q3 and accumulated this year.

The largest capitalised projects relate to the development of a digital platform (Kognifai), JSM, weapon stations (including MCT-30) and remote towers for airports.

Note 8 | Related parties

The Board is not aware of any changes or transactions in Q3 associated with related parties that in any significant way affects the Group's financial position and profit for the period.

Note 9 | Important risk and uncertainty factors

The Group's risk management is described in the 2017 annual report. No new significant risk and uncertainty factors emerged during the quarter.

Note 10 | Tax

The effective tax rate as of Q3 is calculated to be 20.5 per cent. The effective tax rate is affected by the fact that shares of net income from associated companies are recognised after tax.

Note 11 | Acquisition of Rolls-Royce Commercial Marine

On 6 July 2018, KONGSBERG entered into an agreement concerning the acquisition of Rolls-Royce Commercial Marine (RRCM) from Rolls-Royce Plc. The parties have agreed to value Rolls-Royce Commercial Marine at GBP 500 million. The final purchase price will depend on Rolls-Royce Commercial Marine's cash holdings, debt and working capital at the time of the transaction. See page 9 for more information.

Note 12 | Definitions

KONGSBERG uses terms in the consolidated financial statements that are not anchored in the IFRS accounting standards. Our definitions and explanations of these terms follow below.

EBITDA/EBITA/EBIT are considered by KONGSBERG to be normal accounting terms, but they are not included in the IFRS accounting standards. EBITDA is an abbreviation for "Earnings Before Interest, Taxes, Depreciation and Amortisation". KONGSBERG uses EBITDA in the income statement as a summation line for other accounting lines. These accounting lines are defined in our accounting principles, which form part of the financial statements for 2017. The same applies to EBITA and EBIT.

Net interest-bearing debt is the net amount of the accounting lines "Cash and cash equivalents", "Long-term interest-bearing loans" and "Short-term interest-bearing loans".

Restructuring costs are defined by KONGSBERG as salaries and employer's National Insurance contributions upon termination of employment (such as severance pay and gift pension) in connection with workforce reductions. In addition to this are rent and other related costs and any one-off payments in the event of the premature termination of tenancy agreements for premises that are vacated, along with certain other costs relating to restructuring processes.

Return on Average Capital Employed (ROACE) is defined as the 12-month rolling EBIT divided by the 12-month mean of recognised equity and net interest-bearing debt.

Working capital is defined as current assets minus cash and cash equivalents, non-interest-bearing current liabilities (except tax payable) and financial instruments recognised at fair value.

Book/bill is order intake divided by operating revenues.

Disclaimer: In the event of any discrepancy between the Norwegian and English versions of KONGSBERG's quarterly reports, the Norwegian version is the authoritative one.

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