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Lagercrantz Group Interim / Quarterly Report 2024

May 17, 2024

2936_10-k_2024-05-17_44b17486-c7cd-44ce-8d46-4405c1a50712.pdf

Interim / Quarterly Report

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YEAR-END REPORT 2023/24

FOURTH QUARTER (1 JANUARY – 31 MARCH 2024)

  • Net revenue increased by 6% to MSEK 2,159 (2,040).
  • Operating profit (EBITA) increased by 14% to MSEK 390 (343), where the EBITA margin increased to 18.1% (16.8).
  • Profit after financial items (EBT) increased by 10% to MSEK 298 (272).
  • Cash flow from operating activities amounted to MSEK 378 (418).
  • Profit after taxes increased by 13% to MSEK 240 (213).

12 MONTHS (1 APRIL 2023 – 31 March 2024)

  • Net revenue increased by 12% to MSEK 8,129 (7,246).
  • Operating profit (EBITA) increased by 19% to MSEK 1,431 (1,205), where the EBITA margin increased to 17.6% (16.6).
  • Profit after financial items (EBT) increased by 15% to MSEK 1,116 (968).
  • Cash flow from operating activities increased by 24% to MSEK 1,327 (1,070).
  • Return on equity amounted to 27% (29) and the equity ratio was 35% (37).
  • Profit after taxes increased by 16% to MSEK 877 (758) and earnings per share after dilution increased by 15% to SEK 4.25 (3.70).
  • The Board of Directors proposes an increased dividend by 19% to SEK 1.90 (1.60) per share.
  • During the financial year, nine acquisitions were completed with total annual revenue of approximately MSEK 1,175, equivalent to 16% of the net revenue in the previous 2022/23 financial year.
GROUP OVERVIEW 3 months
Financial year
Amounts in MSEK 31 Mar
2024
31 Mar
2023
Δ 31 Mar
2024
31 Mar
2023
Δ
Net revenue 2,159 2,040 6% 8,129 7,246 12%
EBITA 390 343 14% 1,431 1,205 19%
EBITA margin, % 18.1 16.8 17.6 16.6
Profit after financial items 298 272 10% 1,116 968 15%
Profit after taxes 240 213 13% 877 758 16%
Earnings per share, after dilution, SEK 1.16 1.03 13% 4.25 3.70 15%
Return on equity, % - - 27 29
Equity ratio, % 35 37 35 37

14% EBITA growth Q4

18.1% EBITA margin Q4

15% EBT growth 2023/24

MSEK 1,327 cash flow 2023/24

CEO COMMENT

"An increasingly strong platform for future growth"

Lagercrantz sums up another successful financial year 2023/24. For the full-year, the operating profit (EBITA) increased by 19% to MSEK 1,431 and the EBITA margin strengthened by a further percentage point to a good 17.6%. Earnings per share thus reached SEK 4.25, an increase of 15% compared to the previous year and a new record level for the 14th consecutive year. In addition, cash flow from operating activities increased by 24% to MSEK 1,327 and we have completed nine exciting acquisitions, which add a good 16% in annual business volume with high margin content.

The past year

In relation to markets, the year as a whole was stable for the Group's businesses. Demand was generally strong for most businesses in the Niche Products division, in electrification, for our safety products and in the marine segment, while more sluggish demand was noted from customers in segments such as infrastructure, building and construction. The Group is not unaffected by the economic situation, and we saw a lower growth rate during the year, but our many businesses provide a good diversification in terms of products, customers and geographies. The strength of our decentralised structure is again proving to be very successful when our subsidiary management teams are focused on clear targets and adapt costs, investments and initiatives to the prevailing situation with their particular customers and in their particular market.

Consistent strategy behind successes

Behind Lagercrantz Group's strong performance, lies the strategy and way of working that we have consistently applied for many years. The organisational model incorporating businessmanship, decentralisation and management by objectives is well-established. Each subsidiary works according to clearly-defined earnings and working capital targets as part of a business plan, which is adopted annually, involving concrete measures and initiatives. Management by objectives also encourages the identification of new opportunities and the making of adjustments when the market shows limited growth.

The acquisition strategy is another important success factor. We consistently acquire proven profitable B2B technology companies, preferably companies with proprietary products and with strong market positions in niches. In recent years, we have aligned each division with attractive sustainability-oriented sectors where there is underlying structural growth. In addition, we have further increased the responsibility of the divisions for acquisitions, which has had the desired effect in terms of the number and quality of the acquisition opportunities we evaluate. The goal is to acquire an average of at least 10% of the Group's total annual business volume which currently means 8-12 new companies. We see that Lagercrantz's approach to nurturing and further developing owner-led technology companies in particular, is increasingly attracting entrepreneurs. They see our success with other previous acquisitions and have great confidence in our ownership concept and governance model without an exit horizon.

The growth in recent years has also meant that along the way we have successfully expanded our geographical scope. We have involved more employees in acquisition activities and we now have several newly acquired companies in the UK, and we are also growing in Germany, the Netherlands and in the US. We are growing both in existing technology areas, but we are also looking at new areas, which has resulted in a marine cluster of companies in the International division, for instance.

Our corporate governance is focused on vision and goal setting. We want to grow our profit by 15% per year over a business cycle and we want to do it with high profitability, which means a return on equity of not less than 25%. This profit target means that the Group's profit will double every five years and we expressed this clearly when we set the goal of SEK 1 billion in profit after net financial items. This clarification was energising and helped by a favourable market, hard work and fine acquisitions, we reached the goal already in summer 2023, i.e. after just over two years instead of the target of 5 years. During autumn 2023, we therefore set the bar at doubling our profit again to SEK 2 billion within 5 years. This feels very exciting and demonstrates our strong confidence in our business concept and governance model.

In recent years, our focus on sustainability has increased. This has been a natural part of our business for a long time, and we have clarified our ambitions in the form of goals to more clearly contribute to the green transition. Measure methods are now being introduced to meet requirements, including according to the CSRD, but we have also worked for three years now with concrete targets that are followed up at a subsidiary level. These targets are leading to improvements internally in the businesses and we also have many projects underway concerning new products and solutions for our customers.

By way of conclusion, I would like to take this opportunity to thank all the employees throughout the Group. Every company's contribution to the Group is important and I am genuinely grateful for all the fine efforts and initiatives that are taking place in the Group's almost 80 subsidiaries and also at a divisional and Group level. Thank you.

Outlook

Against this backdrop, I am optimistic despite the current global and economic situation. In the near term, we see that some of our businesses are continuing to be impacted by the economic situation, but we also see improvements in other places. If interest rates and inflation now fall, the willingness to invest should gradually return. The situation remains difficult to judge, but we have strong confidence in the ability of our decentralised organisation to adapt. In the longer term, the Group's broad exposure with niche B2B technology companies in attractive sectors such as electrification, infrastructure and security & safety solutions, provides stability and good growth opportunities.

17 May 2024

Jörgen Wigh President and CEO

THE GROUP'S PERFORMANCE

NET REVENUE AND PROFIT

Fourth quarter (January – March 2024)

The market situation remained stable at a good level for most of the Group's businesses during the fourth quarter of the financial year. However, order intake and sales were negatively affected by high comparative figures and by fewer working days compared to the previous year, when Easter fell in the following quarter.

The volatility between different businesses increased slightly during the period, where several companies focused on infrastructure, building and construction continued to see a slowdown. Demand was strongest in the Niche Products division and slightly weaker in the TecSec and Electrify divisions.

Net revenue in the fourth quarter increased by 6% to MSEK 2,159 (2,040), where acquisitions contributed 11%. The organic revenue growth adjusted for the Easter effect amounted to minus 3%, and unadjusted to minus 6%. Exchange rate fluctuations impacted net revenue positively by 1%.

Operating profit (EBITA) increased by 14% to MSEK 390 (343) and the EBITA margin increased to 18.1% (16.8), where three of the Group's five divisions strengthened their operating profit and EBITA margins.

Profit after financial items increased by 10% to MSEK 298 (272), a new record for a single quarter. Net financial items amounted to MSEK -45 (-32), of which net interest items amounted to MSEK -34 (-24). Currency translation effects, primarily on foreign currency loans, amounted to MSEK -10 (-7).

Profit after taxes increased by 13% to MSEK 240 (213) and the effective tax rate amounted to 20% (22).

The financial year 2023/24 (April 2023 – March 2024)

The market situation for the full-year was positive for most of the Group's businesses with a slightly lower growth rate during the latter part of the year.

During the financial year, consolidated net revenue increased by 12% to MSEK 8,129 (7,246), where acquisitions contributed 11% and the organic growth was minus 1%. Exchange rate fluctuations had a positive impact of 2%.

Operating profit (EBITA) increased by 19% to MSEK 1,431 (1,205) and the EBITA margin strengthened to 17.6% (16.6), a new record level where all divisions, apart from Control, contributed to improved earnings and margins. The higher EBITA margin was mainly driven by mix changes and increased value creation, which was reflected in higher gross margins and additional good profitability in newly acquired companies.

Profit after financial items increased by 15% to MSEK 1,116 (968), a new record level for the Group. Net financial items amounted to MSEK -140 (-94), of which net interest items amounted to MSEK -133 (-73) and currency translation effects amounted to MSEK -8 (-20).

Profit after taxes increased by 16% to MSEK 877 (758) and the effective tax rate amounted to 21% (22). Earnings per share after dilution increased by 15% to SEK 4.25 (3.70).

Net revenue and Profit after financial items, moving 12 months

PERFORMANCE BY DIVISION

Net revenue Operating profit (EBITA) and operating margin
MSEK 3 months
Jan-Mar
2023/24
3 months
Jan-Mar
2022/23
Financial
year
2023/24
Financial
year
2022/23
3 months
Jan-Mar
2023/24
3 months
Jan-Mar
2022/23
Financial
year
2023/24
Financial
year
2022/23
Electrify 449 463 1,801 1,677 66 78 312 283
Operating margin 14.7% 16.8% 17.3% 16.9%
Control 198 203 750 746 40 39 117 119
Operating margin 20.2% 19.2% 15.6% 16.0%
TecSec 518 516 2,065 1,748 85 95 367 303
Operating margin 16.4% 18.4% 17.8% 17.3%
Niche Products 596 524 2,012 1,871 134 107 426 375
Operating margin 22.5% 20.4% 21.2% 20.0%
International 398 334 1,501 1,204 70 49 252 185
Operating margin 17.6% 14.7% 16.8% 15.4%
Parent Company/consolidation
items
- - - - -5 -25 -43 -60
GROUP TOTAL 2,159 2,040 8,129 7,246 390 343 1,431 1,205
Operating margin 18.1% 16.8% 17.6% 16.6%
Amortisation, intangible assets -47 -39 -175 -143
Financial items -45 -32 -140 -94
PROFIT BEFORE TAXES 298 272 1,116 968

NET REVENUE AND PROFIT BY DIVISION FOURTH QUARTER

Electrify

The Electrify division's net revenue decreased by 3% to MSEK 449 (463), where 5% was added through acquisitions and -8% organically. Operating profit (EBITA) decreased by 15% to MSEK 66 (78), equivalent to an operating margin of 14.7% (16.8).

Several units in Electrify noted a weaker market situation and were also challenged by generally strong comparative figures and the Easter effect. However, Elpress and the cabling businesses continued to show a positive development with deliveries to power grid builders in the Nordic countries and increased demand from the wind power industry.

Despite a generally weak season for infrastructure companies, several businesses delivered relatively strong earnings, but without major project deliveries during the quarter this year, which amounted to approximately MSEK 20 in the previous year.

In March, takeover occurred of the acquisition Nordic Road Safety, a leading provider of certified road safety barrier systems and noise barriers. The company got off to a good start in the Group, despite a weak season with a lot of snow in northern Sweden.

Control

The Control division's net revenue for the quarter amounted to MSEK 198 (203), of which -2% was organic. Operating profit (EBITA) increased by 3% to MSEK 40 (39), equivalent to an operating margin of 20.2% (19.2).

Control delivered a stable quarter, where in particular Radonova, Direktronik, Leteng and Load Indicator had a positive development.

Meanwhile, some businesses noted a continued challenging market situation. One example is Precimeter, which was impacted by the fact that the European aluminium industry has reduced production due to increased energy prices.

TecSec

The TecSec division's net revenue amounted to MSEK 518 (516), 10% was added through acquisitions and - 11% organically. Operating profit (EBITA) decreased to MSEK 85 (95), equivalent to an operating margin of 16.4% (18.4).

Several of the profit centres in the division reported a stable quarter while a few of the more constructionrelated businesses such as CWL and R-CON were impacted by weaker market conditions. In addition, the

year-on-year comparison was impacted by the Easter effect and strong comparative figures in the previous year. The business situation is still estimated to be favourable for several businesses, where ISG Nordic, PcP, Door and Joinery, ARAS and Idesco reported a good performance.

The new acquisitions Fireco in the UK and Suomen Diesel Voima in Finland delivered good improvements in earnings as planned.

Niche Products

The Niche Products division's net revenue increased by 14% to MSEK 596 (524), of which 14% was added through acquisitions and -1% organically. Operating profit (EBITA) increased by 25% to MSEK 134 (107), equivalent to an operating margin of 22.5% (20.5).

Niche Products delivered a strong fourth quarter with a positive development and a favourable market situation for most of the division's businesses. Good improvements in earnings were noted on a relatively broad front, and particularly for Wapro, Asept, the brush companies SIB and Sajas, Thermod and Vendig. Tormek also reported a good quarter and overall delivered its best profit for the year to date.

In December, MH Modules was acquired, a subsystem supplier to the automation industry, and in February, Prido was acquired, a leading Swedish manufacturer of high-quality industrial folding doors. Both of these businesses have got off to a good start in Lagercrantz.

International

The International division's net revenue increased by 20% to MSEK 398 (333), where 22% was added through acquisitions and -4% organically. Operating profit (EBITA) increased by 43% to MSEK 70 (49), equivalent to an operating margin of 17.6% (14.6).

The International division delivered a strong fourth quarter with good growth through acquisitions and fine improvements in margins. Good improvements in earnings were noted, in particular for the marine businesses Libra in Norway and Tebul in Finland. Schmitztechnik in Germany and E-tech in the UK also delivered good profits, while NST, G9 and several of the ACTE companies were unable to match last year's strong performance.

The recently acquired businesses Glova Rail in Denmark as well as Supply Plus and DP Seals in the UK generally delivered good results as part of Lagercrantz.

PROFITABILITY AND FINANCIAL POSITION

Return on equity amounted to 27% (29) and the return on capital employed was 20% (22).

The Group's metric for return on working capital (P/WC) amounted to 77% (78).

The equity ratio at the end of the period was 35% (37). Equity per share amounted to SEK 16.84 (14.61).

The Group's operating net debt increased due to the recent acquisitions and at the end of the period amounted to MSEK 2,438 (1,902).

The Group's net indebtedness, including pension liability of MSEK 63 (55) and lease liability of MSEK 456 (370), amounted to MSEK 2,956 (2,327) at the end of the period.

CASH FLOW AND CAPITAL EXPENDITURES

Cash flow from operating activities amounted to MSEK 378 (418) for the fourth quarter and MSEK 1,327 (1,070) for the full-year, where the change was mainly explained by an increased profit.

Acquisitions and disposals, including settlement of contingent consideration relating to acquisitions carried out in previous years, amounted to MSEK -683 (-44) in the fourth quarter and to MSEK -1,175 (-846) for the financial year.

Net investments in non-current assets amounted to MSEK -35 (-53) for the fourth quarter and to MSEK -119 (-171) for the financial year.

OTHER FINANCIAL INFORMATION

Parent Company and other consolidation items

The Parent Company's net revenue amounted to MSEK 70 (63) during the financial year. Profit after financial items amounted to MSEK 745 (614) during the financial year. The Parent Company's equity ratio was 38% (43).

Employees

At the end of the period, the number of employees in the Group was 2,762 (2,425), where 386 employees were added through acquisitions during the financial year.

Share capital

The share capital amounted to MSEK 49 at the end of the period. The quota value per share amounted to SEK 0.23. Classes of shares were distributed as follows on 31 March 2024:

Total number of shares after
repurchases
205,955,029
Repurchased B shares -3,263,204
B shares 199,426,827
A shares 9,791,406
Classes of shares Number

At 31 March 2024, Lagercrantz Group held 3,263,204 own Class B shares, equivalent to 1.6% of the total number of shares and 1.1% of the votes. Lagercrantz's own holdings of repurchased B shares are primarily security for company's obligations in outstanding call option programmes for senior executives.

During the third quarter 2023/24, 800,000 call options were issued with a redemption price of SEK 143.10 in accordance with the resolution of the 2023 AGM. These options were acquired by about 85 senior executives for a total of MSEK 10.6.

During the financial year, repurchases of call options amounted to MSEK 13 (17) and redemption of call options amounted to MSEK 2 (7).

At the end of the period, Lagercrantz had four outstanding call option programmes for a total of 3,009,750 shares:

Option
programme
Number of
outstanding options*
Redemption
price
2023/27 771,000 143.10
2022/26 778,000 127.70
2021/25 714,000 146.50
2020/24 746,750 78.50
Total 3,009,750

* An option carries the right to purchase one share.

Issued call options on repurchased shares had a dilutive effect of approximately 0.1% of the total number of shares in the company.

ACQUISITIONS

From and including the 2022/23 financial year, the following acquisitions have been carried out (including subsidiaries);

Equity
interest,
Annual revenue
at acquisition
Number of
Acquisition Takeover % date, MSEK employees Division
PcP Corporation A/S, Denmark June 2022 95 595 284 TecSec
Stegborgs EL-evator AB, Sweden July 2022 100 60 14 Control
Door and Joinery Solutions Ltd., UK July 2022 100 56 26 TecSec
Water Proof Diving International AB, Sweden September 2022 93 90 22 Niche Products
Tebul Oy, Finland September 2022 80 54 21 International
Agentuuri Neumann (asset acquisition), Finland December 2022 100 11 - Electrify
Tykoflex AB, Sweden December 2022 100 140 63 Electrify
Sassenus Packaging (asset acquisition), Nederl. March 2023 100 14 - Niche Products
Glova Rail A/S, Denmark April 2023 100 90 18 International
Fireco Ltd, UK April 2023 95 90 64 TecSec
Supply Plus Ltd, UK June 2023 80 100 67 International
Letti AS, Norway September 2023 100 30 13 Electrify
DP Seals Ltd, UK December 2023 100 65 51 International
MH Modules Europe AB, Sweden December 2023 97 90 33 Niche Products
Suomen Diesel Voima Oy, Finland December 2023 86 90 31 TecSec
Prido AB, Sweden February 2024 96 270 56 Niche Products
Nordic Road Safety AB, Sweden March 2024 85 350 61 Electrify

During the 2023/24 financial year, nine companies have been acquired. In April 2023, Glova Rail A/S in Denmark was acquired for the International division. Glova Rail is a leading supplier of vacuum toilets for railway vehicles which generates annual revenue of about MDKK 58.

In late April 2023, an agreement was signed to acquire 80% of the shares of Supply Plus Limited in the UK for the International Division. Supply Plus is a market leading manufacturer of fire rescue equipment, mainly ladders and hose reels, to the fire and rescue services, which generates annual revenue of about MGBP 7. After approval by the UK public authorities, the acquisition was completed in June 2023.

At the end of April/start of May 2023, 95% of the shares of Fireco Ltd in the UK were acquired for the TecSec division. Fireco is a leading manufacturer of components for fire doors and generates annual revenue of about MGBP 7.

In September 2023, Letti AS in Norway was acquired for the Electrify Division. Letti is a leading manufacturer of installation materials and brackets for cables and cable ducts which generates annual revenue of about MNOK 30.

In December, DP Seals Ltd in the UK was acquired for the International division. DP Seals is a leading supplier of rubber sealings and mouldings for high

specification applications and generates annual revenue of about GPB 5.

In December 2023, 97% of the shares in MH Modules Europe AB in Sweden were acquired for the Niche Products division. MH Modules is a leading Nordic supplier of modular conveyor and material handling systems to integrators in the automotive industry and generates annual revenue of about MSEK 90.

In December 2023, 86% of the shares in Suomen Diesel Voima Oy (SDV) in Finland were acquired for the TecSec division. SDV is a leading manufacturer of generator sets for backup power solutions and fire sprinkler pumps in Finland and generates annual revenue of about MEUR 8.

An agreement was signed in December 2023 for the acquisition of 85% of the shares in Nordic Road Safety AB (NRS) in Sweden for the Electrify division. NRS is a leading supplier of certified safety barrier systems and noise barriers. In 2023, the company generated annual revenue of around MSEK 350 with an operating profit (EBITA) of approximately MSEK 50. The acquisition was completed at a so-called EV/EBITA multiple of 6.5x, excluding a potential earn-out and takeover occurred in March 2024, after approval by the authorities.

In February 2024, 96% of the shares in Prido AB in Sweden were acquired for the Niche Products division. Prido is a leading Swedish manufacturer of high-quality industrial folding doors. For the year ending on 30 April 2024, Prido's annual revenue is expected to be about MSEK 270 with an operating profit of approximately MSEK 64-68. The acquisition was completed at a socalled EV/EBITA multiple of about 7x, and takeover occurred in February 2024, after approval by the authorities.

Lagercrantz normally uses an acquisition structure with a fixed purchase price and contingent consideration as well as call options on any minority shares. The outcome of contingent considerations depends on the future results achieved in the companies and has a set maximum level. Not yet paid contingent considerations for acquisitions have a book value of MSEK 296. These fall due for payment within three years and the maximum outcome can be MSEK 417.

Remeasurement of contingent considerations had a net effect in the 12-month period of MSEK -24 (-4), of which MSEK 4 (0) was recognised in the fourth quarter. The effect on earnings is recognised in other operating income and in other operating expenses. During the 12 month period, MSEK 24 (37) was paid in contingent consideration for previous acquisitions and MSEK 46 (0) in exercise of call options for acquisition of outstanding minority shares, which was carried out in the first quarter 2023/24.

Preliminary purchase price allocation

The preliminary purchase price allocations since 1 April 2023 in the table below include Glova Rail A/S, Fireco Ltd, Supply Plus Ltd, Letti AS, DP Seals Ltd, MH Modules Europe AB, Suomen Diesel Voima Oy, Prido AB and Nordic Road Safety AB.

Acquired net assets at time of acquisition (MSEK) Book value in
companies
Fair value
adjustment
Fair value
consolidated
Intangible non-current assets 0 659 659
Other non-current assets 92 - 92
Inventories 229 - 229
Other current assets 310 - 310
Interest-bearing liabilities -17 - -17
Other liabilities -227 -142 -369
Acquired net assets 387 517 904
Goodwill 1) 638
Estimated Purchase price 1,542
Less: cash and cash equivalents in acquired businesses -140
Less: consideration not yet paid -305
Effect on the Group's cash and cash equivalents 1,097

1) Goodwill is motivated by expected future sales development and profitability and also by the staff included in the acquired companies.

OTHER INFORMATION

Accounting principles

The Interim Report for the Group has been prepared in accordance with IFRS standards as adopted by the EU with application of IAS 34, Interim Financial Reporting. Apart from in the financial statements and accompanying notes, disclosures according to IAS 34.16A are also presented in other parts of the report. The Interim Report for the Parent Company has been prepared in accordance with the Swedish Annual Accounts Act and the Swedish Securities Markets Act, which is in accordance with the provisions of RFR 2, Accounting for Legal Entities.

The same accounting policies and calculation methods as in the most recent annual report have been applied in the interim report. There are no new IFRS standards or IFRIC interpretations approved by the EU, which are applicable for Lagercrantz, or that have a significant effect on the Group's results and financial position for 2023/2024.

Significant estimates and judgments

The company's significant estimates and judgments, as stated in the annual report for 2022/23, have not changed during the reporting period.

Alternative performance measures

Lagercrantz presents certain financial metrics in the interim report that are not defined according to IFRS. The company considers that these metrics provide supplementary information to investors and shareholders as they enable evaluation of trends and the company's performance. They should not be regarded as a substitute for metrics defined according to IFRS. For definitions and reconciliation tables for the key ratios that Lagercrantz uses, see page 16-17.

Transactions with related parties

Transactions between Lagercrantz and related parties with a significant impact on the company's financial position and results have not occurred.

Risks and uncertainty factors

Lagercrantz's results and financial position are affected by a number of internal factors, which Lagercrantz controls and a number of external factors where the possibility to influence the course of events is limited.

The risk factors that have the greatest importance for the Group are the state of the economy combined with structural changes in the market, customer and supplier dependence, the competitive situation, pandemics, cyber security risks as well as geopolitical uncertainty close to the main markets.

For more information, please see the Risks and uncertainty factors section on pages 50-52 in the 2022/23 Annual Report.

The Parent Company is impacted by the abovementioned risks and uncertainty factors through its capacity as owner of subsidiaries.

Post-balance sheet events

No significant events for the company have occurred after the end of the period.

Annual General Meeting 2024

The 2024 Annual General Meeting will be held on 26 August 2024 in Stockholm. Shareholders who wish to have a matter dealt with at the AGM must send a written request in respect of this to the Board no later than 8 July 2024. The Annual Report will be published in July 2024.

Notice convening the AGM shall be published on the company's website not more than six weeks and not less than four weeks before the AGM. Notice of participation must be given to the company in accordance with the convening notice.

Election Committee for appointment of directors

An Election Committee has been appointed ahead of the Annual General Meeting 2024.

Proposals to the Election Committee from shareholders may be sent to the company for forwarding or may be sent by e-mail to

[email protected].

More information is available on www.lagercrantz.com.

Stockholm, 17 May 2024.

Jörgen Wigh, President and CEO

This report has not been subject to review by the company's auditors.

Quarterly data by division

Net revenue 2023/24 2022/23 2021/22
MSEK Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Q4
Electrify 449 450 421 481 463 433 385 396 404
Control 199 204 163 184 203 204 163 175 189
TecSec 517 540 480 528 516 475 428 330 251
Niche Products 596 486 446 485 524 494 421 432 453
International 398 374 361 368 334 335 271 264 278
Parent
Company/consolidation items
- - - - - - - - -
GROUP TOTAL 2,159 2,054 1,871 2,046 2,040 1,941 1,668 1,597 1,575
Operating profit (EBITA) 2023/24 2022/23 2021/22
MSEK Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Q4
Electrify 66 80 80 87 78 71 69 65 69
Control 40 35 21 21 39 36 17 26 41
TecSec 85 99 89 95 95 78 74 56 48
Niche Products 134 93 95 104 107 94 84 89 83
International 70 65 60 57 49 54 45 38 37
Parent
Company/consolidation items
-5 -19 -12 -7 -25 -10 -14 -9 -13
GROUP TOTAL 390 353 333 357 343 323 275 265 265
Operating margin (EBITA) 2023/24 2022/23 2021/22
% Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Q4
Electrify 14.7 17.8 19.0 18.1 16.8 16.4 17.9 16.4 17.1
Control 20.1 17.2 12.9 11.4 19.2 17.6 10.4 14.9 21.7
TecSec 16.4 18.3 18.5 18.0 18.4 16.4 17.3 17.0 19.1
Niche Products 22.5 19.1 21.3 21.4 20.4 19.0 20.0 20.6 18.3
International 17.6 17.4 16.6 15.5 14.7 16.1 16.5 14.4 13.3
GROUP TOTAL 18.1 17.2 17.8 17.5 16.8 16.6 16.5 16.6 16.8

Return on working capital

(P/WC)
% 2023/24 2022/23 2021/22
Electrify 62 69 76
Control 75 76 88
TecSec 107 129 143
Niche Products 83 81 80
International 76 66 63
GROUP TOTAL 77 78 79

MSEK 3 months
Jan-Mar
2023/24
3 months
Jan-Mar
2022/23
Financial
year
2023/24
Financial
year
2022/23
Net revenue 2,159 2,040 8,129 7,246
Cost of goods sold -1,311 -1,254 -4,932 -4,506
GROSS PROFIT 848 786 3,197 2,740
Selling expenses -335 -304 -1,279 -1,095
Administrative expenses -198 -180 -706 -590
Other operating income and operating expenses 28 2 44 7
PROFIT BEFORE NET FINANCIAL ITEMS* 343 304 1,256 1,062
Net financial items -45 -32 -140 -94
PROFIT AFTER FINANCIAL ITEMS 298 272 1,116 968
Taxes -58 -59 -239 -210
NET PROFIT FOR THE PERIOD 240 213 877 758
* Of which:
- amortisation of intangible non-current assets
arising in connection with acquisitions:
-47 -39 -175 -143
- depreciation of other non-current assets: -73 -67 -273 -246
OPERATING PROFIT (EBITA) 390 343 1,431 1,205
Earnings per share before dilution, SEK 1.17 1.03 4.26 3.71
Earnings per share, after dilution, SEK 1.16 1.03 4.25 3.70
Weighted number of shares after repurchases,
('000)
205,955 205,930 205,940 204,439
Weighted number of shares after repurchases
adjusted after dilution ('000)**
206,387 206,318 206,227 204,718
Number of shares at end of period after
repurchases ('000)
205,955 205,930 205,955 205,930

** In view of the redemption price on outstanding call options during the period (SEK 78.50, SEK 146.50, SEK 127.70 and SEK 143.10) and the average share price (SEK 127.6) during the latest 12-month period when the option programmes were outstanding, there was a dilutive effect of 0.14%. For the latest quarter, there was a dilutive effect of 0.21% (average share price SEK 143.96).

Consolidated Statement of Comprehensive Income - condensed

MSEK 3 months
Jan-Mar
2023/24
3 months
Jan-Mar
2022/23
Financial
year
2023/24
Financial
year
2022/23
Net profit for the period 240 213 877 758
Items that have been reposted or that may be
reposted to net profit for the period*:
Change in translation reserve 84 -3 37 69
Taxes related to the above items -8 - -4 -
Items that cannot be reposted to net profit for the
period:
Actuarial effects on pensions -7 13 -7 13
Taxes attributable to actuarial effects 1 -2 1 -2
Other comprehensive income 70 8 27 80
COMPREHENSIVE INCOME FOR THE PERIOD 310 221 904 838

*Remeasurement of financial liabilities has been reclassified from other comprehensive income to equity and comparative figures have been restated.

Consolidated Balance Sheet - condensed

MSEK 31 Mar 2024 31 Mar 2023
ASSETS
Goodwill 3,110 2,446
Other intangible non-current assets 2,042 1,519
Property, plant and equipment 1,143 973
Financial assets 25 22
Inventories 1,369 1,166
Trade receivables and contract assets 1,372 1,237
Other current receivables 426 310
Cash and bank balances 355 360
TOTAL ASSETS 9,842 8,033
EQUITY AND LIABILITIES
Equity 3,468 3,009
Non-current interest-bearing liabilities 2,662 2,529
Non-interest-bearing liabilities, non-current 581 451
Current interest-bearing liabilities 650 158
Trade payables and contract liabilities 748 673
Other current liabilities 1,733 1,213
TOTAL EQUITY AND LIABILITIES 9,842 8,033
Interest-bearing assets 355 360
Interest-bearing liabilities, excl. pension liabilities 3,249 2,632

Changes in Consolidated Equity - condensed

MSEK Financial
year
2023/24
Financial
year
2022/23
Opening balance 3,009 2,228
Comprehensive income for the period 904 838
Transactions with owners
New issue - 70
Dividend -329 -265
Dividend to minority shareholders in subsidiaries -40 -23
Redemption and acquisition of options on repurchased shares,
net
-2 155
Debt instruments measured at fair value -74 6
Closing balance 3,468 3,009

Consolidated Statement of Cash Flows - condensed

MSEK 3 months
Jan-Mar
2023/24
3 months
Jan-Mar
2022/23
Financial
year
2023/24
Financial
year
2022/23
Operating activities
Profit after financial items 298 271 1,116 968
Adjustment for items not included in the cash flow * 194 106 473 414
Income tax paid -58 -69 -265 -255
Cash flow from operating activities before changes in
working capital
434 308 1,324 1,127
Cash flow from changes in working capital
Increase (-)/Decrease (+) in inventories 43 25 52 -8
Increase (-)/Decrease (+) in operating receivables -89 -46 -33 -54
Increase (+)/Decrease (-) in operating liabilities -10 131 -16 5
Cash flow from operating activities 378 418 1,327 1,070
Investing activities
Investments in businesses -683 -44 -1,175 -846
Net investments in other non-current assets -35 -53 -119 -171
Cash flow from investing activities -718 -97 -1,294 -1,017
Financing activities
Dividend to the parent company's shareholders - - -329 -265
Transactions with own shares/options -2 -3 -2 155
Change in loan liability 336 -40 25 589
Change in credit facilities and other financing activities -26 -293 260 -393
Cash flow from financing activities 308 -336 -46 86
CASH FLOW FOR THE PERIOD -32 -15 -13 140
Cash and cash equivalents at the beginning of the period 373 374 360 210
Exchange difference in cash and cash equivalents 14 1 7 10
Cash and cash equivalents at the end of the period 355 360 355 360

Fair value of financial instruments

For all of the Group's financial assets, fair value is estimated to equal the carrying amount. Liabilities measured at fair value consist of contingent consideration payments and call options on minority interests, which are measured using discounted estimated cash flows and are therefore included in level 3 under IFRS 13.

Carrying amount, MSEK 31 Mar 2024 31 Mar 2023
Assets measured at fair value - -
Assets measured at amortised cost 1,632 1,513
TOTAL ASSETS, FINANCIAL INSTRUMENTS
Liabilities measured at fair value
1,632
705
1,513
400
Liabilities measured at amortised cost 3,879 3,218
TOTAL LIABILITIES, FINANCIAL INSTRUMENTS 4,584 3,618
Change in liability for contingent
considerations MSEK
Financial
year
2023/24
Financial
year
2022/23
Changes in liability for call options
MSEK
Financial
year
2023/24
Financial
year
2022/23
Opening balance 165 94 Opening balance 235 175
The period's acquisitions 163 88 The period's acquisitions 142 56
Settled liabilities during the period -24 -37 Settled liabilities during the period -46 -
Remeasurement preliminary purchase
price allocation
12 10
Reversed via the income statement -24 -6 Remeasurement of equity 76 -
Exchange difference 4 16 Exchange difference 2 4
Closing balance 296 165 Closing balance 409 235
Changes in liability for call options
MSEK
Financial
year
2023/24
Financial
year
2022/23

Parent Company Income Statement - condensed

MSEK 3 months
Jan-Mar
2023/24
3 months
Jan-Mar
2022/23
Financial
year
2023/24
Financial
year
2022/23
Net revenue 19 17 70 63
Administrative expenses -23 -44 -114 -118
Other operating income and operating expenses 0 - 0 -
OPERATING PROFIT -4 -27 -44 -55
Financial income 433 427 940 774
Financial expenses -58 -34 -151 -105
PROFIT AFTER FINANCIAL ITEMS 371 366 745 614
Change in untaxed reserves -90 -84 -90 -84
Taxes -74 -59 -59 -52
NET PROFIT FOR THE PERIOD 207 223 596 478

Parent Company Balance Sheet - condensed

SEK m 31 Mar 2024 31 Mar 2023
ASSETS
Property, plant and equipment 2 2
Financial assets 5,791 4,598
Current receivables 1,571 1,365
Cash and bank balances - -
TOTAL ASSETS 7,364 5,965
EQUITY AND LIABILITIES
Equity 2,826 2,561
Untaxed reserves 288 198
Non-current liabilities 2,293 2,244
Current liabilities 1,957 962
TOTAL EQUITY AND LIABILITIES 7,364 5,965

Key performance indicators

In the table below, certain key ratios are presented that are not defined according to IFRS, for definition see Key ratio definitions. Financial year

2023/24 2022/23 2021/22 2020/21 2019/20
Revenue 8,129 7,246 5,482 4,091 4,180
Change in revenue, % 12.2 32.2 34.0 -2.1 6.3
EBITDA 1,704 1,451 1,094 774 717
Operating profit (EBITA) 1,431 1,205 895 616 565
Operating margin (EBITA), % 17.6 16.6 16.3 15.1 13.5
EBIT 1,256 1,062 781 529 483
EBIT margin, % 15.5 14.7 14.2 12.9 11.6
Profit after financial items 1,116 968 741 502 460
Profit margin, % 13.7 13.4 13.5 12.3 11.0
Profit after taxes 877 758 572 388 366
Equity ratio, % 35 37 36 40 39
Return on working capital (P/WC), % 77 78 79 67 64
Return on capital employed, % 20 22 20 17 17
Return on equity, % 27 29 28 22 23
Net debt (+)/receivables (-), MSEK 2,956 2,327 2,014 1,314 1,312
Net debt/equity ratio, times 0.9 0.8 0.9 0.7 0.8
Operating net debt (+)/receivables (-), MSEK 2,438 1,902 1,621 992 1,056
Operating net debt/equity ratio, times 0.7 0.6 0.7 0.5 0.6
Interest coverage ratio, times 8 8 15 12 13
Number of employees at end of period 2,762 2,425 1,953 1,654 1,532
Revenue outside Sweden, MSEK 5,561 4,830 3,559 2,650 2,706

Key ratios per share

In the table below, certain key ratios are presented that are not defined according to IFRS, for definition see Key ratio definitions. Financial year

2023/24 2022/23 2021/22 2020/21 2019/20
Number of shares at end of period after repurchases ('000) 205,955 205,930 203,637 203,421 203,178
Weighted number of shares after repurchases, ('000) 205,940 204,439 203,547 203,307 203,151
Weighted number of shares after repurchases & dilution ('000) 206,227 204,718 204,102 203,673 203,616
Earnings per share before dilution, SEK 4.26 3.71 2.81 1.91 1.80
Earnings per share, after dilution, SEK 4.25 3.70 2.80 1.91 1.80
Cash flow from operating activities per share
after dilution, SEK
6.43 5.23 2.91 3.84 2.49
Equity per share, SEK 16.84 14.61 10.94 9.12 8.29
Latest price paid per share, SEK 163.8 129.7 106.80 79.10 38.60

Key ratio definitions

Return on equity1

Net profit for the year after tax as a percentage of average equity (opening plus closing balance for the latest 12-month period), divided by two).

Return on working capital (P/WC) 1

Operating profit (EBITA) as a percentage of average working capital, (opening balance plus closing balance for the latest 12-month period, divided by two), where working capital consists of inventories, trade receivables and contract assets less trade payables and contract liabilities.

Return on capital employed1

Profit after financial items, plus financial expenses as a percentage of average capital employed (opening balance plus closing balance for the latest 12-month period, divided by two).

EBITDA1

Operating profit before depreciation and impairment.

EBIT margin

Profit before net financial items as a percentage of net revenue.

Equity per share1

Equity divided by the number of outstanding shares on the balance sheet date.

Cash flow per share after dilution1

Cash flow in relation to the weighted number of shares outstanding after repurchases and adjusted for dilution.

Cash flow from operating activities per share1

Cash flow from operating activities in relation to the weighted number of shares outstanding after repurchases and adjusted for dilution.

Net debt/receivables1

Interest-bearing provisions and liabilities, including pension liabilities and including liabilities related to financial leases according to IFRS 16, less cash and cash equivalents and investments in securities.

Net debt/equity ratio1

Interest-bearing provisions and liabilities including pension liabilities and including IFRS 16, less cash and cash equivalents and investments in securities, divided by equity plus non-controlling interests.

Operating net debt/receivables1

Interest-bearing provisions and liabilities, excluding pensions and excluding liabilities related to financial leases according to IFRS 16, less cash and cash equivalents and investments in securities.

Operating net debt/equity ratio1

Interest-bearing provisions and liabilities, excluding pensions and excluding effects of IFRS 16, less cash and cash equivalents and investments in securities, divided by equity plus non-controlling interests.

Change in revenue1

Change in net revenue as a percentage of the preceding year's net revenue.

Organic growth1

Changes in net revenue excluding currency effects, acquisitions and disposals compared to the same period of the previous year.

Earnings per share before dilution

Net profit for the year attributable to the parent company's shareholders in relation to the weighted number of shares outstanding after repurchases.

Earnings per share after dilution

Net profit for the year attributable to the parent company's shareholders in relation to the weighted number of shares outstanding after repurchases and dilution.

Interest coverage ratio1

Profit after financial items plus financial expenses divided by financial expenses.

Operating profit (EBITA)1

Operating profit before amortisation of intangible non-current assets arising in connection with acquisitions.

Operating margin1

Operating profit (EBITA) as a percentage of net revenue.

Debt equity ratio1

Interest-bearing liabilities divided by equity, plus non-controlling interests.

Equity ratio1

Equity, plus non-controlling interests as a percentage of total assets. The equity portion of untaxed reserves is included in the parent company's calculation of the equity ratio.

Capital employed1

Total assets, less non-interest-bearing provisions and liabilities.

Profit margin1

Profit after financial items, less participations in associated companies as a percentage of net revenue.

1 The key ratio is an alternative performance measure according to ESMA's guidelines.

Reconciliation tables for alternative performance measures

EBITA and EBITDA
Group, MSEK
12 months through
31 Mar
2024
31 Mar
2023
31 Mar
2022
31 Mar
2021
Profit before net financial items according to the quarterly report
Amortisation, intangible non-current assets relating to acquisitions
1,256 1,062 781 529
(+) 175 143 114 87
EBITA 1,431 1,205 895 616
Depreciation of property, plant and equipment 273 246 199 158
EBITDA 1,704 1,451 1,094 774
Working capital and return on working capital (P/WC)
Group, MSEK
31 Mar
2024
31 Mar
2023
31 Mar
2022
31 Mar
2021
EBITA (moving 12 months) 1,431 1,205 895 616
Inventories, annual average (+) 1,268 1,058 802 608
Trade receivables and contract assets, annual average (+) 1,305 1,105 822 694
Trade payables and contract liabilities, annual average (-) 711 621 486 384
Working capital (annual average) 1,862 1,542 1,138 918
Return on working capital (P/WC), (%) 77% 78% 79% 67%
Acquired and organic net revenue growth
Group, MSEK, %
3 months
Jan-Mar
2023/24
3 months
Oct-Dec
2023/24
3 months
Jul-Sep
2023/24
3 months
Apr-Jun
2023/24
3 months
Jan-Mar
2022/23
Acquired net revenue growth 221 11% 130 7% 145 9% 296 19% 271 18%
Organic net revenue growth -113 -6% -45 -2% -19 -1% 88 6% 148 9%
Exchange rate effects 11 1% 27 1% 77 4% 65 4% 46 3%
Total net revenue growth 119 6% 113 6% 203 12% 449 28% 465 30%

Revenue distribution

Electrify Control TecSec Niche Products International Group total
Net revenue
by product type
Financial
year
2023/24
Financial
year
2022/23
Financial
year
2023/24
Financial
year
2022/23
Financial
year
2023/24
Financial
year
2022/23
Financial
year
2023/24
Financial
year
2022/23
Financial
year
2023/24
Financial
year
2022/23
Financial
year
2023/24
Financial
year
2022/23
Total net revenue 1,801 1,677 750 746 2,065 1,748 2,013 1,871 1,501 1,204 8,129 7,246
Of which, share
Proprietary products 72% 71% 47% 46% 78% 78% 97% 98% 63% 57% 76% 75%
Trading 6% 6% 47% 49% 5% 4% 2% 2% 36% 42% 14% 15%
Niche production 21% 22% 5% 4% - - - - - - 5% 5%
System integration - - - - 11% 12% - - - - 3% 3%
Other net revenue 1% 1% 1% 1% 6% 6% 1% - 1% 1% 2% 2%
100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%
Electrify Control TecSec Niche Products International Group total
Net revenue by market segment 2023/24 2022/23 2023/24 2022/23 2023/24 2022/23 2023/24 2022/23 2023/24 2022/23 2023/24 2022/23
Total net revenue, MSEK 1,801 1,677 750 746 2,065 1,748 2,013 1,871 1,501 1,203 8,129 7,246
Whereof
Power & electric distribution 57% 58% 18% 20% 2% 3% 12% 12% 7% 9% 19% 21%
Infrastructure 8% 9% 15% 15% 22% 19% 21% 24% 12% 9% 16% 16%
Transportation 6% 4% 1% 1% 7% 7% 24% 23% 35% 30% 16% 14%
Building & Construction – Industry
Building & Construction –
- - - - 25% 25% 3% - 2% 1% 8% 6%
Commercial - - 2% 2% 14% 16% 5% 4% 1% 2% 5% 5%
Building & Construction – Private - - 8% 6% 3% 3% - - - - 2% 1%
Electronics industry 4% 5% 3% 3% 5% 5% - - 23% 27% 7% 7%
Service - - - - 2% 3% 22% 23% - - 6% 7%
Security 2% 1% - - 15% 16% 4% 5% 2% 3% 5% 6%
Telecom 19% 18% 2% 2% - - - - 1% 1% 4% 4%
Medical - - - - 2% 2% - 1% 7% 7% 2% 2%
IT 1% 1% 11% 11% - - - - 4% 3% 2% 2%
Pulp & paper industry 1% 2% 2% 2% - - 4% 5% 1% 1% 1% 2%
Other 2% 2% 38% 38% 3% 1% 5% 3% 5% 7% 7% 7%

This information is such information that Lagercrantz Group AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication at 07.40 CET on 17 May 2024.

Reporting dates:

18 July 2024 Interim Report Q1 1 April – 31 July 2024 26 August 2024 Annual General Meeting for the 2023/24 financial year 25 October 2024 Interim Report Q2 1 April – 30 September 2024

For further information please contact: Jörgen Wigh, President and CEO, phone +46 8 700 66 70 Peter Thysell, CFO, phone +46 70 661 05 59

Lagercrantz Group AB (publ) Box 3508, 103 69 Stockholm Phone +46 8 700 66 70 Corporate identity number 556282-4556 www.lagercrantz.com