MBB SE — Interim / Quarterly Report 2013

Aug 30, 2013

MBB Industries in figures

Half-year	2013	2012	Δ 2013 /
(unaudited)			2012
	IFRS	IFRS
Earnings figures	€ thou	€ thou	%
Revenue	114,338	89,820	27.3%
Operating performance	114,477	89,685	27.6%
Total performance	115,537	92,928	24.3%
Cost of materials	-72,329	-58,107	24.5%
Staff costs	-25,391	-18,417	37.9%
EBITDA	11,419	10,854	5.2%
EBITDA margin	10.0%	12.1%
EBIT	8,885	8,391	5.9%
EBIT margin	7.8%	9.4%
EBT	8,502	7,974	6.6%
EBT margin	7.4%	8.9%
Consolidated net profit after non-controlling interests	6,312	5,760	9.6%
Number of shares	6,600,000	6,600,000
eps in €*	0.98	0.89
Figures from the statement	30 Jun.	31 Dec.
of financial position	€ thou	€ thou	%
Non-current assets	48,906	46,573	5.0%
Current assets	109,407	102,079	7.2%
Of which cash and equivalents**	46,172	45,234	2.1%
Issued capital (share capital)	6,456	6,456	0.0%
Other equity	52,671	50,955	3.4%
Total equity	59,127	57,411	3.0%
Equity ratio	37.3%	38.6%
Non-current liabilities	43,408	37,733	15.0%
Current liabilities	55,778	53,508	4.2%
Total assets	158,313	148,652	6.5%
Net debt (-) or
net cash (+)**	19,403	31,464	-38.3%
Employees	30 Jun.	31 Dec.	%
	1,056	998	5.8%

* Based on the number of shares in circulation at the publication date.

** This figure includes physical gold stocks and securities.

Contents

MBB Industries in figures	1
Contents	2
Welcome Note from the Managing Board	3
Consolidated Interim Group Management Report	4
Business and economic conditions	4
Results of operations, financial position and net assets	4
Segment performance	5
Employees	5
Report on risks and opportunities	5
Report on post-balance sheet date events	5
Report on expected developments	5
IFRS Interim Consolidated Financial Statements 2013	6
Notes to the Interim Consolidated Financial Statements	13
Accounting	13
Accounting policies	13
Segment reporting	13
Dividends paid	14
Changes in contingent liabilities	14
Related party transactions	14
Events after the end of the reporting period	14
Review	14
Responsibility statement	14
Financial Calendar	15
Contact	15
Legal notice	15

W Welcome Note from m the Ma anaging B Board

De ear shareholde rs,

Th rep e positive dev port increasing velopment of g revenues and MBB Industrie d record earnin es AG has con ngs of €0.98 p tinued during er share for th the first-half is period. of 2013. I gla adly

To Fe lar to ma continue the ertigungstechn rge metropolita double capac achinery park. positive devel ik GmbH has e an city in Chin cities. Delignit CT Formpolste lopment, MBB established its a, in June of th starts an inve er and OBO wil focusses on f subsidiary MB his year. Hanke estment progr ll also invest in further investm BB Technologie e pushes forwa am of €1.5m n the expansio ments. Last ye es (China) Ltd. ard with its ne expanding and n of capacities ear acquired M . in Changshou ew paper mach d modernizing s. MBB u, a ine its

All ye l these investm ar. ments are on th heir way despi te the dividend d payment of € €0.50 per shar re in the first h half

Re las inc ecent positive st twelve mon crease. development o nths and seve of MBB is refle ral analysts o ected in the sh of our share s are price, whic see even more ch increased a e room for ou about 143% in ur share price the to

Fo de ac or the future evelopment wi quisitions. our aim rem thout compro mains to conti omising our so inue this pos olid financial sitive revenueposition or l -, earnings- a imiting our s and share pri cope for furt ceher

My bo su y sincere than oard of MBB. I pervisory boar ks go to Gert am glad to c rd and his elec Maria Freimuth continue this c ction as its cha h for the succe cooperation in airman. essful and goo a new conste od cooperation ellation after h n in the manag his change to ging the

I w would be deligh hted if you acc ompany MBB a as our shareho older on our fut ture path.

Sin ncerely,

Dr Ch r. Christof Nese hief Executive O emeier Officer

Be erlin, 30 Augus t 2013

Consolidated Interim Group Management Report

MBB Industries AG is a family-owned, medium-sized corporation that forms the MBB Industries Group (hereinafter also the "MBB Group") together with its portfolio companies.

Business and economic conditions

Business conditions at our portfolio companies have developed positively in the first half of the year. To date, the impact of the euro zone debt crisis has been manageable for the MBB Group. Providing it does not intensify further, we do not expect the crisis to have a significant effect on our companies. Our portfolio companies are continuously reporting incoming orders and encouraging order backlogs. However, increased price competition on some markets does imply margin challenges for individual portfolio companies.

Results of operations, financial position and net assets

The Group's results of operations, net assets and financial position are positive. In the first half year of the financial year, the consolidated revenue of the MBB Group increased by 27.3% year-on-year to €114.3 million (previous year: €89.8 million).

Other operating income decreased slightly year-on-year to €1.1 million (previous year: €1.5 million) and are related in particular to income from the sale of securities and income from securities as well as investment subsidies.

In the first half year of 2013 the ratio of the cost of materials to operating performance, which is defined as total of revenue and changes in inventories and which amounted to €114.5 million (previous year: €89.7 million), declined to 63.2% after 64.8% in the same period of the previous year.

EBITDA (earnings before interest, taxes, depreciation and amortisation) increased by 5.2% to €11.4 million (previous year: €10.9 million). After depreciation and amortisation of €2.5 million, EBIT (earnings before interest and taxes) for the MBB Group amounted to €8.9 million in the first half year (previous year: €8.4 million). Taking into account a financial result of €-0.4 million, EBT (earnings before taxes) amounted to €8.5 million (previous year: €8.0 million). The consolidated net profit after noncontrolling interests totalled €6.3 million (previous year: €5.8 million) or €0.98 per share (based on 6,455,799 shares outstanding) in the first half-year.

The consolidated statement of financial position as at 30 June 2013 reported equity of €59.1 million (31 December 2012: €57.4 million). Based on total assets of €158.3 million, the equity ratio declined slightly to 37.3% compared with 38.6% as of 31 December 2012.

As of 30 June 2013, the MBB Group had financial liabilities of €26.8 million (31 December 2012: €13.8 million) and cash and cash equivalents including securities and physical gold reserves of €46.2 million (31 December 2012: €45.2 million). Accordingly, net cash from the aforementioned liabilities and cash positions of the MBB Group amounted to €19.4 million compared with €31.5 million as of 31 December 2012. The increase in financial liabilities is primarily attributable to the refinancing of the purchase of land and buildings of MBB Fertigungstechnik GmbH at the start of 2013.

Segment performance

The following segments are reported:

• Technical Applications
• Industrial Production
• Trade & Services

The Technical Applications segment saw significant revenue growth compared with the first six months of the previous year. This was due to the full recognition of revenues generated by MBB Fertigungstechnik GmbH, which was not the case in the first quarter of 2012, where the Technical Applications segment consisted solely of Delignit AG. In the first six months of 2013, the Technical Applications segment recorded external revenue of €70.9 million (previous year: €46.2 million). Segment EBIT increased to €7.4 million after €6.4 million in the previous year; the prior-year figure also included income from the first-time consolidation of MBB Fertigungstechnik GmbH in the amount of €1.7 million.

The Industrial Production segment recorded moderate revenue growth. External revenue for the period from 1 January to 30 June 2013 amounted to €27.4 million after €26.2 million in the same period of the previous year. By contrast, EBIT decreased from €1.6 million in the previous year to €1.3 million in the period under review.

Revenue in the Trade & Services segment decreased slightly year-on-year at €16.1 million (previous year: €16.9 million). Segment EBIT also decreased slightly at €0.1 million (previous year: €0.2 million).

Employees

The number of people employed by the MBB Group increased from 998 as of 31 December 2012 to 1,056 as of 30 June 2013.

Report on risks and opportunities

The risks and opportunities for the business development of the MBB Group are described in the Group management report for the 2012 financial year, which is available on our website.

There have been no significant changes in the risks and opportunities presented since 31 December 2012. The risk management system of MBB Industries AG is appropriate for detecting risks at an early stage and taking immediate countermeasures.

Report on post-balance sheet date events

There have been no significant events since the end of the reporting period.

Report on expected developments

Providing that the economy continues on its current path, the management is forecasting rising revenue in its existing investment portfolio and positive earnings on the whole in the 2013 and 2014 financial years.

The Management considers the Group's equity and liquidity situation to be important factors in allowing it to grow in the current market environment, both organically and by acquiring new portfolio companies, while ensuring that it is in a position to act at all times and even in the event of new global crises.

Berlin, 30 August 2013

Dr. Christof Nesemeier Chief Executive Officer

IFRS consolidated statement of comprehensive income	1 Jan. -	1 Jan. -
(unaudited)	30 Jun. 2013	30 Jun. 2012
	€ thou	€ thou
Revenue	114,338	89,820
Increase (+) /decrease (-) in finished goods
and work in progress	139	-135
Operating performance	114,477	89,685
Gain from
a bargain purchase	0	1,737
Other operating income	1,060	1,506
Total performance	115,537	92,928
Cost of raw materials and supplies	-58,910	-46,850
Cost of purchased services	-13,419	-11,257
Cost of materials	-72,329	-58,107
Wages and salaries	-18,482	-13,546
Social security
and pension costs	-6,909	-4,871
Staff costs	-25,391	-18,417
Other operating expenses	-6,398	-5,550
Earnings before interest, taxes, depreciation,
and amortisation (EBITDA)	11,419	10,854
Amortisation and depreciation expense	-2,534	-2,463
Earnings before interest and taxes (EBIT)	8,885	8,391
Other interest and similar income	187	276
Interest and similar expenses	-570	-693
Net finance costs	-383	-417
Earnings before taxes (EBT)	8,502	7,974
Income tax expense	-1,955	-1,937
Other taxes	-83	-58
Profit or loss for the period	6,464	5,979
Non-controlling interests	-152	-219
Consolidated net profit	6,312	5,760
Earnings per share (in €)	0.98	0.89

IFRS Interim Consolidated Financial Statements 2013

IFRS statement of comprehensive income - quarter	1 Apr. -	1 Apr. -
(unaudited)	30 Jun. 2013	30 Jun. 2012
	€ thou	€ thou
Revenue	58,836	58,434
Increase (+)/decrease (-) in finished goods
and work in progress	157	280
Operating performance	58,993	58,714
Other operating income	456	925
Total performance	59,449	59,639
Cost of raw materials and supplies	-31,161	-31,555
Cost of purchased services	-6,954	-6,231
Cost of materials	-38,115	-37,786
Wages and salaries	-9,231	-8,719
Social security
and pension costs	-3,421	-3,491
Staff costs	-12,652	-12,210
Other operating expenses	-3,192	-3,462
Earnings before interest, taxes, depreciation,
and amortisation (EBITDA)	5,490	6,181
Amortisation and depreciation expense	-1,246	-1,471
Earnings before interest and taxes (EBIT)	4,244	4,710
Other interest and similar income	133	166
Interest and similar expenses	-298	-439
Net finance costs	-165	-273
Earnings before taxes (EBT)	4,079	4,437
Income tax expense	-921	-1,814
Other taxes	-38	-36
Profit or loss for the period	3,120	2,587
Non-controlling interests	-82	-21
Consolidated net profit	3,038	2,566
Earnings per share (in €)	0.47	0.40

IFRS consolidated statement of comprehensive income	1 Jan. -	1 Jan. -
(unaudited)	30 Jun. 2013	30 Jun. 2012
	€ thou	€ thou
Consolidated net profit	6,312	5,760
Non-controlling interests	152	219
Profit or loss for the period	6,464	5,979
Currency translation changes
recognised in equity	-587	324
Net loss (-) / profit (+) from available-for-sale
financial assets	-933	944
Other comprehensive income after taxes	-1,520	1,268
Comprehensive income for the reporting period	4,944	7,247
Of which attributable to:
- Shareholders of the parent company	4,793	7,109
- Non-controlling interests	151	138

Statement of financial position	30 Jun. 2013	30 Jun. 2012
Assets (IFRS)	unaudited	audited
	€ thou	€ thou
Non-current assets
Concessions, industrial property rights
and similar rights	2,939	3,038
Goodwill	1,816	1,816
Advance payments	191	84
Intangible assets	4,946	4,938
Land and buildings
including buildings on third-party land	21,585	22,275
Technical equipment and machinery	7,186	7,644
Other equipment, operating and office equipment	3,177	3,297
Advance payments and assets under development	5,625	2,392
Property, plant and equipment	37,573	35,608
Investments in associates	0	0
Investment securities	5,328	4,932
Other loans	126	162
Financial assets	5,454	5,094
Deferred tax assets	933	933
	48,906	46,573
Current assets
Raw materials and supplies	5,917	4,907
Work in progress	3,142	2,905
Finished goods	6,939	7,082
Advance payments	2,436	3,468
Inventories	18,434	18,362
Trade receivables	17,928	17,588
Receivables from construction contracts	27,634	22,721
Receivables associates	94	115
Other current assets	4,473	2,991
Trade receivables
and other current assets	50,129	43,415
Gold and commodities	1,620	2,245
Securities	10,105	8,188
Available-for-sale financial assets	11,725	10,433
Cash in hand	18	10
Bank balances	29,101	29,859
Cash in hand, bank balances	29,119	29,869
	109,407	102,079
Total assets	158,313	148,652

Statement of financial position	30 Jun. 2013	30 Jun. 2012
Equity and liabilities (IFRS)	unaudited	audited
	€ thou	€ thou
Equity
Issued capital	6,456	6,456
Capital reserves	14,395	14,395
Legal reserve	61	61
Retained earnings	35,729	34,164
Non-controlling interests	2,486	2,335
	59,127	57,411
Non-current liabilities
Financial liabilities	18,241	11,224
Other liabilities	499	732
Pension provisions	18,448	18,173
Other provisions	1,533	4,153
Deferred tax liabilities	4,687	3,451
	43,408	37,733
Current liabilities
Financial liabilities	8,085	2,116
Advance payments received	4,503	12,305
Trade payables	12,626	10,957
Other liabilities	4,748	4,864
Provisions with the nature of a liability	12,714	11,225
Tax provisions	3,527	3,421
Other provisions	9,575	8,620
	55,778	53,508
Total equity and liabilities	158,313	148,652

Consolidated statement of cash flows	1 Jan. -	1 Jan. -
(unaudited)	30 Jun. 2013	30 Jun. 2012
	€ thou	€ thou
1. Cash flow from operating activities
Earnings before interest and taxes (EBIT)	8,885	8,391
Adjustments for non-cash transactions
Write-downs on non-current assets	2,534	2,463
Increase (+) / decrease (-) in provisions	-1,390	1,245
Bargain purchase	0	-1,737
Loss (+) / gain (-) from the disposal of PPA	-20	-160
Other non-cash expenses / income	-617	205
	507	2,016
Change in working capital:
Increase (-)/ decrease (+) in inventories, trade receivables
and other assets	-6,786	-6,686
Decrease (-) / increase (+) in trade payables
and other liabilities	-4,993	-3,280
	-11,779	-9,966
Income taxes paid	-896	-451
Interest received	187	276
	-709	-175
Cash flow from operating activities	-3,096	266
2. Cash flow from investing activities
Investments (-) / divestments (+) intangible assets	-124	-202
Investments(-) / divestments(+) property, plant and equipment	-4,087	-2,812
Investments (-) / divestments (+) financial assets	36	39
Investments (-) / divestments (+) of available-for-sale financial
assets and securities	-2,621	3,541
Disposal (+) / acquisition (-) of consolidated companies Cash flow from investing activities	0 -6,796	-10,028 -9,462
3. Cash flow from financing activities
Profit distribution to shareholders	-3,228	-2,841
Reacquired rights	0	-1,000
Proceeds from borrowing financial loans	13,664	2,387
Repayments of financial loans	-678	-2,425
Interest payments	-570	-693
Cash flow from financing activities	9,188	-4,572
Cash and cash equivalents at end of period
Change in cash and cash equivalents
(Subtotal 1-3)	-704	-13,768
Effects of changes in foreign exchange rates (non-cash)	-46	8
Changes in consolidated companies	0	29,045
Cash and cash equivalents at start of reporting period	29,869	15,643
Cash and cash equivalents at end of period	29,119	30,928
Composition of cash and cash equivalents
Cash in hand	18	13
Bank balances	29,101	30,915
Reconciliation to liquidity reserve on 30 Jun.	2013	2012
Cash and cash equivalents at end of period	29,119	30,928
Gold	1,620	2,229
Securities	15,433	9,809
Liquidity reserve on 30 Jun.	46,172	42,966

Sta f c ha in l i da d e ity ( d ite d ) tem t o te en ng es co nso q un au u
				Re	ine d e ing ta arn	s
	Iss d ue ita l ca p	Ca ita l p res erv es	Leg l a res erv es	Cu rre ncy lat ion tra ns d i f fer en ce	i Av la b le a for le sa f ina ia l nc ets ass	Ge d rat ne e l i da d te co nso ity eq u	S f ha re o ha ho l de s re rs f M B B A G o	No n l l i lng ntr co o int sts ere	Co i l da d te nso ity eq u
	€ t ho u	€ t ho u	€ t ho u	€ t ho u	€ t ho u	€ t ho u	€ t ho u	€ t ho u	€ t ho u
1 Ja 20 12 n.	6, 60 0	15, 25 1	61	-81 7	55 7	22 00 2 ,	43 65 4 ,	2, 04 6	45 70 0 ,
Div ide nds id pa	0	0	0	0	0	-2, 84 1	-2, 84 1	0	-2, 84 1
Su bto tal	6, 60 0	15, 25 1	61	-81 7	55 7	19, 16 1	40 81 3 ,	2, 04 6	42 85 9 ,
Am ise d in her reh ive inc ts r ot oun eco gn co mp ens om e	0	0	0	0	1, 04 5	0	1, 04 5	0	1, 04 5
Cu atio iffe nsl n d tra rre ncy ren ce	0	0	0	77 9	0	0	77 9	-12 1	65 8
Co lida ted rof it t p nso ne	0	0	0	0	0	13, 43 9	13, 43 9	41 0	13, 84 9
Tot al c he nsi inc om pre ve om e	0	0	0	9 77	04 1, 5	13, 43 9	26 3 15,	28 9	2 15, 55
Buy -ba ck of o rdi har nar y s es	-14 4	-85 6	0	0	0	0	00 0 -1,	0	00 0 -1,
31 De c. 2 01 2	6, 45 6	14, 39 5	61	-38	1, 60 2	32 60 0 ,	55 07 6 ,	2, 33 5	57 41 1 ,
Div ide nds id pa	0	0	0	0	0	-3, 22 8	-3, 22 8	0	-3, 22 8
Su bto tal	6, 45 6	14, 39 5	61	-38	1, 60 2	29 37 2 ,	51 84 8 ,	2, 33 5	54 183 ,
Am ise d in her reh ive inc ts r ot oun eco gn co mp ens om e	0	0	0	0	-93 3	0	-93 3	0	-93 3
Cu nsl atio n d iffe tra rre ncy ren ce	0	0	0	-58 6	0	0	-58 6	-1	-58 7
Co lida rof it ted t p nso ne	0	0	0	0	0	6, 31 2	6, 31 2	152	6, 46 4
Tot al c he nsi inc om pre ve om e	0	0	0	-58 6	-93 3	6, 31 2	4, 79 3	15 1	4, 94 4
30 Ju 20 13 n.	6, 45 6	14, 39 5	61	-62 4	66 9	35 68 4 ,	56 64 1 ,	2, 48 6	59 12 7 ,

Notes to the Interim Consolidated Financial Statements

Accounting

The half year financial report of the MBB Group for the period 1 January to 30 June 2013 was prepared on the basis of the International Financial Reporting Standards (IFRS) published by the International Accounting Standards Board (IASB) as adopted in the EU. It was prepared in accordance with IAS 34.

Accounting policies

The accounting policies adopted are the same as those applied in the consolidated financial statements for the year ended 31 December 2012. The preparation of the financial statements was influenced by recognition and measurement policies as well as assumptions and estimates affecting the amount and reporting of recognised assets, liabilities, contingent liabilities and income and expense items. Matters relating to revenue are deferred intra-year.

Segment reporting

MBB's management classifies the segments as reported in the interim Group management report.

1 Jan. - 30 Jun. 2013	Technical	Industrial	Trade &	Recon-	Group
	Applications	Production	Services	ciliation
(unaudited)
	€ thou	€ thou	€ thou	€ thou	€ thou
Revenue from third parties	70,852	27,409	16,077	0	114,338
Other segments	35	100	85	-220	0
Total revenue	70,887	27,509	16,162	-220	114,338
Earnings (EBIT)	7,396	1,332	127	30	8,885
Amortisation and depreciation	846	1,173	493	22	2,534
Investments	368	3,626	520
Investments in
associates*	0	0	0
Segment assets	65,131	33,963	8,772
Segment liabilities	50,092	9,062	4,456

1 Jan. - 30 Jun. 2012	Technical	Industrial	Trade &	Recon-	Group
	Applications	Production	Services	ciliation
(unaudited)
	€ thou	€ thou	€ thou	€ thou	€ thou
Revenue from third parties	46,248	26,163	16,908	501	89,820
Other segments	285	130	49	-464	0
Total revenue	46,533	26,293	16,957	37	89,820
Earnings (EBIT)	6,432	1,609	221	129	8,391
Amortisation and depreciation	593	1,223	453	194	2,463
Investments	814	1,177	424
Investments in
associates*	0	0	0
Segment assets	63,952	30,136	8,226
Segment liabilities	54,808	9,208	4,720

* The shares of the Romanian Companies are reported in the Technical Applications segment.

Segment liabilities do not include any obligations arising from taxes, finance lease liabilities or liabilities to banks.

Dividends paid

On 18 June 2013, MBB Industries AG distributed a dividend of €3.2 million (€0.5 per share).

Changes in contingent liabilities

There were no changes in contingent liabilities as against 31 December 2012.

Related party transactions

Business transactions between fully consolidated Group companies and unconsolidated Group companies are conducted at arm's-length conditions.

Events after the end of the reporting period

For events after the end of the reporting period, see the report on post-balance sheet date events on page 4 of the interim Group management report.

Review

The condensed interim consolidated financial statements as at 30 June 2013 and the interim Group management report were neither audited in accordance with section 317 of the German Commercial Code (HGB) nor reviewed by an auditor.

Responsibility statement

To the best of our knowledge, and in accordance with the applicable reporting principles for interim financial reporting, the interim consolidated financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group, and the interim management report of the Group includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group.

Berlin, 30 August 2013

Dr. Christof Nesemeier Chief Executive Officer

Financial Calendar

WGZ-Conference Düsseldorf

19 September 2013

Analysts' Conference German Equity Forum Frankfurt/Main

11 - 13 November 2013

Quarterly Report Q3/2013

29 November 2013

End of the financial year

31 December 2013

We would like to take this opportunity to mention our RSS feed, with which you can subscribe to and read the latest news from the Company free of charge. This is a quick and convenient way of staying upto-date: www.mbb.com/RSS

We would also like to draw your attention to our MBB Newsletter, which you can subscribe to at www.mbb.com/newsletter. You will then always receive the latest news from MBB Industries AG by email.

Contact

MBB Industries AG Joachimstaler Strasse 34 10719 Berlin, Germany Tel.: 030 - 844 15 330 Fax.: 030 - 844 15 333 www.mbb.com request@mbb.com

Legal notice

© MBB Industries AG Joachimstaler Straße 34 10719 Berlin, Germany

Cover photo: Andreas Rose