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MBB SE Interim / Quarterly Report 2023

May 17, 2023

279_10-q_2023-05-17_b177daca-438c-4a42-b397-124903625554.pdf

Interim / Quarterly Report

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INTERIM STATEMENT MARCH 31, 2023

MBB SE, Berlin

MBB in figures

Three months 2023 2022 Δ 2023
(unaudited) / 2022
Earnings figures (adjusted*) €k €k %
Revenue 200,832 172,203 16.6
Operating performance 201,821 172,036 17.3
Total performance 209,261 179,992 16.3
Cost of materials -120,485 -97,428 23.7
Staff costs -59,222 -54,626 8.4
EBITDA 13,812 14,851 -7.0
EBITDA margin 6.8% 8.6%
EBIT 3,984 6,000 -33.6
EBIT margin 2.0% 3.5%
EBT 4,349 4,686 -7.2
EBT margin 2.2% 2.7%
Consolidated net profit after non-controlling interests 26 918 -97.1
eps in € 0.00 0.16 -97.1
Average number of shares in circulation 5,789 5,842
Earnings figures (IFRS) €k €k %
EBITDA 13,287 14,305 -7.1
Consolidated net profit after non-controlling interests -595 -127 -369.7
eps in € -0.10 -0.02 -373.9
Figures from the statement of financial position (IFRS) Mar 31 Dec 31
€k €k %
Non-current assets 394,233 359,831 9.6
Current assets 704,534 761,697 -7.5
thereof liquid funds** 452,415 512,978 -11.8
Issued capital (share capital) 5,747 5,804 -1.0
Other equity 760,211 763,723 -0.5
Total equity 765,958 769,527 -0.5
Equity ratio 69.7% 68.6%
Non-current liabilities 106,110 105,454 0.6
Current liabilities 226,698 246,546 -8.1
Total assets 1,098,767 1,121,527 -2.0
Net cash (+) or net debt (-) ** 383,759 445,204 -13.8
Employees (as of closing date) 3,628 3,571 1.6

* For a detailed account of the adjustments, please refer to the information provided in the section on results of operations, financial position and net assets.

** This figure includes the value of physical gold stocks and securities.

Percentages and figures in this report may be subject to rounding differences.

Business development, result of operations, financial position and net assets

Business Development

MBB increased its revenue in the first three months of 2023 by 16.6% from €172.2 million to €200.8 million. In the same period, adjusted EBITDA decreased by -7.0% from €14.9 million to €13.8 million. Thus, the adjusted EBITDA margin of 6.8% was below the level of the prior-year period, when it was 8.6%. Adjusted earnings per share amounted to €0.00 in the first quarter, and was slightly below the previous year's level (previous year: €0.16).

The Service & Infrastructure segment, which comprises Friedrich Vorwerk and DTS, increased its revenue by 9.8% to €92.6 million compared to the prior-year period. Friedrich Vorwerk grew by 25.2% to €73.1 million in the light of strong market demand. DTS reported a decline in revenue to €19.8 million, following an unusually strong prior-year quarter that benefitted from postponement effects. EBITDA for the segment fell by 36.7% to €8.8 million (previous year: €13.8 million). This decline is attributable on the one hand to the lower EBITDA at DTS, which was 32.5% below the previous year's figure due to lower revenue and reached €3.2 million, corresponding to a still very high EBITDA margin of 16.2%. On the other hand, Friedrich Vorwerk also recorded a 38.6% decline in EBITDA to €5.6 million, which was due to unfavorable weather conditions and a high proportion of project follow-up and start-up work. The order backlog of €448.8 million and the order intake of €206.8 million recorded by Friedrich Vorwerk as at 31 March 2023 again represent historic highs in the company's history. Two major orders in the fast-growing Electricity segment deserve special mention. Friedrich Vorwerk was commissioned to implement the landbased underground cable link in the BorWin6 offshore connection project, which is scheduled for realization from 2025 and commissioning in 2027. In addition, a framework agreement was concluded with the transmission system operator TenneT for the execution of drilling operations using the innovative specialized horizontal directional drilling (HDD) for offshore connection lines. Shortly after signing, the first services under the framework agreement were already ordered. The total value of the orders for Friedrich Vorwerk is well into the high double-digit million range.

The Technological Applications segment, which comprises the listed companies Aumann and Delignit, recorded revenue growth of 21.0% to €80.2 million in the first quarter (previous year: €66.2 million). In the same period, profitability increased significantly to an adjusted EBITDA of €6.1 million (previous year: €1.5 million). Both companies performed very well compared with the previous year. Aumann significantly increased revenues by 24.2% to €55.7 million and almost tripled adjusted EBITDA to €3.7 million (previous year: €1.3 million). Aumann thus achieved an EBITDA margin of 6.5%. Aumann's order intake for the first three months amounted to €75.2 million and the order backlog increased by 29.3% to €256.5 million. Delignit also developed extremely well, continuing its strong performance from the previous year and increasing its revenue by a high double-digit percentage and also its profitability significantly compared to the same period of the previous year.

The Consumer Goods segment, comprising the mattress manufacturer CT Formpolster and the tissue products specialist Hanke recorded a 29.8% increase in revenue to €28.3 million (previous year: €21.8 million). Both companies contributed to the increase in revenue with double-digit growth rates. At €0.2 million, the segment's EBITDA remained roughly at the previous year's level (previous year: €0.0 million). While Hanke reported negative profitability due to high energy costs, CT Formpolster increased its EBITDA by 27.4%.

On 9 February 2023, MBB resolved to make use of the authorization granted by the Annual General Meeting on 28 May 2019 to acquire treasury shares in accordance with section 71 (1) no. 8 of the AktG and to buy back treasury shares with a maximum volume of €12.0 million at a price of not more than €96.00 per share via the stock exchange between 14 February and 26 April 2023. At the balance sheet date, a total of 57,147 shares with a total value of €4.5 million had been acquired under the program. After the balance sheet date, a further 30,658 shares with a total value of €2.5 million were repurchased until the end of the program on 26 April 2023.

On 27 April 2023, the MBB Board resolved at the proposal of the Executive Management to withdraw all 224,359 treasury shares for the purpose of a capital reduction. This reduces the number of no-par value shares from 5,940,751 to 5,716,392.

The Board and the Executive Management of MBB will propose a dividend of €1.00 per dividend-bearing share at the Annual General Meeting to be held in presence on 12 June 2023.

Results of operations, financial position and net assets

Against the backdrop of a volatile economic environment, the results of operations, financial position and net assets of the MBB Group remain positive. At €200.8 million, consolidated revenue after three months of the financial year 2023 is 16.6% above last year's level (previous year: €172.2 million).

Income from joint ventures and associates amounts to €4.4 million (previous year: €4.9 million) and relate to joint ventures of Friedrich Vorwerk. Other operating income of €3.0 million (previous year: €3.0 million) includes income from the offsetting of remuneration in kind of €0.7 million, income from capitalized own work of €0.5 million, income from securities of €0.4 million, income from the reversal of provisions of €0.2 million and other income of €1.3 million. Own work capitalized relates to the capitalization of development costs at Aumann.

Cost of materials increased by 23.7% to €120.5 million, adjusted staff costs increased by 8.4% to €59.2 million.

Other operating expenses amounted to €15.7 million (previous year: €13.1 million) after three months. These include maintenance and repair expenses, legal and consulting fees, advertising expenses, insurance premiums, travel expenses and other third-party services.

Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) decreased by 7.0% to €13.8 million corresponding to a margin of 6.8% (previous year: 8.6%). In the first three months of 2023, adjustments were made for staff costs in the amount of €0.5 million (previous year: €0.5 million), which related to MBB SE's and Aumann AG's stock option programs.

Revenue (adj.) by quarter

Adjusted depreciation and amortization increased by 11.0% year-on-year to €9.8 million after three months of the financial year 2023. The adjusted figure includes depreciation and amortization of assets amounting to €0.6 million capitalized as part of purchase price allocations (previous year: €1.0 million).

This resulted in an adjusted EBIT (earnings before interest and taxes) of €4.0 million (previous year: €6.0 million).

Taking into account the financial result of €0.4 million (previous year: €-1.3 million), adjusted EBT (earnings before taxes) amounted to €4.3 million (previous year: €4.7 million).

The adjusted consolidated net income after minority interests amounted to €0.0 million in the first threemonths period (previous year: €0.9 million)).

Consolidated equity as of 31 March 2023 amounts to €766.0 million (December 31, 2022: €769.5 million). In relation to the consolidated balance sheet total of €1,098.8 million (December 31, 2022: €1,121.5 million), the equity ratio slightly increased to 69.7% compared to 68.6% as of 31 December 2022. The reduction in consolidated equity in the first quarter was mainly due to the acquisition of an additional 3.26% stake in Aumann (€-6.7 million) and the acquisition of treasury shares by MBB (€-4.5 million). This was partly offset by the fair value measurement of securities (€7.1 million) and consolidated earnings after taxes according to IFRS of €0.8 million generated in the first quarter of 2023, of which €1.4 million is attributable to non-controlling interests and €-0.6 million to shareholders of MBB SE.

As of 31 March 2023 the MBB Group had liquid funds (including securities and physical gold holdings) of €452.4 million (December 31, 2022: €513.0 million), of which MBB SE accounted for €333.1 million (December 31, 2022: €337.1 million). After deducting the Group's liabilities to banks and lease liabilities of €68.7 million (December 31, 2022: €67.8 million), the MBB Group's net cash position amounts to €383.8 million, compared to €445.2 million as of 31 December 2022. Of this amount, €332.5 million (December 31, 2022: €336.3 million) was attributable to MBB SE.

The decrease in net cash is partly attributable to a negative cash flow from operating activities of €-38.8 million. Significant effects arose at Friedrich Vorwerk (€-20.6 million) and Aumann (€-20.2 million). The cash flow from operating activities at Friedrich Vorwerk is characterized by the temporary increase in net working capital, which will be partially offset in the course of the year. At Aumann, the development of cash flow from operating activities is mainly the result of the project-related increase in working capital. The main reason for the increase was the surplus of payments for the performance of customer projects, for which Aumann had already received advance payments customary in the industry at the end of the past financial year. Net cash was also reduced by net investments in property, plant and equipment and intangible assets (€-12.2 million), by payments to increase the shareholding in Aumann through the acquisition of shares (€-6.7 million) and the acquisition of treasury shares by Aumann AG (€- 1.5 million), the purchase of treasury shares by MBB SE (€-4.5 million) and dividend payments to noncontrolling interests (€-1.3 million). In addition, non-cash effects had an impact on net cash, with the conclusion of new leases and the associated increase in lease liabilities (€-2.7 million) offset by the measurement of securities at fair value (€7.1 million).

In the three-month period, MBB SE increased its investments in stock portfolio by a net €20.3 million and in short-term bonds by €22.5 million. This was offset by proceeds of €25.8 million from short-term maturing government bonds. In the consolidated cash flow statement, these effects are presented in the cash flow from investing activities.

Outlook

The Executive Management of MBB continues to expect revenues of €850 - €900 million with an adjusted EBITDA margin of 9% -11% for the financial year 2023.

Berlin, 15 May 2023

The Executive Management of MBB SE

IFRS interim consolidated financial statements

Percentages and figures in this report may be subject to rounding differences.

(unaudited)
€k
€k
Revenue
200,832
172,203
Increase (+) or decrease (-) in finished goods and work in progress
989
-167
Operating performance
201,821
172,036
Income from joint ventures and associates
4,410
4,920
Other operating income
3,029
3,036
Total performance
209,261
179,992
Cost of raw materials and supplies
-68,459
-62,718
Cost of purchased services
-52,026
-34,709
Cost of materials
-120,485
-97,428
Wages and salaries
-46,847
-43,530
Social security and pension costs
-12,900
-11,641
Staff costs
-59,747
-55,172
Other operating expenses
-15,742
-13,087
Earnings before interest, taxes, depreciation and amortization
(EBITDA)
13,287
14,305
Depreciation and amortization expense
-10,392
-9,842
Earnings before interest and taxes (EBIT)
2,895
4,463
Finance income
1,109
77
Finance costs
-706
-900
Earnings attributable to non-controlling interests
-26
-445
Net finance costs
377
-1,268
Earnings before taxes (EBT)
3,272
3,195
Income tax expense
-2,349
-1,399
Other taxes
-152
-242
Earnings after taxes
771
1,554
thereof attributable to:
- Shareholders of MBB SE
-595
-127
- Non-controlling interests
1,366
1,681
Basic earnings per share (in €)
-0.10
-0.02
IFRS consolidated statement of profit or loss Jan 1 - Mar 31,
2023
Jan 1 - Mar 31,
2022
Diluted earnings per share (in €) -0.04 0.04
IFRS consolidated statement of comprehensive income Jan 1 - Mar 31,
2023
Jan 1 - Mar 31,
2022
(unaudited) €k €k
Earnings after taxes 771 1,554
Items that may be subsequently reclassified to profit and loss
Fair value changes bonds and gold 441 489
Currency translation differences -64 -142
Reclassifications to profit or loss (debt instruments) 1,085 0
Items that may not be subsequently reclassified to profit and loss
Fair value changes shares 6,699 -11,373
Other comprehensive income after taxes 8,160 -11,027
Comprehensive income for the reporting period 8,931 -9,473
thereof attributable to:
- Shareholders of the parent company 7,498 -10,246
- Non-controlling interests 1,433 773
Statement of financial position Mar 31, 2023 Dec 31, 2022
Assets (IFRS) unaudited audited
€k €k
Non-current assets
Concessions, industrial property rights and similar rights 21,552 21,577
Goodwill 48,726 48,726
Advance payments 41 41
Intangible assets 70,319 70,344
Land and buildings including buildings on third-party land 88,219 86,728
Technical equipment and machinery 61,645 62,297
Other equipment, operating and office equipment 33,585 33,072
Advance payments and assets under development 12,168 8,794
Property, plant and equipment 195,617 190,890
Joint ventures and associates 18,469 17,059
Other participations 1 1
Long-term securities 93,041 66,039
Other loans 1,152 1,184
Financial assets 112,663 84,283
Deferred tax assets 15,635 14,314
394,233 359,831
Current assets
Raw materials and supplies 27,347 26,867
Work in progress 10,374 9,851
Finished goods and commodities 11,254 10,241
Advance payments 16,685 18,068
Inventories 65,660 65,027
Trade receivables 68,900 65,469
Contract assets 182,234 161,830
Income tax receivables 11,998 12,326
Other current assets 16,077 9,785
Trade receivables and other current assets 279,209 249,410
Gold 4,661 4,394
Securities 76,584 79,839
Derivative financial instruments 291 321
Financial assets 81,536 84,554
Cash in hand 38 63
Bank balances 278,091 362,644
Cash in hand and bank balances 278,129 362,706
704,534 761,697
Total assets 1,098,767 1,121,527
Statement of financial position Mar 31, 2023 Dec 31, 2022
Equity and liabilities (IFRS) unaudited audited
€k €k
Equity
Issued capital 5,747 5,804
Capital reserve 471,020 475,240
Legal reserve 61 61
Retained earnings and other comprehensive income 68,168 61,436
Non-controlling interests 220,962 226,987
765,958 769,527
Non-current liabilities
Liabilities to banks 28,533 30,396
Lease liabilities 11,315 10,484
Liabilities from participation rights 10,213 10,213
Liabilities to non-controlling interests 2,257 2,231
Other liabilities 2,986 2,970
Pension provisions 18,615 18,615
Other provisions 3,939 3,709
Deferred tax liabilities 28,252 26,835
106,110 105,454
Current liabilities
Liabilities to banks 20,941 18,759
Lease liabilities 7,867 8,136
Trade payables 65,077 66,571
Contract liabilities 37,603 48,783
Liabilities to non-controlling interests 1,323 2,534
Other liabilities 37,100 38,422
Accruals 32,415 35,673
Income tax liabilities 9,679 13,816
Other provisions 14,694 13,851
226,698 246,546
Total equity and liabilities 1,098,767 1,121,527
Consolidated statement of cash flows Jan 1 - Mar 31, Jan 1 - Mar 31,
2023 2022
(unaudited) €k €k
1. Cash flow from operating activities
Earnings before interest and taxes (EBIT) 2,895 4,463
Depreciation and amortization expense 10,392 9,842
Increase (+), decrease (-) in provisions 1,072 -3,955
Gains (-), Losses (+) from disposal of non-current assets -17 172
Income from joint ventures and associates -4,410 -4,920
Other non-cash expenses and income 1,423 317
Adjustments for non-cash transactions 8,460 1,456
Reclassification -283 0
Increase (-), decrease (+) in inventories, trade receivables and other as
sets
-28,951 -25,498
Decrease (-), increase (+) in trade payables and other liabilities -17,337 -7,743
Change in working capital -46,288 -33,241
Income taxes paid -6,064 -3,619
Interest received 1,377 77
Dividend proceeds from joint ventures and associates 1,141 455
Cash flow from operating activities -38,763 -30,409
2. Cash flow from investing activities
Investments (-), divestments (+) of intangible assets -2,158 -1,153
Investments (-), divestments (+) of property, plant and equipment -10,033 -7,338
Investments (-), divestments (+) of long-term financial assets and securi -16,979 -21,482
ties
Cash flow from investing activities -29,170 -29,973
3. Cash flow from financing activities
Payments to non-controlling interests -1,253 0
Purchase of own shares -4,506 -3,166
Payments for (-), proceeds from disposal of (+) shares without change of
control
-8,254 -11,561
Proceeds from borrowings 3,532 5,253
Repayments of loans -3,226 -12,681
Payments for lease liabilities -2,200 -2,431
Interest payments -694 -889
Cash flow from financing activities -16,601 -25,476
Cash and cash equivalents at end of period
Change in cash and cash equivalents (Subtotal 1-3) -84,534 -85,857
Effects of changes in foreign exchange rates (non-cash) -43 39
Cash and cash equivalents at beginning of period 362,706 416,775
Cash and cash equivalents at end of period 278,129 330,957
Composition of cash and cash equivalents
Cash in hand 38 112
Bank balances 278,091 330,845
Reconciliation to liquid funds as of Mar 31 2023 2022
Cash and cash equivalents at end of period 278,129 330,957
Gold 4,661 4,493
Securities 169,625 211,503
Segment reporting
Jan 1 - Mar 31 2023 2022 ∆ 2023 / 2022
(unaudited) €k €k €k in %
Service & Infrastructure
Revenue 92,569 84,301 8,268 9.8%
EBITDA (adjusted) 8,752 13,820 -5,068 -36.7%
Segment assets 290,784 226,188 64,596 28.6%
Segment liabilities 88,669 76,802 11,867 15.5%
Technological Applications
Revenue 80,167 66,245 13,922 21.0%
EBITDA (adjusted) 6,064 1,546 4,518 292.2%
Segment assets 247,487 239,352 8,135 3.4%
Segment liabilities 111,478 95,156 16,322 17.2%
Consumer Goods
Revenue 28,292 21,797 6,495 29.8%
EBITDA (adjusted) 238 28 210 746.5%
Segment assets 58,617 56,113 2,504 4.5%
Segment liabilities 20,591 23,582 -2,991 -12.7%
Reconciliation
Revenue intersegment Service & Infrastructure -135 -123 -12 -9.9%
Revenue intersegment Technological Applications -30 0 -30
Revenue intersegment Consumer Goods -31 -18 -12 -65.6%
Revenue -195 -141 -54 -38.5%
EBITDA (adjusted) -1,243 -543 -700 -128.8%
Group
Third party revenue Service & Infrastructure 92,434 84,178 8,256 9.8%
Third party revenue Technological Applications 80,137 66,245 13,892 21.0%
Third party revenue Consumer Goods 28,261 21,779 6,482 29.8%
Revenue 200,832 172,203 28,630 16.6%
EBITDA (adjusted) 13,812 14,851 -1,039 -7.0%

Financial calendar

Annual General Meeting 2023

12 June 2023

Half-year financial report 2023 15 August 2023

Commerzbank & ODDO BHF Corporate Conference

5-6 September 2023

Berenberg and Goldman Sachs Twelfth German Corporate Conference 18-20 September 2023

Quarterly report Q3 14 November 2023

Deutsches Eigenkapitalforum 27-29 November 2023

End of Financial Year

31 December 2023

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