Earnings Release • Jul 20, 2023
Earnings Release
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| Amounts in SEKm unless otherwise stated | Q2 2023 | Q2 2022 | Change | 6M 2023 | 6M 2022 | Change | R12 2023 12M 2022 | |
|---|---|---|---|---|---|---|---|---|
| Net sales | 1,292 | 1,255 | 3% | 2,203 | 2,168 | 2% | 4,380 | 4,343 |
| Gross profit | 349 | 379 | -8% | 550 | 616 | -11% | 1,119 | 1,184 |
| Gross margin %* | 27.0% | 30.2% | -3.2pp | 25.0% | 28.4% | -3.5pp | 25.5% | 27.3% |
| EBITDA* | 186 | 216 | -14% | 216 | 307 | -30% | 492 | 583 |
| EBITDA margin, %* | 14.4% | 17.2% | -2.8pp | 9.8% | 14.2% | -4.4pp | 11.2% | 13.4% |
| EBIT | 143 | 180 | -21% | 131 | 236 | -44% | 325 | 430 |
| EBIT margin, %* | 11.0% | 14.4% | -3.3pp | 5.9% | 10.9% | -4.9pp | 7.4% | 9.9% |
| Return on capital employed, %* | n/a | n/a | n/a | 11.4% | 16.1% | -4.7pp | 11.4% | 16.1% |
| Net profit | 103 | 140 | -26% | 81 | 179 | -55% | 232 | 330 |
| Cash flow from operating activities | 157 | 38 | 318% | 99 | 22 | 346% | 437 | 360 |
| Net debt* | 1,131 | 1,009 | 12% | 1,131 | 1,009 | 12% | 1,131 | 912 |
| Earnings per share before dilution, SEK | 4.34 | 5.84 | -26% | 3.50 | 7.49 | -53% | 9.84 | 13.83 |
| Earnings per share after dilution, SEK | 4.31 | 5.80 | -26% | 3.48 | 7.44 | -53% | 9.79 | 13.76 |
A conference call for investors, analysts and media will be held today, 20 July 2023, at 10:00 am CEST and can be joined online at https://events.teams.microsoft.com/. Presentation materials will be available on https://www.nordicwaterproofing.com one hour before the call.
To participate from computer, use link above. To participate via phone, please use conference id 559 433 554# on any of below numbers:
| From Sweden: | +46 8 502 428 90 | From Denmark: | +45 32 72 66 61 |
|---|---|---|---|
| From United Kingdom: | +44 20 7660 8326 | From Finland: | +358 9 85 626 548 |
Unless otherwise stated, figures within parentheses refer to the preceding year or the corresponding period in the preceding year in respect of income statement and/or cash flow items and the end of the preceding year in respect of balance sheet items. *For definitions and reconciliations of financial and alternative key performance indicators, please see page 25.
Installation Services EBIT further improves, mixed performance in Products & Solutions
Consolidated net sales in the second quarter increased to SEK 1,292 million compared to SEK 1,255 million last year, with an impact from acquisitions of 8 percent, currency translation of 4 percent and organic development of -9 percent, of which 5 percent were sales price increases and volume development was -14 percent. Organic development was -8 percent in Products & Solutions and -11 percent in Installation Services.
EBIT for the second quarter amounted to SEK 143 million, compared to SEK 180 million last year. The negative development in operating profit is mainly explained by increased competition in the market for synthetic rubber waterproofing membranes that has led to lower volumes and margins from last year's historically high levels. In addition, in our prefabricated wooden elements business that has a higher exposure to residential new build than the rest of our activities, lower volumes and operational challenges have led to lower operating result. Excluding these two businesses our Group has achieved an operating result on par with last year.
ROCE now stands at 11.4 percent (16.1). Cash flow from operating activities amounted to SEK 157 M (38), the positive development being explained by improved working capital.
We have seen continued slightly deflated costs for our input materials. Our expectation for commercial new build remains slightly negative while demand for renovation seems stable. Residential new build is expected to remain depressed in the short-term. We have effected cost reductions throughout our Group to adapt to the current business climate.
The Products & Solutions operating segment decreased Net Sales by -2 percent (20). Organic development was -8 percent (15) of which 4 percent were related to sales price increases and volume development was -12 percent, the impact from acquisitions was 3 percent and currency translation effects were 3 percent.
The Bitumen-based waterproofing business in Sweden showed an increase in Net Sales while the other three Nordic markets had slightly negative development. The volume development, being mid-single digit negative, was almost compensated by the impact from price increases. SealEco, our synthetic rubber waterproofing business, had a decline in sales in all markets.
In our prefabricated wooden elements business, Taasinge group had a decline in sales in Denmark, Norway had a positive sales development while Seikat in Finland saw a good increase in sales. The Taasinge group has had a weak margin development and some operational challenges, a new CEO has been appointed. Order books are on good levels in all three markets, however somewhat lower than previous quarters.
Sales development of our green infrastructure businesses, sold under the brands Veg Tech and Urban Green, had a strong growth compared to the second quarter 2022.

President and CEO
Net sales: SEK 2,203m (2,167)
EBITDA: SEK 216 m (307) 9.8% (14.2%)
EBIT: SEK 131 m (236) 5.9% (10.9%)
ROCE (R12): 11.4% (16.1%)
The Installation Services operating segment grew by 20 percent (18) to SEK 350 M. Organic development was -11 percent (5), of which 7 percent was sales price increases and volume development was -19 percent, the impact from acquisitions was 24 percent and currency translation effects were 7 percent. In Finland, which represents the largest part of our Installation Services, we saw continued margin improvement. In Norway, where we face some operational challenges, we had a negative development in Net Sales and weaker margins. In Denmark our franchise network outperformed last year's EBIT.
We continue to focus on growth via organic market share gains and selective acquisitions which our balance sheet continues to allow for. We have a strategic focus to promote sustainable building solutions and enhance our service and product portfolio.
Helsingborg, 20 July 2023
Martin Ellis, President and CEO
Consolidated net sales for the second quarter increased with 3 percent to SEK 1,292 m (1,255), a new all-time high for a single quarter. Organic development was -9 percent, of which 5 percent was sales price increases and volume development was -14 percent, impact from acquisitions was 8 percent and currency translation effects were 4 percent. Consolidated net sales for the period January – June increased with 2 percent to SEK 2,203 m (2,167). Organic development was -9 percent, of which 7 percent was sales price increases and volume development was -16 percent, impact from acquisitions was 7 percent and currency translation effects were 4 percent.
| Q2 2023 | Q2 2023 | 6M 2023 | 6M 2023 | |
|---|---|---|---|---|
| Analysis of net sales | (%) | (SEK m) | (%) | (SEKm) |
| Previous period | 1,255 | 2,167 | ||
| Organic growth | -9% | -112 | -9% | -204 |
| Structural effects | 8% | 95 | 7% | 161 |
| Currency effects | 4% | 54 | 4% | 80 |
| Current period | 3% | 1,292 | 2% | 2,203 |
Sales in Denmark decreased by -6 percent compared with the corresponding period in the preceding year, sales of both bitumen based waterproofing and prefabricated wooden elements had a negative development. Organic development was -18 percent, acquisitions 4 percent and currency changes had a positive impact with 8 percent. In Sweden sales increased by 7 percent. Sales in Norway decreased by -10 percent whereof organic development was -4 percent and currency changes had a negative impact with -5 percent. In Finland sales increased by 28 percent in the quarter whereof impact from acquisitions was 26 percent, organic development was -7 percent and currency translation effects were positively affecting by 9 percent. Sales to other countries in Europe decreased with -14 percent in the quarter.



Average Capital Employed (R4Q/4) ROCE % (R12)

NORDIC WATERPROOFING HOLDING AB PAGE 4 OF 26
Operating profit (EBIT) for the second quarter decreased to SEK 143 m (180) and the EBIT margin decreased to 11.0 percent (14.4). The negative development in gross profit and operating profit is mainly explained by decreasing volumes and lower margins for our synthetic rubber waterproofing and prefabricated wooden element businesses. The profitability for our synthetic rubber waterproofing membranes is on a satisfactory level, however lower than last year. In total the other business units have an EBIT on the same level as last year, however with some variances. Operating profit (EBIT) for the period January - June decreased to SEK 131 m (236) and the EBIT margin decreased to 5.9 percent (10.9).
EBITDA for the second quarter decreased to SEK 186 m (216) and the EBITDA margin is decreased to 14.4 percent (17.2).
EBITDA for the period January - June decreased to SEK 216 m (307) and the EBITDA margin decreased to 9.8 percent (14.2).
Return on capital employed (ROCE) on a rolling 12 months basis was 11.4 percent (16.1) after the second quarter, being below our long-term financial target of 13.0 percent. The reduction is mainly explained by the decreased profitability.
Net financial items for the second quarter of 2023 amounted to SEK -9 m (-6). The negative development is mainly explained by increased interest cost that had a negative impact of SEK -11 M (-3).
Net financial items for the period January - June amounted to SEK -23 m (-9). The negative development is mainly explained by increased interest cost that had a negative impact of SEK -20 M (-6).
The profit before tax for the second quarter amounted to SEK 133 m (175) and profit after tax amounted to SEK 103 m (140). The effective tax rate was 22.4 percent in the quarter.
The profit before tax for the period January - June amounted to SEK 108 m (227) and profit after tax amounted to SEK 81 m (179). The effective tax rate was 25.0 percent.
Nordic Waterproofing's business is subject to various risks, which can be divided into operating, financial and external risks. Operating risks include liability under warranties and product liability, key employees, disruptions in production, IT systems, intellectual property rights, product development, restructuring, acquisitions and integration, insurance, and corporate governance. Financial risks primarily include changes in exchange rates and interest rates, and risks relating to losses in respect of accounts receivable, liquidity risk, the capacity to raise capital, financial credit risk and risks relating to goodwill. External risks include risks relating to market trends, competition, prices of raw materials, political decisions, legal disputes, tax risks, environmental risks, and weather conditions.
The consequences of the continued cost inflation, increased interest rates and a potential decrease in the market for new built is being closely followed by the company to mitigate the impact from these events as much as possible.
The management of risk at Nordic Waterproofing is based on a structured process for continually identifying and assessing risks, their likelihood, and their potential impact on the Group. The focus is on identifying controllable risks and managing the risks to reduce the overall risk level for the business.
On the 29 April 2020 the Danish Competition and Consumer Authority (Konkurrence- og Forbrugerstyrelsen) decided to finally close the investigation of the roofing felt market. By the decision, the Council closed the whole matter without taking any further steps. Related to this, three local competitors have raised claims for financial losses allegedly incurred by them. The first case was up in court in December 2021 and verdict was delivered on 16 February 2022 in favour of Nordic Waterproofing. Verdict in the remaining two cases was delivered on 7 May 2022 in favour of Nordic Waterproofing. Both latter two losing parties appealed the court's decision, however one of them has been closed due to bankruptcy and only one counterpart remains.
In the opinion Nordic Waterproofing, the situation remains that there are no grounds for these claims and no provisions have been made.
The risks are further described in the Group's 2022 Annual Report.
Cash flow from operating activities during the second quarter was SEK 157 m (38). The cash flow had a negative impact from a lower operating profit and increase in operating receivables while a reduced inventory and higher operating liabilities had a positive impact.
Cash flow from investing activities during the second quarter was SEK -41 m (-27).
Cash flow from financing activities during the second quarter was SEK -104 m (-55). During the second quarter a cash dividend was paid to the shareholders in the amount of SEK 167 m (-143), a loan of SEK 90 m was established and options for shares in subsidiaries of SEK 8,8 m were paid.
Gross investments excluding acquisitions during the second quarter of 2023 amounted to SEK 22 m (26), while depreciation amounted to SEK -15 m (-14). Right-of-use depreciations relating to IFRS 16 amounts to SEK -17 m (-15). Amortizations of intangible assets amounted to SEK -11 m (-7), primarily consisting of amortizations of customer relations in the acquired companies.
Gross investments excluding acquisitions during January - June 2023 amounted to SEK 44 m (46), while depreciation amounted to SEK -29 m (-28). Right-of-use depreciations relating to IFRS 16 amounts to SEK -33 m (-29). Amortizations of intangible assets amounted to SEK -22 m (-15), primarily consisting of amortizations of customer relations in the acquired companies.
Nordic Waterproofing's principal external financing agreement has final maturity date in June 2025. It contains a EUR 75.0 m (75.0) term loan facility and a EUR 40.0 m (40.0) revolving loan facility, of which EUR 14.4 m is allocated to the Group cash pool overdraft facility. The loan and credit facilities bear variable interest and run without requiring repayment in instalments. The financing agreement contains financial covenants that are monitored and followed up on a quarterly basis. At the end of the second quarter Nordic Waterproofing is compliant with the covenants as per the facility agreement.
The consolidated interest-bearing net debt amounted to SEK 1,081 m at the end of the period, compared with SEK 844 m at the end of 2022 and SEK 976 m at the end of corresponding period in the preceding year. The increase in net debt of SEK 237 m compared to the end of 2022 is mainly explained by a seasonally weak cash flow and that dividend of SEK 167 M has been distributed to our shareholders.
Consolidated cash and cash equivalents amounted to SEK 136 m (260) at the end of the period. SEK 0 m (0) of the Group's total overdraft facility of SEK 170 m (160) was utilized at the end of the quarter.
Indebtedness calculated as net interest-bearing debt/EBITDA during the most recent twelve-month period was 2.2x (1.4x) at the end of the period, and the net debt/equity ratio was 0.6x (0.5x).
There were no significant changes during the period.
The average number of employees during the second quarter of 2023 (expressed as full-time equivalents) was 1,353 compared with 1,386 during the same period in the preceding year. The decrease is driven by divested companies and reductions for increased efficiency.
The average number of employees in the parent company has been 1 (1).
• On 27 April the AGM was held and decided to among other decisions, distribute a dividend of SEK 7.00 per share.
• Nothing to report
Nordic Waterproofing's target for the return on capital employed (ROCE) is at least 13 percent. The outcome after the second quarter of 2023 on a rolling 12-month basis was 11.4 percent. The decrease is driven by reduced profitability.
The interest-bearing net debt/EBITDA-ratio shall not exceed 3.0 times. The outcome after the second quarter of 2023 (R12) was 2.2 times.
The sales growth target to exceed the growth in the Group's current markets through organic growth, in addition to expected growth through selective acquisitions. It is the opinion of the Group that we have been on par with or outperformed the market growth on our most relevant markets with the exception of synthetic rubber membranes where we see a slight loss of market share.
Our strategic goal is to reduce the Group's CO2 emissions for scopes 1, 2 and 3. During 2022 we reduced the Group's CO2-emission with -19 percent.
Other sustainability-related KPIs from 2022 include:
Further information about the Group's sustainability work can be found in the Annual Report for 2022 and on our website.
The parent Company, Nordic Waterproofing Holding AB, is a holding company that does not conduct any business. The parent company's earnings primarily reflect the revenues and costs for joint Group services and deductions for salaries, other remuneration and compensation, and similar expenses.
The Company has established three incentive programs ("LTIP 2021", "LTIP 2022" and "LTIP 2023"). The total cost, including social security charges, is estimated to be SEK 10-14 m for each program, during the period of the program, under the assumption of an average annual growth of operating profit (EBIT) before items affecting comparability of 10 percent. No new shares will be issued in the Company due to the programs. However, the Company will acquire treasury shares in order to secure the provision of shares and to secure and cover social security charges. The costs for the programs are expected to have a marginal effect on Nordic Waterproofing Group's key ratios. The maximum number of shares that can be granted under the LTIP 2021, LTIP 2022 and LTIP 2023 are 63,569, 70,030 and 84,474 respectively, considering persons having left the Company. During the second quarter has the LTIP 2020 been finalised and 81,175 shares earnt in the program has been distributed to the participants, 3,777 remains to be distributed. As per 30 June 2023, Nordic Waterproofing Holding AB owns itself 95,723 (84,097) treasury shares.
| Treasury shares | 2023 | 2022 | ||
|---|---|---|---|---|
| Owned treasury shares as per 1 January | 84,097 | 176,334 | ||
| Distributed shares in LTIP 2019 (2018) | - | - | 92,237 | |
| Distributed shares in LTIP 2020 (2019) | - | 81,175 | - | |
| Acquired treasury shares | 92,801 | - | ||
| Treasury shares as per 30 June | 95,723 | 84,097 |
As per 30 June 2023, the share capital amounted to SEK 24,084 thousand and the total number of issued shares were 24,083,935. The Company has one (1) class of shares. Each share entitles the holder to one vote at general meetings.
As per 30 June 2023, Nordic Waterproofing Holding AB had ca 6,700 shareholders and owns itself 95,723 treasury shares (0.4 percent of the total number of issued shares) following the share buyback program in connection with the long-term incentive programs.
There have not been any changes in number of issued shares and share capital during the second quarter of 2023. As a consequence of the distribution of shares from LTIP 2020 the number of treasury shares has been reduced from 176,334 to 95,723 shares.
The number of shareholders has during the quarter been unchanged and amounts to ca 6,700 owners. The largest shareholders in Nordic Waterproofing Holding AB, as per 30 June 2023, are stated below.
| Number of | |||
|---|---|---|---|
| Owner | shares | Capital, % | Votes, % |
| Kingspan Group PLC | 5,805,641 | 24.1% | 24.2% |
| Handelsbanken Fonder | 1,458,249 | 6.1% | 6.1% |
| Tredje AP-fonden | 1,350,000 | 5.6% | 5.6% |
| Lannebo Fonder | 1,065,400 | 4.4% | 4.4% |
| Cliens Fonder | 713,200 | 3.0% | 3.0% |
| Carnegie Fonder | 674,530 | 2.8% | 2.8% |
| Avanza Pension | 673,214 | 2.8% | 2.8% |
| Dimensional Fund Advisors | 544,509 | 2.3% | 2.3% |
| Canaccord Genuity Wealth Management | 481,643 | 2.0% | 2.0% |
| Futur Pension | 464,657 | 1.9% | 1.9% |
| Total 10 largest shareholders | 13,231,043 | 54.9% | 55.2% |
| Other shareholders | 10,757,169 | 44.7% | 44.8% |
| Total number of votes | 23,988,212 | 99.6% | 100.0% |
| Treasury shares | 95,723 | 0.4% | n/a |
| Total number of shares | 24,083,935 | 100.0% | n/a |
Source: Monitor by Modular Finance AB. Compiled and processed data from various sources, including Euroclear, Morningstar and the Swedish Financial Supervisory Authority. Holdings with depositories are reported as "other shareholders".
Net sales for the second quarter of 2023 decreased by -2 percent compared with the corresponding period in the preceding year, amounting to SEK 1,001 m (1,021). Organic development was -8 percent of which 4 percent were sales price increases and volume development were -12 percent, the impact from acquisitions was 2 percent and currency translation effects were 3 percent.
Sales in Denmark decreased by -6 percent compared to the corresponding period in the preceding year, whereof -18 percent organic, 4 percent from acquisitions and a positive currency effect of 8 percent. Sales in Finland increased with 15 percent compared to corresponding period in the preceding year, whereof organic decrease was -13 percent, 19 percent from acquisitions and currency effects were positive with 8 percent. Sales in Sweden increased by 7 percent while sales in Norway decreased by -3 percent whereof organic sales development was 3 percent and currency effects had a negative impact with -6 percent. Sales in other countries in Europe decreased by -14 percent in the quarter.
| Q2 2023 | Q2 2023 | 6M 2023 | 6M 2023 | |
|---|---|---|---|---|
| Analysis of net sales, Product & Solutions | (%) | (SEK m) | (%) | (SEKm) |
| Previous period | 1,021 | 1,794 | ||
| Organic growth | -8% | -79 | -10% | -184 |
| Structural effects | 2% | 25 | 2% | 40 |
| Currency effects | 3% | 33 | 3% | 51 |
| Current period | -2% | 1,001 | -5% | 1,702 |
Operating profit (EBIT) for Products & Solutions for the second quarter 2023 decreased and amounted to SEK 132 m (184). The EBIT margin was 13.2 percent (18.1). Operating profit (EBIT) for the first six months 2023 decreased and amounted to SEK 154 m (268). The EBIT margin was 9.0 percent (14.9).
EBITDA amounted to SEK 165 m (212) and the EBITDA margin was 16.5 percent (20.8) in the second quarter. EBITDA for the first six months 2023 amounted to SEK 217 m (323) and the EBITDA margin was 12.8 percent (18.0).


Business in this operating segment is primarily conducted in Finland, through a part-owned company in Norway, through the non-consolidated franchise companies in Denmark and through a wholly-owned subsidiary in Sweden. Net sales for the second quarter of 2023 increased by 20 percent compared with the corresponding period in the preceding year, amounting to SEK 350 m (291). Organic development was -11 percent of which 7 percent were sales price increases and volume development -19 percent, the impact from acquisitions was 24 percent and currency translation effects were 7 percent.
Sales in Finland increased with 32 percent consisting of -5 percent organic, 28 percent from acquisitions and positive currency effects with 9 percent. Sales in Norway decreased with -34 percent consisting of -31 percent organic and negative currency effects with -4 percent.
| Q2 2023 | Q2 2023 | 6M 2023 | 6M 2023 | |
|---|---|---|---|---|
| Analysis of net sales, Installation Services | (%) | (SEK m) | (%) | (SEKm) |
| Previous period | 291 | 462 | ||
| Organic growth | -11% | -32 | -5% | -22 |
| Structural effects | 24% | 70 | 26% | 121 |
| Currency effects | 7% | 21 | 6% | 29 |
| Current period | 20% | 350 | 28% | 590 |
Operating profit (EBIT) for Installation Services for the second quarter amounted to SEK 22 m (9). The EBIT margin was 6.2 percent (3.0) in the quarter. Operating profit (EBIT) for the first six months 2023 amounted to SEK 0 m (-6). The EBIT margin for the first six months 2023 was 0.0 percent (-1.3).
EBITDA amounted to SEK 32 m (16) and the EBITDA margin was 9.1 percent (5.6) in the second quarter. EBITDA for the first six months 2023 amounted to SEK 20 m (9) and the EBITDA margin was 3.5 percent (1.9).


Note: both EBITDA and EBITDA %-age include the share of profit in associated companies
| Key figures (SEKm) | Q2 2023 | Q1 2023 | Q4 2022 | Q3 2022 | Q2 2022 | Q1 2022 | Q4 2021 | Q3 2021 |
|---|---|---|---|---|---|---|---|---|
| Net sales | 1,292 | 911 | 1,045 | 1,132 | 1,255 | 912 | 890 | 1,003 |
| EBITDA* | 186 | 30 | 114 | 162 | 216 | 91 | 97 | 176 |
| EBITDA margin, %* | 14.4% | 3.3% | 10.9% | 14.3% | 17.2% | 10.0% | 10.9% | 17.5% |
| Operating profit (EBIT) | 143 | -11 | 66 | 128 | 180 | 56 | 59 | 140 |
| EBIT margin, %* | 11.0% | -1.3% | 6.3% | 11.3% | 14.4% | 6.1% | 6.6% | 14.0% |
| ROCE (R12), %* | 11.4% | 13.1% | 16.1% | 16.6% | 17.9% | 17.9% | 16.6% | 17.1% |
| Net profit | 103 | -22 | 47 | 104 | 140 | 39 | 44 | 86 |
| Cash flow from operating activities | 157 | -58 | 93 | 244 | 38 | -15 | 92 | 101 |
| Cashflow from operating activities (R12)* | 437 | 317 | 360 | 358 | 215 | 292 | 220 | 311 |
| Operating cash conversion (R12), %* | 89% | 61% | 62% | 63% | 37% | 52% | 43% | 61% |
| Interest-bearing net debt* | 1,081 | 997 | 844 | 861 | 976 | 762 | 677 | 675 |
| Net debt* | 1,131 | 1,058 | 912 | 895 | 1,009 | 855 | 770 | 766 |
| Earnings per share before dilution, SEK | 4.34 | -0.84 | 2.00 | 4.34 | 5.84 | 1.65 | 1.91 | 3.57 |
| Earnings per share after dilution, SEK | 4.31 | -0.83 | 2.00 | 4.32 | 5.80 | 1.64 | 1.90 | 3.56 |
| Net sales by segment (SEKm) | Q2 2023 | Q1 2023 | Q4 2022 | Q3 2022 | Q2 2022 | Q1 2022 | Q4 2021 | Q3 2021 |
| Products & Solutions | 1,001 | 701 | 756 | 831 | 1,021 | 773 | 658 | 746 |
| Installation Services | 350 | 239 | 325 | 337 | 291 | 171 | 249 | 281 |
| Group Items & Eliminations | -59 | -29 | -35 | -37 | -57 | -33 | -17 | -25 |
| Total | 1,292 | 911 | 1,045 | 1,132 | 1,255 | 912 | 890 | 1,003 |
| Net sales by country (SEKm) | Q2 2023 | Q1 2023 | Q4 2022 | Q3 2022 | Q2 2022 | Q1 2022 | Q4 2021 | Q3 2021 |
| Sweden | 272 | 146 | 193 | 203 | 254 | 138 | 158 | 203 |
| Norway | 162 | 146 | 181 | 177 | 180 | 136 | 132 | 144 |
| Denmark | 267 | 237 | 230 | 251 | 286 | 272 | 230 | 227 |
| Finland | 401 | 233 | 321 | 346 | 314 | 171 | 243 | 281 |
| Europe | 189 | 147 | 119 | 153 | 219 | 193 | 123 | 147 |
| Rest of world | 1 | 3 | 2 | 2 | 1 | 1 | 4 | 1 |
| Total | 1,292 | 911 | 1,045 | 1,132 | 1,255 | 912 | 890 | 1,003 |
| EBITDA by segment (SEKm) | Q2 2023 | Q1 2023 | Q4 2022 | Q3 2022 | Q2 2022 | Q1 2022 | Q4 2021 | Q3 2021 |
| Products & Solutions | 165 | 52 | 72 | 135 | 212 | 111 | 100 | 155 |
| Installation Services | 32 | -12 | 45 | 37 | 16 | -7 | 1 | 27 |
| Group Items & Eliminations Total |
-11 186 |
-11 30 |
-4 114 |
-10 162 |
-12 216 |
-12 91 |
-4 97 |
-7 176 |
| EBIT by segment (SEKm) | Q2 2023 | Q1 2023 | Q4 2022 | Q3 2022 | Q2 2022 | Q1 2022 | Q4 2021 | Q3 2021 |
| Products & Solutions | 132 | 22 | 35 | 111 | 184 | 83 | 72 | 128 |
| Installation Services | 22 | -22 | 36 | 28 | 9 | -15 | -8 | 20 |
| Group Items & Eliminations Total |
-11 143 |
-11 -11 |
-5 66 |
-11 128 |
-13 180 |
-13 56 |
-5 59 |
-8 140 |
*For definitions and reconciliations of financial and alternative key performance indicators, please see page 25.
NORDIC WATERPROOFING HOLDING AB PAGE 12 OF 26
The Board of Directors and the President give their assurance that this interim report provides a true and fair view of the Group's and the Parent Company operations, position and earnings, as well as describing significant risks and uncertainties faced by the Parent Company and the other business units forming the Group.
Helsingborg, 20 July 2023
CEO
Martin Ellis President & CEO
Board of Directors
Mats O. Paulsson Hannele Arvonen Chairman
Steffen Baungaard Riitta Palomäki Hannu Saastamoinen
This interim report has not been reviewed by the company's auditor.
NORDIC WATERPROOFING HOLDING AB PAGE 13 OF 26
| Amounts in SEKm | ||||||
|---|---|---|---|---|---|---|
| unless otherwise stated | Q2 2023 | Q2 2022 | 6M 2023 | 6M 2022 R12 2023 12M 2022 | ||
| Net sales | 1,292 | 1,255 | 2,203 | 2,167 | 4,380 | 4,343 |
| Gross profit | 349 | 379 | 550 | 616 | 1,119 | 1,184 |
| EBITDA* | 186 | 216 | 216 | 307 | 492 | 583 |
| Operating profit (EBIT) | 143 | 180 | 131 | 236 | 325 | 430 |
| Net profit | 103 | 140 | 81 | 179 | 232 | 330 |
| Gross margin, %* | 27.0% | 30.2% | 25.0% | 28.4% | 25.5% | 27.3% |
| EBITDA margin, %* | 14.4% | 17.2% | 9.8% | 14.2% | 11.2% | 13.4% |
| EBIT margin, %* | 11.0% | 14.4% | 5.9% | 10.9% | 7.4% | 9.9% |
| Cash flow from operating activities | 157 | 38 | 99 | 22 | 437 | 360 |
| Operating cash conversion, %* | n/a | n/a | n/a | n/a | 89% | 62% |
| Investments in tangible & intangible assets | -22 | -27 | -52 | -45 | -112 | -105 |
| Total assets | 4,040 | 3,614 | 4,040 | 3,614 | 4,040 | 3,724 |
| Capital employed* | 2,942 | 2,626 | 2,942 | 2,626 | 2,942 | 2,859 |
| Equity | 1,726 | 1,545 | 1,726 | 1,545 | 1,726 | 1,754 |
| Interest-bearing net debt* | 1,081 | 976 | 1,081 | 976 | 1,081 | 844 |
| Interest-bearing net debt/EBITDA, multiple* | n/a | n/a | n/a | n/a | 2.2x | 1.4x |
| Net debt* | 1,131 | 1,009 | 1,131 | 1,009 | 1,131 | 912 |
| Net debt/EBITDA, multiple* | n/a | n/a | n/a | n/a | 2.3x | 1.6x |
| Interest coverage ratio, multiple* | 11.0x | 39.4x | 5.5x | 27.3x | 8.3x | 17.3x |
| Equity/assets ratio, %* | 42.8% | 42.8% | 42.8% | 42.8% | 42.8% | 47.1% |
| Net debt/equity ratio, multiple* | 0.6x | 0.6x | 0.6x | 0.6x | 0.6x | 0.5x |
| Return on shareholders' equity, %* | n/a | n/a | n/a | n/a | 14.6% | 20.8% |
| Return on capital employed, %* | n/a | n/a | n/a | n/a | 11.4% | 16.1% |
| Return on capital employed excluding goodwill, %* | n/a | n/a | n/a | n/a | 19.6% | 27.9% |
| Average number of shares before dilution | 23,920,566 23,922,974 23,952,469 23,915,287 23,976,153 23,957,563 | |||||
| Average number of shares after dilution | 24,083,935 24,083,935 24,083,935 24,083,935 24,083,935 24,083,935 | |||||
| Earnings per share before dilution, SEK | 4.34 | 5.84 | 3.50 | 7.49 | 9.84 | 13.83 |
| Earnings per share after dilution, SEK | 4.31 | 5.80 | 3.48 | 7.44 | 9.79 | 13.76 |
| Shareholders equity per share before dilution, SEK* | 72.16 | 64.60 | 72.06 | 64.62 | 71.99 | 73.23 |
| Shareholders equity per share after dilution, SEK* | 71.67 | 64.17 | 71.67 | 64.17 | 71.67 | 72.84 |
| Cash flow from operating activities per share before dilution, SEK* | 6.56 | 1.57 | 4.14 | 0.92 | 18.20 | 14.99 |
| Cash flow from operating activities per share after dilution, SEK* | 6.53 | 1.56 | 4.11 | 0.92 | 18.12 | 14.94 |
| Number of shares before dilution | 23,988,212 23,999,838 23,907,037 23,999,838 23,988,212 23,999,838 | |||||
| Number of shares after dilution | 24,083,935 24,083,935 24,083,935 24,083,935 24,083,935 24,083,935 |
*For definitions and reconciliations of financial and alternative key performance indicators, please see page 25.
| Amounts in SEKm | ||||||
|---|---|---|---|---|---|---|
| unless otherwise stated | Q2 2023 | Q2 2022 | 6M 2023 | 6M 2022 | R12 2023 12M 2022 | |
| Net sales | 1,292.3 | 1,254.8 | 2,203.4 | 2,166.6 | 4,380.2 | 4,343.4 |
| Cost of goods sold | -943.4 | -876.2 | -1,653.2 | -1,550.7 | -3,261.6 | -3,159.1 |
| Gross profit/loss | 348.9 | 378.6 | 550.2 | 615.8 | 1,118.6 | 1,184.3 |
| Selling expenses | -137.7 | -131.4 | -267.0 | -249.5 | -547.6 | -530.1 |
| Administrative expenses | -80.3 | -67.3 | -150.9 | -131.4 | -292.3 | -272.7 |
| Research and development expenses | -1.5 | -1.2 | -3.1 | -2.6 | -5.6 | -5.1 |
| Other operating income | 3.1 | 2.8 | 6.8 | 5.6 | 20.2 | 19.0 |
| Other operating expenses | -2.5 | -2.8 | -20.8 | -4.0 | -23.9 | -7.0 |
| Share of profit in associated companies | 12.6 | 1.6 | 16.0 | 2.0 | 56.0 | 42.1 |
| Operating profit/loss (EBIT) | 142.6 | 180.4 | 131.1 | 236.0 | 325.5 | 430.4 |
| Net finance items | -9.3 | -5.5 | -22.8 | -9.3 | -31.4 | -17.9 |
| Profit/loss before tax | 133.2 | 174.9 | 108.2 | 226.7 | 294.1 | 412.6 |
| Tax Profit/loss after tax |
-29.9 103.3 |
-34.6 140.3 |
-27.1 81.1 |
-47.8 178.8 |
-61.7 232.4 |
-82.4 330.1 |
| Other comprehensive income | ||||||
| Items that are or may be reclassified to profit/loss for the year | ||||||
| Translation differences for the year in translation of foreign | ||||||
| operations | 58.5 | 32.8 | 69.2 | 46.6 | 122.7 | 100.1 |
| Gains/losses on hedging of currency risk in foreign operations | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Gains/losses on raw material hedging, net | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Tax on gains/losses on comprehensive income | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Total other comprehensive income after tax | 58.5 | 32.8 | 69.2 | 46.6 | 122.7 | 100.1 |
| Total comprehensive income after tax | 161.8 | 173.1 | 150.3 | 225.4 | 355.1 | 430.2 |
| Profit/loss for the year, attributable to: | ||||||
| Owners of the company | 103.8 | 139.6 | 83.8 | 179.1 | 236.0 | 331.3 |
| Non-controlling interests | -0.5 | 0.7 | -2.6 | -0.3 | -3.5 | -1.2 |
| Total comprehensive income for the year, attributable to: | ||||||
| Owners of the company | 161.4 | 172.6 | 151.9 | 225.6 | 357.1 | 430.8 |
| Non-controlling interests | 0.4 | 0.5 | -1.5 | -0.1 | -1.9 | -0.5 |
| Average number of shares before dilution | 23,920,566 23,922,974 23,952,469 23,915,287 23,976,153 23,957,563 | |||||
| Average number of shares after dilution | 24,083,935 24,083,935 24,083,935 24,083,935 24,083,935 24,083,935 | |||||
| Earnings per share before dilution, SEK | 4.34 | 5.84 | 3.50 | 7.49 | 9.84 | 13.83 |
| Earnings per share after dilution, SEK | 4.31 | 5.80 | 3.48 | 7.44 | 9.80 | 13.76 |
| Amounts in SEKm | 30 Jun | 30 Jun | 31 Dec |
|---|---|---|---|
| unless otherwise stated | 2023 | 2022 | 2022 |
| ASSETS | |||
| Intangible assets | 1,391.3 | 1,203.1 | 1,360.6 |
| Tangible assets | 591.2 | 517.6 | 571.5 |
| Financial assets | 179.9 | 121.6 | 146.2 |
| Deferred tax assets Other non-current assets |
13.5 13.6 |
11.7 22.6 |
13.4 11.2 |
| Total non-current assets | 2,189.6 | 1,876.6 | 2,102.9 |
| Inventories | 779.1 | 748.7 | 786.6 |
| Trade receivables | 710.0 | 675.9 | 420.0 |
| Receivables for on-going construction contracts | 111.5 | 124.6 | 101.9 |
| Tax assets | 25.8 | 0.8 | 0.2 |
| Other receivables | 87.9 | 82.8 | 51.9 |
| Cash and cash equivalents | 135.6 | 104.7 | 260.5 |
| Total current assets | 1,849.9 | 1,737.5 | 1,621.1 |
| TOTAL ASSETS | 4,039.5 | 3,614.1 | 3,724.0 |
| EQUITY AND LIABILITIES | |||
| Share capital | 24.1 | 24.1 | 24.1 |
| Reserves Retained earnings including profit for the year |
206.6 1,475.8 |
85.5 1,427.0 |
138.5 1,573.9 |
| Equity attributable to owners of the Company | 1,706.4 | 1,536.6 | 1,736.4 |
| Non-controlling interests | 19.7 | 8.9 | 17.9 |
| Total equity | 1,726.1 | 1,545.4 | 1,754.3 |
| Non-current interest-bearing liabilities | 904.5 | 867.0 | 881.6 |
| Other non-current liabilities | 43.9 | 32.4 | 50.6 |
| Provisions | 5.5 | 6.4 | 5.1 |
| Deferred tax liabilities | 128.6 | 116.3 | 132.3 |
| Total non-current liabilities | 1,082.5 | 1,022.1 | 1,069.7 |
| Current interest-bearing liabilities | 311.7 | 213.7 | 223.3 |
| Trade payable Payables for on-going construction contracts |
458.4 58.6 |
373.2 43.7 |
242.6 56.9 |
| Tax liabilities | 41.3 | 65.2 | 27.7 |
| Other current liabilities | 361.0 | 350.7 | 349.6 |
| Total current liabilites | 1,231.0 | 1,046.5 | 900.0 |
| TOTAL EQUITY AND LIABILITES | 4,039.5 | 3,614.1 | 3,724.0 |
| 30 Jun | 30 Jun | 31 Dec | |
|---|---|---|---|
| Specification of changes in equity (SEKm) | 2023 | 2022 | 2022 |
| Equity attributable to owners of the Company | |||
| Opening balance | 1,736.4 | 1,451.0 | 1,451.0 |
| Profit for the period | 83.8 | 179.1 | 331.3 |
| Other comprehensive income | 68.1 | 46.5 | 99.4 |
| Transactions with non-controlling interest | -1.1 | 0.0 | -9.5 |
| Dividend | -167.3 | -143.4 | -143.4 |
| Repurchase of treasury shares Note 7 |
-15.0 | 0.0 | 0.0 |
| Costs for long-term incentive programs | 1.6 | 3.4 | 7.5 |
| Closing balance Equity attributable to non-controlling interest |
1,706.4 | 1,536.6 | 1,736.4 |
| Opening balance | 17.9 | 9.0 | 9.0 |
| Profit for the period | -2.6 | -0.3 | -1.2 |
| Other comprehensive income | 1.1 | 0.1 | 0.6 |
| Acquisitions | 3.4 | 0.0 | 9.9 |
| Dividend | 0.0 | 0.0 | -0.5 |
| Transactions with the Group's owners Closing balance |
0.0 19.7 |
0.0 8.9 |
0.0 17.9 |
| Amounts in SEKm | ||||||
|---|---|---|---|---|---|---|
| unless otherwise stated | Q2 2023 | Q2 2022 | 6M 2023 | 6M 2022 | R12 2023 | 12M 2022 |
| Operating activities | ||||||
| Operating profit (EBIT) | 142.6 | 180.4 | 131.1 | 236.0 | 325.5 | 430.4 |
| Adjustment for non-cash items etc | 15.4 | 36.9 | 70.2 | 71.7 | 103.5 | 105.0 |
| Interest received | 0.2 | 0.2 | 0.4 | 0.4 | 0.9 | 0.8 |
| Interest paid | -12.8 | -4.1 | -22.9 | -7.7 | -38.7 | -23.5 |
| Dividends received | 24.7 | 0.2 | 25.7 | 6.2 | 44.1 | 24.6 |
| Dividends received from entities valued according to IFRS 9 | 1.2 | 0.0 | 1.2 | 0.0 | 1.6 | 0.4 |
| Income tax paid/received | -10.7 | -13.7 | -52.2 | -47.0 | -125.8 | -120.7 |
| Cash flow from operating activities | ||||||
| before changes in working capital | 160.5 | 199.9 | 153.6 | 259.5 | 311.0 | 417.0 |
| Changes in working capital | ||||||
| Increase (-)/Decrease (+) in inventories | 37.7 | -86.3 | 31.2 | -113.8 | 57.0 | -88.0 |
| Increase (-)/Decrease (+) in operating receivables | -209.2 | -167.7 | -300.1 | -352.1 | 65.9 | 14.0 |
| Increase (+)/Decrease (-) in operating liabilities | 168.4 | 91.8 | 214.3 | 228.6 | 2.5 | 16.8 |
| Cash flow from operating activities | 157.4 | 37.7 | 99.0 | 22.2 | 436.5 | 359.7 |
| Investing activities | ||||||
| Acquisition of intangible fixed assets | -3.5 | -1.0 | -7.1 | -1.7 | -6.8 | -1.5 |
| Acquisition of tangible fixed assets | -18.2 | -25.2 | -37.0 | -44.2 | -95.9 | -103.0 |
| Divestments of tangible fixed assets | 0.0 | 0.0 | 0.0 | 0.0 | 4.2 | 4.2 |
| Acquisition of business, net cash impact | -4.9 | -1.5 | -10.4 | -20.1 | -118.0 | -127.8 |
| Divestments of business, net cash impact | 0.0 | 0.0 | 9.1 | 0.0 | 9.1 | 0.0 |
| Acquisition of participations in associated companies | -11.0 | -0.1 | -28.9 | -0.1 | -29.1 | -0.3 |
| Divestments of participations in associated companies | 0.0 | 0.0 | 0.0 | 0.0 | 1.0 | 1.0 |
| Change in other financial assets | -3.8 | 0.4 | -11.5 | -10.9 | -9.8 | -9.3 |
| Cash flow from investing activities | -41.4 | -27.4 | -85.7 | -77.0 | -245.3 | -236.7 |
| Financing activities | ||||||
| Amortization of loans | -27.5 | -15.5 | -49.6 | -29.1 | -82.8 | -62.3 |
| Proceeds from loans | 91.0 | 160.0 | 91.0 | 160.0 | 91.5 | 160.5 |
| Purchase of own shares | 0.0 | 0.0 | -15.0 | 0.0 | -15.0 | 0.0 |
| Dividend | -167.3 | -143.4 | -167.3 | -143.4 | -167.3 | -143.4 |
| Acquisition of participations in non-controlling interest | 0.0 | -55.6 | 0.0 | -55.6 | -0.3 | -56.0 |
| Divestment of participations in non-controlling interest | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Dividend paid to non-controlling interests | 0.0 | 0.0 | 0.0 | 0.0 | -0.5 | -0.5 |
| Cash flow from financing activities | -103.9 | -54.5 | -141.0 | -68.1 | -174.5 | -101.7 |
| Cash flow for the period | 12.1 | -44.3 | -127.7 | -123.0 | 16.6 | 21.4 |
| Cash and cash equivalents at the beginning of the period | 121.1 | 148.3 | 260.5 | 226.6 | 104.7 | 226.6 |
| Exchange-rate differences in cash and cash equivalents | 2.4 | 0.7 | 2.9 | 1.1 | 14.3 | 12.5 |
| Cash and cash equivalents at the end of the period | 135.6 | 104.7 | 135.6 | 104.7 | 135.6 | 260.5 |
| Amounts in SEKm | ||||||
|---|---|---|---|---|---|---|
| unless otherwise stated | Q2 2023 | Q2 2022 | 6M 2023 | 6M 2022 | R12 2023 | 12M 2022 |
| Net sales | 2.8 | 2.5 | 10.9 | 10.0 | 13.4 | 15.0 |
| Gross profit/loss | 2.8 | 2.5 | 10.9 | 10.0 | 13.4 | 15.0 |
| Administrative expenses | -5.2 | -5.1 | -15.7 | -14.6 | -30.6 | -32.1 |
| Other operating expenses | 0.0 | 0.0 | -1.3 | -1.2 | -1.3 | -1.3 |
| Operating profit/loss (EBIT) | -2.4 | -2.6 | -6.0 | -5.8 | -18.5 | -18.4 |
| Result from financial items | ||||||
| Result from shares in subsidiaries | 0.0 | 0.0 | 0.0 | 0.0 | 150.0 | 150.0 |
| Other financial items | -7.4 | -5.8 | -7.8 | -7.0 | -12.6 | -11.8 |
| Net finance items | -7.4 | -5.8 | -7.8 | -7.0 | 137.4 | 138.2 |
| Result after financial items | -9.8 | -8.4 | -13.8 | -12.9 | 118.9 | 119.8 |
| Appropriations | 0.0 | 0.0 | 0.0 | 0.0 | 30.2 | 30.2 |
| Profit before tax | -9.8 | -8.4 | -13.8 | -12.9 | 149.1 | 150.0 |
| Tax | 2.0 | 1.7 | 2.5 | 2.3 | 0.0 | -0.2 |
| Profit/loss after tax | -7.8 | -6.7 | -11.3 | -10.5 | 149.1 | 149.8 |
| Other comprehensive income | Q2 2023 | Q2 2022 | 6M 2023 | 6M 2022 | R12 2023 | 12M 2022 |
|---|---|---|---|---|---|---|
| Profit for the period | -7.8 | -6.7 | -11.3 | -10.5 | 149.1 | 149.8 |
| Other comprehensive income | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Total other comprehensive income after tax | -7.8 | -6.7 | -11.3 | -10.5 | 149.1 | 149.8 |
| Amounts in SEKm | 30 Jun | 30 Jun | 31 Dec |
|---|---|---|---|
| unless otherwise stated | 2023 | 2022 | 2022 |
| ASSETS | |||
| Shares in subsidiaries | 908.4 | 903.0 | 908.4 |
| Total non-current assets | 908.4 | 903.0 | 908.4 |
| Other current receivables from Group companies | 474.9 | 284.1 | 439.0 |
| Current tax assets | 26.5 | 25.5 | 15.7 |
| Other short-term receivables | 0.0 | 0.0 | 1.3 |
| Prepaid expenses and accrued income | 0.2 | 0.0 | 0.1 |
| Cash and cash equivalents | 40.6 | 51.0 | 133.0 |
| Total current assets | 542.3 | 360.6 | 589.1 |
| TOTAL ASSETS | 1,450.7 | 1,263.6 | 1,497.5 |
| EQUITY AND LIABILITIES | |||
| Share capital | 24.1 | 24.1 | 24.1 |
| Retained earnings including profit for the year | 426.5 | 451.3 | 619.1 |
| Total equity | 450.6 | 475.4 | 643.2 |
| Untaxed reserves | 69.7 | 87.9 | 69.7 |
| Long-term liabilities to credit institue | 378.9 | 371.0 | 373.4 |
| Total non-current liabilities | 378.9 | 371.0 | 373.4 |
| Current interest-bearing liabilities | 250.0 | 160.0 | 160.0 |
| Trade payable | 0.2 | 0.1 | 0.1 |
| Short-term liabilities to Group companies | 286.1 | 164.6 | 242.0 |
| Other current liabilities | 15.2 | 4.6 | 9.2 |
| Total current liabilites | 551.6 | 329.4 | 411.3 |
| TOTAL EQUITY AND LIABILITES | 1,450.7 | 1,263.6 | 1,497.5 |
NORDIC WATERPROOFING HOLDING AB PAGE 18 OF 26
The interim report is presented in accordance with IAS 34 "Interim Financial Reporting", which has been approved by the EU. Furthermore, The Group applies the Swedish Annual Accounts Act (ÅRL) and the Swedish Financial Reporting Board's recommendation RFR 1 Supplementary Accounting Rules for Corporate Groups.
The Group applies IFRS (International Financial Reporting Standards), which have been adopted by the EU. In addition to the financial statements and their connected notes, disclosures in accordance with IAS 34.16A are also presented in other parts of the interim report. The Parent Company applies recommendation RFR 2, Accounting for Legal Entities of the Swedish Financial Reporting Board and Chapter 9 of the Swedish Annual Accounts Act, Interim Reports. The accounting policies applied by the Group and the parent company correspond to the accounting policies applied in the preparation of the most recent annual report.
The financial statements are presented in SEK, rounded off to the nearest hundred thousand, unless otherwise stated. This rounding off process may mean that the total sum of the sub-items in one or more rows or columns does not match the total sum for the row or column.
Nordic Waterproofing's business is significantly affected by seasonal variations in the construction industry, where almost 60 percent of annual sales generally occur during the second and third quarters. The weakest period is the first quarter of the year, which, due to the winter, has accounted for less than 20 per cent of annual sales for the past three financial years. There is generally a planned inventory build-up, primarily of finished products, during the first six months of the year, which translates into a stock reduction during the third and fourth quarters as a result of increased activity in the market during the autumn. Urban Green and Veg Tech is the most weather dependent and also the most seasonal businesses, as deliveries and installation rarely take place during the winter months.
Significant estimates and judgements are described in Note 3 and Note 32 in the Annual Report for 2022. In the Group's financial reports, an amended assessment has been made of the most probable outcome regarding earn-outs call/put options, as shown in Note 5 Financial instruments in this interim report. Otherwise, no essential changes have been made to these estimates or judgements which could have a material impact on the interim report.
The Group's intangible assets have primarily arisen in connection with business acquisitions. Other intangible assets primarily include capitalized expenses for software and R&D-projects.
| Intangible assets, carrying amounts | Trade | Customer | |||
|---|---|---|---|---|---|
| SEKm, unless otherwise stated | Goodwill | marks | relations | Other | Total |
| Opening balance, 1 January 2023 | 1,203 | 19 | 101 | 37 | 1,361 |
| Investments | 0 | 0 | 0 | 7 | 7 |
| Acquisitions | 10 | 0 | 0 | 1 | 11 |
| Divestments and disposals | -10 | 0 | 0 | 0 | -10 |
| Reclassification | -15 | 0 | 11 | 8 | 4 |
| Amortization | 0 | -1 | -18 | -7 | -26 |
| Exchange-rate differences | 41 | 1 | 4 | -1 | 44 |
| Closing balance, 30 June 2023 | 1,230 | 19 | 99 | 43 | 1,391 |
Financial instruments measured at fair value in the balance sheet consist of call/put options and contingent considerations from acquisitions. Call/put options and contingent considerations are recognized in the balance sheet items "Other non-current liabilities" and "Other current liabilities". The fair value of the call/put options and contingent considerations is based on probability weighted payments discounted at its present value, see further description in the Group's 2022 Annual Report. The fair value measurements belong to level 3 in the fair value hierarchy in IFRS 13.
| Fair value | ||||||||
|---|---|---|---|---|---|---|---|---|
| Fair value | Fair Value | |||||||
| At amortized | through profit | hedging | Reported | |||||
| 2023-06-30 | cost | or loss | instruments | Other ¹ | value | Level 1 | Level 2 | Level 3 |
| Financial assets | ||||||||
| Financial assets | 27 | - | - | 153 | 180 | - | - | - |
| Other non-current assets | 14 | - | - | - | 14 | - | - | - |
| Trade receivables | 710 | - | - | - | 710 | - | - | - |
| Other receivables2 | - | - | - | 88 | 88 | - | - | - |
| Receivables for on-going contruction | 111 | - | - | - | 111 | - | - | - |
| Cash and cash equivalents | 136 | - | - | - | 136 | - | - | - |
| Total | 998 | - | - | 241 | 1,239 | - | - | - |
| Financial liabilities | ||||||||
| Non-current interest-bearing liabilities | 904 | - | - | - | 904 | - | - | - |
| Other non-current liabilities | 2 | 42 | - | - | 44 | - | - | 42 |
| Trade payable | 458 | - | - | - | 458 | - | - | - |
| Current interest-bearing liabilities | 312 | - | - | - | 312 | - | - | - |
| Other current liabilities2 | 104 | 6 | 0 | 251 | 361 | - | 0 | 6 |
| Total | 1,780 | 48 | 0 | 251 | 2,079 | - | 0 | 48 |
| Fair value | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2022-06-30 | At amortized cost |
Fair value through profit or loss |
Fair Value hedging instruments |
Other ¹ | Reported value |
Level 1 | Level 2 | Level 3 |
| Financial assets | ||||||||
| Financial assets | 12 | - | - | 109 | 122 | - | - | - |
| Other non-current assets | 23 | - | - | - | 23 | - | - | - |
| Trade receivables | 676 | - | - | - | 676 | - | - | - |
| Other receivables2 | - | - | - | 83 | 83 | - | - | - |
| Receivables for on-going contruction | 125 | - | - | - | 125 | - | - | - |
| Cash and cash equivalents | 105 | - | - | - | 105 | - | - | - |
| Total | 940 | - | - | 192 | 1,132 | - | - | - |
| Financial liabilities | ||||||||
| Non-current interest-bearing liabilities | 867 | - | - | - | 867 | - | - | - |
| Other non-current liabilities | 2 | 31 | - | - | 32 | - | - | 31 |
| Trade payable | 373 | - | - | - | 373 | - | - | - |
| Current interest-bearing liabilities | 214 | - | - | - | 214 | - | - | - |
| Other current liabilities2 | 125 | 0 | - | 226 | 351 | - | - | 0 |
| Total | 1,580 | 31 | - | 226 | 1,837 | - | - | 31 |
¹ To enable reconciliation against items in the balance sheet, items that do not constitute financial instruments that are valued at fair value as well as other assets and liabilities have been included in Other.
2 At the time of publication of the report, the information was not fully available to categorize financial instruments correctly.
Financial instruments measured at level 3 per 30 June:
| MSEK | 2023 | 2022 |
|---|---|---|
| Opening balance | 66 | 91 |
| Fair value movement in income statement | -5 | -5 |
| Acquisition | 0 | 0 |
| Paid | -15 | -56 |
| Exchange-rate differences | 3 | 1 |
| Closing balance | 48 | 31 |
Fair value movement through income statement refers to the remeasurement of the put/call options and contingent considerations. For a description of valuation techniques and input data when valuing financial instruments at fair value, see note 32 in the Annual Report 2022. The remeasurement is attributable to a change in the assessment of forecasted EBITDA growth.
During the second quarter, Nordic Waterproofing has settled and paid call/put option regarding Seikat Oy, the remaining 16 percent of the shares has been acquired for SEK 8,8 million. The transaction had no effect on equity since the option has been treated as if it had been exercised upon the initial acquisition.
During the first quarter, Nordic Waterproofing settled part of the earn-out for Playgreen Oy in accordance with the agreement of SEK 5.4 million.
Nordic Waterproofing's business and the basis for division into segments are the various products or services delivered by each segment. The Group's operating segments consist of Products & Solutions and Installation Services. Products & Solutions relates to sales of both internally produced and externally purchased products and related services, and Installation Services comprises the Group's wholly owned and partly-owned contracting operations within roofing. Group Items and Eliminations comprises parent company functions, including the treasury function, as well as the elimination of intra-group sales from Products & Solutions to Installation Services.
Information regarding net sales from external customers, EBITDA and operating profit (EBIT) broken down by segment is set out in the tables on pages 10-11.
Inter-segment transfer pricing is determined on an arm's length basis, i.e. between parties that are independent of one another, are well informed and have an interest in the implementation of the transaction. Assets and investments are reported based on where the assets are located.
| Products & Solutions | Installation Services | Group Items and Eliminations |
Nordic Waterproofing Group |
|||||
|---|---|---|---|---|---|---|---|---|
| Amounts in SEKm unless stated otherwise |
6M 2023 | 6M 2022 | 6M 2023 | 6M 2022 | 6M 2023 | 6M 2022 | 6M 2023 | 6M 2022 |
| Allocation of revenues external/internal | ||||||||
| Revenues from external customers | 1,614 | 1,705 | 590 | 461 | 0 | 0 | 2,203 | 2,167 |
| Revenues from other segments | 88 | 89 | 0 | 2 | -88 | -90 | 0 | 0 |
| Revenues, total | 1,702 | 1,794 | 590 | 462 | -88 | -90 | 2,203 | 2,167 |
| Allocation per country | ||||||||
| Denmark | 505 | 558 | 0 | 0 | 0 | 0 | 505 | 558 |
| Sweden | 411 | 377 | 7 | 16 | 0 | 0 | 417 | 392 |
| Norway | 256 | 256 | 59 | 68 | -7 | -9 | 308 | 316 |
| Finland | 206 | 196 | 507 | 371 | -80 | -81 | 633 | 486 |
| Europe (excluding Nordic region) | 319 | 406 | 17 | 6 | 0 | 0 | 336 | 412 |
| Other countries | 4 | 2 | 0 | 0 | 0 | 0 | 4 | 2 |
| Total | 1,701 | 1,795 | 590 | 461 | -87 | -90 | 2,203 | 2,167 |
| Significant types of income | ||||||||
| Sale of goods | 1,447 | 1,533 | 0 | 0 | -87 | -90 | 1,360 | 1,443 |
| Construction contracts | 254 | 263 | 590 | 461 | 0 | 0 | 843 | 724 |
| Total | 1,701 | 1,795 | 590 | 461 | -87 | -90 | 2,203 | 2,167 |
| Time of revenue recognition | ||||||||
| At a certain point in time | 1,447 | 1,533 | 0 | 0 | -87 | -90 | 1,360 | 1,443 |
| Over time | 254 | 263 | 590 | 461 | 0 | 0 | 843 | 724 |
| Total | 1,701 | 1,795 | 590 | 461 | -87 | -90 | 2,203 | 2,167 |
| EBITDA | 217 | 323 | 20 | 9 | -21 | -25 | 216 | 307 |
| Depreciation & Amortisation | -63 | -55 | -21 | -15 | -1 | -1 | -85 | -71 |
| Operating profit (EBIT) | 154 | 268 | 0 | -6 | -23 | -26 | 131 | 236 |
| Of which share of profit in associated companies | 0 | 0 | 16 | 2 | 0 | 0 | 16 | 2 |
| Net finance items | -23 | -9 | ||||||
| Profit/loss after finance items but before tax (EBT) | 108 | 227 | ||||||
| Tax | -27 | -48 | ||||||
| Profit/loss for the year | 81 | 179 | ||||||
| Assets | ||||||||
| Intangible assets (goodwill & customer relations) | 1,084 | 982 | 305 | 217 | 2 | 4 | 1,391 | 1,203 |
| Property, plant and equipment | 536 | 458 | 52 | 57 | 2 | 3 | 591 | 518 |
| Participations in associated companies | 0 | 0 | 150 | 107 | 0 | 0 | 150 | 107 |
| Inventory | 719 | 723 | 61 | 26 | 0 | 0 | 779 | 749 |
| Other assets | 751 | 751 | 304 | 270 | -131 | -115 | 923 | 906 |
| Non-allocated assets | 205 | 132 | 205 | 132 | ||||
| Total assets | 3,090 | 2,913 | 871 | 677 | 78 | 23 | 4,039 | 3,614 |
| Liabilities and Equity | ||||||||
| Equity | 1,726 | 1,545 | 1,726 | 1,545 | ||||
| Other liabilities | 743 | 710 | 256 | 174 | -115 | -110 | 883 | 774 |
| Non-allocated liabilities | 1,430 | 1,295 | 1,430 | 1,295 | ||||
| Total liabilities and equity | 743 | 710 | 256 | 174 | 3,041 | 2,730 | 4,039 | 3,614 |
| Investments in tangible & intangible assets | 39 | 41 | 5 | 4 | 0 | 0 | 44 | 45 |
The Group has related party relationships with the associated companies as stated in Note 16 of the 2022 Annual Report. Transactions with related parties are priced on market terms. No transactions have taken place between Nordic Waterproofing and related parties that have materially affected the Group's financial position and results in the second quarter of 2023.
As also stated in Note 16 of the 2022 Annual Report, the Group has transactions with key persons in management positions. These transactions comprise salaries, benefits and pension commitments, as well as participation in, and distribution of shares from, the Group's incentive programs. During the second quarter 2023 have shares from the LTIP 2020 been distributed free of charge to key persons in management positions.
During the first six month, a phased acquisition of subsidiaries was carried out without any change in control. Some adjustments have been made to acquisition analyses attributable to acquisitions made in 2022.
On 3 February 2023, Veg Tech AB acquired an additional 40 percent of the shares in Blomstertak A/S for a purchase price of NOK 1 and increased its ownership to 100 percent. The acquisition is handled as an owner-toowner transaction. Before the acquisition, the carrying value of the existing holding without determination of 40 percent amounted to approximately SEK -1.1 million. The Group reports an increase in non-controlling interests of approximately SEK 1.1 million and a decrease in equity attributable to the parent company's owners of the corresponding amount.
No acquisitions have been made after the reporting period.
During the first six month 2022, a total of one acquisition was made; On February 1, 100 percent of Gordon Low Limited was acquired. The acquisition analysis for the acquisition of Gordon Low Limited is deemed to have been established. For information about the acquisition, related conditional purchase prices and issued call and put options, please refer to Note 14 in the Group's Annual Report for 2022.
The acquired companies' net assets in total on the respective acquisition dates:
| Purchase consideration SEK m |
6M 2023 |
6M 2022 |
12M 2022 |
|---|---|---|---|
| Cash paid | 10.4 | 27.7 | 146.4 |
| Call/put option | 0.0 | - | 17.1 |
| Vendor note and earn-out | 0.0 | - | 8.5 |
| Total purchase consideration | 10.4 | 27.7 | 172.0 |
| Acquisition analysis | 6M | 6M | 12M |
|---|---|---|---|
| SEKm, unless otherwise stated | 2023 | 2022 | 2022 |
| Intangible assets | 19.0 | 0.0 | 48.9 |
| Tangible assets | 0.0 | 0.5 | 10.4 |
| Financial assets | 0.0 | 0.0 | 0.4 |
| Inventories | 2.7 | 9.5 | 50.4 |
| Trade and other receivables | 0.0 | 7.1 | 49.4 |
| Deferred tax asset | -0.6 | 0.0 | 0.1 |
| Cash and equivalents | 0.0 | 7.7 | 46.8 |
| Provisions | 0.0 | 0.0 | 0.0 |
| Other non-interest bearing liabilities | 0.0 | -4.9 | -68.7 |
| Interest bearing liabilities | 0.0 | 0.0 | -35.1 |
| Deferred tax liabilities | -3.8 | 0.0 | -9.7 |
| Net assets and liabilities | 17.4 | 19.9 | 92.9 |
| Non-controlling interests | -2.5 | 0.0 | -9.9 |
| Fair value of earlier holdings | 0.0 | 0.0 | -12.9 |
| Goodwill | -4.5 | 7.9 | 101.9 |
| Consideration | 10.4 | 27.7 | 172.0 |
| Acquisition of business - net cash impact, | 6M | 6M | 12M |
|---|---|---|---|
| SEK m Cash consideration |
2023 10.4 |
2022 27.7 |
2022 146.4 |
| Less cash balances acquired | 0.0 | -7.7 | -46.8 |
| Less redemption of loans | 0.0 | 0.0 | 28.2 |
| Net cash impact - investing activities | 10.4 | 20.1 | 127.8 |
The acquisition analysis is preliminary, meaning that the fair value and the final purchase price allocation analysis has not been conclusively determined for all items. Compared with the previously preliminary acquisition analysis, the goodwill decreased while intangible assets and deferred tax liabilities increased due to the recognition of customer relations and trademark. The final analysis is expected to in all material aspects, be in line with the preliminary.
During the first quarter, the wholly owned subsidiary Nordic Takvård AB was closed. The capital loss has been reported in other operating expenses and amounts to SEK -5.3 million. The closure has no material effects on the Group's sales or earnings.
During the first quarter, operations in the wholly owned subsidiary Nordic Build A/S were divested. The capital loss has been reported in other operating expenses and amounts to SEK -8.9 million. The closure has no material effects on the Group's sales or earnings.
The fair value of options is based on probability weighted payments discounted at its present value. For more information see Note 5 – Financial Instruments. Material non-observable input comprise:
The estimated fair value increases the higher the growth in EBIT, EBITDA and lower discount rate. A 2 percent increase (decrease) in the discount rate would not have any significant impact on the fair value of the call/put options.
The Group presents certain financial measures in the interim report which are not defined according to IFRS. The Group considers these measures to provide valuable supplementary information for investors and the Company's management as they enable the assessment of relevant trends. Nordic Waterproofing's definitions of these measures may differ from other companies' definitions of the same terms. These financial measures should therefore be seen as a supplement rather than as a replacement for measures defined according to IFRS.
For a complete file with definitions and reconciliations of KPI's, see
https://www.nordicwaterproofing.com/en/section/investors/interim-reports/

Nordic Waterproofing is one of the leading providers in the waterproofing market in northern Europe. The Company provides high-quality products and solutions for waterproofing in Sweden, Finland, Denmark, Norway, Belgium, the Netherlands, Poland, the United Kingdom and Germany. Nordic Waterproofing also provides installation services through wholly owned subsidiaries In Finland, through part-owned companies in Norway and Sweeen and through part-owned franchise companies in Denmark. The Company markets its products and solutions under several brands, all with an extensive heritage, most of which are among the most established and well-recognized brands in waterproofing in their respective markets, such as Mataki, Trebolit, Phønix Tag Materialer, Kerabit, Byggpartner, SealEco, Distri Pond, Taasinge Elementer, RVT, EG-Trading, Vesikattopalvelu, Gordon Low, Annebergs Limtrae, Urban Green and Veg Tech. Nordic Waterproofing Holding AB is listed in the Mid Cap segment on Nasdaq Stockholm with the stock ticker NWG.
Nordic Waterproofing Holding AB Interim report, January-June 2023
Nordic Waterproofing develops, manufactures and distributes a full range of products and solutions for the protection of buildings and infrastructure.
Our products are characterized by high-quality design adapted to local climate conditions and building standards. Ease of installation, energy and environmental optimization are key components of our offer.
Our excellence in customer service builds on smart logistics, understanding our customers' present and future needs, and the exceptional responsiveness delivered by our team of highly motivated employees.
Interim report, January-September 2023 26 October 2023
| Martin Ellis, President and CEO | phone: +45 31 21 36 69 |
|---|---|
| Palle Schrewelius, CFO & Investor Relations | phone: +46 707 82 79 58 |
This interim report is information that Nordic Waterproofing Holding AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, on 20 July 2023, 08:00 a.m. CET.
This report contains forward-looking statements which are based on the current expectations of the management of Nordic Waterproofing. Even though management believes that the expectations reflected in these forwardlooking statements are reasonable, no assurances can be given that these expectations will be realized. Therefore, the financial results may differ significantly from those indicated in the forward-looking statements due to, among other things, changes in economic, market-related and competition-related conditions, changes to rules and regulations and other governmental measures, exchange rate fluctuations and other factors.
The English version is a translation of the Swedish original. In the event of any differences, the Swedish version applies.

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