Quarterly Report • Apr 25, 2024
Quarterly Report
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| Amounts in SEKm unless otherwise stated | Q1 2024 | Q1 2023 | Change | R12 2024 | 12M 2023 |
|---|---|---|---|---|---|
| Net sales | 804 | 911 | -12% | 4,356 | 4,463 |
| Gross profit | 191 | 201 | -5% | 1,103 | 1,114 |
| Gross margin %* | 23.7% | 22.1% | 1.6pp | 25.3% | 25.0% |
| EBITDA* | 17 | 30 | -43% | 451 | 464 |
| EBITDA margin, %* | 2.1% | 3.3% | -1.2pp | 10.4% | 10.4% |
| EBIT | -21 | -11 | n/a | 283 | 293 |
| EBIT margin, %* | -2.6% | -1.3% | -1.4pp | 6.5% | 6.6% |
| Return on capital employed, %* | n/a | n/a | n/a | 10.0% | 10.2% |
| Net profit | -27 | -22 | n/a | 202 | 206 |
| Cash flow from operating activities | -83 | -58 | n/a | 478 | 503 |
| Net debt* | 861 | 1,058 | -19% | 861 | 749 |
| Earnings per share before dilution, SEK | -1.04 | -0.84 | n/a | 8.64 | 8.85 |
| Earnings per share after dilution, SEK | -1.04 | -0.83 | n/a | 8.60 | 8.80 |
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 23.
A conference call for investors, analysts and media will be held today, 25 April 2024, at 10:00 am CET and can be joined online at https://events.teams.microsoft.com/event/9644e718-5693-4052-9593-cf25b3249c4c@6437bc72-c686- 4895-86a2-7a3ae42f1272. Presentation materials will be available on https:// www.nordicwaterproofing.com/en/event/interim-report-january-march-2024-2/ one hour before the call.
To participate from computer, use link above or via MS Teams with meeting id 345 343 566 96 and passcode: Mtptqc.
To participate via phone, please use conference id 981 248 676# 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 |
Consolidated net sales in the first quarter decreased to SEK 804 million from SEK 911 million last year. Impact from acquisitions was 1 percent and organic development was -13 percent composed of -11 percent in Products & Solutions and -21 percent in Installation Services.
EBIT for the first quarter accordingly decreased to SEK -21 million, compared to SEK -11 million last year.
ROCE now stands at 10.0 percent (10.2). Cash flow from operating activities amounted to SEK -83 M (-58), in line with an increase in working capital.
Our expectation for commercial new build and renovation demand remains neutral with the exception of Finland where a down-turn should be expected. Residential new build will remain depressed in the foreseeable future. A number of cost reductions programs are being carried out throughout our Group to adapt to the current business climate.
The Products & Solutions operating segment decreased Net Sales by -11 percent (-9), all due to organic development.
The Bitumen-based waterproofing business in Sweden was able to maintain last year's Net Sales while the other three Nordic markets saw a negative development. We succeeded in maintaining our sales prices on most of the markets compared to last year.
SealEco, our synthetic rubber waterproofing business, achieved overall sales on par with last year, with Distri Pond seeing a positive development.
In our prefabricated wooden elements business, Taasinge Denmark managed to hold sales at last year's level while Norway had a negative
sales development. Kerabit Kattoelementit in Finland achieved a positive sales development. The Taasinge group in total has improved margins, albeit still at an unsatisfactory level. Order books are on good levels in Denmark and Finland.
Sales development of our green infrastructure businesses, sold under the brand Veg Tech, had a negative development in a seasonally low quarter.
Martin Ellis, President and CEO
EBITDA: SEK 17 m (30) 2.1% (3.3%)
EBIT: SEK -21 m (-11) -2.6% (-1.3%)
ROCE (R12): 10.0% (10.2%)
Our expectation for commercial new build and renovation demand remains neutral with the exception of Finland where a down-turn should be expected. " "
The Installation Services operating segment decreased by -16 percent (40) to SEK 202 M. The impact from acquisitions was 5 percent (30) and currency translation effects were 0 percent (5), organic development was -21 percent (6).
In Finland, which represents the largest part of our Installation Services, we saw lower margins as a consequence of inefficiencies due to the winter conditions as well as due to the weaker market situation.
In Norway we had a negative development in volume and an operational result on par with last year.
In Denmark, our franchise companies reported lower operating profit compared to a strong previous year while maintain a strong order book.
The entities in Sweden had a minor negative operating result in the quarter.
The first quarter had challenging weather conditions for most of our entities. In view of demand levels continuing to be challenged by stubbornly high interest rates we are carrying out cost reductions programs throughout our Group.
We continue to be well positioned with a solid balance sheet. As and when opportunities emerge, we shall be able to further expand the Group in accordance with our strategic plan.
Helsingborg, 25 April 2024
Martin Ellis, President and CEO
Consolidated net sales for the first quarter decreased to SEK 804 m (911). Organic development was -13 percent (-10), impact from acquisitions was 1 percent (7) and currency translation effects were 0 percent (3).
Sales in Denmark decreased by -4 percent compared with the corresponding period in the preceding year, sales of bitumen-based waterproofing had a negative development while prefabricated wooden elements had a smaller growth. Organic development was -4 percent, acquisitions 0 percent and currency changes had a positive impact with 1 percent. In Sweden sales decreased by -2 percent. Sales of bitumen-based waterproofing had a neutral development, while green infrastructure had a negative development as a consequence of a low level in the area of rooftop parks. Sales in Norway decreased by -37 percent whereof organic development was -35 percent and currency changes had a negative impact with -2 percent. All units in Norway reported lower sales, albeit to a less extent for the sale of bitumen-based waterproofing. In Finland sales decreased by -14 percent in the quarter whereof impact from acquisitions was 0 percent, organic development was -15 percent and currency translation effects were positively affecting by 1 percent. Sales to other countries in Europe decreased with -6 percent in the quarter.
Operating profit (EBIT) for the first quarter decreased to SEK -21 m (-11) and the EBIT margin decreased to -2.6 percent (-1.3).
The negative development in operating profit is mainly explained by the Group's costs of SEK 6,4 m related to the mandatory bid on Nordic Waterproofing's shares and the lower sales volumes in the first quarter.
EBITDA for the first quarter decreased to SEK 17 m (30) and the EBITDA margin decreased to 2.1 percent (3.3).
Return on capital employed (ROCE) on a rolling 12 months basis was 10.0 percent (10.2) after the first quarter, being below our long-term financial target of 13.0 percent. The reduction is mainly explained by the decreased profitability.
| Q1 2024 | Q1 2024 | Q1 2023 | Q1 2023 | |
|---|---|---|---|---|
| Analysis of net sales | (%) | (SEKm) | (%) | (SEKm) |
| Previous period | 911 | 912 | ||
| Organic growth | -13% | -121 | -10% | -92 |
| Structural effects | 1% | 11 | 7% | 65 |
| Currency effects | 0% | 2 | 3% | 26 |
| Current period | -12% | 804 | -0% | 911 |
Net financial items for the first quarter of 2024 amounted to SEK -14 m (-14) with increased interest expenses had a negative impact of SEK -13 M (-10).
The profit before tax for the first quarter amounted to SEK -35 m (-25) and profit after tax amounted to SEK -27 m (-22). The effective tax rate was 23 percent in the quarter.
Cash flow from operating activities during the first quarter was SEK -83 m (-58). The cash flow develompent was negatively affected by changes in the working capital.
Cash flow from investing activities during the first quarter was -11 m (-44). Cash flow from financing activities during the first quarter was SEK-175 m (-37).
Gross investments excluding acquisitions during the first quarter of 2024 amounted to SEK 18 m (22), while depreciation amounted to SEK -13 m (-14). Right-of-use depreciations relating to IFRS 16 amounts to SEK -14 m (-16). Amortizations of intangible assets amounted to SEK -11 m (-11), 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 first quarter Nordic Waterproofing is compliant with the covenants as per the facility agreement.
The consolidated interest-bearing net debt amounted to SEK 834 m at the end of the period, compared with SEK 724 m at the end of 2023 and SEK 997 m at the end of corresponding period in the preceding year. The increase in net debt of SEK 110 m compared to the end of 2023 is mainly explained by a seasonally weak cash flow.
Consolidated cash and cash equivalents amounted to SEK 83 m (349) at the end of the period. SEK 0 m (0) of the Group's total overdraft facility of SEK 166 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 1.8x (1.6x) at the end of the period, and the net debt/equity ratio was 0.5x (0.4x).
There were no significant changes during the period.
Cash flow from operating activities, SEKm
Interest-bearing net debt, SEKm
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 increased interest rates and a decrease in the market for new built construction as well as maintenance 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.
• On January 12, it was announced that following the extension of the acceptance period announced by Kingspan on 9 January 2024, from February 1, 2024, to March 27, 2024, the board of directors of Nordic Waterproofing (the "Board") wishes to announce that the board will provide its recommendation to the shareholders of Nordic Waterproofing in connection with the release of Nordic Waterproofing's full-year results for 2023. As previously communicated Nordic Waterproofing's year-end report for 2023 is scheduled to be released on 6 February 2024.
• On February 6, it was announced that the board of Nordic Waterproofing Holding AB unanimously recommends the shareholders of Nordic Waterproofing not to accept the cash-based mandatory offer submitted by Kingspan Holdings (IRL) Limited on October 10, 2023.
• No significant events have occurred since the end of the reporting period.
Nordic Waterproofing's ambition is to create value for the society and the environment, but the Group's financial targets also aims to create value for shareholders and other stakeholders based on a business model with clear financial targets. The three financial targets growth, profitability and debt/equity ratio are approved by the Board, which will contribute to our fourth target; the dividend policy. The underlying objective of the targets is to create long-term value for our shareholders, strengthen our financial position and enable the Group's future strategic investments. In the spring of 2019, the Group's financial targets were revised, which were confirmed in December 2023. This resulted in the following financial targets adopted by the Board for the Group:
| Financial targets | Outcome Q1 2024 |
|---|---|
| Nordic Waterproofing aims to exceed the average growth in the group's current markets through organic growth. In addition, the group expects to grow through selective acquisitions. |
In the first quarter of 2024, organic growth amounted to -13 percent and growth through acquisitions was 1 percent. It is our view that this is in line with or above growth in our main markets. |
| Nordic Waterproofing's target is to generate a return on capital employed (ROCE) exceeding 13 percent for the financial year. |
At the end of Q1 2024, the return on capital employed (ROCE) was 10.0%. |
| Interest-bearing net debt in rela tion to EBITDA must not exceed 3 times at the end of the year. |
At the end of Q1 2024, this ratio was 1.8 times. |
| Nordic Waterproofing aims to have an annual dividend of more than 50 percent of its net profit. The divi dend proposal is based on the group's financial position, invest ment needs, liquidity position and general economic and business conditions. |
For the 2024 annual general meeting, the board has proposed an ordinary dividend of SEK 5.00 (58% of the year's profit in 2023). |
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 average number of employees in the parent company has been 1 (1).
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 62,408, 70,733 and 76,665 respectively, considering persons having left the Company. As per 31 March 2024, Nordic Waterproofing Holding AB owns itself 91,946 (176,898) treasury shares.
| Treasury shares | 2024 | 2023 |
|---|---|---|
| Owned treasury shares as per 1 January | 91,946 | 84,097 |
| Acquired treasury shares | - | 92,801 |
| Treasury shares as per 31 March | 91,946 | 176,898 |
As per 31 March 2024, the share capital amounted to SEK 24,084 thousand and the total number of issued shares were 23,991,989 The Company has one (1) class of shares. Each share entitles the holder to one vote at general meetings.
As per 31 March 2024, Nordic Waterproofing Holding AB had ca 3 600 shareholders and owns itself 91,946 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 first quarter of 2024.
The number of shareholders has during the quarter decreased with ca 1 200, from 4,800 to ca 3 600.
The largest shareholders in Nordic Waterproofing Holding AB, as per 31 March 2024, are stated below.
| Owner | Number of shares |
Capital, % |
Votes, % |
|---|---|---|---|
| Kingspan Group PLC | 8,597,950 | 35.7% | 35.8% |
| Samson Rock Capital LLP | 3,635,505 | 15.1% | 15.2% |
| TFG Asset Management | 3,000,000 | 12.5% | 12.5% |
| Fidelity International (FIL) | 1,203,072 | 5.0% | 5.0% |
| Dimensional Fund Advisors | 532,723 | 2.2% | 2.2% |
| Carnegie Funds | 454,530 | 1.9% | 1.9% |
| Canaccord Genuity Wealth Management | 402,471 | 1.7% | 1.7% |
| DNCA Finance S.A | 265,831 | 1.1% | 1.1% |
| Avanza Pension | 233,111 | 1.0% | 1.0% |
| Evli Fund Management | 225,000 | 0.9% | 0.9% |
| Total 10 largest shareholders | 18,550,193 | 77.0% | 77.3% |
| Other shareholders | 5,441,796 | 22.6% | 22.7% |
| Total number of votes | 23,991,989 | 99.6% | 100.0% |
| Treasury shares | 91,946 | 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 first quarter of 2024 decreased by -11 percent compared with the corresponding period in the preceding year, amounting to SEK 627 m (701). Organic development was -11 percent, the impact from acquisitions was 0 percent and currency translation effects were 0 percent.
Sales in Denmark decreased by -4 percent compared to the corresponding period in the preceding year, whereof -4 percent organic, 0 percent from acquisitions and a positive currency effect of 1 percent. Sales in Finland decreased with -32 percent compared to corresponding period in the preceding year, whereof organic decrease was -32 percent, 0 percent from acquisitions and currency effects were positive with 1 percent. Sales in Sweden decreased by -12 percent while sales in Norway decreased by -28 percent whereof organic sales development was -26 percent and currency effects had a negative impact with -2 percent. Sales in other countries in Europe decreased by -2 percent in the quarter.
Operating profit (EBIT) for Products & Solutions for the first quarter 2024 increased and amounted to SEK 31 m (22). The EBIT margin was 5.0 percent (3.1).
EBITDA amounted to SEK 61 m (52) and the EBITDA margin was 9.7 percent (7.5) in the first quarter.
| Analysis of net sales, | Q1 2024 | Q1 2024 | Q1 2023 | Q1 2023 |
|---|---|---|---|---|
| Product & Solutions | (%) | (SEKm) | (%) | (SEKm) |
| Previous period | 701 | 773 | ||
| Organic growth | -11% | -75 | -14% | -105 |
| Structural effects | 0% | 0 | 2% | 14 |
| Currency effects | 0% | 2 | 2% | 18 |
| Current period | -11% | 627 | -9% | 701 |
EBITDA, SEKm and EBITDA % (R12)
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 first quarter of 2024 decreased by -16 percent compared with the corresponding period in the preceding year, amounting to SEK 202 m (239). Organic development was -21 percent, the impact from acquisitions was 5 percent and currency translation effects were 0 percent.
Sales in Finland decreased with -11 percent consisting of -11 percent organic, 0 percent from acquisitions and positive currency effects with 1 percent. The decline is mainly due to a sharp decline in sales in the solar panel installation business.
Sales in Norway decreased with -67 percent consisting of -66 percent organic and negative currency effects with -1 percent. Sales in Sweden has mainly been generated from acquisitions.
Operating profit (EBIT) for Installation Services for the first quarter amounted to SEK -32 m (-22). The EBIT margin was -15.8 percent (-9.1) in the quarter.
EBITDA amounted to SEK -24 m (-12) and the EBITDA margin was -11.8 percent (-4.8) in the first quarter.
| Analysis of net sales, | Q1 2024 | Q1 2024 | Q1 2023 | Q1 2023 |
|---|---|---|---|---|
| Installation Services | (%) | (SEKm) | (%) | (SEKm) |
| Previous period | 239 | 171 | ||
| Organic growth | -21% | -49 | 6% | 10 |
| Structural effects | 5% | 11 | 30% | 51 |
| Currency effects | 0% | 1 | 5% | 8 |
| Current period | -16% | 202 | 40% | 239 |
During the second half of 2023, a double materiality assessment (DMA) was carried out by all business units in line with CSRD. At the same time, we are working to optimize our data collection for CO2 calculation and CSRD in general so that we have the opportunity to follow our development more frequently.
To achieve the net-zero CO2 ambition by 2050, Nordic Waterproofing Group has set milestones for 2025 and 2030 for our key areas of environmental impact through:
In 2023, our scope 1 and 2 decreased by 9 percent year-over-year and overall by 27 percent compared to the base year 2021. Scope 3 decreased by 19 percent from 2022 in our upstream processes, mainly from raw materials and transportation. Scope 3 from upstream processes represents 96 percent of our estimated CO2 emissions. In 2024, we will investigate whether the impact of our downstream processes should be included, with a focus on processing of sold products, end-of-life of sold products and franchise agreements.
The average number of employees in the Group (expressed as full-time equivalents) amounted to 1,227 (1,258) in the first quarter of 2024, driven by reductions to streamline operations.
FTE's
During the first quarter, there were 4 (6) accidents resulting in more than
Kristen McKenna, dekan on Bunker Hill Community College in Boston had through SoMe seen the Danish project 'Tagdækker Trainee' and after discussions with the team behind decided to visit our factory in Denmark. "It is very special how Tagdäkker Trainee has chosen to put the individual in focus and make the best of it right from the start in 2019," she says. "It's also about how the companies think. Because companies, as I understand the situation in Denmark, need to break with established ways of thinking and think in a way that attracts young people," she adds.
The Group has established a number of different policy documents at both central and local level. These are evaluated regularly and any need for updates is identified and implemented.
The Group has an established whistleblower policy and information about this can be found on our website.
Further information about the Group's sustainability work can be found in the Annual Report for 2023 and on our website.
| Key figures (SEKm) | Q1 2024 |
Q4 2023 |
Q3 2023 |
Q2 2023 |
Q1 2023 |
Q4 2022 |
Q3 2022 |
Q2 2022 |
|---|---|---|---|---|---|---|---|---|
| Net sales | 804 | 1,048 | 1,212 | 1,292 | 911 | 1,045 | 1,132 | 1,255 |
| EBITDA* | 17 | 89 | 159 | 186 | 30 | 114 | 162 | 216 |
| EBITDA margin, %* | 2.1% | 8.5% | 13.1% | 14.4% | 3.3% | 10.9% | 14.3% | 17.2% |
| Operating profit (EBIT) | -21 | 47 | 115 | 143 | -11 | 66 | 128 | 180 |
| EBIT margin, %* | -2.6% | 4.5% | 9.5% | 11.0% | -1.3% | 6.3% | 11.3% | 14.4% |
| ROCE (R12), %* | 10.0% | 10.2% | 10.8% | 11.4% | 13.1% | 16.1% | 16.6% | 17.9% |
| Net profit | -27 | 44 | 82 | 103 | -22 | 47 | 104 | 140 |
| Cash flow from operating activities | -83 | 255 | 149 | 157 | -58 | 93 | 244 | 38 |
| Cashflow from operating activities (R12)* | 478 | 503 | 341 | 437 | 317 | 360 | 358 | 215 |
| Operating cash conversion (R12), %* | 106% | 108% | 70% | 89% | 61% | 62% | 63% | 37% |
| Interest-bearing net debt* | 834 | 724 | 940 | 1,081 | 997 | 844 | 861 | 976 |
| Net debt* | 861 | 749 | 985 | 1,131 | 1,058 | 912 | 895 | 1,009 |
| Earnings per share before dilution, SEK | -1.04 | 1.86 | 3.49 | 4.34 | -0.84 | 2.00 | 4.34 | 5.84 |
| Earnings per share after dilution, SEK | -1.04 | 1.85 | 3.47 | 4.31 | -0.83 | 2.00 | 4.32 | 5.80 |
* For definitions and reconciliations of financial and alternative key performance indicators, please see page 23
| Net sales by segment (SEKm) | Q1 2024 |
Q4 2023 |
Q3 2023 |
Q2 2023 |
Q1 2023 |
Q4 2022 |
Q3 2022 |
Q2 2022 |
|---|---|---|---|---|---|---|---|---|
| Products & Solutions | 627 | 718 | 860 | 1,001 | 701 | 756 | 831 | 1,021 |
| Installation Services | 202 | 364 | 398 | 350 | 239 | 325 | 337 | 291 |
| Group Items & Eliminations | -26 | -34 | -46 | -59 | -29 | -35 | -37 | -57 |
| Total | 804 | 1,048 | 1,212 | 1,292 | 911 | 1,045 | 1,132 | 1,255 |
| Net sales by country (SEKm) | Q1 2024 |
Q4 2023 |
Q3 2023 |
Q2 2023 |
Q1 2023 |
Q4 2022 |
Q3 2022 |
Q2 2022 |
|---|---|---|---|---|---|---|---|---|
| Sweden | 142 | 203 | 224 | 272 | 146 | 193 | 203 | 254 |
| Norway | 92 | 129 | 155 | 162 | 146 | 181 | 177 | 180 |
| Denmark | 229 | 231 | 242 | 267 | 237 | 230 | 251 | 286 |
| Finland | 200 | 375 | 453 | 401 | 233 | 321 | 346 | 314 |
| Europe | 138 | 110 | 137 | 189 | 147 | 119 | 153 | 219 |
| Rest of world | 3 | - | 1 | 1 | 3 | 2 | 2 | 1 |
| Total | 804 | 1,048 | 1,212 | 1,292 | 911 | 1,045 | 1,132 | 1,255 |
| EBITDA by segment (SEKm) | Q1 2024 |
Q4 2023 |
Q3 2023 |
Q2 2023 |
Q1 2023 |
Q4 2022 |
Q3 2022 |
Q2 2022 |
|---|---|---|---|---|---|---|---|---|
| Products & Solutions | 61 | 78 | 134 | 165 | 52 | 72 | 135 | 212 |
| Installation Services | -24 | 25 | 35 | 32 | -12 | 45 | 37 | 16 |
| Group Items & Eliminations | -20 | -14 | -11 | -11 | -11 | -4 | -10 | -12 |
| Total | 17 | 89 | 159 | 186 | 30 | 114 | 162 | 216 |
| EBIT by segment (SEKm) | Q1 2024 |
Q4 2023 |
Q3 2023 |
Q2 2023 |
Q1 2023 |
Q4 2022 |
Q3 2022 |
Q2 2022 |
| Products & Solutions | 31 | 47 | 102 | 132 | 22 | 35 | 111 | 184 |
| Installation Services | -32 | 16 | 24 | 22 | -22 | 36 | 28 | 9 |
| Group Items & Eliminations | -20 | -15 | -11 | -11 | -11 | -5 | -11 | -13 |
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.
CEO
Martin Ellis President and CEO
Mats O. Paulsson Chairman
Hannele Arvonen
Steffen Baungaard
Riitta Palomäki
Hannu Saastamoinen
This interim report has not been reviewed by the company's auditor.
| Amounts in SEKm unless otherwise stated | Q1 2024 | Q1 2023 | R12 2024 | 12M 2023 |
|---|---|---|---|---|
| Net sales | 804 | 911 | 4,356 | 4,463 |
| Gross profit | 191 | 201 | 1,103 | 1,114 |
| EBITDA* | 17 | 30 | 451 | 464 |
| Operating profit (EBIT) | -21 | -11 | 283 | 293 |
| Net profit | -27 | -22 | 202 | 206 |
| Gross margin, %* | 23.7% | 22.1% | 25.3% | 25.0% |
| EBITDA margin, %* | 2.1% | 3.3% | 10.4% | 10.4% |
| EBIT margin, %* | -2.6% | -1.3% | 6.5% | 6.6% |
| Cash flow from operating activities | -83 | -58 | 478 | 503 |
| Operating cash conversion, %* | n/a | n/a | 106% | 108% |
| Investments in tangible & intangible assets | -18 | -30 | -56 | -68 |
| Total assets | 3,586 | 3,736 | 3,586 | 3,634 |
| Capital employed* | 2,716 | 2,850 | 2,716 | 2,850 |
| Equity | 1,799 | 1,732 | 1,799 | 1,777 |
| Interest-bearing net debt* | 834 | 997 | 834 | 724 |
| Interest-bearing net debt/EBITDA, multiple* | n/a | n/a | 1.8x | 1.6x |
| Net debt* | 861 | 1,058 | 861 | 749 |
| Net debt/EBITDA, multiple* | n/a | n/a | 1.9x | 1.6x |
| Interest coverage ratio, multiple* | -1.7x | -1.4x | 5.0x | 5.4x |
| Equity/assets ratio, %* | 50.2% | 46.4% | 50.2% | 48.9% |
| Net debt/equity ratio, multiple* | 0.5x | 0.6x | 0.5x | 0.4x |
| Return on shareholders' equity, %* | n/a | n/a | 11.8% | 12.1% |
| Return on capital employed, %* | n/a | n/a | 10.0% | 10.2% |
| Return on capital employed excluding goodwill, %* | n/a | n/a | 17.4% | 17.6% |
| Average number of shares before dilution | 23,991,989 | 23,984,371 | 23,973,976 | 23,972,071 |
| Average number of shares after dilution | 24,083,935 | 24,083,935 | 24,083,935 | 24,083,935 |
| Earnings per share before dilution, SEK | -1.04 | -0.84 | 8.64 | 8.85 |
| Earnings per share after dilution, SEK | -1.04 | -0.83 | 8.60 | 8.80 |
| Shareholders equity per share before dilution, SEK* | 74.98 | 72.21 | 75.04 | 74.11 |
| Shareholders equity per share after dilution, SEK* | 74.70 | 71.91 | 74.70 | 73.77 |
| Cash flow from operating activities per share before dilution, SEK* | -3.45 | -2.44 | 19.94 | 20.96 |
| Cash flow from operating activities per share after dilution, SEK* | -3.44 | -2.43 | 19.86 | 20.88 |
| Number of shares before dilution | 23,991,989 | 23,907,037 | 23,991,989 | 23,991,989 |
| Number of shares after dilution | 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 23
| Amounts in SEKm unless otherwise stated | Q1 2024 | Q1 2023 | R12 2022 | 12M 2023 |
|---|---|---|---|---|
| Net sales | 803.6 | 911.1 | 4,355.9 | 4,463.4 |
| Cost of goods sold | -613.0 | -709.9 | -3,252.5 | -3,349.4 |
| Gross profit/loss | 190.6 | 201.3 | 1,103.4 | 1,114.1 |
| Selling expenses | -134.0 | -129.3 | -552.7 | -548.0 |
| Administrative expenses | -70.6 | -70.6 | -295.1 | -295.1 |
| Research and development expenses | -2.0 | -1.6 | -5.9 | -5.6 |
| Other operating income | 3.1 | 3.7 | 14.9 | 15.5 |
| Other operating expenses | -8.9 | -18.4 | -24.1 | -33.6 |
| Share of profit in associated companies | 0.7 | 3.4 | 43.0 | 45.7 |
| Operating profit/loss (EBIT) | -21.2 | -11.5 | 283.4 | 293.1 |
| Net finance items | -13.7 | -13.5 | -36.8 | -36.6 |
| Profit/loss before tax | -34.8 | -25.0 | 246.6 | 256.5 |
| Tax | 8.0 | 2.8 | -44.8 | -50.0 |
| Profit/loss after tax | -26.9 | -22.2 | 201.8 | 206.5 |
| Profit/loss for the period, attributable to: | ||||
| Owners of the company | -25.0 | -20.0 | 207.1 | 212.0 |
| Non-controlling interests | -1.9 | -2.2 | -5.3 | -5.6 |
| -26.9 | -22.2 | 201.8 | 206.5 | |
| Average number of shares before dilution | 23,991,989 | 23,953,438 | 23,973,976 | 23,972,071 |
| Average number of shares after dilution | 24,083,935 | 24,083,935 | 24,083,935 | 24,083,935 |
| Earnings per share before dilution, SEK | -1.04 | -0.84 | 8.64 | 8.85 |
| Earnings per share after dilution, SEK | -1.04 | -0.83 | 8.60 | 8.80 |
| Amounts in SEKm unless otherwise stated | Q1 2024 | Q1 2023 | R12 2022 | 12M 2023 |
|---|---|---|---|---|
| OTHER COMPREHENSIVE INCOME | ||||
| Items that are or may be reclassified to profit/ | ||||
| loss for the period | ||||
| Translation differences for the year in translation | ||||
| of foreign operations | 47.4 | 10.8 | 25.0 | -11.7 |
| Gains/losses on raw material hedging, net | 0,0 | 0,0 | 0,0 | 0,0 |
| Tax on gains/losses on comprehensive income | 0,0 | 0,0 | 0,0 | 0,0 |
| Total other comprehensive income after tax | 47.4 | 10.8 | 25.0 | -11.7 |
| Total comprehensive income after tax | 20.5 | -11.4 | 226.8 | 194.8 |
| Total comprehensive income after tax attributa ble to: |
||||
| Owners of the company | 21.9 | -9.5 | 231.8 | 200.4 |
| Non-controlling interests | -1.4 | -1.9 | -5.1 | -5.6 |
| Total comprehensive income after tax | 20.5 | -11.4 | 226.8 | 194.8 |
| Amounts in SEKm unless otherwise stated | 31 Mar 2024 | 31 Mar 2023 | 31 Dec 2023 |
|---|---|---|---|
| ASSETS | |||
| Intangible assets | 1,358.1 | 1,356.2 | 1,334.5 |
| Tangible assets | 536.3 | 579.5 | 533.8 |
| Financial assets | 164.0 | 172.2 | 184.5 |
| Deferred tax assets | 25.0 | 19.5 | 17.8 |
| Other non-current assets | 16.2 | 15.0 | 21.0 |
| Total non-current assets | 2,099.6 | 2,142.5 | 2,091.6 |
| Inventories | 667.0 | 791.7 | 618.7 |
| Trade receivables | 540.0 | 494.8 | 428.8 |
| Receivables for on-going construction contracts | 97.2 | 99.1 | 81.3 |
| Tax assets | 31.1 | 23.0 | 15.8 |
| Other receivables | 68.7 | 64.1 | 48.5 |
| Cash and cash equivalents | 82.7 | 121.1 | 349.3 |
| Total current assets | 1,486.8 | 1,593.9 | 1,542.3 |
| TOTAL ASSETS | 3,586.4 | 3,736.4 | 3,633.9 |
| EQUITY AND LIABILITIES | |||
| Share capital | 24.1 | 24.1 | 24.1 |
| Reserves | 173.7 | 149.0 | 126.8 |
| Retained earnings including profit for the period | 1,593.0 | 1,539.4 | 1,613.0 |
| Equity attributable to owners of the Company | 1,790.7 | 1,712.5 | 1,763.8 |
| Non-controlling interests | 8.2 | 19.4 | 12.8 |
| Total equity | 1,799.0 | 1,731.8 | 1,776.7 |
| Non-current interest-bearing liabilities | 867.1 | 895.6 | 859.8 |
| Other non-current liabilities | 23.8 | 49.5 | 22.4 |
| Provisions | 4.7 | 8.6 | 6.5 |
| Deferred tax liabilities | 131.7 | 125.6 | 131.2 |
| Total non-current liabilities | 1,027.3 | 1,079.3 | 1,019.9 |
| Current interest-bearing liabilities | 50.1 | 222.2 | 213.7 |
| Trade payable | 342.8 | 325.1 | 246.2 |
| Payables for on-going construction contracts | 56.4 | 52.9 | 46.9 |
| Tax liabilities | 1.5 | 23.9 | 9.3 |
| Other current liabilities | 309.2 | 301.2 | 321.2 |
| Total current liabilites | 760.1 | 925.3 | 837.3 |
| TOTAL EQUITY AND LIABILITES | 3,586.3 | 3,736.4 | 3,633.9 |
| Amounts in SEKm unless otherwise stated | 31 Mar 2024 | 31 Mar 2023 | 31 Dec 2023 |
|---|---|---|---|
| SPECIFICATION OF CHANGES IN EQUITY | |||
| Equity attributable to owners of the Company | |||
| Opening balance | 1,763.8 | 1,736.4 | 1,736.4 |
| Profit for the period | -25.0 | -20.0 | 212.0 |
| Other comprehensive income | 46.9 | 10.5 | -11.7 |
| Transactions with non-controlling interest | 2.7 | -1.1 | 1.9 |
| Dividend | 0.0 | 0.0 | -167.3 |
| Repurchase of treasury shares Note 7 |
0.0 | -15.0 | -15.0 |
| Costs for long-term incentive programs | 2.2 | 1.7 | 7.5 |
| Closing balance | 1,790.7 | 1,712.5 | 1,763.8 |
| Equity attributable to non-controlling interest | |||
| Opening balance | 12.8 | 17.9 | 17.9 |
| Profit for the period | -1.9 | -2.2 | -5.6 |
| Other comprehensive income | 0.5 | 0.3 | 0.0 |
| Acquisitions | -3.2 | 3.4 | 0.5 |
| Dividend | 0.0 | 0.0 | 0.0 |
| Transactions with the Group's owners | 0.0 | 0.0 | 0.0 |
| Closing balance | 8.2 | 19.4 | 12.8 |
| SUM TOTAL EQUITY, CLOSING BALANCE | 1,799.0 | 1,731.8 | 1,776.7 |
| Amounts in SEKm unless otherwise stated | Q1 2024 | Q1 2023 | R12 2024 | 12M 2023 |
|---|---|---|---|---|
| OPERATING ACTIVITIES | ||||
| Operating profit (EBIT) | -21.2 | -11.5 | 283.4 | 293.1 |
| Adjustment for non-cash items etc | 34.5 | 54.9 | 131.9 | 152.2 |
| Interest received | 0.8 | 0.2 | 4.8 | 4.2 |
| Interest paid | -12.7 | -10.1 | -59.4 | -56.8 |
| Dividends received | 26.0 | 1.0 | 63.7 | 38.8 |
| Dividends received from entities valued according to IFRS 9 |
0.0 | 0.0 | 1.2 | 1.2 |
| Income tax paid/received | -24.3 | -41.5 | -75.8 | -92.9 |
| Cash flow from operating activities | ||||
| before changes in working capital | 3.2 | -6.9 | 349.9 | 339.7 |
| CHANGES IN WORKING CAPITAL | ||||
| Increase (-)/Decrease (+) in inventories | -34.0 | -6.4 | 135.9 | 163.5 |
| Increase (-)/Decrease (+) in operating receivables | -131.8 | -91.0 | -21.1 | 19.7 |
| Increase (+)/Decrease (-) in operating liabilities | 79.7 | 45.9 | 13.7 | -20.1 |
| Cash flow from operating activities | -82.8 | -58.4 | 478.4 | 502.8 |
| INVESTING ACTIVITIES | ||||
| Acquisition of intangible fixed assets | -2.4 | -3.7 | -8.3 | -9.6 |
| Acquisition of tangible fixed assets | -16.0 | -18.8 | -55.9 | -58.7 |
| Divestments of tangible fixed assets | 0.7 | 0.0 | 3.6 | 2.9 |
| Acquisition of business, net cash impact | 0.0 | -5.4 | -8.2 | -13.7 |
| Divestments of business, net cash impact | 0.0 | 9.1 | 0.0 | 9.1 |
| Acquisition of participations in associated compa nies |
0.0 | -17.9 | -44.7 | -62.7 |
| Divestments of participations in associated com | ||||
| panies | 0.0 | 0.0 | 23.7 | 23.7 |
| Change in other financial assets | 6.6 | -7.6 | -4.9 | -19.1 |
| Cash flow from investing activities | -11.0 | -44.3 | -94.6 | -127.9 |
| Amounts in SEKm unless otherwise stated | Q1 2024 | Q1 2023 | R12 2024 | 12M 2023 |
|---|---|---|---|---|
| FINANCING ACTIVITIES | ||||
| Amortization of loans | -175.1 | -22.1 | -309.7 | -156.8 |
| Proceeds from loans | 0.0 | 0.0 | 91.0 | 91.0 |
| Purchase of own shares | 0.0 | -15.0 | 0.0 | -15.0 |
| Dividend | 0.0 | 0.0 | -167.3 | -167.3 |
| Acquisition of participations in non-controlling interest |
0.0 | 0.0 | -21.0 | -21.0 |
| Divestment of participations in non-controlling interest |
0.0 | 0.0 | 0.0 | 0.0 |
| Dividend paid to non-controlling interests | 0.0 | 0.0 | -0.8 | -0.8 |
| Cash flow from financing activities | -175.1 | -37.1 | -407.9 | -269.9 |
| Cash flow for the period | -268.9 | -139.8 | -24.1 | 105.0 |
| Cash and cash equivalents at the beginning of the period |
349.3 | 260.5 | 121.1 | 260.5 |
| Exchange-rate differences in cash and cash equivalents |
2.4 | 0.4 | -14.3 | -16.2 |
| Cash and cash equivalents at the end of the period |
82.7 | 121.1 | 82.7 | 349.3 |
| Amounts in SEKm unless otherwise stated | Q1 2024 | Q1 2023 | R12 2024 | 12M 2023 |
|---|---|---|---|---|
| Net sales | 4.0 | 8.2 | 12.1 | 16.7 |
| Gross profit/loss | 4.0 | 8.2 | 12.1 | 16.7 |
| Administrative expenses | -6.7 | -10.5 | -27.8 | -32.0 |
| Other operating income | 0.0 | 0.0 | 0.7 | 0.7 |
| Other operating expenses | -7.6 | -1.2 | -17.2 | -10.9 |
| Operating profit/loss (EBIT) | -10.3 | -3.6 | -32.2 | -25.4 |
| Result from financial items | ||||
| Result from shares in subsidiaries | 0.0 | 0.0 | 150.0 | 150.0 |
| Other financial items | -5.8 | -0.5 | -14.7 | -9.4 |
| Net finance items | -5.8 | -0.5 | 135.3 | 140.6 |
| Result after financial items | -16.1 | -4.0 | 103.1 | 115.2 |
| Appropriations | 0.0 | 0.0 | 58.6 | 58.6 |
| Profit before tax | -16.1 | -4.0 | 161.7 | 173.8 |
| Tax | 3.8 | 0.5 | -2.2 | -5.5 |
| Profit/loss after tax | -12.3 | -3.5 | 159.5 | 168.3 |
| Amounts in SEKm unless otherwise stated | Q1 2024 | Q1 2023 | R12 2024 | 12M 2023 |
|---|---|---|---|---|
| OTHER COMPREHENSIVE INCOME | ||||
| Profit for the period | -12.3 | -3.5 | 159.5 | 168.3 |
| Other comprehensive income | 0.0 | 0.0 | 0.0 | 0.0 |
| Total other comprehensive income after | ||||
| tax | -12.3 | -3.5 | 159.5 | 168.3 |
| Amounts in SEKm unless otherwise stated | 31 Mar 2024 |
31 Mar 2023 |
31 Dec 2023 |
|---|---|---|---|
| ASSETS | |||
| Shares in subsidiaries | 913.6 | 908.4 | 913.6 |
| Total non-current assets | 913.6 | 908.4 | 913.6 |
| Other current receivables from Group companies | 447.5 | 468.8 | 449.5 |
| Current tax assets | 0.0 | 20.3 | 0.0 |
| Other short-term receivables | 0.1 | 0.0 | 1.5 |
| Prepaid expenses and accrued income | 0.3 | 0.3 | 0.1 |
| Cash and cash equivalents | 9.1 | 30.1 | 285.3 |
| Total current assets | 456.9 | 519.6 | 736.4 |
| TOTAL ASSETS | 1,370.5 | 1,428.0 | 1,649.9 |
| EQUITY AND LIABILITIES | |||
| Share capital | 24.1 | 24.1 | 24.1 |
| Retained earnings including profit for the year | 600.7 | 601.1 | 612.5 |
| Total equity | 624.8 | 625.2 | 636.5 |
| Untaxed reserves | 56.1 | 69.7 | 56.1 |
| Long-term liabilities to credit institue | 378.4 | 374.9 | 374.9 |
| Total non-current liabilities | 378.4 | 374.9 | 374.9 |
| Current interest-bearing liabilities | 0.0 | 160.0 | 160.0 |
| Trade payable | 0.6 | 0.2 | 0.7 |
| Short-term liabilities to Group companies | 281.0 | 184.4 | 395.3 |
| Current tax liabilities | 0.3 | 0.0 | 4.2 |
| Other current liabilities | 29.3 | 13.8 | 22.1 |
| Total current liabilites | 311.2 | 358.3 | 582.4 |
| TOTAL EQUITY AND LIABILITES | 1,370.5 | 1,428.0 | 1,649.9 |
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. 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 2023. 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 SEKm, unless otherwise stated |
Goodwill | Trade marks |
Customer relations |
Other | Total |
|---|---|---|---|---|---|
| Opening balance, 1 January 2024 | 1,199 | 18 | 76 | 41 | 1,334 |
| Investments | 0 | 0 | 0 | 2 | 2 |
| Acquisitions | 0 | 0 | 0 | 0 | 0 |
| Divestments and disposals | -9 | 0 | 0 | 0 | -9 |
| Reclassification | 0 | 0 | 0 | 0 | 0 |
| Amortization | 0 | -0 | -8 | -4 | -11 |
| Exchange-rate differences | 37 | 0 | 2 | 2 | 41 |
| Closing balance, 31 March 2024 | 1,227 | 18 | 71 | 42 | 1,358 |
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 2023 Annual Report. The fair value measurements belong to level 3 in the fair value hierarchy in IFRS 13.
Financial instruments measured at level 3 per 31 March:
| SEKm | 2024 | 2023 |
|---|---|---|
| Opening balance | 23 | 66 |
| Fair value movement in income statement | 0 | -2 |
| Acquisition | 0 | 0 |
| Paid | 0 | -5 |
| Exchange-rate differences | 2 | 1 |
| Closing balance | 25 | 60 |
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 2023. The remeasurement is attributable to a change in the assessment of forecasted EBITDA growth.
| Fair value | Fair Value | Fair value | ||||||
|---|---|---|---|---|---|---|---|---|
| 2024-03-31 | At amortized cost |
through profit or loss |
hedging instruments |
Other ¹ | Reported value |
Level 1 | Level 2 | Level 3 |
| FINANCIAL ASSETS | ||||||||
| Financial assets | 32 | - | - | 156 | 188 | - | - | - |
| Other non-current assets | 16 | - | - | - | 16 | - | - | - |
| Trade receivables | 540 | - | - | - | 540 | - | - | - |
| Other receivables² | - | - | - | 69 | 69 | - | - | - |
| Receivables for on-going contruction contracts | 97 | - | - | - | 97 | - | - | - |
| Cash and cash equivalents | 83 | - | - | - | 83 | - | - | - |
| Total | 768 | - | - | 224 | 993 | - | - | - |
| FINANCIAL LIABILITIES | ||||||||
| Non-current interest-bearing liabilities | 867 | - | - | - | 867 | - | - | - |
| Other non-current liabilities | 2 | 22 | - | - | 24 | - | - | 22 |
| Trade payable | 343 | - | - | - | 343 | - | - | - |
| Current interest-bearing liabilities | 50 | - | - | - | 50 | - | - | - |
| Other current liabilities² | 78 | 3 | 0 | 229 | 309 | - | 0 | 3 |
| Total | 1,339 | 25 | 0 | 229 | 1,593 | - | 0 | 25 |
| Fair value | Fair Value | Fair value |
| At amortized | through | hedging | Reported | |||||
|---|---|---|---|---|---|---|---|---|
| 2023-03-31 | cost | profit or loss | instruments | Other ¹ | value | Level 1 | Level 2 | Level 3 |
| FINANCIAL ASSETS | ||||||||
| Financial assets | 27 | - | - | 145 | 172 | - | - | - |
| Other non-current assets | 15 | - | - | - | 15 | - | - | - |
| Trade receivables | 495 | - | - | - | 495 | - | - | - |
| Other receivables² | - | - | - | 64 | 64 | - | - | - |
| Receivables for on-going contruction contracts | 99 | - | - | - | 99 | - | - | - |
| Cash and cash equivalents | 121 | - | - | - | 121 | - | - | - |
| Total | 757 | - | - | 209 | 966 | - | - | - |
| FINANCIAL LIABILITIES | ||||||||
| Non-current interest-bearing liabilities | 896 | - | - | - | 896 | - | - | - |
| Other non-current liabilities | 2 | 48 | - | - | 50 | - | - | 48 |
| Trade payable | 325 | - | - | - | 325 | - | - | - |
| Current interest-bearing liabilities | 222 | - | - | - | 222 | - | - | - |
| Other current liabilities² | 79 | 12 | 0 | 211 | 301 | - | - | 12 |
| Total | 1,523 | 60 | 0 | 211 | 1,794 | - | - | 60 |
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.
At the time of publication of the report, the information was not fully available to categorize financial instruments correctly.
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 comprises parent company functions, including the treasury function. Eliminations comprises 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 8-9.
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.
| Amounts in SEKm | Products & Solutions | Installation Services | Group Items | Eliminations | Group | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| unless stated otherwise | 3M 2024 | 3M 2023 | 3M 2024 | 3M 2023 | 3M 2024 | 3M 2023 | 3M 2024 | 3M 2023 | 3M 2024 | 3M 2023 |
| Allocation of revenues external/internal | ||||||||||
| Revenues from external customers | 602 | 672 | 202 | 239 | 0 | 0 | 0 | 0 | 804 | 911 |
| Revenues from other segments | 26 | 29 | 0 | 0 | 0 | 0 | -26 | -29 | 0 | 0 |
| Revenues, total | 627 | 701 | 202 | 239 | 0 | 0 | -26 | -29 | 804 | 911 |
| EBITDA | 61 | 52 | -24 | -12 | -19 | -11 | -1 | 0 | 17 | 30 |
| Depreciation & Amortisation | -30 | -31 | -8 | -10 | -1 | -1 | 0 | 0 | -38 | -42 |
| Operating profit (EBIT) | 31 | 22 | -32 | -22 | -20 | -12 | -1 | 0 | -21 | -11 |
| Of which share of profit in associated companies |
0 | 0 | 1 | 3 | 0 | 0 | 0 | 0 | 1 | 3 |
| Net finance items | -14 | -14 | ||||||||
| Profit/loss after finance items but before tax (EBT) |
-35 | -25 | ||||||||
| Tax | 8 | 3 | ||||||||
| Profit/loss for the year | -27 | -22 | ||||||||
| ASSETS | ||||||||||
| Intangible assets (goodwill & customer | ||||||||||
| relations) | 1,046 | 1,054 | 312 | 300 | 1 | 3 | 0 | 0 | 1,358 | 1,356 |
| Property, plant and equipment | 483 | 525 | 52 | 53 | 2 | 2 | 0 | 0 | 536 | 580 |
| Participations in associated companies | 0 | 0 | 130 | 142 | 0 | 0 | 0 | 0 | 130 | 142 |
| Inventory | 623 | 739 | 44 | 53 | 0 | 0 | -1 | -1 | 667 | 792 |
| Other assets | 616 | 571 | 251 | 223 | 5 | 4 | -150 | -124 | 722 | 673 |
| Non-allocated assets | 173 | 194 | 173 | 194 | ||||||
| Total assets | 2,768 | 2,889 | 789 | 770 | 180 | 203 | -151 | -125 | 3,586 | 3,736 |
| LIABILITIES AND EQUITY | ||||||||||
| Equity | 1,799 | 1,732 | 1,799 | 1,732 | ||||||
| Other liabilities | 632 | 608 | 195 | 185 | 36 | 18 | -149 | -124 | 713 | 688 |
| Non-allocated liabilities | 1,074 | 1,317 | 1,074 | 1,317 | ||||||
| Total liabilities and equity | 632 | 608 | 195 | 185 | 2,909 | 3,067 | -149 | -124 | 3,586 | 3,736 |
| Investments in tangible & intangible assets |
15 | 20 | 2 | 2 | 0 | 0 | 0 | 0 | 18 | 22 |
| Amounts in SEKm | Products & Solutions | Installation Services | Group Items | Eliminations | Group | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| unless stated otherwise | 3M 2024 | 3M 2023 | 3M 2024 | 3M 2023 | 3M 2024 | 3M 2023 | 3M 2024 | 3M 2023 | 3M 2024 | 3M 2023 |
| ALLOCATION PER COUNTRY | ||||||||||
| Denmark | 229 | 237 | 0 | 0 | 0 | 0 | 0 | 0 | 229 | 237 |
| Sweden | 128 | 144 | 15 | 2 | 0 | 0 | -1 | -0 | 142 | 146 |
| Norway | 81 | 116 | 11 | 34 | 0 | 0 | -1 | -4 | 92 | 146 |
| Finland | 48 | 60 | 176 | 197 | 0 | 0 | -24 | -25 | 200 | 233 |
| Europe (excluding Nordic region) | 138 | 141 | 0 | 6 | 0 | 0 | 0 | 0 | 138 | 147 |
| Other countries | 3 | 3 | 0 | 0 | 0 | 0 | 0 | 0 | 3 | 3 |
| Total | 627 | 701 | 202 | 239 | 0 | 0 | -26 | -29 | 804 | 911 |
| ALLOCATION PER PRODUCT TYPE | ||||||||||
| Bitumen-based products | 341 | 390 | 0 | 0 | 0 | 0 | -17 | -27 | 324 | 363 |
| Bitumen installations | 0 | 0 | 146 | 173 | 0 | 0 | 0 | 0 | 146 | 173 |
| EPDM membranes | 146 | 148 | 0 | 0 | 0 | 0 | 0 | 0 | 146 | 148 |
| Prefabricated elements | 129 | 133 | 0 | 0 | 0 | 0 | -9 | -2 | 120 | 131 |
| Green infrastructure | 11 | 30 | 0 | 0 | 0 | 0 | 0 | -0 | 11 | 29 |
| Liquid floor coating | 0 | 0 | 48 | 24 | 0 | 0 | 0 | 0 | 48 | 24 |
| Roofing maintenance | 0 | 0 | 5 | 4 | 0 | 0 | 0 | 0 | 5 | 4 |
| Solar panels | 0 | 0 | 3 | 39 | 0 | 0 | -0 | 0 | 3 | 39 |
| Total | 627 | 701 | 202 | 239 | 0 | 0 | -26 | -29 | 804 | 911 |
| SIGNIFICANT TYPES OF INCOME | ||||||||||
| Sale of goods | 507 | 570 | 0 | 0 | 0 | 0 | -26 | -29 | 481 | 541 |
| Construction contracts | 120 | 131 | 202 | 239 | 0 | 0 | 0 | 0 | 322 | 370 |
| Total | 627 | 701 | 202 | 239 | 0 | 0 | -26 | -29 | 804 | 911 |
| TIME OF REVENUE RECOGNITION | ||||||||||
| At a certain point in time | 507 | 570 | 0 | 0 | 0 | 0 | -26 | -29 | 481 | 541 |
| Over time | 120 | 131 | 202 | 239 | 0 | 0 | 0 | 0 | 322 | 370 |
| Total | 627 | 701 | 202 | 239 | 0 | 0 | -26 | -29 | 804 | 911 |
The Group has related party relationships with the associated companies as stated in Note 16 of the 2023 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 first quarter of 2024.
As also stated in Note 16 of the 2023 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. Nordic Waterproofing has during the fourth quarter 2023 signed an agreement with the member of the group management, Thomas Zipfel, through his own company, regarding group management and CEO services within SealEco. The pricing is market-based. For the first quarter this implies a cost of SEK 0.9 m (0).
During the first quarter, a partial step acquisition of a subsidiary was made without any change in control.
On February 28, 2024, Taasinge Elementer A/S acquired an additional 1.4 percent of the shares in RVT AS free of charge and increased its ownership to 93.6 percent. The partial step acquisition has been made without any change in control and has been reported as a transaction between owners. Before the acquisition, the carrying value of the existing holding without determination of 7.4 percent amounted to approximately SEK 2.6 million. The Group reports an decrease in non-controlling interests of approximately SEK 0.5 million and an increase in equity attributable to the parent company's owners of the corresponding amount.
On March 5, 2024, Taasinge Elementer A/S acquired the remaining 6.4 percent of the shares in RVT AS free of charge and increased its ownership to 100 percent. The partial step acquisition has been made without any change in control and has been reported as a transaction between owners. Before the acquisition, the carrying value of the existing holding without determination of 6.4 percent amounted to approximately SEK 2.1 million. The Group reports an increase in non-controlling interests of approximately SEK 2.2 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 quarter of 2023, a partial step acquisition of the remaining 40% of the shares in Blomstertak AS was made without any change in control. For information about the acquisition, refer to note 14 in the group's annual report for 2023. Some adjustments to acquisition analyzes were carried out related to acquisitions made in 2022.
The fair value of options and earn-outs are 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 or the earn-outs. The maximum amount for payment is unlimited.
| Purchase consideration SEKm |
3M 2024 |
3M 2023 |
12M 2023 |
|---|---|---|---|
| Cash paid | - | 5.4 | 16.7 |
| Call/put option | - | - | - |
| Vendor note and earn-out | - | - | 1.6 |
| Total purchase consideration | - | 5.4 | 18.3 |
| Acquisition analysis SEKm, unless otherwise stated |
3M 2024 |
3M 2023 |
12M 2023 |
| Intangible assets | - | 19.0 | 19.0 |
| Tangible assets | - | 0.0 | 0.3 |
| Financial assets | - | 0.0 | 0.0 |
| Inventories | - | 2.7 | 3.8 |
| Trade and other receivables | - | 0.0 | 17.1 |
| Deferred tax asset | - | -0.6 | -0.6 |
| Cash and equivalents | - | 0.0 | 3.0 |
| Provisions | - | 0.0 | 0.0 |
| Other non-interest bearing liabilities | - | 0.0 | -18.1 |
| Interest bearing liabilities | - | 0.0 | 0.0 |
| Deferred tax liabilities | - | -3.8 | -3.8 |
| Net assets and liabilities | - | 17.4 | 20.8 |
| Non-controlling interests | - | -2.5 | -3.4 |
| Fair value of earlier holdings | - | 0.0 | -11.9 |
| Goodwill | - | -9.4 | 12.8 |
| Consideration | - | 5.4 | 18.3 |
| Acquisition of business - net cash impact, SEKm |
3M 2024 |
3M 2023 |
12M 2023 |
| Cash consideration | - | 5.4 | 16.7 |
| Less cash balances acquired | - | 0.0 | -3.0 |
| Less redemption of loans | - | 0.0 | 0.0 |
| Net cash impact - investing activities | - | 5.4 | 13.7 |
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. The final analysis is expected to decrease goodwill while intangible assets and deferred tax liabilities will increase due to the recognition of customer relations.
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 the respective report at 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 Sweden 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 and Veg Tech. Nordic Waterproofing Holding AB is listed in the Mid Cap segment on Nasdaq Stockholm with the stock ticker NWG.
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.
| 17 July | Interim report, January–June 2024 |
|---|---|
| 24 October | Interim report, January–September 2024 |
Nordic Waterproofing Holding AB Rönnowsgatan 12, 252 25 Helsingborg +46 42-36 22 40 [email protected]
The English version is a translation of the Swedish original. In the event of any differences, the Swedish version applies.
Nordic Waterproofing Holding AB är ett svenskt publikt bolag med säte i Helsingborg, Sverige. Organisationsnummer: 556839-3168. LEI kod: 549300T8MZ5GQREJW94.
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 25 April 2024, 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 forward-looking 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.
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