NORMA Group SE — Interim / Quarterly Report 2013

Aug 8, 2013

NORMA Group Second Quarter Results 2013

Maintal, 7 August 2013

Customer Value through Innovation

Highlights Q2 2013

Sales	Sales growth of 3.5% leads to EUR 163.5 million including favourable organic growth in Europe driven by EURO 6 introduction (Q2 2012: EUR 158.0 million)
EBITA	Adjusted EBITA of EUR 27.9 on high level even including costs of approx. EUR 1 million for change into Societas Europaea (SE) and various M&A activities
Margin	Adjusted EBITA margin on a high sustainable level of 17.1% of sales (Q2 2012: 18.1%)
Cash Flow	Operating net cash flow at EUR 38.3 million almost 4 x higher y-o-y (Q2 2012: EUR 10.5 million)
Net Debt	Net debt of EUR 172 million stable compared to EUR 174 million at year end including dividend and acquisitions – issuing of Debut Promissory Note (Schuldscheindarlehen) in July
	Variant S.A., Poland, consolidated from June 2013 onwards
M&A	Guyco Pty. Limited, Australia, consolidated from July 2013 onwards
Guidance	Guidance 2013 confirmed; M&A effect for 2013 increased to EUR 25 million

Second Quarter Organic Growth Showed Strong Sequential Improvement

Sales Development in EUR million

Sales	2012	2013	Change	Change in %	thereof organic	thereof acquistions	thereof currency
Q1	159.7	159.3	-0.4	-0.3%	-6.1%	+6.0%	-0.2%
Q2	158.0	163.5	+5.5	+3.5%	+0.5%	+3.6%	-0.6%
H1	317.7	322.8	+5.1	+1.6%	-2.8%	+4.8%	-0.4%

• Start into 2013 confirms full year guidance
• Positive effects from acquisitions in Switzerland, Italy, Malaysia, Netherlands, Poland and Australia of a total of EUR 15.4 million in H1 2013
• Almost flat currency effects

Sales by Regions and by Way-to-Market

• Asia-Pacific gains share due to successful acquisitions
• Split by way-to-market at 70% EJT and 30% DS
• Consolidations in DS: Davydick (from January 2013) and Variant (from June 2013)

Margin on high sustainable level

• Material consumption improved to 43.3%
• Tight cost control in OPEX despite extra costs for change to SE and various M&A activities
• Personnel costs affected by focussing on new business opportunities and expected slow start into 2013
• Nearly flat ratio of value-added costs (Personnel expenses + Opex): H1/2013: 37.5% vs. H1/2012: 36.3%

No Operational Adjustments in H1 2013

in EUR million	Reported	PPA adjustments	adjusted
Sales	322.8		322.8
EBITDA	64.5	No operational adjustments	64.5
EBITDA margin	20.0%		20.0%
EBITA	56.1	0.1	56.2
EBITA margin	17.4%		17.4%
EBIT	50.2	4.2	54.4
EBIT margin	15.5%		16.9%
Net Profit	30.5	2.9	33.4
Net Profit margin	9.4%		10.3%
EPS (in EUR)	0.96	0.09	1.05

Cost for change into SE and various M&A activities of approx. EURO 1 million are not adjusted.

Full year PPA adjustments on EBIT level for 2013 approx. EUR 8.7 million (2014 approx. EUR 9.1 million).

Excellent Operating Net Cash Flow

Operating net cash flow
in EUR million	H1 2012	H1 2013	Variance
EBITDA	64.9	64.5	-0.6%
Δ ± Working capital	-26.9	-8.8	-67%
Operating net cash flow before investments from operating business	38.1	55.7	+46%
Δ ± Investments from operating business	-11.5	-9.8	-14%
Operating net cash flow	26.6	45.9	+72%

• Operating net cash flow before investments increased by EUR 17.6 million to a total of EUR 55.7 million in 2013 also due to positive effects from reverse factoring in payables.
• Capex spending decreased to EUR 10 million and lead to operating net cash flow of EUR 46 million
• Full year Capex including build-up of new plants in China and Brazil expected to be around EURO 30 million

Net Debt, Financing and Equity Ratios after dividend payment of EURO 20.7 million

* excludes non cash / non P&L derivative financial liabilities of EUR 21.7 million (31.12.2012: EUR 24.8 million): including leverage = 1.6 x; gearing = 0.6x Debut Promissory Note (Schludschiendarlehen) was issued beginning of Q3 2013

Successful Issuance of Promissory Note (Schuldschein) in July 2013

Targets achieved

• Maturity: Mid-term oriented well balanced repayment schedule
• More diversified mix of financing instruments
• Balanced fixed and floating tranches

Schuldschein

• Volume EUR 125 million
• Interest terms improved by ~2%
• Financial result improves starting 2014
• Tenor 5, 7 and 10 years (40%/40%/20%)
• 3fold oversubscribed
• BBB+ / A- internal Bank rating achieved

Lenders

Small European banks (e.g. German Sparkassen and Insurance institutions)

Usage of the funds

• During Q3 2013: Partial repayment of Syndicated facility (SFA)
• Thereafter: Either complete refinancing of SFA or cash holding for potential M&A activity

M&A	Acquisition of Variant S.A. in May 2013
Business Model	Sells joining products and cable ties to over 1,000 retailers and wholesalers across Poland. End clients include home improvement stores, garages and specialist retailers for automotive supplies.
History	Distribution partner of NORMA Group for more than 20 years. Based in Krakow, Poland
Sales	Approx. EUR 5 million sales in financial year 2012 (thereof ~EUR 1 million external products)
Consoli dation	First time consolidation into NORMA Group after closing in June 2013
Adjustments	No operational adjustments planned from acquisition
Margin	Margin of the company including synergies within 12 months in the range of NORMA Group's margin

Acquisition of Guyco Pty. Limited

M&A	Acquisition of Guyco Pty. Limited in June 2013
Business Model	Specializes in the design, manufacture and distribution of fittings and valves for freshwater distribution, irrigation, agricultural, plumbing and industrial market sectors. It supplies over 700 customers in Australia and New Zealand.
History	Based in Adelaide, Australia
Sales	Approx. EUR 7 million sales in financial year 2012
Consoli dation	First time consolidation into NORMA Group after closing in July 2013
Adjustments	No operational adjustments planned from acquisition
Margin	Margin of the company including synergies until 2014 in the range of NORMA Group's margin

Outlook 2013 – Company Guidance Confirmed

Sales*	Moderate growth, plus approx. EUR 25 million from recent acquisitions
EBITA margin	On the level of the three previous years, more than 17%
Dividend	Approx. 30% to max 35% of Group adjusted net profit
* amended due to acquisitions

NORMA Group Second Quarter Results 2013

Frankfurt, 7 August 2013

Appendix Strategy

Customer Value through Innovation

Proven Business Model Addressing Key Megatrends

Tighter Emission ContentRegulations Drive Increased Joining Technology

• Environmental awareness continues to drive tightening emission regulations globally
• Increasingly tighter emission regulations, including in emerging markets
• Low-emission alternatives require significantly higher joining technology content at a substantially increased complexity compared to existing/past technologies

Note: Chart shows emission regulation roadmap for passenger vehicles Source: DieselNet, NORMA Group

Strong Content Growth based on EURO 6

• EURO 6 introduction for trucks and passenger vehicles in 2014 triggers new engine generations and ramp-up in 2013
• Market for joining technology is expected to outgrow the respective end-markets, driven by megatrends including
• Additional components in new engines
• Higher value of joining technology content
• -> Lead to increased number of units and higher prices per customer end product

Premium Pricing through Technology and Innovation Leadership in Mission-Critical Components

	high impact	to achieve premium pricing Ability
Approx. value of joining technology content		Basis for premium pricing:  Market leadership 
c. € 21-26		Technology 
c. € 20-25		Quality  Innovation 
c. € 49-60		Tailor-made solutions 
c. € 62-101		High switching costs for customers  Savings potential for customer 
c. € 36-44		mismatches risk of switching supplier
Total c. € 188-256 (< 0.1%)	Price of harvester: € 350,000
		Mission-criticality: Small relative cost –

• Basis for premium pricing:
• Market leadership
• Technology
• Quality
• Innovation
• Tailor-made solutions
• High switching costs for customers
• Savings potential for customer mismatches risk of switching supplier

Convincing Growth Prospects

Clear global market leader in clamp/connect Excellent growth outlook across end-markets

NORMA Group expects to grow even faster than its end-markets

(2013-18 CAGR)	End-market production unit growth	Additional growth for Joining technology market
Passenger vehicles	+5%	add. 2-4%
Commercial vehicles	+6%	add. 2-4%
Agricultural equipment*	+1%	add. 2-4%
Construction equipment**	+5%	add. 2-4%
Engines*	+5%	add. 2-4%
White goods*	+5%	Same level
Drainage systems*	+6%	Same level

* 2010-2015 CAGR ** 2012-2016 CAGR

Information relying on different non audited sources

Successful Acquisition Strategy Continues into 2013

Acquisition of Connectors Verbindungstechnik AG

M&A	Acquisiton of Connectors Verbindungstechnik AG, Switzerland, in April 2012
Business Model	Connectors specialises in connecting systems for the pharmaceutical and biotechnology industry.
History	For more than 25 years the company has been manufacturing and distributing connecting elements that meet the highest purity standards for medical sterile technology.
Sales	Approx. EUR 15 million sales in last business year
Consoli dation	First time consolidation into NORMA Group starting Q2 2012
Adjustments	No operational adjustments planned from acquisition
	Excellent margin of Connectors in the range of NORMA Group's margin;
Margin	Earnings accretive in 2012 already

M&A	Acquisiton of Nordic Metalblok S.r.l., Italy in July 2012
Business Model	Company specialises in manufacturing clamps for various applications particularly for the heating, ventilation and air conditioning industry and the agricultural and construction sectors.
History	For more than 40 years the company distributes its products to retailers and wholesalers as well as to manufacturing companies globally.
Sales	Approx. EUR 6 million sales in last business year
Consoli dation	First time consolidation into NORMA Group starting Q3 2012
Adjustments	No operational adjustments planned from acquisition
Margin	Margin of the company including synergies in the range of NORMA Group's margin

Acquisition of Chien Jin Plastic Sdn. Bhd.

M&A	Acquisiton of Chien Jin Plastic, Malaysia, in October 2012
	Closing expected toward year end 2012
Business Model	Specialised in joining elements for plastic and iron pipe systems for different application areas, esp. drinking and domestic water distribution. Also produces components for sanitary appliances under its brand name Fish. More than 200 customers in 30 countries.
History	In the market for 20 years, the company is based in Ipoh, Malaysia.
Sales	Approx. EUR 7 million sales in last business year
Consoli dation	First time consolidation into NORMA Group after closing.
Adjustments	No operational adjustments planned from acquisition
Margin	Margin of the company including synergies in the range of NORMA Group's margin

Increase in Ownership in Groen Bevestigingsmaterialen BV

M&A	60% increase in ownership to 90% in Groen Bevevestigingsmaterialen B.V. in December 2012
Business Model	Wholesale supplier of hose and pipe clamps and coupling to the industrial, construction, agriculture, plumbing, hardware and automotive sector in Belgium, the Netherlands and Luxembourg. Moreover, extensive supply programme for traffic sign brackets and necessary mounting tools.
History	Partnership between Groen and NORMA started in 1993 with ABA hose claps. The company is based in Purmerend, Netherlands.
Sales	Approx. EUR 5 million sales in last business year (thereof EUR 2 million additional external sales)
Consoli dation	First time consolidation into NORMA Group after closing on 31st December 2012
Adjustments	No operational adjustments planned from acquisition
Margin	Margin of the company including synergies in the range of NORMA Group's margin

M&A	Akquisition of DavyDick & Co. in January 2013
Business Model	Distribution for various elements in the transportation of water in irrigation systems. Specialised in supplying a comprehensive range of rural irrigation fittings, valves, and pumps under the brand PUMPMASTER. More than 700 customers throughout Australia.
History	In the market for more than 20 years. Based in Goulburn, Australia
Sales	Approx. EUR 4 million sales in financial year 2012
Consoli dation	First time consolidation into NORMA Group after closing in early 2013
Adjustments	No operational adjustments planned from acquisition
Margin	Margin of the company including synergies in the range of NORMA Group's margin

NORMA Group Worldwide

EMEA Czech Republic (P) France (P, D) Germany (P, D) Italy (P, D) Netherlands (D) Poland (P) Russia (P, D) Serbia (P, D) Spain (P, D) Sweden (P, D) Switzerland (P, D) Turkey (D) United Kingdom (P, D)

Americas

Brazil D) Mexico (P) USA (P, D)

Asia-Pacific

Australia (D) China (P, D) India (P, D) Indonesia (D) Japan (D) Korea (D) Malaysia (P, D) Philippines (D) Singapore (D) Thailand (P) Vietnam (D) P = production D = distribution, sales, competence center

• 19 Productions sites
• 23 Countries with Distribution, Sales & Competence Centres
• Sales into 100 countries

History of Excellence

Historic Growth Track Record

Historic revenue development (1997 – 2012)

1997 to 2012: 16 years of growth

Enhanced Stability through Broad Diversification Across Products, End-Markets and Regions

More than 30,000 products, manufactured in 19 locations and sold to more than 10,000 customers in 100 countries Presence in China, India, Russia, Brazil and South Korea already established Top 5 customers account for only ~19% of 2012 sales

30

Good Balance in the Two Distinct Ways-to-Market

Unique business model with two distinct ways-to-market

• Significant economies of scale in production
• Close contact to international EJT customers
• Knowledge transfer from EJT to DS

Engineered Joining Technology (EJT) ~71% of 2012 sales

Innovation and product solution partner for customers, focused on engineering expertise with high value-add

Distribution Services (DS) ~29% of 2012 sales

High quality, branded and standardised joining products provided at competitive prices to broad range of

Customised, engineered solutions Patents in nearly 200 patent families B2B

High quality, standardised joining technology products B2C

NORMA Group Second Quarter Results 2013

Frankfurt, 7 August 2013

Appendix Full Year 2012

Customer Value through Innovation

Record sales of EUR 604.6 million including acquisitions and positive currency effects

• Weaker European economic environment visible in 2nd half year
• Globalisation strategy pays off with positive currency effects

	Sales Development in EUR million

Sales	2011	2012	Change	Change in %	thereof currency	thereof acquisitions
Q1	150.4	159.7	+9.3	+6.3%	+1.2%	+0.0%
Q2	145.5	158.0	+12.5	+8.6%	+4.6%	+2.3%
Q3	145.8	149.6	+3.7	+2.5%	+5.3%	+3.6%
Q4	139.6	137.3	-2.3	-1.6%	+2.5%	+4.2%
FY	581.4	604.6	+23.2	+4.0%	+3.4%	+2.5%

Acquisitive growth of 2.5% related to Connectors Verbindungstechnik AG (consolidated from April 2012 onwards), Nordic Metalblok S.r.l. (consolidated from July 2012 onwards) and Chien Jin Plastic Sdn. Bhd. (consolidated from December 2012 onwards)

Sales by regional reporting segments

• Reporting segment Asia-Pacific recorded direct sales of 7% in 2012 or 10% including all NORMA exports into the region (sales by destination)
• Excellent double-digit growth in Americas and Asia-Pacific
• Weaker European environment is outperformed by higher content and successful acquisitions

Sales by Way-to-Market and by Industries

• Stable breakdown by way-to-market: Acquisitions included in Distribution Services
• Majority of sales goes to non-automotive industrials, distributors as well as general tiers
• Sales to industrial suppliers include various industries , e.g. airplanes, trains, buses, water, plumbing, irrigation, agricultural & construction equipment

No Operational Adjustments in 2012

• No operational adjustments despite recent acquisitions in Switzerland, Italy, Malaysia and Netherlands
• Ongoing PPA adjustments at EUR 0,16 on EPS level

in EUR million	Reported	PPA adjustments	adjusted
Sales	604.6	0	604.6
EBITDA	120.8	No operational adjustments	120.8
EBITDA margin	20.0%		20.0%
EBITA	105.2	0.2	105.4
EBITA margin	17.4%		17.4%
EBIT	94.4	7.5	101.9
EBIT margin	15.6%		16.9%
Net Profit	56.6	5.2	61.8
Net Profit margin	9.4%		10.2%
EPS (in EUR)	1.78	0.16	1.94

Overview on Adjustments in prior years

• Adjustments in 2011 and 2010 mainly from IPO costs (major part concluded in Q1 2011)
• Only minor PPA adjustments in 2012 on EBITA level

in EUR million	2010	2011	2012
Reported EBITA	64.9	84.7	105.2
+ Restructuring Costs	1.3	1.8	0
+ Non-recurring/non-period-related items*	15.5	14.8	0
+ Other group and normalized items	0.7	0.2	0
+ PPA depreciation	3.0	1.2	0.2
Adjusted EBITA	85.4	102.7	105.4

EPS – Dividend Proposal EUR 0.65 per share

• Dividend proposal to the shareholders at the AGM on 22 May 2013: EUR 0.65 per share = 3.1% dividend yield*
• Pay-out of EUR 20.7 million for 31,862,400 shares equals 33.5% of adjusted net income of EUR 61.8 million

* based on the Xetra closing price of EUR 21,00 at 28 December 2012

Profit & Loss (adjusted & reported)

in EUR million		2012	2011
	reported	adjusted	reported	adjusted
Sales	604.6	604.6	581.4	581.4
Gross Profit	344.4	344.4	322.6	322.6
EBITDA	120.8	120.8	100.2	117.0
EBITA	105.2	105.4	84.7	102.7
in %	17.4	17.4	14.6%	17.7%
EBIT	94.4	101.9	76.6	99.7
in %	15.6	16.9	13.2%	17.1%
Financial Result	-13.3	-13.3	-29.6	-17.4
Profit before Tax	81.1	88.6	47.0	82.3
Taxes	-24.6	-26.8	-11.3	-24.7
Net Profit	56.5	61.8	35.7	57.6

Solid development of Balance Sheet

(all amounts in EUR million)	31 Dec 2012	31 Dec 2011
Assets
Non-current assets
Goodwill / Other intangible assets / Property, plant & equipment	436.8	401.0
Other and derivative financial assets / Income tax assets / Deferred income tax assets	8.7	9.2
Total non-current assets	445.5	410.2
Current assets
Inventories	74.3	66.8
Other non-financial assets / Income tax assets	20.6	22.9
Trade and other receivables	79.3	80.8
Cash and cash equivalents	72.4	67.9
Total current assets	246.6	238.4
Total assets	692.1	648.6

31 Dec 2012	31 Dec 2011
288.3	256.0
22.8	19.4
246.6	244.5
21.2	23.2
75.5	64.1
37.7	41.4
403.8	392.6
692.1	648.6

Very Strong Operating Net Cash Flow in 2012

Operating net cash flow
in EUR million	2011	2012	Variance
EBITDA*	117.0	120.8	3.3%
Δ ± Working capital	-19.5	-9.8	-50.1%
Operating net cash flow before investments from operating business	97.5	111.0	13.9%
Δ ± Investments from operating business	-30.7	-30.0	-2.1%
Operating net cash flow	66.8	81.0	21.3%

• Operating net cash flow before investments significantly increased by EUR 13.5 million to a total of EUR 111 million in 2012 due to higher EBITDA and less working capital consumption
• 2012 capex spending on the same level as in 2011 leads in total to very high cash flow of EUR 81.0 million

* previous year adjustments mostly related to IPO costs and other non-recurring / nonperiod related items

Continuation of Growth Track and Sustainable Margin into 2012

Personnel expenses (in EUR million)

Pro-active FCF Management to be Continued

of revenues Trade working capital (in EUR million) * ^{54 45 65 67 74} -19 -30 -46 -41 -38 49 45 ^{70 81 79} 18.5% 18.0% 18.1% 18.3% 18.5% 0% 10% 20% -50 0 50 100 150 200 2008 2009 2010 2011 2012 Inventories Trade accounts payable Trade receivables Trade working capital as % of revenue

Capex (in EUR million)

* at sales run rate of EUR 625 million

Event	Date
Publication of Q3 Results 2013	06 November 2013
Contact Andreas Troesch Vice President Investor Relations Phone: +49 6181 6102-741 Fax: +49 6181 6102-7641 Email: Andreas.Troesch@normagroup.com

Disclaimer

This presentation contains certain future-oriented statements. Future-oriented statements include all statements which do not relate to historical facts and events and contain future-oriented expressions such as "believe", "estimate", "assume", "expect", "forecast", "intend", "could" or "should" or expressions of a similar kind. Such future-oriented statements are subject to risks and uncertainties since they relate to future events and are based on the Company's current assumptions, which may not in the future take place or be fulfilled as expected.

The Company points out that such future-oriented statements provide no guarantee for the future and that actual events including the financial position and profitability of the NORMA Group AG and developments in the economic and regulatory fundamentals may vary substantially (particularly on the down side) from those explicitly or implicitly assumed or described in these statements.

Even if the actual results for the NORMA Group AG, including its financial position and profitability and the economic and regulatory fundamentals, are in accordance with such future-oriented statements in this presentation, no guarantee can be given that this will continue to be the case in the future.

Non audited data is based on management information systems and/or publicly available information. Both sources of data are for illustrative purposes only.