Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

NORMA Group SE Interim / Quarterly Report 2013

Aug 7, 2013

311_10-q_2013-08-07_3fb9d560-56e5-4a13-8a86-ba66b8b1a98f.pdf

Interim / Quarterly Report

Open in viewer

Opens in your device viewer

technology Connects

Q2 2013 INTERIM REPORT 1 January until 30 June 2013

Overview of Key Figures 2013

Q2 2013 Q2 2012 H1 2013 H1 2012
Order situation
Order book (30 June) EUR million 241.8 229.3
Income statement
Revenue EUR million 163.5 158.0 322.8 317.7
Gross profit 1) EUR million 94.6 89.4 185.6 180.2
Adjusted EBITA2) EUR million 27.9 28.6 56.2 57.8
Adjusted EBITA margin 2) % 17.1 18.1 17.4 18.2
EBITA EUR million 27.8 28.6 56.1 57.7
Adjusted profit for the period2) EUR million 16.1 17.3 33.4 34.6
Adjusted EPS EUR 0.51 0.55 1.05 1.09
Profit for the period EUR million 14.7 16.1 30.5 32.4
EPS EUR 0.46 0.51 0.96 1.02
Pro-forma adjusted EPS EUR 0.51 0.55 1.05 1.09
Number of shares (weighted) 31,862,400 31,862,400
Cash flow
Operating cash flow EUR million 35.1 18.4 44.9 38.1
Operating net cash flow EUR million 38.3 10.5 45.9 26.6
Cash flow from investing activities EUR million –9.5 –23.9 –15.9 –29.9
Cash flow from financing activities EUR million –39.5 –13.9 –38.0 –17.5
30 June 13 31 Dec. 12
Balance sheet
Total assets EUR million 701.8 692.1
Total equity EUR million 298.1 288.3
Equity ratio % 42.5 41.7
Net debt EUR million 193.6 199.0
Employees
Core workforce 3,908 3,759

Share data

ISIN
Security identification number
DE000A1H8BV3
A1H8BV
Highest 20133) EUR 29.50
Lowest 20133) EUR 21.00
Share price 30 June 20133) EUR 27.84
Share price 31 December 20123) EUR 21.00
Market capitalisation 30 June 20133) EUR million 887.0

1) Revenue including changes in inventories less raw materials.

2) Adjusted by depreciation from PPA adjustments.

Date of publication: 7 August 2013

3) Xetra closing price.

NORMA Group is an international market and technology leader in advanced engineered joining technology. We offer over 30,000 highquality products and solutions to approximately 10,000 customers. We manufacture a wide range of innovative engineered joining technology solutions in three product categories: Clamp, Connect and Fluid. Headquartered in Maintal, we operate a worldwide network with 19 manufacturing centres and numerous sales and distribution sites across Europe, the Americas and Asia-Pacific.

NORMA Group has been defining the direction of the market with its cleverly engineered innovations for over 60 years. Our inventory of industrial property rights in nearly 200 patent families, high standards for quality and the personal commitment of our approximately 4,800 employees make us the world's leader in the area of engineered joining technology. We feel at home in many different industries.

Two Strong Distribution Channels

Distribution of sales by sales channels

Engineered Joining Technology Tailored, high-tech products developed to meet specific requirements of individual OEM customers

Distribution Services High-quality standardised brand products for a variety of applications

Engineered Joining Technology (EJT)

The EJT marketing strategy focuses on customised, engineered solutions which meet the specific application requirements of original equipment manufacturers (OEM). Our EJT products are built on our extensive engineering expertise and proven leadership in the field. We develop innovative, value-adding solutions for a wide range of application areas and markets. No matter whether it's a single component, a multi-component unit or a complex system, all of our products are individually tailored to the exact requirements of our industrial customers. In our experience, once a customer includes one of our engineered joining solutions in their end product, it becomes an integral component of the system.

Distribution Services (DS)

In DS, we sell a wide variety of high-quality, standardised joining technology products for a broad range of applications through various distribution channels to customers such as distributors, OEM aftermarket customers, technical wholesalers and hardware stores. The DS way-to-market benefits not only from our extensive geographic presence and global manufacturing, distribution and sales capacities, but also from its well-known brands, the customised packaging as well as our marketing expertise and the high availability of the products at the point of sale. We distribute DS products through our own global distribution network and representatives in 100 countries. We market our joining technology products under our well-known brand names:

NORMA Group brands

Content

NORMA Group – Technology connects Two strong distribution channels

6 NORMA Group on the Stock Market

9 Consolidated Interim Management Report

  • 10 Business and operating environment
  • 10 Overview of business development
  • 12 Earnings, net assets and financial position
  • 17 Segment reporting
  • 18 Non-financial performance indicators
  • 18 Research&development
  • 19 Employees
  • 19 Risk and opportunity report
  • 20 Forecast
  • 24 Report on transactions with related parties
  • 24 Supplementary report

25 Consolidated Interim Financial Statements

  • 26 Consolidated statement of financial position
  • 28 Consolidated statement of comprehensive income
  • 29 Consolidated statement of cash flows
  • 30 Consolidated statement of changes in equity
  • 32 Segment reporting
  • 34 Notes to the consolidated financial statements (condensed)

Financial Calendar 2013 Contact Imprint

NORMA Group on the Stock Market

  • Share price development outperforms MDAX
  • Trading volume significantly higher
  • Research coverage expanded

fiscal decisions affected Stock market developments

Overall, the European financial markets developed positively since the beginning of 2013, albeit there were some temporary setbacks. The second quarter of 2013 showed a new all time high of the DAX and the US financial markets in May, mainly due to the positive economic development in the USA and the interest rate reduction of the European Central Bank. However, in the second half of the quarter, the disappointing economic data from China as well as statements on scaling back the pace of bond purchases by the Federal Reserve Bank consolidated the markets.

Ongoing positive performance of the NORMA Group share

Despite the volatile development of the stock markets in the first half of 2013, the NORMA Group share continued its upward trend and rose from EUR 21.00 as at 31 December 2012 to EUR 27.84 as at 30 June 2013, an increase of 32.6%. The market capitalisation was EUR 887.0 million compared to EUR 669.1 million as at 31 December 2012.

The development of our share thereby significantly exceeded the MDAX which was 13,706 marks as at 30 June 2013 and thus 15.0% higher than as at 31 December 2012.

share price Performance indexed to 100 in comparison to the SDAX and MDAX

Shareholder Structure

in% as at 30 June 2013

Free float split by region

Compared to 31 March 2013, our share increased from EUR 24.59 and thus by 13.2%. In the same period, the MDAX only rose by 2.9% from 13.322 marks.

Increase in trading volume

The average Xetra trading volume of the NORMA Group share was 97,161 shares per day in the period January until June 2013 and thus significantly higher than in the previous year (60,494 shares per day). The total trading volume was 107,765 shares per day compared to 86,871 shares in the period January until June 2012. This means we ranked 48th in the MDAX in trading volume in June.

Shareholder structure at 100 % since January 2013

At the end of 2012, the main shareholder 3i Group plc and funds managed by 3i still held 5.3 million shares (16.7%). At the beginning of 2013, 3i sold all residual shares of NORMA Group. Thus their share ownership fell to 0%. As a result, the free float increased to 100%.

According to further voting right notifications, NORMA Group shares that can be attributed to free float were held by Threadneedle (9.96%), Allianz Global Investors Europe GmbH (5.75%), Mondrian Investment Partners Ltd. (5.34%), BlackRock (4.17%), ODDO &Cie. (3.39%), T. Rowe Price (3.025%) and DWS Investment GmbH (2.98%),.

The Management and Supervisory Boards of NORMA Group hold around 2.5% of the shares in total.

In June, we came in 36th place in the MDAX category "free float market capitalisation".

Due to the placement of shares by 3i, the importance of international investors rose. Especially US-based investors strengthened their engagement in NORMA Group shares. Currently 25% of our shares are held in the USA, 27% in the UK and 27% in Germany.

Analyst coverage

Active Investor Relations activities

We pursue continuous, transparent and reliable communication with institutional and private investors as well as analysts.

From January until June 2013, we already had numerous contacts with institutional investors, financial analysts and private investors and attended capital market conferences and roadshows in the main financial centers of Europe and the USA. On many occasions, a member of our Management Board attended in person to answer the questions from capital market participants.

Research coverage at a high level

We increased the research coverage to 17 banks and research companies in the second quarter of 2013, following 15 banks and research companies in March 2013. As at 30 June 2013, there were 10 "buy", 6 "hold" and one "sell" recommendations. The average share price target was EUR 29.47 following EUR 18.35 as at 31 December 2012 and EUR 26.27 as at 31 March 2013.

Consolidated Interim Management Report

10 Business and operating environment

10 Overview of business development

  • 10 Economic and industry-specific environment
  • 11 Significant events for business development
  • 11 General statement by the Management Board on the course of business and economic situation

12 Earnings, net assets and financial position

  • 12 Sales and earnings performance
  • 14 Financial position and cash flows
  • 16 Financial management
  • 16 Actual business development compared to the forecast
  • 17 Segment reporting
  • 18 Non-financial performance indicators

18 Research&development

NORMA Group on the Stock Market Consolidated Interim Management Report Consolidated Interim Financial Statements 9

  • 19 Employees
  • 19 Risk and opportunity report
  • 20 Forecast
  • 20 General economic conditions
  • 22 NORMA Group's focus
  • 23 General statement by the Management Board on anticipated development
  • 24 Report on transactions with related parties
  • 24 Supplementary report

Consolidated Management Report

  • Business development in first half year of 2013 in line with expectations
  • Higher sales compared to first half of 2012
  • EBITA margin of 17.4% on sustainable high level

Business and operating environment

Regarding the business and operating environment as well as the corporate strategy, we refer to our annual report 2012 (pages 50 to 56). The information contained therein is still valid and there were no major changes in the 6 months period January to June 2013.

Overview of business development

Economic and industry-specific environment

Sluggish global economy, recession in the eurozone

The growth of the global economy was weaker than expected in the first half of 2013. Industrial manufacturing in China rose by 9.3% during this period (Q1: +9.5%), GDP growth dropped even further to +7.5% (Q1: +7.7%) in the second quarter. Industrial manufacturing in the USA grew only slowly in the first 6 months (+2% compared to the previous year). US growth has not yet shown the momentum people had been hoping for (GDP Q1: +1.1%, Q2: +1.7%). Industrial manufacturing in the eurozone also continued to decline (May: –1.3%). With unemployment still on the rise, the euro region is caught up in a deep recession.

Pause in growth in Germany

With a 1.4% decline in GDP in the first quarter, the German economy has gotten off to a slow start. The recession in the euro region, weak global growth and the long winter have all had negative effects. Nevertheless, a strong recovery set in in the second quarter – also due to weather-related catch-up effects. Economic development has remained sluggish overall, however, despite improved early indicators. Incoming orders for industry were down. Industrial manufacturing rose by 1.2% in April, only to drop again by 0.8% in May.

Weak start to the year for mechanical and plant engineering According to figures from the German Engineering Federation (VDMA), engineering in Germany experienced a 3.4% decline in production in the first 4 months of 2013. Moreover, orders have remained weak despite strong data in April. Incoming orders were down 1% in real terms through the end of May 2013 compared to the previous year. New domestic orders were particularly disappointing here (5 months: –6%, May: –14%). Orders from customers based abroad rose by 2% in the first 5 months (May: +0%). The 7% increase in new orders from the eurozone in real terms through the end of May is a good sign. Furthermore, exports to China and the USA have also been on the rise since April.

Auto industry experiencing growth thanks to the USA and China, slump in Europe

The global car market continued to grow during the first half of 2013 (+3.4% to 37.36 million vehicles). The USA and China remained the driving forces. 13.8% more automobiles and 6.7% more commercial vehicles were registered in China through June. The overall market (cars and commercial vehicles) thus grew by 12.3%. The US market for light vehicles experienced dynamic growth in registrations by recording a 9.2% increase in June. On the other hand, the crisis in Western Europe continued. New car registrations in the EU collapsed by 6.6% through June (Q1: –9.8%). With the exception of the UK (+10.0%), all of the major parts markets lost ground. 8.1% fewer cars were registered in Germany during the first half of the year (June: –4.7%). The commercial vehicle market also saw a decline in registration figures in the first half of the year, –6.9% in the EU and –10.2% in Germany.

Business and operating environment Overview of business development

German construction industry: losses due to the long winter According to figures from Eurostat, construction in the EU fell in May by an annual rate of 5.1%. Construction activity dropped by 4.7% (April: –5.0%) in the area of building construction and by 6.8% in the area of civil engineering (April: –8.6%). German construction failed to meet the previous year's mark by 3.6% in May (April: –1.0%, Q1: –6.6%). The German construction industry started into the season with an order backlog of EUR 27.2 billion, the highest volume of March orders since 1999. Nevertheless, the poor weather conditions (the very long winter, flooding) delayed building activity for longer than usual. By the end of April, incoming orders came in at a nominal –1.1% (real –2.9%). Sales in the main construction industry fell by 6.4% (Q1: –9.9%) according to information from associations (HDB, ZDB). Here, building construction (–4.5%) performed better than civil engineering (–10.3%). During this period, sales fell by 4.4% in the area of residential construction, 6.1% in the area of commercial construction and 9.7% in the area of public construction.

Significant events for business development

Acquisition of the distribution business from Davydick& Co. Pty. Ltd., Australia

Already in January 2013 we acquired the distribution business from Davydick&Co. Pty. Ltd. in Australia and included it in the consolidated group of NORMA Group. With this acquisition we were further expanding our operations in the area of water management. For details of this acquisition, please refer to our Q1 Interim Report 2013.

Acquisition of the joining technology distribution business from Variant S.A., Poland

In May 2013, we signed a purchase agreement to acquire the distribution business for joining technology from Variant S.A. in Krakow, Poland, and included it in the consolidated group of NORMA Group as of June 2013. Variant sells joining products and cable ties and has been a distribution partner of NORMA Group for more than 20 years. The products are sold to over 1,000 retailers and wholesalers across Poland. End clients include home improvement stores, garages and specialist retailers for automotive supplies. This acquisition will strengthen our market position in the Eastern European region and we will expand our cable tie offering. Variant's joining technology business generated sales of around EUR 5 million in the financial year 2012.

Acquisition of Guyco Pty Limited, Australia

We signed a purchase agreement in June 2013 to acquire 100% of the shares in the Australian Guyco Pty Limited, based in Adelaide. The company was included in the consolidated group of NORMA Group following the closing of the transaction in July 2013. Guyco 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 and generated sales of around EUR 7 million in the financial year 2012. The acquisition will enhance our product portfolio and strengthen our presence in the Asia-Pacific region.

General statement by the Management Board on the course of business and economic situation

The sales and earnings performance as at 30 June 2013 was essentially in line with the expectations of the Management Board.

Our Group sales in the first half of 2013 came in at EUR 322.8 million and were thus 1.6% higher than in the first half of 2012. The decline in organic sales growth, which was 6.1% in the first quarter, improved to only –2.8% in the first half year of 2013 due to positive growth already in the second quarter. The negative currency effects came to 0.4% and the growth due to the acquisitions 2012 and 2013 to 4.8%.

Our two sales channels EJT and DS developed as expected. The DS sales were positively influenced by the acquisitions 2012 and 2013.

The main cost positions developed according to our expectations in the first 6 months of 2013. We were able to marginally improve the personnel costs in relation to sales compared to the first quarter of 2013.

The adjusted EBITA at EUR 56.2 million in the period January to June 2013 was 2.7% below the previous year. The operational margin was 17.4% and thus within our forecast.

Total assets mainly increased due to the seasonal increase in trade working capital. The equity ratio was 42.5%.

Overall, the business development as at 30 June 2013 was in line with the Management Board's expectations.

Sales growth in EUR million

Earnings, net assets and financial position

Sales and earnings performance

Order book on very high level

As at 30 June 2013, the order book was EUR 241.8 million and thereby 5.5% higher than last year's very high comparable figure of EUR 229.3 million. Compared to 31 March 2013 (EUR 229.1 million), the order book also increased by 5.5%.

Organic sales growth developed as expected and slightly improved

Group sales of EUR 322.8 million were 1.6% higher than in the first half year of 2012 (EUR 317.7 million). Our acquisitions 2012 and 2013 contributed 4.8% to group sales and were thus able to compensate for the decline in organic growth of 2.8% and negative currency effects of 0.4%. As expected, we improved our sales in the second quarter compared to the first quarter and were even able to grow organically. Besides the positive growth from acquisitions in the regions EMEA and Asia-Pacific, there was also a clear organic growth in the difficult European market which was driven by the ramp-up resulting from the EURO-6 standard. We expect this trend to continue in the second half of the year.

Sales in the second quarter of 2013 of EUR 163.5 million were 2.6% higher than in the first quarter of EUR 159.3 million. Besides the considerable sales growth in the region Asia-Pacific we could see a recovery of our customers in the EMEA region to a certain extent.

Compared to the second quarter of 2012 of EUR 158.0 million, we were able to achieve positive sales growth of 3.5%.

Effect on consolidated sales

Sales H1 2013 322.8 1.6%
Currency effects –1.4 –0.4%
Acquisitions 15.4 4.8%
Organic growth –8.9 –2.8%
Sales H1 2012 317.7
in EUR million share in%

Sales channel EJT shows organic growth; DS is driven by acquisitions

EJT showed sales of EUR 227.2 million in the first 6 months of 2013. That was 0.9% above the previous year's figure of EUR 225.3 million. The organic sales growth of 1.4% was opposed by negative currency effects of 0.5%.

Compared to the first quarter of 2013 (EUR 111.8 million), sales increased in the second quarter of 2013 by 3.3% to EUR 115.5 million.

In the second quarter, sales grew by 4.3% from EUR 110.7 million in 2012, thereby showing an ongoing demand for our products.

Sales growth in DS was mainly driven by acquisitions. Sales in the first half of 2013 amounted to EUR 96.8 million. This corresponds to an increase of 4.7% compared to the previous year figure of EUR 92.5 million. Adjusted for the acquisitions, sales were EUR 81.4 million.

In comparison to the first quarter of 2013 (EUR 48.1 million), sales were 1.3% higher and came to EUR 48.7 million, which amongst others, was attributable to the acquisition of Variant in Poland as well as to higher sales in the USA.

Thereby, DS sales came in 3.0% above the sales in the second quarter of 2012 of EUR 47.3 million.

Material ratio further improved

Our material costs increased by 0.7% from EUR 138.8 million in the first 6 months of 2012 to EUR 139.7 million in 2013. Also, as a result of our continuous Global Excellence Programme, we were able to further improve our material ratio in relation to sales from 43.7% in the first 6 months of 2012 to 43.3% in 2013.

EJT DS
H1 2013 H1 2012 H1 2013 H1 2012
Sales
in EUR million
227.2 225.3 96.8 92.5
Growth in% 0.9 4.7
Share of sales in% 70.0 70.9 30.0 29.1

Development of the distribution channels

material costs with cost of materials ratio

Material costs in the second quarter of EUR 70.9 million increased by 2.9% from EUR 68.9 million in the first quarter of 2013, while at the same time, sales increased by 2.6%. The material cost ratio therefore came to 43.3% in the second quarter which was on the level of the first quarter of 2013 of 43.2%.

Compared to the previous year's second quarter of EUR 67.6 million, material costs increased by EUR 3.3 million or 4.8% while sales increased by 3.5%. Therefore the material cost ratio in the second quarter of 2013 was 0.5 percentage points higher than in the second quarter of 2012 (42.8%).

Increase in gross margin

In the first 6 months of 2013, gross profit came to EUR 185.6 million (sales minus material costs in the amount of EUR 139.7 million and changes in inventory of EUR +2.5 million). This represents an increase of 3.0% compared to the previous year figure of EUR 180.2 million. Thus, the gross margin improved to 57.5% compared to 56.7% in the first 6 months of 2012.

In the second quarter of 2013, the gross margin was 57.8% compared to 57.1% in the first quarter.

Compared to the second quarter of 2012 of 56.5%, we were able to considerably improve the gross margin by 1 percentage point.

Personnel costs impacted by extended production capacities and acquisitions

The core workforce of NORMA Group increased by 10.3% from 3,542 in the first 6 months of 2012 to 3,908 in 2013 due to our growth and the acquisitions. Therefore, employee benefits expense also increased and was EUR 84.6 million in the first half year of 2013 after EUR 78.8 million in the first half year of 2012 (+7.3%). The personnel cost ratio in relation to sales was 26.2% in the current period under review compared to 24.8% in 2012.

Employee benefits expense in the second quarter of 2013 was EUR 42.7 million and thereby only slightly above the first quarter of EUR 41.9 million. The personnel cost ratio in relation to sales was 26.3% in the first quarter and dropped to 26.1% in the second quarter.

Compared to the second quarter of 2012 (EUR 39.3 million), employee benefits expense increased by 8.6%. The personnel cost ratio in relation to sales in the second quarter of 2012 was 24.9%.

Steady other operating income and expenses

In the first half year of 2013, other operating income and expenses were EUR –36.5 million and thus on the level of the previous year of EUR –36.4 million (+0.2%). The ratio in relation to total sales was 11.5% in the first half year of 2012 and 11.3% in the actual reporting period. This was mainly due to the significant one-off costs for the change of NORMA Group AG into a Societas Europaea (SE) in the second quarter of 2013 and costs for the acquisitions in the first two quarters of the year.

Compared to the first quarter of 2013, the other operating income and expenses increased by 19.9% from EUR –16.6 million to EUR –19.9 million. The ratio in relation to total sales was 10.4% in the first quarter and 12.2% in the second quarter.

Compared to the second quarter of 2012 (EUR –17.7 million), other operating income and expenses increased by 12.1%.

Operating profit on sustained high level

Thus, earnings before interest, taxes, depreciation and amortization (EBITDA) of EUR 64.5 million were slightly below the level of the first 6 months of 2012 (EUR 64.9 million).

A more meaningful indicator for NORMA Group is the EBITA. This value is only insignificantly adjusted for depreciation of material

Adjusted EBITA and EBITA margin

assets resulting from the purchase price allocation of historical acquisitions and was EUR 56.2 million in the first half year of 2013 compared to EUR 57.8 million in 2012 (–2.7%). So, we generated an operating margin of 17.4% which is 0.8 percentage points below the very high comparable figure of 18.2% in 2012, but still on the sustained high level which we showed for the full financial year 2012.

Compared to the first quarter of 2013 of EUR 28.3 million, the EBITA dropped slightly by 1.6% to EUR 27.9 million in the second quarter. The operating margin of 17.1% was only slightly below the level of the first 3 months (17.8%).

Compared to the second quarter of 2012 of EUR 28.6 million and an operating margin of 18.1%, the second quarter of 2013 showed a decrease of EUR 2.5% or 1 percentage point.

Further improvement in financial result

Due to the scheduled repayment of borrowings, the financial result in the first 6 months of 2013 was EUR –5.7 million, an improvement of 6.9% compared to the financial result of 2012 of EUR –6.2 million.

Sound net income after tax

The income taxes in the first half year of 2013 of EUR –14.0 million were slightly better than in the first half year of 2012 of EUR –14.9 million. The tax rate in the 6-month period of 2013 of 31.5% was on the level of the comparable period of 2012 of 31.4%.

Our adjusted income after taxes in the actual reporting period of EUR 33.4 million was slightly below the previous year's figure of EUR 34.6 million (–3.5%).

In the second quarter of 2013, the adjusted income after taxes was EUR 16.1 million and therefore 6.9% below last year's figure of EUR 17.3 million.

Also, in the first quarter of 2013, this figure came to EUR 17.3 million.

Adjusted earnings per share slightly down to EUR 1.05 Adjusted earnings per share amounted to EUR 1.05 in 2013 and were thus slightly below the first 6 months of 2012 of EUR 1.09.

Financial position and cash flows

Total assets reflect seasonal development

Total assets as at 30 June 2013 amounted to EUR 701.8 million and were thus 1.4% higher than at year end 2012 of EUR 692.1 million. Compared to EUR 687.9 million as at 30 June 2012, they increased by 2.0%. This can be mainly attributed to the seasonal increase of the trade working capital and the acquisition of the distribution business from Davydick in the first quarter of 2013 and the acquisition of the distribution business from Variant in the second quarter.

The first-time inclusion of Variant in NORMA Group's consolidated group in the second quarter of 2013 is reflected in the Group's statement of financial position. The effects of this acquisition on our assets and liabilities are presented in Note 18 on pages 43 to 44.

Non-current assets

Non-current assets as at 30 June 2013 of EUR 445.6 million were at the same level as at year end 2012 (31 December 2012: EUR 445.5 million). They amounted to around 63% of total assets.

Compared to EUR 434.0 million as at 30 June 2012, the value rose by 2.7%. This increase mainly resulted from an increase in goodwill from acquisitions as well as higher other intangible assets and higher property, plant and equipment due to acquisitions.

As at 30 June 2013, goodwill was EUR 236.7 million. In particular, due to a decline in the US dollar period-end exchange rate and the acquisition of Variant, this value increased by EUR 1.4 million or 0.6% compared to EUR 235.3 million as at 31 December 2012.

Other intangible assets of EUR 92.8 million were only slightly above the figure as at 31 December 2012 (EUR 92.5 million).

Property, plant and equipment decreased by EUR 1.4 million or 1.2% to EUR 107.7 million as at 30 June 2013 (31 December 2012: EUR 109.1 million). This can be mainly attributed to the lower than forecast investments. However, we expect that these will increase in the second half of the financial year.

Current assets

Current assets as at 30 June 2013 increased by EUR 9.6 million or 3.9% to EUR 256.3 million (31 December 2012: EUR 246.7 million). Thereby, they amounted to around 37% of total assets. Compared to EUR 253.8 million as at 30 June 2012, the increase was 1.0%.

The increase compared to year end 2012 was, on the one hand, due to increased inventories of EUR 77.2 million (31 December 2012: EUR 74.3 million). This increase by EUR 2.9 million or 3.9% was partly due to the acquisitions of Davydick and Variant and the seasonal lower sales volumes at the end of the financial year 2012.

On the other hand, there was a strong building up of trade receivables and other receivables by EUR 22.9 million or 28.8% to EUR 102.2 million compared to EUR 79.3 million as at 31 December 2012. This reflects the normal business development with a strong building up of receivables in the first half year of a business year.

Cash and cash equivalents as at 30 June 2013 amounted to EUR 62.4 million compared to EUR 72.4 million at year end 2012, a decrease of EUR 10.0 million. Despite a very positive cash flow, this decrease can be mainly attributed to the payment of the dividend and the payments for the acquisitions.

Group equity ratio at a good level of 42.5%

Consolidated equity as at 30 June 2013 increased by EUR 9.7 million or 3.4% to EUR 298.0 million compared to EUR 288.3 million as at 31 December 2012. This resulted mainly from the net profit for the period of EUR 30.5 million in the first 6 months of 2013. Despite the payment of the dividend, the equity ratio thus came to 42.5% after 41.7% as at 31 December 2012.

Decrease in net debt

Net debt as at 30 June 2013 was EUR 193.6 million. The decrease of 2.7% or EUR 5.4 million compared to 31 December 2012 (EUR 199.0 million) can be mainly attributed to the scheduled repayment of borrowings. Gearing (net debt in relation to equity) of 0.6 was better than at year end 2012 (0.7). Net debt included derivative (non-cash) liabilities of EUR 21.7 million (31 December 2012: EUR 24.8 million).

Low capital commitment in (trade) working capital despite growth

The (trade) working capital (inventories plus receivables minus liabilities, both primarily from trade payables and trade receivables) was EUR 124.8 million as at 30 June 2013 (31 December 2012: EUR 115.9 million) and thus reflected the satisfactory business development as well as effects from the acquisitions with an unchanged low relative capital commitment in relation to sales.

Non-current liabilities

Non-current liabilities were around 36% of total assets as at 30 June 2013 and amounted to EUR 252.1 million compared to the year-end figure 2012 of EUR 268.7 million. This represents a decrease of EUR 16.6 million or 6.1%.

The main effect was the scheduled repayment of non-current borrowings. This line item was EUR 190.7 million as at 31 December 2012 and came to EUR 176.6 million as at 30 June 2013. The non-current derivative financial liabilities of EUR 21.3 million as at 30 June 2013 decreased by EUR 3.4 million or 13.8% from EUR 24.7 million as at 31 December 2012. This decrease was, on the one hand, due to repayments and subsequent lower nominal value of derivatives. And on the other hand, it was influenced by changing market conditions. The interest rate expectations of market participants rose which lead to a higher evaluation of the derivative instruments and consequently, the negative fair value of this position decreased considerably.

Current liabilities

Current liabilities accounted for around 22% of total assets. As at 30 June 2013, they increased by EUR 16.5 million or 12.2% to EUR 151.6 million (31 December 2012: EUR 135.1 million).

This can be mainly attributed to the increase in trade payables due to the rise in business volumes in the second quarter of 2013 compared to the fourth quarter of 2012. This position increased from EUR 37.7 million as at 31 December 2012 to EUR 54.6 million as at 30 June 2013.

Off-balance sheet financial instruments

NORMA Group relies on rental agreements (so-called operating leasing) for its financing, but only to a very limited extent. These are not reflected in the consolidated statement of financial position. There were no major off-balance sheet financial instruments during the reporting period January to June 2013.

Considerable increase in operating net cash flow

The operating net cash flow in the first 6 months of 2013 was EUR 45.9 million (previous year: EUR 26.6 million) and therefore

operating net cash flow

in EUR million H1 2013 H1 2012
EBITDA 64.5 64.9
Change in working capital –8.8 –26.8
Investments from operating activities –9.8 –11.5
Operating net cash flow 45.9 26.6

showed particularly the satisfactory business development as well as the positive effects of the reverse factoring of trade and other payables. In relation to sales, it increased from 8.4% in the first 6 months of 2012 to 14.2% in the reporting period 2013.

Cash flow from operating activities reflects business development

In the first half year of 2013, we generated a cash inflow of EUR 44.9 million compared to EUR 38.1 million in 2012. The increase of 17.6% is mainly attributable to the strong changes in inventories, trade account receivables and other receivables compared to the first half year of 2012.

Compared to the second quarter of 2012, the cash flow from operating activities of EUR 18.4 million increased by 90.2% to EUR 35.1 million in the second quarter of 2013. This is mainly attributable to the changes in trade and other payables.

Cash flow from investing activities decreased

In the period January to June 2013, we showed a cash outflow from investing activities of EUR 15.9 million after EUR 29.9 million in the previous year. This can be mainly attributed to the net payments for acquisitions in the amount of EUR 6.2 million (previous year: EUR –19.1 million) as well as investments in property, plant and equipment of EUR 7.4 million (previous year: EUR –9.7 million).

The investment rate in the first half year of 2013 amounted to 4.9% of sales as a result of the acquisitions. Adjusted for acquisitions and proceeds from the sale of property, plant and equipment, the rate was 3.0%.

In the second quarter of 2013, the cash flow from investing activities was EUR –9.5 million after EUR –23.9 million in the second quarter of 2012. It was mainly influenced by the net payments for the acquisition of the distribution business of Variant amounting to EUR 3.8 million.

Positive cash flow from financing activities also influenced by repayment of borrowings

In the 6 month period of 2013, cash outflow from financing activities amounted to EUR 38.0 million compared to a cash outflow of EUR 17.5 million in the first half year of 2012. While the cash outflow 2012 was mainly due to the dividend payment, it was mainly influenced by the dividend payment as well as net repayments of borrowings in 2013.

In the second quarter of 2013, the cash flow from financing activities was EUR –39.6 million compared to EUR –13.9 million in 2012.

Financial Management

For a detailed overview of our financial management we refer to our annual report 2012 (pages 67 to 69). There were no major changes in the first half year of 2013.

Actual business development compared to the forecast

Overall, the course of the business in the second quarter and the first half year of 2013 was in line with our expectations. Due to the acquisitions in 2013, we adjusted our forecast in terms of sales for the full financial year 2013. The business goals for 2013 are detailed in the forecast on pages 20 to 23.

Earnings, net assets and financial position Segment reporting

Result 2012 Forecast Financial Year 2013
as at March 2013
(Annual Report 2012)
Forecast Financial Year 2013
as at August 2013
(Q2 Interim Report 2013)
Sales EUR 604.6 million n.a. n.a.
Sales growth 4.0% moderate growth, plus approx.
EUR 20 million from acquisitions
moderate growth, plus approx.
EUR 25 million from acquisitions
Adjusted EBITA margin 17.4% at the level of the three preceding years
of over 17%
at the level of the three preceding years
of over 17%

Segment reporting

Unequal drive in the three operating segments In the first half year of 2013, around 70% of total sales came from abroad. However, the business development of our three regional segments EMEA, Americas and Asia-Pacific diverged.

Positive development of sales in the EMEA region

Despite the strong negative general economic development in the EMEA region, our sales showed a solid increase in the reporting period January to June from EUR 192.4 million in 2012 to EUR 199.8 million in 2013 (+3.9%). This is mainly due to the acquisitions. Adjusted for these acquisitions, sales still decreased by 1.1%. However, this is to be attributed to the sales decrease of 5.5% in the first quarter of 2013. We were able to positively turn around this trend in the second quarter. Thus, the share of the EMEA region in relation to total sales of 62% is slightly higher than in the first 6 months of the previous year (60%).

Adjusted EBITDA fell from EUR 44.1 million in 2012 to EUR 43.1 million in 2013 and thus by 2.3%. The EBITDA margin fell from 22.9% to 21.6% only as a result of cost savings from the Global Excellence programme. Compared to the first quarter of 2013 (20.9%), we were able to increase the EBITDA margin by 0.7 percentage points.

Assets increased from EUR 457.4 million as at 31 December 2012 to EUR 471.0 million as at 30 June 2013 mainly due to the building up of trade account receivables and also partly to the acquisition of Variant.

Declining sales trend in the Americas region

The Americas segment generated EUR 97.6 million in sales in the first 6 months of 2013 compared to a very high base of EUR 104.3 million in 2012. This represents an expected cutback in sales which was amongst others due to the better than expected but still restraint economic trend especially in the first quarter of 2013. We were able to partly make up for the decline in sales growth of 7.0% in the first three months of 2013 to –6.4% the first half of 2013. This region's share of sales in relation to total sales decreased to 30% after 33% in the previous year.

The adjusted EBITDA in the first half year decreased from EUR 23.0 million in 2012 by 2.4% to EUR 22.4 million in 2013. The EBITDA margin was 22.1% in the previous year and 23.0% in 2013. We were able to reduce the cost basis also in the Americas segment as a result of measures from the Global Excellence programme.

Assets increased from EUR 209.9 million as at 31 December 2012 to EUR 212.7 million as at 30 June 2013 mainly due to a lower US dollar/euro exchange rate on the reporting date.

Sales growth in the Asia-Pacific region regains momentum Sales in the Asia-Pacific segment in the period January to June 2013 came to EUR 25.3 million, including the acquisitions of Chien Jin Plastic 2012 and Davydick 2013. This represents an increase of 20.2% compared to the high comparable figure of EUR 21.1 million in the first 6 months of 2012. Adjusted for the acquisitions, sales were EUR 19.5 million. The share of sales was 8% after 7% in the previous year. Observing the share of sales with respect to the region of destination, i. e. including the imported sales from other regions, it was around 12%.

Development of the segments

EMEA Americas Asia-Pacific
in EUR million H1 2013 H1 2012 Change H1 2013 H1 2012 Change H1 2013 H1 2012 Change
Total segment revenue 1) 212.8 206.0 +3.3% 101.4 108.7 –6.7% 26.0 21.6 +20.1%
External sales 199.8 192.4 +3.9% 97.6 104.3 –6.4% 25.3 21.1 +20.2%
Contribution to consolidated sales in% 62 60 30 33 8 7
Adjusted EBITDA2) 43.1 44.1 –2.3% 22.4 23.0 –2.4% 2.7 2.5 +8.4%
Adjusted EBITDA margin in%3) 21.6 22.9 23.0 22.1 10.5 11.7

1) Central functions and consolidation: refer to Segment Reporting on pages 32–33.

2) The adjustments relate to adjustments within the individual segments. At Group level, no adjustments were made to the EBITDA.

3) In relation to total segment revenue.

The adjusted EBITDA increased from EUR 2.5 million in 2012 to EUR 2.7 million in 2013 and thus by 8.4%. The EBITDA margin was 10.5% and therefore below the figure of 11.7% in 2012. This is also due to the extension of sites and the M&A activities.

Assets increased from EUR 51.2 million as at 31 December 2012 by 13.3% to EUR 58.1 million as at 30 June 2013. This can be attri-buted in part to the acquisition of Davydick, but has mainly resulted from the operational business.

Non-financial performance indicators

Our non-financial performance indicators include amongst others market penetration, the ability to solve problems, level of innovation, improvements in productivity and a sustainable company development. Likewise our employees are an important success factor for us. Information on these factors is detailed in our annual report 2012 on pages 70 to 82.

In the second quarter of 2013, we received the prize for quality and reliability of supply in 2012 by Adolf Wuerth GmbH&Co. KG and Wuerth Industrie Service GmbH&Co. KG and were thus recognized as an A-category supplier. The award reflects the particularly great importance the clients place not only on our high-quality product solutions but also on our reliable client service.

Ford Motor Co. celebrated 47 top-performing global suppliers 2012 in their World Excellence Awards ceremony in May 2013. NORMA Group received the "Go Further" award for business excellence. We were recognized for our contributions to the Evonik fire recovery and emergency resourcing actions. With our great commitment and customer focus, we helped to minimize production disruptions at Ford during a time of hardship.

Research & development

Our R&D activities are described in detail in our annual report 2012 on pages 70 to 73. There were no major changes in the actual reporting period of 2013.

In June 2013, we exhibited our new pipe retaining clamp made of plastic, Red Grip, at the Paris Air Show. Red Grip can be used for fastening pipes, cables and lines in aircraft, motor vehicles, commercial vehicles or trains. As compared with conventional pipe retaining clips made of metal, the new Red Grip clamp is made of the technical plastic polyether ether ketone (PEEK) that stands out for its very robust material properties. Thus, Red Grip barely changes its shape under strong temperature fluctuations. It is resistant against oils, fuels, alcohols, acids and ageing due to UV exposure. Compared to the standard configurations of the metal retaining clip, it is about 10% to 15% lighter. The silicone pad, which is securely mounted, eliminates the need for special tools and can be fastened quickly to the cable or pipe with just one movement of the hand. Furthermore, this pad protects cable insulation by decoupling oscillations caused by vibrations. Red Grip helps our customers to shorten assembly times and save resources due to its light weight.

Segment reporting Non-financial performance indicators Research & development Employees

Risk and opportunity report

Breakdown of sales by segment

as at 30 June 2013

R & D key figures for the first Half year of 2013

31 March 2013 30 June 2013
Number of R&D employees 200 204
R&D expenses in the
EJT unit in EUR million
4,0 7,7
R&D ratio (in relation to EJT sales) 3.6% 3.4%
External R&D expenses
(excluding personnel costs)
in EUR million 0.7 1.2

In April 2013, we received the "Best Technology Innovation" award from China's automotive B2B marketplace Gasgoo International. This award was presented for the third time by Gasgoo International and we see it as proof of our quality standards that our products live up to in China and around the globe. This award particularly values our innovative strength and our focus on research and development.

Headcount in the Asia-Pacific region was influenced by the opening of various sites and the acquisitions of Chien Jin Plastic and Davydick. As at 30 June 2013, we employed 555 employees compared to 342 employees as at 30 June 2012. This represents an increase of 62.3%. The percentage in relation to total core staff was 14%.

Employees

Staff, including temporary workers, increased by 7.2% from 4,485 as at 30 June 2012 to 4,808 as at 30 June 2013. The core workforce 2013 (without temporary workers) comprised 3,908 employees compared to 3,542 employees 2012. About 80% of our employees work outside Germany. The increase in our workforce was due to the opening of new plants and the expansion of existing ones as well as to the acquisitions 2012 and 2013.

NORMA Group's core workforce in the EMEA region was 69% of the total core workforce. The number in staff increased mainly due to the acquisitions and opening of new sites by 6.7% from 2,522 as at 30 June 2012 to 2,691 as at 30 June 2013.

As at 30 June 2013, we employed 662 staff in the Americas region which equates to 17% of the total core workforce. This represents a decrease of 2.4% compared to the headcount as at 30 June 2012 (678).

Risk and opportunity report

NORMA Group is exposed to various opportunities and risks which are inextricably linked to its business activities. Because of this, we use an effective opportunity and risk management system to increase the long-term value of the company. A description of the risk management methods used can be found in the consolidated management report for the financial year ending 31 December 2012 (page 82 et seq. of the annual report).

The information regarding opportunities and risks in NORMA Group's 2012 consolidated management report is still valid, with the exception of the changes detailed below. A detailed description of our Group's current risk and opportunity situation (pages 82 to 91) and of our forecast (pages 91 to 95) can be found in our annual report 2012. We also refer to the forecast at the end of this management report (pages 20 to 23).

number of employees (incl. temporary employees)

employees by region (core workforce)

Risks

In the first 6 months of financial year 2013, we have not identified any further significant risks which would exceed the risks described in our annual report 2012 and the forecast at the end of this interim report.

We do not expect any individual or aggregate risks that could substantially endanger our Group as a going concern.

Opportunities

Growth opportunities through acquisitions

With the acquisition of the distribution business from Davydick& Co. Pty. Ltd. in Australia, we are expanding our operations in the area of water management and also increasing our range of infrastructure products and our distribution network, in particular in the areas of agriculture and irrigation in the Asia-Pacific region.

The acquisition of the distribution business for joining technology from Variant S.A. in Krakow, Poland, will strengthen our market position in the Eastern European region and we will expand our cable tie offering.

The acquisition of Guyco Pty Limited, based in Adelaide, Australia, will strengthen our presence in the Asia-Pacific region and enhance our product portfolio of fittings and valves for freshwater distribution, irrigation, agricultural, plumbing and industrial market sectors.

For detailed information regarding the acquired companies please refer to page 11 of this management report and to Note 18 on pages 42 to 44.

Forecast

General economic conditions

More cautious IMF forecasts, eurozone to experience growth in 2014

The IMF once again lowered its growth forecasts by 20 basis points each for both this year and next due to how poorly the general economy has performed thus far. The reasons were the deeper than expected recession in the eurozone, the weaker recovery in the USA and the disappointing performances of the emerging economies. The revised forecasts for the growth of the global economy are +3.1% for 2013 and +3.8% for 2014. Based on these, China should experience growth of 7.8% in 2013 (2014: +7.7%). The GDP estimates for the USA are 1.7% (2013) and +2.7% (2014). The EU Commission and Eurostat expect to see a further decline in the GDP by 0.4% in the eurozone in 2013 and a return to positive growth (+1.2%) in 2014.

Germany: Economic recovery following a weak winter

The German Bundesbank lowered its growth estimate for Germany in June. The current forecast calls for 0.3% for 2013. Growth of 1.5% is expected for 2014. The Bundesbank expects to see the global economy continue its recovery over the course of 2013. It appears to be bottoming out in the eurozone. Private consumption in Germany will benefit from the good condition that the job market is in, rises in wages and the low inflation rate. Residential construction will benefit from the low interest rates. Company spending, which has been weak for quite some time, is expected to pick up again over the course of the year.

Development of individual risks as at 30 June 2013 compared to 31 December 2012

Risk Probability of occurring Financial effects
Unlikely Possible Very likely Change
compared
to 2012
Minor Moderate Severe Change
compared
to 2012
Strategic and operating risks
Risks related to national and global
economy
Industry-specific and technological risks
Strategic risks
Customer risks
Quality risks
Risks from rising commodity prices
Risks related to loss of supplier
Personnel risks
IT risks
Legal risks
Social and environmental risks
Risks related to violations of intellectual
property rights
Risks related to violations of standards
Financial risks
Default risks
Liquidity risks
Currency risks
Interest change risk

unchanged

higher

lower

Mechanical engineering revises growth forecast

Despite the weak order situation, mainly on the domestic front, the German industry association VDMA still expects to see business pick up over the course of the year, although somewhat later than expected. Foreign orders that have started to pick up just recently (+2% through May) are a sign of this. Nevertheless, the VDMA decided to lower its manufacturing forecast for 2013 in July from +2% to –1% to around EUR 190 billion due to weak manufacturing these past few months.

Global growth in the auto industry,

Western Europe in a crisis

The automobile market is currently on a global growth course. The VDA projects growth of 2% to 70.5 million automobiles in 2013. The market research institute Polk expects to see registrations of automobiles /light vehicles increase by 4.4% to 74.7 million units. This growth can be attributed to the strength of the market in the USA and China. According to VDA figures, the US market will grow by 5% and the Chinese market by 10% in 2013. Demand in Western Europe on the other hand will drop to around 11 million cars (VDA: –5%, Polk: –3.6%). This would mark the fourth decline in a row. The VDA expects domestic automobile

GDP growth rates

Annual rates in% 2012 Q1 2013 Q2 2013 2013e 2014e
World 3.1 2.7 3.1 3.8
USA 2.2 1.1 1.7 1.7 2.7
China 7.8 7.7 7.5 7.8 7.7
Euro region –0.6 –1.7 –0.9 –0.4 1.2
Germany 0.7 –1.4 0.3 1.5

Source: IWF, US Trade Ministry, Fed, NBS China, EU Commission/Eurostat, Deutsche Bundesbank, (*) IMF annualised rates (rounded), (**) estimates Ifo/CESifo

production to reach 5.2 million units (roughly –3%) in 2013. And yet, total car production by German manufacturers will rise by 2% to around 13.9 million units due to the foreign factories that are currently being built.

Construction industry: Western Europe under pressure, German construction industry optimistic

The European construction industry has not yet been able to escape the burden of the sovereign debt crisis and the recession in the eurozone. Euroconstruct again lowered its forecast for building activity in Europe in June and now expects to see a 2.8% decline in 2013 (–1.6% before). On the other hand, the prospects in Germany are looking bright at the moment despite the weather-related decline and floods at the start of the year. The industry associations (HDB, ZDB) have reinforced their forecast of 2% growth in sales for the main German construction industry in 2013. Residential construction remains the main driver due to low interest rates and a high order backlog. In addition, building permits for new dwellings increased by 21.4% and multiple family houses even by 32.3% in the first 4 months. Sales in the area of residential housing are expected to increase by 3.5%, commercial construction by 1% and public sector construction by 1.5% this year.

NORMA Group's focus

We do not intent to make any major changes to our corporate targets and our corporate strategy and refer for details to the chapter "Business and operating environment" in our annual report 2012 (pages 50 to 56).

Future development of NORMA Group

We hold fast to our forecast for financial year 2013 published in our annual report 2012 and refer to the chapter "Forecast" in the annual report 2012 (pages 91 to 95) for details of the individual positions. We amend our forecast regarding Group sales for the financial year 2013 by adding the sales from the acquisitions.

The NORMA Group Management Board still expects that the global economy will continue to grow at approximately the same rate as in 2012, albeit in a volatile environment in the European countries. We expect main growth drivers to be the BRIC countries and other emerging economies.

Despite the global economy's meager rate of growth compared to the 2012 financial year, business development with NORMA Group's key customers so far continues to be gratifying on the whole. Our broad diversification in terms of products, regions and end markets also gives us a relatively robust business model.

Overall, we expect consolidated sales to grow moderately in 2013 compared to 2012. This also assumes that the economy will not experience a significant slowdown. Moreover, there will be a year-on-year increase in sales of around EUR 25 million due to the consolidation of companies acquired 2012 and 2013.

We refer to the Forecast in our annual report 2012 for the three segments EMEA, Americas and Asia-Pacific as well as the two distribution channels EJT and DS.

Forecast 2013 (consolidated sales amended to account for acquisitions)

moderate growth, plus approximately EUR 25 million from acquisitions
over 10%
neutral to slight growth
neutral to weak growth
moderate
strengthened in particular by acquisitions from 2012 and 2013
on the level of the three preceeding years of over 17%
approximately EUR –15 million
rising moderately
around 4% of EJT sales
stable, approximately at the previous year's level (43.6%)
gradual and continuous improvement
around 30% to 32%
around 4.5%
stable (near the previous year's adjusted level of EUR 81.0 million)
approximately 30% to a maximum of 35% of the adjusted consolidated net income

For 2013, we are aiming for a sustainable EBITA margin which is expected to be at the same level as the past three years of more than 17%.

Net financial income can be impacted by various factors, e.g. acquisitions, possible financing measures or changes in hedging positions. Overall, we expect net financial income of around EUR –15 million.

Due to the pursued sales growth and the earnings contributions from the acquisitions, earnings per share will further increase moderately in financial year 2013.

The tax rate is anticipated to continue to be around 30% to 32% of earnings before taxes.

We expect operating cash flow to remain positive in 2013.

In 2013, the operating net cash flow should be near the previous year's adjusted level (2012: EUR 81.0 million). This is based on the assumption that cash inflow will be typical for our business, in particular in the fourth quarter of the financial year.

We still aim to follow a sustainable dividend policy that is based on a payout rate of approximately 30% to a maximum of 35% of the adjusted consolidated net income for the year.

General statement by the Management Board on anticipated development

Under the given circumstances, NORMA Group presents a sound first half year 2013. Despite all global uncertainties and the ongoing disappointing economic conditions, the Management Board of NORMA Group expects the forecast 2013 to be achievable.

The gradual improvement in production figures that external forecast institutes are also expecting could well take until the end of the third quarter 2013, depending on how volatile the economy develops in the short term and how manufacturing of cars and trucks develops in the European economic region, in particular.

The Management Board of NORMA Group expects to see sustained growth in sales in Europe due to the introduction of EURO-6, in particular, because this will require more interfaces per vehicle.

The Management Board holds fast to the expectations that NORMA Group will continue to grow in the next two years, despite the volatile economic development. However, our growth momentum will slow as a result of the difficult operating environment.

Report on transactions with related parties

In the reporting period January to June 2013, there were no significant transactions with related parties. We also refer to Note 19 on page 44.

Supplementary report

In June 2013, we signed a purchase agreement to acquire 100% of the shares in the Australian Guyco Pty Limited, based in Adelaide. The company was included in the consolidated group of NORMA Group following the closing of the transaction in July 2013. For further details regarding this acquisition, we refer to chapter "Significant events for business development" on page 11.

NORMA Group issued a promissory note valued at EUR 125 million with 5, 7 and 10 year terms at the beginning of July 2013. The strong interest shown by the lending institutions that resulted in high oversubscription and therefore attractive credit margins is particularly worth mentioning. EUR 21 million of this, in other words a rather significant share, was placed as part of the 10-year tranche. These funds will be used to fund general operations, but also to repay a share of the existing loans with a term that expires on 30 March 2016. We were thus able to arrange a significant extension in the term and a smoother repayment profile for half of the original credit tranche agreement of EUR 250 million in connection with the initial public offering in 2011. The working credit line of EUR 125 million that has hardly been drawn will remain fully available until 2016.

In July 2013, we completed the conversion of NORMA Group AG into a company under European law (Societas Europaea), which was voted for in the annual general meeting of 2013, with the registration in the commercial register of the Local Court of Hanau. We now operate under the registered name NORMA Group SE. The European legal structure SE stands for modern, entrepreneurial Europe and as such reflects our international and open corporate culture. We will continue to have our registered office in Maintal, Germany. The dual system consisting of an executive and a supervisory board will also remain in place.

Maintal, 7 August 2013

NORMA Group SE Management Board

Bernd Kleinhens John Stephenson

Werner Deggim Dr. Othmar Belker

25

Consolidated Interim Financial Statements

  • 26 Consolidated statement of financial position
  • 28 Consolidated statement of comprehensive income
  • 29 Consolidated statement of cash flows
  • 30 Consolidated statement of changes in equity
  • 32 Segment reporting
  • 34 Notes to the consolidated financial statements (condensed)

Consolidated statement of financial position

as at 30 June 2013

ASSETS

in '000 EUR Note 30 June 2013 31 Dec. 2012 30 June 2012
Non-current assets
Goodwill (10) 236,681 235,262 233,799
Other intangible assets (10) 92,794 92,478 90,071
Property, plant and equipment (10) 107,729 109,079 99,889
Other non-financial assets 131 0 0
Other financial assets 0 0 397
Derivative financial assets 0 0 14
Income tax assets 2,341 2,253 2,038
Deferred income tax assets 5,886 6,403 7,840
445,562 445,475 434,048
Current assets
Inventories (11) 77,190 74,313 73,952
Other non-financial assets 9,135 7,787 6,798
Derivative financial assets 35 103 0
Income tax assets 5,404 12,778 11,823
Trade and other receivables (11) 102,168 79,293 101,830
Cash and cash equivalents 62,351 72,389 59,443
256,283 246,663 253,846
Total assets 701,845 692,138 687,894

Consolidated statement of financial position

EQUITY AND LIABILITIES

in '000 EUR Note 30 June 2013 31 Dec. 2012 30 June 2012
Equity attributable to equity holders of the parent
Subscribed capital 31,862 31,862 31,862
Capital reserves (12) 214,626 213,559 212,795
Other reserves –9,966 –8,550 –4,241
Retained earnings (12) 60,497 50,450 27,529
Equity attributable to shareholders 297,019 287,321 267,945
Non-controlling interests (13) 1,036 1,021 531
Total equity 298,055 288,342 268,476
Liabilities
Non-current liabilities
Retirement benefit obligations 10,194 10,319 8,475
Provisions (13) 6,274 5,739 4,812
Borrowings (14) 176,645 190,727 208,357
Other non-financial liabilities 1,583 1,589 1,369
Other financial liabilities 2,577 2,666 538
Derivative financial liabilities (14) 21,282 24,675 29,981
Deferred income tax liabilities 33,592 32,940 35,365
252,147 268,655 288,897
Current liabilities
Provisions (13) 5,943 6,743 6,481
Borrowings (14) 52,878 50,969 42,636
Other non-financial liabilities 19,954 19,600 19,764
Other financial liabilities 2,162 2,225 2,521
Derivative financial liabilities (14) 378 114 18
Income tax liabilities 15,720 17,827 16,379
Trade payables 54,608 37,663 42,722
151,643 135,141 130,521
Total liabilities 403,790 403,796 419,418
Total equity and liabilities 701,845 692,138 687,894

Consolidated statement of comprehensive income

for the period from 1 January to 30 June 2013

in '000 EUR Note Q2 2013 Q2 2012 H1 2013 H1 2012
Revenue (5) 163,476 157,958 322,797 317,706
Changes in inventories of finished goods
and work in progress 1,958 –1,031 2,510 1,234
Raw materials and consumables used (5) –70,865 –67,617 –139,724 –138,788
Gross profit 94,569 89,310 185,583 180,152
Other operating income (6) 1,295 2,091 3,109 3,616
Other operating expenses (6) –21,170 –19,828 –39,559 –40,011
Employee benefits expense (7) –42,726 –39,336 –84,605 –78,825
Depreciation and amortisation –7,229 –5,971 –14,335 –11,490
Operating profit 24,739 26,266 50,193 53,442
Financial income (8) 319 2,777 452 3,027
Financial costs (8) –3,829 –5,425 –6,185 –9,183
Financial costs – net –3,510 –2,648 –5,733 –6,156
Profit before income tax 21,229 23,618 44,460 47,286
Income taxes –6,582 –7,497 –13,992 –14,859
Profit for the period 14,647 16,121 30,468 32,427
Other comprehensive income for the period, net of tax:
Other comprehensive income that can be reclassified
into profit or loss, net of tax –1,621 –1,067 –1,416 –1,483
Exchange differences on translation of foreign operations –3,165 36 –3,303 163
Cash flow hedges, net of tax 1,544 –1,103 1,887 –1,646
Other comprehensive income that cannot be reclassified
into profit or loss, net of tax
0 0 0 0
Actuarial gains /losses on defined benefit plans, net of tax 0 0 0 0
Other comprehensive income for the period, net of tax –1,621 –1,067 –1,416 –1,483
Total comprehensive income for the period 13,026 15,054 29,052 30,944
Profit attributable to
Shareholders of the parent 14,623 16,122 30,445 32,419
Non-controlling interests 24 –1 23 8
14,647 16,121 30,468 32,427
Total comprehensive income attributable to
Shareholders of the parent 12,957 15,015 29,029 30,846
Non-controlling interests 61 39 15 98
13,018 15,054 29,044 30,944
Undiluted earnings per share (in EUR) (9) 0.46 0.51 0.96 1.02
Diluted earnings per share (in EUR) (9) 0.46 0.51 0.95 1.02

Consolidated statement of comprehensive income Consolidated statement of cash flows

Consolidated statement of cash flows

for the period from 1 January to 30 June 2013

in '000 EUR Note Q2 2013 Q2 2012 H1 2013 H1 2012
Operating activities
Profit for the period 14,647 16,121 30,468 32,427
Depreciation and amortisation 7,229 5,971 14,335 11,490
Gain (–)/loss (+) on disposal of property,
plant and equipment 8 –602 14 –647
Change in provisions (13) –315 65 –222 –449
Change in deferred taxes –488 –2,574 362 –2,694
Change in inventories, trade account reveivables
and other receivables
–723 –221 –18,707 –14,011
Change in trade and other payables 7,468 4,323 11,623 11,287
Interest paid 2,739 3,759 5,318 6,892
Other non-cash expenses /income 4,496 –8,409 1,660 –6,172
Net cash provided by operating activities 35,061 18,433 44,851 38,123
thereof interest received 87 133 171 326
thereof income taxes –5,846 –2,793 –8,955 –6,451
Investing activities
Payments for acquisitions of subsidiaries, net (18) –3,771 –19,149 –6,172 –19,149
Investments in property, plant and equipment –3,975 –3,906 –7,374 –9,692
Proceeds from sale of property, plant and equipment 49 602 105 722
Investments in intangible assets –1,766 –1,441 –2,450 –1,764
Net cash used in investing activities –9,463 –23,894 –15,891 –29,883
Financing activities
Reimbursement OPICP from shareholder 0 544 1,067 544
Interest paid –2,567 –3,759 –5,273 –6,892
Dividends paid to shareholders –20,711 –19,125 –20,711 –19,125
Dividends paid to non-controlling interests 0 0 0 –11
Proceeds from borrowings (14) 0 18,500 3,618 18,500
Repayment of borrowings (14) –16,260 –10,036 –16,689 –10,557
Net cash used in financing activities –39,538 –13,876 –37,988 –17,541
Net decrease (–)/increase (+)
in cash and cash equivalents –13,940 –19,337 –9,028 –9,301
Cash and cash equivalents at beginning of the year 77,367 78,191 72,389 67,891
Effect of foreign exchange rates
on cash and cash equivalents
–1,076 589 –1,010 853
Cash and cash equivalents at end of the period 62,351 59,443 62,351 59,443

Consolidated statement of changes in equity

for the period from 1 January to 30 June 2013

Attributable to equity holders
of the parent
Subscribed
in '000 EUR Note capital Capital reserves
Balance at 31 December 2011 31,862 212,252
Changes in equity for the period
Result for the period
Exchange differences on translation of foreign operations
Cash flow hedges, net of tax
Total comprehensive income for the period 0 0
Stock options
Reimbursement OPICP by shareholders 543
Dividends paid
Dividends paid to non-controlling interests
Total transactions with owners for the period 0 543
Balance at 30 June 2012 31,862 212,795
Balance at 31 December 2012 31,862 213,559
Changes in equity for the period
Result for the period
Exchange differences on translation of foreign operations
Cash flow hedges, net of tax (14)
Total comprehensive income for the period 0 0
Stock options
Reimbursement OPICP by shareholders 1,067
Dividends paid
Total transactions with owners for the period (12) 0 1,067
Balance at 30 June 2013 31,862 214,626
Attributable to equity holders
of the parent
Total equity Non-controlling
interests
Total Retained earnings Other reserves
256,002 444 255,558 14,112 –2,668
32,427 8 32,419 32,419
163 90 73 73
–1,646 –1,646 –1,646
30,944 98 30,846 32,419 –1,573
123 123 123
543 543
–19,125 –19,125 –19,125
–11 –11 0
–18,470 –11 –18,459 –19,002 0
268,476 531 267,945 27,529 –4,241
288,342 1,021 287,321 50,450 –8,550
30,468 23 30,445 30,445
–3,311 –8 –3,303 –3,303
1,887 1,887 1,887
29,044 15 29,029 30,445 –1,416
313 313 313
1,067 1,067
–20,711 –20,711 –20,711
–19,331 0 –19,331 –20,398 0
298,055 1,036 297,019 60,497 –9,966

Segment reporting

for the period from 1 January to 30 June 2013

EMEA Americas Asia-Pacific
in '000 EUR H 1 2013 H1 2012 H 1 2013 H1 2012 H 1 2013 H1 2012
Total revenue 212,797 206,038 101,404 108,685 26,007 21,648
thereof inter-segment revenue 12,957 13,687 3,779 4,407 675 571
Revenue from external customers 199,840 192,351 97,625 104,278 25,332 21,077
Contribution to consolidated
group sales 62% 60% 30% 33% 8% 7%
Adjusted EBITDA 1) 43,096 44,097 22,440 22,994 2,666 2,460
Depreciation without PPA
depreciation –4,903 –4,556 –2,159 –2,045 –868 –454
Adjusted EBITA 2) 38,193 39,541 20,281 20,949 1,798 2,006
Assets (prior year as at
31 Dec 2012) 3) 470,994 457,426 212,696 209,894 58,080 51,240
Liabilities (prior year as at
31 Dec 2012) 4) 164,484 185,155 127,231 138,118 18,948 36,536

1) The adjustments relate to adjustments within the individual segments. At Group level no adjustments were made in the EBITDA.

2) For details regarding the adjustments, refer to Note 4.

3) Including allocated goodwills, taxes are shown in reconciliation.

4) Taxes are shown in reconciliation.

Total segments Central functions Consolidation Consolidated group
H1 2012 H 1 2013 H 1 2013 H1 2012 H 1 2013 H1 2012 H 1 2013 H1 2012
336,371 340,208 21,710 20,308 –39,121 –38,973 322,797 317,706
18,665 17,411 21,710 20,308 –39,121 –38,973 0 0
317,706 322,797 0 0 0 0 322,797 317,706
100% 100%
69,551 68,202 –2,674 –4,411 –1,000 –208 64,528 64,932
–7,055 –7,930 –351 –66 0 0 –8,281 –7,121
62,496 60,272 –3,025 –4,477 –1,000 –208 56,247 57,811
718,560 741,770 71,685 131,680 –111,610 –158,102 701,845 692,138
359,809 310,663 167,369 171,693 –74,242 –127,706 403,790 403,796

Notes to the consolidated financial statements (condensed)

1. General information

These condensed consolidated financial statements of NORMA Group as at 30 June 2013 have been prepared in accordance with IAS 34 "Interim financial reporting" as adopted by the EU.

The condensed consolidated financial statements are to be read in connection with the consolidated financial statements for 2012 which are available on the website www.normagroup.com. All IFRS to be applied for financial years beginning 1 January 2013, as adopted by the EU, have been taken into account.

The consolidated interim management report and condensed consolidated interim financial statements were neither audited nor reviewed by the group auditor.

The condensed financial statements were approved by the NORMA Group management on 6 August 2013 and released for publication.

2. Basis of preparation

The condensed financial statements are prepared using the same methods of accounting and consolidation principles as in the Notes to the consolidated annual financial statements for 2012. A detailed description of significant accounting principles can be found in the annual consolidated statements for 2012 (Note 3 "Summary of significant accounting principles").

The most significant accounting policies are as follows:

Notes to the consolidated financial statements (condensed)

Valuation method
Impairment-only approach
Amortised costs
Amortised costs
At fair value through profit or loss
Amortised costs
At fair value in other comprehensive income
At fair value in other comprehensive income
At fair value through profit or loss
At fair value through profit or loss
Lower of cost or net realisable value
Amortised costs
Amortised costs
Nominal amount
Projected unit credit method
Settlement amount
Amortised costs
Amortised costs
At fair value through profit or loss
Amortised costs
Amortised costs
At fair value in other comprehensive income
At fair value through profit or loss
At fair value through profit or loss
Amortised costs

Standards to be applied for financial years beginning 1 January 2013 have no significant influence on the condensed financial statements of NORMA Group as at 30 June 2013.

The consolidated statement of comprehensive income has been prepared according to the total cost method.

The condensed financial statements are presented in 'euro' (EUR).

Income tax expenses are calculated with an expected tax rate for the full financial year which is based on the best estimate of the weighted average annual income tax rate.

3. Basis of consolidation

The basis of consolidation for the consolidated financial statements as at 30 June 2013 includes eight German and 36 foreign companies (as at 31 December 2012: 35).

The Norma Group Distribution Polska Sp. Z o.o, based in Poland, was founded in the second quarter of 2013.

Notes to the consolidated statement of comprehensive income, consolidated statement of financial position and other notes

4. Adjustments

In the first half of 2013 and 2012, no material one-time items occurred. Therefore, only depreciation and amortisation from purchase price allocations were adjusted.

The following table shows the profit and loss net of these expenses:

in EUR '000 H1 2013 H1 2012
Revenue 322,797 317,706
Changes in inventories of finished
goods and work in progress
2,510 1,234
Raw materials and consumables used –139,724 –138,788
Gross profit 185,583 180,152
Other operating income and expenses –36,450 –36,395
Employee benefits expense –84,605 –78,825
EBITDA 64,528 64,932
Depreciation without PPA depreciation –8,281 –7,121
Adjusted EBITA 56,247 57,811
Amortisation without PPA amortisation –1,819 –1,230
Adjusted operating profit (EBIT) 54,428 56,581
Financial costs – net –5,733 –6,156
Adjusted profit before income tax 48,695 50,425
Adjusted income taxes –15,325 –15,845
Adjusted profit for the period 33,370 34,580
Non-controlling interest 23 8
Adjusted profit attributable to
shareholders of the parent
33,347 34,572
Adjusted earnings per share
(in EUR)
1.05 1.09
Adjusted earnings per share
(in EUR) pro forma (unweighted
shares at the end of period)
1.05 1.09

5. Revenue and raw materials and consumables used

Revenue for the first half of 2013 (EUR 322,797 thousand) was 1.6% above revenue for the first half of 2012 (EUR 317,706 thousand). The companies or distribution businesses acquired during the first half of 2013 contributed EUR 1,713 thousand to revenue (see: Note 18).

Revenue recognised during the period related to the following:

1,198 2,217
96,788 92,460
227,216 225,289
H1 2013 H1 2012

The raw materials and consumables used increased disproportionately in relation to revenues, leading to a ratio of 43.3% (H1 2012: 43.7%).

6. Other operating income and other operating expenses

Other operating income mainly included operational currency gains. Other operating income for the first half of 2013 came to EUR 3,109 thousand which was EUR 507 thousand lower than in the first half of 2012 (EUR 3,616 thousand).

Other operating expenses for the first half of 2013 (EUR 39,559 thousand) were 1.1% below other operating expenses for the first half of 2012 (EUR 40,011 thousand).

7. Employee benefits expense

In the first half of 2013, employee benefits expense amounted to EUR 84,605 thousand compared to EUR 78,825 thousand in the first half of 2012. The increase of 7.3% is mainly due to a higher average headcount, particularly affected by the acquisitions 2012 and 2013.

Average headcount was 3,844 in the first half of 2013 (H1 2012: 3,470).

Notes to the consolidated financial statements (condensed)

8. Financial result

The financial result for the first half of 2013 (EUR –5,733 thousand) was 6.9% lower compared to the first half of 2012 (EUR –6,156 thousand). The decrease is mainly due to the repayment of loans. Conversely net foreign exchange gains on financing activities decreased in comparison to the first half of 2012.

9. Earnings per share

Earnings per share are calculated by dividing net income for the period attributable to NORMA Group's shareholders by the weighted average number of shares issued during the period under review. NORMA Group has only issued common shares. In the first half of fiscal year 2013, the average weighted number of shares was 31,862,400 (H1 2012: 31,862,400).

The weighted number of shares in the first half of 2013 is as follows:

Date No. of shares
(unweighted)
Weighting
in days
No. of
shares
(weighted)
30 June 2012 31,862,400 181 31,862,400
1 January 2013 31,862,400 181 31,862,400
30 June 2013 31,862,400 181 31,862,400

Issued options out of the Matching-Stock-Program ("MSP") for the Board of NORMA Group had dilutive effect on earnings per share in the first half of 2013. A detailed description of the MSP can be found in the annual consolidated statements for 2012; Note 27 "Equity". The dilutive effect on earnings per share is calculated using the treasury stock method.

Earnings per share for the first half of 2013 are as follows:

in EUR '000 Q2 2013 Q2 2012 H1 2013 H1 2012
Profit attributable
to shareholders
of the parent
(in EUR '000) 14,623 16,122 30,445 32,419
Number of
weighted shares
31,862,400 31,862,400 31,862,400 31,862,400
Effect of dilutive
share-based
payment
75,159 0 75,159 0
Number of
weighted shares
(diluted)
31,937,559 31,862,400 31,937,559 31,862,400
Earnings per
share (in EUR)
0.46 0.51 0.96 1.02
Earnings per
share diluted
(in EUR)
0.46 0.51 0.95 1.02

10. Property, plant and equipment and intangibles assets

Intangible assets are as follows:

Carrying amounts
in EUR '000 30 June 2013 31 Dec. 2012
Goodwill 236,681 235,262
Certificates (Customer lists) 47,173 45,901
Licenses, rights 1,593 1,401
Trademarks 16,238 16,613
Patents&technology 14,986 15,733
Intangible assets, other 12,804 12,830
Total 329,475 327,740

Tangible assets are as follows:

Carrying amounts
in EUR '000 30 June 2013 31 Dec. 2012
Land and buildings 47,184 46,037
Machinery&tools 41,752 42,613
Other equipment 11,078 10,726
Assets under construction 7,715 9,703
Total 107,729 109,079

In the first half of 2013, EUR 10,257 thousand were invested in property, plant and equipment and intangible assets. The main focus of the investments was on expansion in Germany, the USA and in Serbia. There were no major disinvestments.

The change in goodwill from EUR 235,262 thousand to EUR 236,681 thousand resulted from exchange differences and from the acquisition of the distribution business of Variant S.A., in the amount of EUR 819 thousand and the acquisition of the distribution business of Davydick & Co. Pty. Limited, which increased the goodwill by EUR 5 thousand.

11. Current assets

The increase of trade accounts receivable and inventories resulted from the increased revenues in the second quarter of 2013 in comparison to the last quarter of 2012.

12. Equity

Changes in equity resulted in the profit for the period (EUR 30,468 thousand), cash flow hedges (EUR 1,887 thousand), exchange differences on translation of foreign operations (EUR – 3,311 thousand) and the issuance of share options (EUR 313 thousand).

A dividend of EUR 20,711 thousand was paid to the shareholders of NORMA Group after the annual general meeting in May 2013 which reduced the retained earnings.

Furthermore the last part of the 'Operational Performance Incentive Cash Program' amounting to EUR 1,067 thousand was reimbursed by the previous shareholders and recognised in the capital reserve in accordance with the agreement.

Authorised and conditional capital

The Management board was authorized by the extraordinary shareholders' meeting on 6 April 2011 to increase the company's registered share capital in one or more transactions by up to EUR 15,931,200 in aggregate by issuing up to 15,931,200 new no par value registered shares against cash contributions or contributions in kind (authorised capital) in the period ending on 5 April 2016.

With the resolution of the extraordinary shareholders' meeting on 6 April 2011, the company's share capital has been conditionally increased by up to EUR 12,505,000 through the issuance of up to 12,505,000 new no par value registered shares (conditional capital). The conditional capital increase serves to issue shares to the holders or creditors of convertible or warrant-linked bonds as well as profit participation rights based on the authorisation approved by the extraordinary shareholders' meeting of 6 April 2011.

13. Provisions

The provisions decreased slightly from EUR 12,482 thousand as at 31 December 2012 to EUR 12,217 thousand as at 30 June 2013.

14. Financial debt

Net debt of NORMA Group is as follows:

in EUR '000 30 June 2013 31 Dec. 2012
Bank borrowings, net 222,962 234,908
Derivative financial liabilities – hedge
accounting
21,282 24,675
Derivative financial liabilities – held for
trading
378 114
Other borrowings
(e.g. factoring and reverse-factoring) 6,561 6,788
Lease liabilities 637 940
Other financial liabilities 4,102 3,951
Financial debt 255,922 271,376
Cash and cash equivalents 62,351 72,389
Net debt 193,571 198,987

The financial debt of NORMA Group decreased by 5.7% from EUR 271,376 thousand as at 31 December 2012 to EUR 255,922 thousand as at 30 June 2013. The reduction in the first half of 2013 is mainly due to the repayment of bank borrowings in the amount of EUR 12,500 thousand and the decrease of the derivative financial liabilities as a result of the valuation as at 30 June 2013.

The net debt of EUR 193,571 thousand also decreased in comparison to 31 December 2012.

The maturity of the syndicated bank facilities is as follows:

year and no
years and
No later than
later than
no later than
in EUR '000
1 year
2 years
5 years
Bank bor
rowings, net
12,500 30,000 165,000 0
Later than 1 Later than 2 Later than
5 years

statements (condensed)

The syndicated bank facilities are hedged against foreign exchange rate and interest rate changes. The derivative liability was decreased from EUR 24,675 thousand as at 31 December 2012 to EUR 21,282 thousand as at 30 June 2013.

15. Financial instruments

Financial instruments according to classes and categories are as follows:

Measurement basis IAS 39
in EUR '000 Category
IAS 39
Carrying
amount
30 June
2013
Amortised
Cost
Cost Fair value
through
profit or
loss
Fair value Measure
ment basis
IAS 17
Fair value
30 June
2013
Financial assets
Derivative financial instruments –
hedge accounting
Foreign exchange derivatives n/a 35 35 35
Trade and other receivables LaR 102,168 102,168 102,168
Cash and cash equivalents LaR 62,351 62,351 62,351
Financial liabilities
Borrowings FLAC 229,523 229,523 229,523
Derivative financial instruments –
held for trading
Foreign exchange derivatives FLHfT 378 378 378
Derivative financial instruments –
hedge accounting
Interest derivatives n/a 16,210 16,210 16,210
Cross-currency swaps n/a 5,072 5,072 5,072
Trade payables FLAC 54,608 54,608 54,608
Other financial liabilities FLAC 4,102 4,102 4,102
Finance lease liabilities n/a 637 637 650
Totals per category
Loans and receivables (LaR) 164,519 164,519 164,519
Financial liabilities held for trading (FLHfT) 378 378 378
Financial liabilities at amortised cost (FLAC) 288,233 288,233 288,233
Measurement basis IAS 39
in EUR '000 Category
IAS 39
Carrying
amount
31 Dec.
2012
Amortised
Cost
Cost Fair value
through
profit or
loss
Fair value Measure
ment basis
IAS 17
Fair value
31 Dec.
2012
Financial assets
Derivative financial instruments –
hedge accounting
Foreign exchange derivatives n/a 103 103 103
Trade and other receivables LaR 79,293 79,293 79,293
Cash and cash equivalents LaR 72,389 72,389 72,389
Financial liabilities
Borrowings FLAC 241,696 241,696 241,696
Derivative financial instruments –
held for trading
Foreign exchange derivatives FLHfT 114 114 114
Derivative financial instruments –
hedge accounting
Interest derivatives n/a 18,868 18,868 18,868
Cross-currency swaps n/a 5,807 5,807 5,807
Trade payables FLAC 37,663 37,663 37,663
Other financial liabilities FLAC 3,951 3,951 3,951
Finance lease liabilities n/a 940 940 996
Totals per category
Loans and receivables (LaR) 151,682 151,682 151,682
Financial liabilities held for trading (FLHfT) 114 114 114
Financial liabilities at amortised cost (FLAC) 283,310 283,310 283,310

Notes to the consolidated financial statements (condensed)

The table below provides an overview of the classification of financial assets and liabilities measured at fair value in the fair value hierarchy under IFRS 13:

in EUR '000 Level 11) Level 2 2) Level 3 3) Total
Recurring fair value measurements
Assets
Foreign exchange derivatives – hedge accounting 35 35
Total 0 35 0 35
Liabilities
Cross-currency swaps – hedge accounting 16,210 16,210
Interest swap – hedge accounting 5,072 5,072
Foreign exchange derivatives – held for trading 378 378
Total 0 21,660 0 21,660

1) Fair value measurement based on quoted prices (unadjusted) in active markets for these or identical assets or liabilities.

2) Fair value measurement for the asset or liability based on inputs that are observable on active markets either directly (i. e. as priced) or indirectly (i.e. derived from prices). 3) Fair value measurement for the asset or liability based on inputs that are not observable market data.

In the first half of 2013, no transfers between Level 1 and Level 2 occurred. In the balance sheet as at 30 June 2013 and 31 December 2012, all assets and liabilities measured at fair value are classified as Level 2. The fair value of interest swaps and cross-currency swaps is calculated as the present value of estimated future cash flows. The fair value of forward foreign exchange contracts is determined using a present value model based on forward exchange rates.

16. Segment reporting

NORMA Group segments the company at a regional level. The reportable segments of NORMA Group are EMEA, the Americas, and Asia-Pacific. NORMA Group's vision includes regional growth targets. Distribution services are focused regionally and locally. EMEA, the Americas and Asia-Pacific have linked regional intercompany organisations of different functions. As a result, the Group's management reporting and controlling system has a strong regional focus. The product portfolio does not vary significantly between these segments.

NORMA Group measures the performance of its segments through profit or loss indicators which are referred to as "adjusted EBITDA" and "adjusted EBITA".

The "adjusted EBITDA" comprises revenue, changes in inventories of finished goods and work in progress, raw materials and consumables used, other operating income and expenses, and employee benefits expense, adjusted for material one-time effects. EBITDA is measured in a manner consistent with that used in the statement of comprehensive income.

The "adjusted EBITA" includes, in addition to the EBITDA, the depreciation adjusted for depreciation from purchase price allocations.

In the first half of 2013 and 2012, no adjustments were booked at Group-EBITDA-level; therefore the EBITA is only adjusted by depreciation from purchase price allocations.

Inter-segment revenue is recorded at values that approximate third-party selling prices.

Segment assets comprise all assets less (current and deferred) income tax assets. Taxes are shown in the reconciliation. Segment assets and liabilities are measured in a manner consistent with that used in the statement of financial position.

Assets of the "Central Functions" include mainly cash and intercompany receivables; the liabilities include mainly borrowings.

in EUR '000 H1 2013 H1 2012
Total segments' EBITDA 64,528 64,932
Depreciation without PPA deprecia
tion –8,281 –7,121
Total adjusted EBITA of the Group 56,247 57,811
Depreciation from PPA –159 –120
EBITA of the Group 56,088 57,691
Amortisation –5,895 –4,249
Financial costs – net –5,733 –6,156
Profit before tax 44,460 47,286

The reconciliation of the segments' adjusted EBITA is as follows:

17. Contingencies and commitments

Capital expenditure contracted for as of the balance sheet date but not yet incurred is as follows:

in EUR '000 30 June 2013 31 Dec. 2012
Property, plant and equipment 3,221 1,191
3,221 1,191

The Group has contingent liabilities with respect to legal claims arising as part of the ordinary course of business.

NORMA Group does not believe that any of these contingent liabilities will have a material adverse effect on its business or that any material liabilities will arise from contingent liabilities.

18. Business combinations

Davydick& Co. Pty. Limited

NORMA Group signed an agreement on 10 January 2013 to acquire the distribution business of Davydick&Co. Pty. Limited in Australia.

Davydick&Co. Pty. Limited, based in Goulburn, approximately 150 kilometres southwest of Sydney, has been a distributor of various elements for the transportation of water in irrigation systems for more than 20 years. The company is specialised in supplying a comprehensive range of rural irrigation fittings, valves, and pumps under the appellation "PUMPMASTER" to around 700 customers throughout Australia in the agricultural, hardware and plumbing markets. Davydick&Co. Pty. Limited maintains branches in Melbourne, Adelaide and Brisbane. In the past fiscal year, the company generated overall sales of around EUR 4 million. With the acquisition of the distribution business of Davydick&Co. Pty Limited, NORMA Group builds on its water management platform and complements its product range in the infrastructure business area. The company expands its distribution network with a focus on agriculture and irrigation.

Goodwill of EUR 5 thousand derives from the acquisition that relates to the strengthening of our market position in the agriculture, hardware and plumbing markets.

None of the goodwill recognised is expected to be deductible for income tax purposes.

Of the consideration of EUR 2,686 thousand, EUR 2,401 thousand were paid in cash and EUR 285 thousand consist of incurred liabilities.

Notes to the consolidated financial statements (condensed)

The following table summarises the consideration paid for Davydick&Co. Pty Limited and the amounts of the assets acquired and liabilities assumed recognised at the acquisition date.

in EUR '000 Q1 2013
Consideration at 10 January 2013 2,686
Acquisition-related costs (included in other operating
expenses in the consolidated statement of comprehen
sive income)
76
Recognised amounts of identifiable assets
acquired and liabilities assumed
Property, plant and equipment 499
Customer lists 564
Inventory 1,273
Trade and other receivables 602
Trade payables –213
Provisions –44
Total identifiable net assets 2,681
Goodwill 5
2,686

The fair value of trade and other receivables is EUR 602 thousand and includes trade receivables with a fair value of EUR 558 thousand. There were no write-downs of acquired trade receivables.

Due to the acquisition of the distribution business of Davydick&Co. Pty Limited on 10 January 2013 the determination of the fair values of the acquired assets at the balance sheet date could not be completed, the consolidation therefore is based on a preliminary purchase price allocation. This concerns in particular the fair value of the acquired identifiable intangible assets in the amount of EUR 564 thousand; this item includes customer relationships.

The revenue included in the consolidated statement of comprehensive income contributed by Davydick&Co. Pty. Limited was EUR 1,553 thousand since 10 January 2013. Had Davydick& Co. Pty. Limited been consolidated from 1 January 2013, the consolidated statement of comprehensive income would show revenue of EUR 1,734 thousand.

NORMA Group acquired the distribution business of Davydick& Co. Pty. Limited which led to individual assets being transferred to NORMA Group; therefore profit for this period cannot be shown.

Variant S.A.

Effective 3 June 2013, NORMA Group acquired the distribution business for joining technology of Variant S.A. in Poland. Variant S.A. has been a reliable distribution partner of NORMA Group for more than 20 years.

Variant is headquartered in Krakow, Poland, approximately 60 kilometres away from our production site in Pilica. The company is one of the leading distributors of joining products and cable ties in Poland selling to over 1,000 retailers and wholesalers across the country. End clients include home improvement stores, garages and specialist retailers for automotive supplies. By acquiring Variant, we will not only obtain a valuable client base, but also expand our cable tie business. The skilled team will support us in strengthening NORMA Group's market position in the Eastern European region and in catering to our local clients' needs even better.

Goodwill of EUR 819 thousand is derives from the acquisition that relates to the strengthening of our market position in the Eastern European region, the extended product range especially in the cable tie business as well as the expansion of the client base.

None of the goodwill recognised is expected to be deductible for income tax purposes.

Of the consideration of EUR 3,971 thousand, EUR 3,771 thousand were paid in cash and EUR 200 thousand consist of incurred liabilities.

The following table summarises the consideration paid for Variant S.A. and the amounts of the assets acquired and liabilities assumed recognised at the acquisition date.

in EUR '000 Q2 2013
Consideration at 3 June 2013 3,971
Acquisition-related costs (included in other operating
expenses in the consolidated statement of comprehen
sive income)
42
Recognised amounts of identifiable assets ac
quired and liabilities assumed
Property, plant and equipment 42
Customer lists 2,863
Licences, rights 211
Inventory 629
Provisions –11
Deferred tax assets 2
Deferred tax liabilities –584
Total identifiable net assets 3,152
Goodwill 819
3,971

Due to the acquisition of the distribution business of Variant S.A. on 3 June 2013 the determination of the fair values of the acquired assets at the balance sheet date could not be completed, the consolidation therefore is based on a preliminary purchase price allocation. This concerns in particular the fair value of the acquired identifiable intangible assets in the amount of EUR 3,074 thousand; this item includes mainly customer relationships.

The revenue included in the consolidated statement of comprehensive income contributed by Variant S.A. was EUR 160 thousand since 3 June 2013. Variant S.A. also contributed a loss of EUR 33 thousand over the same period.

Had Variant S.A. been consolidated from 1 January 2013, the consolidated statement of comprehensive income would show revenue of EUR 1,997 thousand. NORMA Group acquired the distribution business of Variant S.A. which led to individual assets being transferred to NORMA Group; therefore profit for this period cannot be shown.

19. Related party transactions

In the first half of 2013, NORMA Group did not have any transactions with related parties.

20. Events after the balance sheet date

In June 2013, we signed a purchase agreement to acquire 100% of the shares in the Australian Guyco Pty Limited, based in Adelaide. The company was included in the consolidated group of NORMA Group following the closing of the transaction in July 2013.

NORMA Group issued a promissory note valued at EUR 125 million with 5, 7 and 10 year terms at the beginning of July 2013. The strong interest shown by the lending institutions that resulted in high oversubscription and therefore attractive credit margins is particularly worth mentioning. EUR 21 million of this, in other words a rather significant share, was placed as part of the 10-year tranche. These funds will be used to fund general operations, but also to repay a share of the existing loans with a term that expires on 30 March 2016. We were thus able to arrange a significant extension in the terms and a smoother repayment profile for half of the original credit tranche agreement of EUR 250 million in connection with the initial public offering in 2011. The working credit line of EUR 125 million, of which little has been drawn will remain fully available until 2016.

As of 7 August 2013, no events were known that would have led to a material change in the disclosures or valuation of the assets and liabilities as at 30 June 2013.

Review

The interim report was neither audited according to Section 317 HGB nor reviewed by auditors.

Responsibility Statement

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

Maintal, 7 August 2013

NORMA Group SE Management Board

Werner Deggim Dr. Othmar Belker

Bernd Kleinhens John Stephenson

Financial Calendar 2013

6 November 2013 Publication of Q3 Interim Results 2013

We constantly update our financial calendar. Please visit the Investor Relations section on our homepage www.normagroup.com for the latest information.

Contact and Imprint

If you have any questions regarding NORMA Group or would like to be included in our distribution list, please contact the Investor Relations Team.

email: [email protected]

Andreas Trösch Vice President Investor Relations Phone: +49 6181 6102 741 Fax: +49 6181 6102 7641 email: [email protected]

Petra Müller Senior Manager Investor Relations & Head of Financial Publications Phone: +49 6181 6102 742 Fax: +49 6181 6102 7642 email: [email protected] Editor

NORMA Group SE Edisonstraße 4 D-63477 Maintal

Phone: +49 6181 6102 740 email: [email protected] www.normagroup.com

Concept and layout 3st kommunikation, Mainz

Note on the inerim report

This interim report is also available in German. If there are differences between the two, the German version takes priority.

Note on rounding

Please note that slight differences may arise as a result of the use of rounded amounts and percentages.

Forward-looking statements

This interim report 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 the actual events including the financial position and profitability of the NORMA Group SE and developments in the economic and regulatory fundamentals may vary substantially (particularly on the down side) from those explicitly or implicitly assumed in these statements. Even if the actual assets for the NORMA Group SE, including its financial position and profitability and the economic and regulatory fundamentals, are in accordance with such future-oriented statements in this interim report, no guarantee can be given that this will continue to be the case in the future.

NORMA Group SE Edisonstrasse 4 D-63477 Maintal

Phone: +49 6181 6102 740 email: [email protected] www.normagroup.com