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NORMA Group SE Interim / Quarterly Report 2014

May 7, 2014

311_10-q_2014-05-07_e65df344-64f6-42e0-b6e1-e2d6599d81ed.pdf

Interim / Quarterly Report

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Q1 2014 INTERIM REPORT

GROWTH CONNECTS

Overview of Key Figures 2014

Q1 2014 Q1 2013 Change
in %
Order situation
Order book (31 March) EUR million 238.5 229.1 4.1
Income statement
Revenue EUR million 177.8 159.3 11.6
Gross profi t 1) EUR million 102.4 91.0 12.5
Adjusted EBITA 2) EUR million 32.6 28.3 15.2
Adjusted EBITA margin % 18.4 17.8
EBITA EUR million 32.4 28.3 14.6
Adjusted profi t for the period 2) EUR million 19.6 17.3 13.4
Adjusted EPS EUR 0.61 0.54 13.7
Profi t for the period EUR million 13.6 15.8 – 14.2
EPS EUR 0.42 0.50 – 16.0
Number of shares (weighted) 31,862,400 31,862,400
Cash fl ow
Operating cash fl ow EUR million 16.8 9.8 71.6
Operating net cash fl ow EUR million 18.7 7.6 147.6
Cash fl ow from investing activities EUR million – 6.6 – 6.4 – 3.2
Cash fl ow from fi nancing activities EUR million – 111.4 1.6
31 March 31 Dec Change
2014 2013 in %
Balance sheet
Totals assets EUR million 748.1 823.7 – 9.2
Total equity EUR million 336.1 319.9 5.0
Equity ratio % 44.9 38.8
Net debt EUR million 147.3 153.5 – 4.0
Employees
Core workforce
4,211 4,134 1.9
Share data
IPO
8. April 2011
Stock exchange Frankfurter Wertpapierbörse. Xetra
Market segment Regulated Market (Prime Standard). MDAX
ISIN DE000A1H8BV3
Security identifi cation number A1H8BV
Ticker symbol NOEJ
Highest 3) EUR 43.31
Lowest 3) EUR 35.62
Share price as at 31 March 2014 3) EUR 38.46
Market capitalisation as at 31 March 2014 EUR million 1,225.0

1) Revenues including changes in inventories of fi nished goods and work in progress less raw materials and consumables used Date of publication: 7. May 2014 2) Adjusted by non-recurring / non-period-related costs, restructuring costs as well as other group and normalised items as well

as depreciation form PPA adjustments Notes, p. 33.

3) Xetra closing price

NORMA Group SE is an international market and technology leader in advanced engineered joining technology. We offer about 30,000 high-quality products and solutions to approxi mately 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 near Frankfurt, we operate a worldwide network with 21 manufacturing centres and numerous sales and distribution sites across Europe, the Americas and Asia-Pacific.

Innovative joining technology and the highest quality standards have secured our market position for over 60 years now. We offer solutions for many different industries with our advanced products. In fact, we rank as the world's market and technology leader in the area of joining technology thanks to the personal dedication of roughly 5,000 employees and our intellectual property rights portfolio that consists of more than 850 patents.

Two Strong Distribution Channels – Our Competitive Advantage

DISTRIBUTION OF SALES BY SALES CHANNELS

in %

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

ENGINEERED JOINING TECHNOLOGY (EJT)

The EJT marketing strategy focusses on customised, engineered solutions which meet the specifi c application requirements of original equipment manufacturers (OEM). Our EJT products are built on our extensive engineering expertise and proven leadership in the fi eld. 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 range 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 benefi ts 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 more than 90 countries. We market our joining technology products under our well-known brand names:

Content

NORMA Group – Growth Connects Two Strong Distribution Channels

6 NORMA Group on the Capital Market

9 Consolidated Interim Management Report

  • 10 Principles of the Group
  • 10 Economic Report
  • 18 Forecast Report
  • 20 Risk and Opportunity Report
  • 22 Report on Transactions with Related Parties
  • 22 Supplementary Report

23 Consolidated Interim Financial Statements

  • 24 Consolidated Statement of Financial Position
  • 26 Consolidated Statement of Comprehensive Income
  • 27 Consolidated Statement of Cash Flows
  • 28 Consolidated Statement of Changes in Equity
  • 30 Segment Reporting
  • 33 Notes to the Consolidated Financial Statements (condensed)

Financial Calendar 2014 Contact Imprint

NORMA Group on the Capital Market

NORMA Group share outperforms the benchmark

  • Proposed dividend of 0.70 EUR per share
  • Further rise in trading volume

VOLATILE SIDEWAYS TREND IN THE FIRST QUARTER OF 2014

The development of the stock markets during the fi rst quarter of 2014 can be characterised by a volatile sideways trend. The crisis in the Ukraine and the resulting fear of a new East-West confl ict, concern over China's growth prospects, and major currency devaluations in several emerging countries put immense pressure on the stock markets at times. On the other hand, the successful placement of state bonds by the crisis countries of Ireland and Portugal, signals from the European Central Bank (ECB) on further easing of monetary policies and the extension of the US debt limit all had a positive impact on the stock markets.

This resulted in a virtually unchanged DAX of 9,555 points compared to the end of the year. The MDAX on the other hand dropped by 0.7 % in the fi rst quarter to 16,461 points. The stock markets in Europe and the US also moved sideways. Whereas the Euro Stoxx 50 managed to rise by 1.7 %, the Dow Jones declined by 0.7 % over the 3-month period. The S & P 500 on the other hand rose slightly by 1.3 %.

SHARE PRICE PERFORMANCE COMPARED TO THE MDAX AND DAX INDEXES IN THE FIRST QUARTER OF 2014

FREE FLOAT SPLIT BY REGION

in % as of 31 March 2014 Hold 4 8 Buy

NORMA GROUP SHARE RISES DESPITE A VOLATILE STOCK MARKET ENVIRONMENT

NORMA Group's share rose again during the fi rst quarter of 2014 despite a volatile stock market environment. After reaching a new high of EUR 43 in mid-February, the share ended the fi rst quarter at EUR 38.46 or 6.6 % higher than at the end of 2013. NORMA Group's market capitalisation amounted to EUR 1.23 billion on 31 March 2014. Thanks to this positive performance, our share once again outperformed the benchmark index MDAX.

INCREASE IN TRADING VOLUME

The average Xetra trading volume of the NORMA Group share was 91,742 shares per day from January until the end of March (entire year 2013: 86,570 shares). The average value of shares traded on Xetra per day amounted to EUR 3.66 million (entire year 2013: EUR 2.53 million). NORMA Group's share thus ranked 46th out of 50 in the MDAX in terms of trading turnover.

REGIONALLY DIVERSIFIED SHAREHOLDER STRUCTURE

Through the withdrawal of the main shareholder 3i plc Group, free fl oat of the NORMA Group share has been at 100 % since January 2013. The increased interest of international investors in NORMA Group has resulted in a more regionally diverse shareholder structure, which is currently as follows:

United Kingdom: 28 % USA: 28 % Germany: 18 % France: 10 % Nordic: 8 % Rest of the world: 8 %

ANALYST COVERAGE

In March 2014, the NORMA Group share ranked 38th out of 50 in the MDAX based on market capitalisation.

According to the voting right notifi cations that we received by the end of April 2014, the following investors held shares in NORMA Group SE, which can be attributed to free fl oat:

Investors Shares in %
Ameriprise Financial Inc. 9.96
Bank of America Corporation 4.32
Mondrian Investment Partners, Ltd. 5.34
Blackrock Group, Ltd. 5.10
Allianz Global Investors Europe GmbH 5.02
BNP Paribas Investment Partners S.A. 3.15
Capital Research and Management Company 3.05
T. Rowe Price International, Ltd. 3.03

as of 30 April 2014

We had 2,562 private shareholders at the end of March (Dec. 2013: 2,149). The percentage of private shareholders in the total share portfolio amounted to around 1.7 %.

The Management and Supervisory Board continue to hold around 2.5 % of our shares as they did in December 2013.

PERFORMANCE OF THE NORMA GROUP SHARE SINCE 2013

SUSTAINABLE INVESTOR RELATIONS ACTIVITIES

NORMA Group's strategy is based on sustainable growth and high margins. By engaging in ongoing open and reliable communication with our stakeholders, we strengthen confi dence in our company and our share in order to ensure fair valuation of NORMA Group SE on the stock exchange.

Our ongoing and transparent dialogue with our analysts represents one key element of this. On 31 March 2014, NORMA Group SE was followed by 17 analysts in total. Eight of the analysts recommended buying NORMA Group shares, fi ve advocated selling and four recommended holding the share. The average price target was EUR 40.50 (Dec. 2013: EUR 35.81). Our goal is to continue to increase the number of analysts who follow our company.

ANNUAL GENERAL MEETING 2014

NORMA Group SE will be holding its Annual General Meeting in Frankfurt / Main on 21 May 2014. Due to the solid end of the year results for fi nancial year 2013, the Management and Supervisory Board will be proposing a dividend of EUR 0.70 per share (2012: EUR 0.65). This equates to a pay-out ratio of 35.9 % and a dividend yield of 1.9 % measured against the year-end share price (EUR 36.09).

KEY FIGURES ON THE NORMA GROUP SHARE

Q1 2014
Closing price as of 31 March 2014 (in EUR) 38.46
High (in EUR) 43.31
Low (in EUR) 35.62
Closing level of the MDAX as of 31 March 2014 16,461
Number of unweighted shares as of 31 March 2014 31,862,400
Market capitalisation as of 31 March 2014
(in EUR millions)
1,225
Average Xetra sales on a trading day
Number of shares 91,742
in EUR millions 3.66
Dividend per share (in EUR) 0.70
Dividend yield (in %) 1.9
Pay-out ratio (in %) 35.9

Consolidated Interim Management Report

10 Principles of the Group

10 Research and Development

10 Economic Report

  • 10 General Economic and Industry-Specifi c Conditions
  • 11 Signifi cant Events for Business Development
  • 12 General Statement by the Management Board on Anticipated Development
  • 12 Earnings, Assets and Financial Position
  • 16 Segment Reporting
  • 17 Employees

18 Forecast Report

  • 18 General Economic and Industry-Specifi c Conditions
  • 19 Future Development of NORMA Group SE
  • 20 General Statement by the Management Board on Anticipated Development
  • 20 Risk and Opportunity Report
  • 22 Report on Transactions with Related Parties
  • 22 Supplementary Report

Consolidated Interim Management Report

  • Sales growth of 11.6 % in the fi rst quarter of 2014
  • EBITA margin at a high level of 18.4 %
  • Positive business development in all three regional segments

Principles of the Group

Regarding the business and operating environment as well as the corporate strategy, we refer to our 2013 Annual Report. The information contained therein is still valid and there were no major changes in the 3-month period January to March 2014.

RESEARCH AND DEVELOPMENT

Our central R & D activities are described in detail in our 2013 Annual Report. 2013 Annual Report, p. 61 to 63. There were no major changes in the current reporting period 2014.

R & D activities in the fi rst quarter of 2014

In the fi rst quarter of 2014, we fi led another fi ve patents that cover the further development of our SCR (Selective Catalytic Reduction) GEN II systems. Our goal here is to ensure that our products are protected as well as possible. Our systems are designed to meet the future high demands that pertain to resistance to high temperatures in particular. Thanks to their modular design, we are able to modify our systems in an individual manner to meet our customers' demands without much signifi cant effort. This in turn makes it easier to adapt our fl uid line systems to suit different types of vehicles.

R & D KEY FIGURES FOR THE FIRST QUARTER OF 2014

Q1 2014
Number of R & D employees 216
R & D expenses in the area of EJT in EUR millions 5.7
R & D ratio (with respect to EJT sales) in % 4.5

SCR systems are of growing importance due to downsizing and the more rigid demands that are being placed on engine performance, particularly with respect to EURO-6 requirements. For this reason, our R & D activities in the months to come will likewise focus on the further development of our SCR lines.

Economic Report

GENERAL ECONOMIC CONDITIONS

Global economy continues its recovery, upturn in the euro region as well

The global economy has gotten off to a dynamic start to the new year. The US economy continued its recovery despite a severe winter. Industrial manufacturing rose at an extrapolated rate of 4.4 % in the fi rst quarter of 2014. The GDP reached annualised growth of only 0.1 % in the same period. The Chinese economy continues to grow, but not as dynamically as it has in the past. Industrial manufacturing rose by 8.7 % in the 1st quarter while the GDP rose by 7.4 %. The economic recovery in Europe is more robust, but remains moderate and susceptible to weakness. Industrial manufacturing in the euro region rose by 1.7 % in February (Jan. + 1.6 %). Capacity utilisation improved from 76.9 % to 79.2 % in the fi rst quarter compared to the same period last year. The Ifo Institute estimates that the GDP rose by 1.1 % in the euro region in the fi rst quarter of 2014 compared to the previous year.

German economy gaining momentum

The German economy gained momentum at the beginning of 2014. The domestic economy has been the main driver thanks to robust private consumption, strong construction activity and Principles of the Group Economic Report

an increase in investments. According to Eurostat fi gures, industrial manufacturing rose by 4.1 % in January and 4.0 % in February. Capacity utilisation amounted to 83.0 % in the fi rst quarter and was thus 2.6 percentage points higher than it was a year ago. According to the leading research institutes (spring forecast), the GDP in Germany rose by 2.5 % in the fi rst quarter of 2014 compared to the previous year's quarter, which was weakened by adverse weather conditions.

Mechanical and plant engineering: 2014 starts off with fl uctuations

According to fi gures from the German Engineering Federation (VDMA), engineering got off to a strong start in Germany by reporting a 5.6 % increase in production. Nevertheless, only 84.4 % of capacities were utilised (full year 2013: 84.8 %, average over several years: 86.1 %). At the same time, incoming orders rose by 6 % only to plummet again by 4 % in February and by 6 % in March. Total incoming orders declined by 2 % in the fi rst quarter of 2014. Here, domestic orders increased by 3 % while foreign orders declined by 4 %.

Automobile industry: growth in China, the USA and Western Europe

Both manufacturing fi gures and registrations of new vehicles rose signifi cantly in China at the start of the year. Sales rose by 14.1 % in the fi rst quarter of 2014. Despite the fact that the US market got off to a weak start with declines in both January and February due to the bad weather, this market continues to grow. By the end of March, new car registrations (light vehicles) were 1.3 % higher than in the previous year. Whereas registrations of cars in India (– 6.9 %), Russia (– 2.3 %) and Brazil (– 1.7 %) were weak, car sales increased signifi cantly in Japan (+ 20.9 %). The Western European market continued its recovery in the fi rst quarter. New car registrations rose by 7.2 % (EU + 8.4 %) – by 9.5 % in March alone (EU + 10.6 %). The UK (+ 13.7 %) and Spain (+ 11.8 %) experienced double-digit growth. Car sales were 5.6 % higher in Germany. Furthermore, the commercial vehicle market grew signifi cantly in Europe. Registrations in the EU rose by 9.8 % through the end of March and by 10.5 % in Germany.

Construction in Europe reports growth again, boom in Germany continues

According to fi gures from Eurostat, construction in the euro region rose by 7.1 % in January and by 5.5 % in February 2014 (building construction + 5.9 %, civil engineering + 3.9 %). Whereas in February, Portugal (– 11.4 %) and Italy (– 7.9 %) lagged behind the industry's recovery, the construction industry experienced growth in France (+ 6.5 %) and the UK (+ 1.6 %). Spain (+ 23.9 %), the Netherlands (+ 12.8 %) and Germany (+ 14.1 %) achieved double-digit growth rates. According to Destatis, the total sales of the German construction industry picked up considerably by 24.4 % by the end of February while the order situation improved again (total order volume + 6.7 %, building construction + 12.8 %, civil engineering – 0.4 %). The industry association ZDB reported yet another improvement in equipment utilisation in March.

SIGNIFICANT EVENTS FOR BUSINESS DEVELOPMENT

Acquisition of remaining shares in Chien Jin Plastic, Malaysia

In February 2014, we exercised our right to acquire the remaining 15 % shares in Chien Jin Plastic Sdn. Bhd. in Malaysia. We therefore now hold 100 % of the shares in this company.

Chien Jin Plastic is a manufacturer of thermoplastic joining technology based in Ipoh, Malaysia. The company has been on the market for over 20 years and manufactures connecting elements

SALES GROWTH

EFFECTS ON GROUP SALES

Currency effects – 4.1 – 2.6
Organic growth
Acquisitions
20.0
2.6
12.6
1.6
Sales 2013 159.3
in EUR millions Q1 2014 Share in %

for plastic and iron pipe systems that are used in a wide variety of different applications, most notably to supply drinking and industrial water, but also in irrigation systems. The company contributed EUR 7.8 million to Group sales in fi nancial year 2013.

The complete acquisition of Chien Jin Plastic is in line with our strategic goal of further expanding our presence in Asia. Due to the fact that we have already been fully consolidating Chien Jin Plastic since the acquisition in November 2012, the acquisition of the remaining 15 % of the shares will have no effect on the operative fi gures for the Group.

Optimisation of Financing Structure

In mid-January 2014, we used the funds raised from the promissory note that was issued in the middle of 2013 to prematurely repay a tranche of the syndicated loan that the Company has had available since April 2011. The repayment amounted to around EUR 101.4 million in total.

GENERAL STATEMENT BY THE MANAGEMENT BOARD ON ANTICIPATED DEVELOPMENT

The positive development of both sales and earnings at NORMA Group as of 31 March 2014 was in line with the Management Board's expectations.

With Group sales of EUR 177.8 million and 11.6 % growth compared to the fi rst quarter of last year, we have gotten off to a dynamic start to fi nancial year 2014 as expected. The macroeconomic recovery and effects that result from the stricter emission requirements of the EURO-6 standard have had a positive effect on our business. This is also refl ected in our strong organic growth of 12.6 %. While acquisitions contributed 1.6 % to our growth, negative currency effects resulted in a 2.6 % decline in sales.

Our two distribution channels EJT and DS have been developing as we had expected. Sales in the area of DS rose by 8.1 % in the fi rst quarter of 2014 compared to the previous year's quarter to EUR 52.0 million. In the area of EJT, we achieved 13.4 % growth in sales to EUR 126.7 million.

The main cost positions also developed as expected in the fi rst quarter of 2014. We managed to lower our personnel cost ratio slightly compared to the previous year's quarter. On the other hand, other operating expenses were slightly up and our cost of materials ratio in relation to sales was 30 basis points higher. In relation to total operating performance the cost of materials ratio showed stable compared to the previous year.

For the fi rst quarter of 2014, our adjusted EBITA was 15.2 % higher than in the previous year at EUR 32.6 million and we achieved an adjusted EBITA margin of 18.4 % (Q1 2013: 17.8 %).

The balance sheet and cash fl ow during the fi rst quarter were both infl uenced by partial repayment of the syndicated credit line by using the funds we had raised by issuing the promissory note.

EARNINGS, ASSETS AND FINANCIAL POSITION

Sales and Earnings Performance

Order backlog remains at a high level On 31 March 2014, the order backlog amounted to EUR 238.5 million and was thus 4.1 % higher than in the comparative period last year (EUR 229.1 million).

Strong organic growth in sales in the fi rst quarter of 2014 In the fi rst quarter of 2014, we generated Group sales of EUR 177.8 million. This equates to 11.6 % growth compared to the

EJT DS
in EUR millions Q1 2014 Q1 2013 Q1 2014 Q1 2013
Sales 126.7 111.8 52.0 48.1
Growth in % 13.4 8.1
Share of sales in % 70.9 70.1 29.1 30.2

DEVELOPMENT OF DISTRIBUTION CHANNELS

MATERIAL COSTS WITH COST OF MATERIALS RATIO

same quarter last year (Q1 2013: EUR 159.3 million). The growth drivers were mainly the new start-ups in Europe due to the EURO-6 standard, but also the improved macroeconomic environment in all regions. All in all, this resulted in strong organic growth of 12.6 %. Our acquisitions contributed 1.6 % to our growth. Negative currency effects resulted in 2.6 % lower sales.

Dynamic growth in both sales areas

In the area of EJT, we managed to achieve sales of EUR 126.7 million (Q1 2013: EUR 111.8 million) in the fi rst quarter of 2014 and thus growth of 13.4 % compared to the same quarter last year.

In the area of DS, we increased our sales by 8.1 % from EUR 48.1 million to EUR 52.0 million compared to the previous year's quarter.

Cost of materials ratio

Material costs added up to EUR 77.3 million in the fi rst quarter and were thus 12.3 % higher than the level of last year's quarter (Q1 2013: EUR 68.9 million). On the basis of the sales generated during the 3-month period, the cost of materials ratio amounted to 43.5 %. This means it was slightly higher than in the same period of the previous year (Q1 2013: 43.2 %). In relation to total operating performance, the cost of materials ratio amounted to 43.0 % and is thus at the same level as in the fi rst quarter of 2013. Notes, pp. 33 to 34.

Gross margin improved

Gross profi t (sales less the cost of materials, changes in inventories plus other own work capitalised) amounted to EUR 102.4 million in the fi rst quarter of 2014. This equates to an increase of 12.5 % compared to last year's fi gure of EUR 91.0 million. The gross margin (gross profi t in relation to sales) thus increased from 57.1 % to 57.6 % compared to the previous year's quarter.

Lower personnel cost ratio

Personnel costs increased disproportionately to sales by 9.6 % from EUR 41.9 million to EUR 45.9 million during the fi rst three months of 2014 compared to the previous year's quarter. This resulted in a reduction in the personnel cost ratio from 26.3 % to 25.8 %. Notes, p. 34.

Increase in other operating income and expenses

During the fi rst quarter of 2014, the balance of other operating income and expenses amounted to EUR – 19.8 million and was thus 19.5 % higher than the previous year's level of EUR – 16.6 million. This equates to 11.1 % of sales (Q1 2013: 10.4 %). Notes, p. 34.

EBITDA margin improved signifi cantly

At EUR 36.7 million, earnings before interest, taxes, depreciation and amortisation (EBITDA) was 12.7 % higher in the fi rst quarter of 2014 than the previous year's fi gure of EUR 32.6 million.

Adjusted EBITA, which is of even greater signifi cance to NORMA Group and is adjusted only slightly to account for depreciation on tangible assets from purchase price allocations amounted to EUR 32.6 million at the end of the quarter and was thus 15.2 % higher than the previous year's fi gure of EUR 28.3 million. The positive operating result yielded an equally positive EBITA margin of 18.4 %, which equates to a 17.8 % increase of 60 basis points over the same period of the previous year.

Financial result affected by one-off effects

The fi nancial result of the fi rst quarter of 2014 was signifi cantly infl uenced by one-off effects as a result of partial repayment of the syndicated loan. The termination of the hedges (interest / currency swaps) associated with the tranches that were paid back, which had an impact on the fi nancial statement when they were repaid, resulted in one-off expenditures of EUR 5.4 million in the

ADJUSTED EBITA

fi rst quarter of 2014. These one-time expenses in particular resulted in an increase in the negative fi nancial result to around EUR – 9.0 million. (Q1 2013: EUR – 2.2 million).

Taking taxes into account, this resulted in a one-off net negative effect of EUR 4.4 million. In the long term, repayment of the syndicated credit line will result in a signifi cant reduction in interest payable.

Earnings after taxes

Income tax for the fi rst three months of 2014 amounted to EUR 6.5 million (Q1 2013: EUR 7.4 million). This equates to a tax ratio of 32.4 %, 50 basis points higher than last year.

Earnings before taxes adjusted for the one-off effects of repaying the loan and including amortisation from purchase price allocation amounted to EUR 19.6 million and were thus 13.4 % higher than last year's level of EUR 17.3 million.

Adjusted earnings per share

Adjusted earnings per share amounted to EUR 0.61 and are thus 13.7 % higher than in the same period last year. Earnings per share amounted to EUR 0.42 and are thus 16.0 % lower than in the same quarter last year (EUR 0.50). Notes, p. 34.

OPERATING NET CASH FLOW

in EUR millions Q1 2014 Q1 2013
EBITDA 36.7 32.6
Change in working capital –11.6 – 20.9
Investments from operating business –6.4 – 4.1
Operating net cash fl ow 18.7 7.6

Assets

Total assets

Total assets as of 31 March 2014 amounted to EUR 748.1 million and were thus 9.2 % lower than at the end of 2013. Compared to the previous year's quarter in 2013 (EUR 719.9 million), they were 3.9 % higher. The reduction in total assets compared to December 2013 can be attributed for the most part to a decrease in cash and cash equivalents by EUR 101.4 million from EUR 194.2 million to EUR 92.8 million. The funds that were acquired by emitting the promissory note in June 2013 were used to pay back a share of the existing syndicated credit line. This resulted in a reduction in short-term loan liabilities from EUR 125.1 million to EUR 24.1 million.

Non-current assets relatively stable

Non-current assets amounted to EUR 446.5 million as of 31 March 2014. This means they were slightly lower (0.9 %) compared to 31 December 2013 (EUR 450.6 million). In comparison to the same quarter last year, they were 0.4 % lower. Non-current assets accounted for 59.7 % of total assets at the end of the quarter.

Current assets

Current assets amounted to EUR 301.6 million at the end of the quarter and were thus 19.2 % lower than at the end of 2013 (EUR 373.1 million). They were 11 % higher compared to the same quarter last year (EUR 271.6 million).

This reduction resulted for the most part from the roughly EUR 100 million decrease in cash and cash equivalents due to partial repayment of the syndicated credit line. By contrast, trade and other receivables rose by 26.9 % in the fi rst quarter to EUR 114.3 million compared to the end of the year. Such increases are quite typical for the fi rst quarter. Furthermore, inventories increased slightly by 2.3 % to EUR 81.6 million (31 December 2013: 79.8 million).

Group equity ratio reaches a high level of 44.9 %

Group equity amounted to EUR 336.1 million on 31 March 2014 and was thus 5.0 % higher than in December 2013 (EUR 319.9 million). The rise in equity is mainly the result of the earnings for the period in the fi rst quarter of 2014 in the amount of EUR 13.6 million.

The equity ratio, which was positively infl uenced by the partial repayment of debt, amounted to 44.9 % at the end of the quarter. This means it was signifi cantly higher (38.8 %) compared to the end of the year.

Net debt considerably lower

Net debt amounted to EUR 147.3 million as of 31 March 2014. This represents a 4.0 % or EUR 6.2 million decline compared to 31 December 2013 (EUR 153.5 million).

Lower capital commitment in (trade) working capital despite growth

(Trade) working capital (inventories plus receivables less liabilities each for the most part from deliveries and services) amounted to EUR 122.5 million as of 31 March 2014 and were thus 10.5 % higher compared to 31 December 2013 (EUR 110.9 million) due to strong growth in sales.

Non-current liabilities remain stable

Non-current liabilities amounted to EUR 262.6 million as of 31 March 2014 and thus remained virtually unchanged compared to the end of 2013 (EUR 261.4 million). This equates to a 35.1 % share of total assets.

Current liabilities

Current liabilities declined by 38.3 % from EUR 242.4 million to EUR 149.5 million during the reporting period. They thus accounted for 20.0 % of total assets (December 2013: 29.4 %). This development can be largely attributed to the partial repayment of the credit line, which reduced current loan liabilities from EUR 125.1 million to EUR 24.1 million. Moreover, derivative fi nancial liabilities declined by roughly EUR 7.0 million. Trade payables on the other hand rose by 24.4 % to EUR 73.4 million compared to the end of 2013.

Off-balance sheet fi nancial instruments

NORMA Group relies on leases as a source of funding (so-called operating leasing) to a limited extent; however, due to IFRS requirements these are not included in the consolidated balance sheet. There were no other signifi cant off-balance-sheet fi nancing instruments in the reporting period January to March 2014.

Financial Position and Cash Flows

Financial management

For a more detailed overview of our general fi nancial management, we kindly refer you to our 2013 Annual Report, p. 60 and pp. 74 to 75.

Signifi cant increase in operating net cash fl ow

Operating net cash fl ow amounted to EUR 18.7 million in the fi rst quarter of 2014 (Q1 2013: EUR 7.6 million) and rose considerably due to strong EBITDA and the low build-up of working capital compared to the same period of the previous year. In relation to total sales, net cash fl ow during the fi rst quarter of 2014 amounted to 10.5 % (Q1 2013: 4.7 %).

Cash fl ow from operating activities increases

Cash infl ow from operating activities amounted to EUR 16.8 million in the fi rst three months of 2014 and was thus 71.6 % higher than the level of the previous year's quarter (EUR 9.8 million).

In this case, a change made in inventories, trade receivables and other assets resulted in an increase of EUR 12.6 million to cash outfl ow of EUR 30.6 million. On the other hand, cash fl ow was positively infl uenced by the increase in liabilities for deliveries and services, which can be attributed to optimised working capital management.

Cash fl ow from investment activities slightly higher

In the fi rst quarter of 2014, we show an outfl ow of EUR 6.6 million (Q1 2013: EUR 6.4 million) in funding from investment activities. Whereas net payments for acquisitions dropped to EUR 0.4 million (Q1 2013: EUR 2.4 million), expenses for the acquisition of property, plant and equipment and intangible assets increased by EUR 1.5 million to EUR 4.9 million e.g. by EUR 0.8 million to EUR 1.5 million compared to last year.

The investment ratio in the fi rst quarter of 2014 therefore amounted to 3.7 % of sales. Adjusted for acquisitions and proceeds from the sale of fi xed assets, the ratio was 3.6 %.

Cash fl ow from fi nancing activities infl uenced by partial repayment of loans

In the fi rst quarter, we showed a cash fl ow from fi nancing activities in the amount of EUR – 111.4 million (Q1 2013: EUR 1.6 million). The cash fl ow from fi nancing activities was infl uenced by partial repayment of loans in the amount of EUR 101.4 million in particular and the related repayment of hedging derivatives valued at around EUR 7.0 million.

DEVELOPMENT OF THE SEGMENTS

EMEA Americas Asia-Pacifi c
in EUR millions Q1 2014 Q1 2013 Q1 2014 Q1 2013 Q1 2014 Q1 2013
Segment sales 115.7 106.7 56.5 48.5 15.2 12.6
External sales 108.4 100.3 54.6 46.7 14.8 12.3
Contribution to consolidated sales in % 61 63 31 29 8 8
Adjusted EBITDA 1) 26.0 22.3 10.6 10.3 1.3 1.1
Adjusted EBITDA margin 2) in % 22.4 20,9 18.8 21.1 8.8 9.0

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

2) Related to segment sales.

SEGMENT REPORTING

In the fi rst three months of 2014, we generated 70 % of Group sales abroad. The high share of foreign sales is the result of our consistent internationalisation strategy which we intend to continue to pursue in the future.

Strong organic growth in the EMEA region

The overall economic recovery in the fi rst quarter and the legislative introduction of the EURO-6 standard, including the related ramp-up of new engine generations, had a positive effect on sales in the EMEA region in the fi rst quarter of 2014. With foreign sales of EUR 108.4 million, we grew by 8.1 % compared to the previous year's quarter (EUR 100.3 million). Acquisitions contributed 0.4 % to our growth. Negative currency effects dampened growth, but only to a minor extent. The EMEA region accounted for around 61 % of total sales in the fi rst quarter.

Adjusted EBITDA in the EMEA region amounted to EUR 26.0 million in the fi rst quarter and thus increased by 16.6 % compared to the same quarter last year (EUR 22.3 million). The adjusted EBITDA margin with respect to segment sales rose signifi cantly from 20.9 % during the fi rst quarter of 2013 to 22.4 % in the 2014 reporting period.

Assets amounted to EUR 521.6 million as of 31 March 2014 and thus rose by 6.4 % compared to the end of 2013 (EUR 490.3 million).

Sales developed extremely positively in the Americas region We generated EUR 54.6 million in foreign sales in the Americas region in the fi rst quarter (Q1 2013: 46.7 million) and growth of 16.9 %. Currency effects had a negative impact on these fi gures. The Americas accounted for 31 % of total Group sales during the fi rst quarter of 2014.

Adjusted EBITDA amounted to EUR 10.6 million in the fi rst quarter of 2014, a 3.5 % increase compared to the same period of the previous year (EUR 10.3 million). The adjusted EBITDA margin with respect to segment sales, which had amounted to 21.1 % in the fi rst quarter of 2013, declined to 18.8 % in the reporting period.

Assets amounted to EUR 225.7 million as of 31 March 2014 and thus increased by 7.4 % compared to the end of 2013 (EUR 210.0 million).

Growth in sales in the Asia-Pacifi c region bolstered by acquisitions

We generated EUR 14.8 million in foreign sales in the Asia-Pacific region in the fi rst quarter of 2014 (Q1 2013: EUR 12.3 million). This equates to growth of 20.4 % compared to the previous year's quarter. The acquisitions we made last year, but also our organic growth contributed to this. Negative currency effects, particularly with respect to the Australian dollar, hampered growth.

Adjusted EBITDA in the Asia-Pacifi c region amounted to EUR 1.3 million in the fi rst quarter. This means it rose by 17.8 % compared to the previous year's quarter. The adjusted EBITDA margin on the basis of segment sales for the Asia-Pacifi c region amounted to 8.8 % and was thus 20 basis points higher than last year's level of 9.0 %.

Assets as of 31 March 2014 increased by 1.8 % from EUR 61.9 million to EUR 63.0 million.

BREAKDOWN OF SALES BY REGION

EMPLOYEES BY REGION (CORE WORKFORCE)

as of 31 March 2014

EMPLOYEES

in %

On 31 March 2014, NORMA Group SE had 5,186 employees, including temporary workers, on a global basis. 4,211 of these employees are members of our core workforce. This means the total number of employees increased by 11.1 % compared to the fi rst quarter of last year. This increase can mainly be attributed to the expansion of existing and the opening of new sites, but also to last year's acquisitions.

2,821 employees worked for the Company in the EMEA region as of 31 March 2014. This is roughly the same number as in the same period last year (31 March 2013: 2,649). Employees in the EMEA region thus accounted for 67 % of the total workforce.

The Company has 775 permanent employees in the Americas region and 615 in the Asia-Pacifi c region. This means 18 % of our permanent employees worked in the Americas and 15 % in the Asia-Pacifi c region.

EMPLOYEE FIGURES

31 March
2014
Changes in
relation to Q1
2013 (in %)
Number of employees,
including temporary workers
5,186 (4,666) 11.1
Temporary workers 975 (820) 18.9
Permanent employees 4,211 (3,846) 9.5
Employees EMEA** 2,821 (2,649) 6.5
Employees Americas** 775 (649) 19.4
Employees APAC** 615 (548) 12.2

* The numbers in brackets refer to the corresponding numbers in the same period of the previous year (March 2013).

** Permanent employees

GDP GROWTH RATES

Annual rate in % 2013 Q1 2014 2014 e 2015 e
World + 3.0 + 3.6 + 3.9
USA + 1.9 + 0.1 a) + 2.8 + 3.0
China + 7.7 + 7.4 + 7.5 + 7.3
Euro zone – 0.5 + 1.1 b) + 1.2 + 1.5
Germany + 0.4 + 2.5 c) + 1.9 + 2.0

Sources: IMF, US Department of Commerce, NBS China, research institutes (spring forecast 2014) Note: a) annualised rate, b) Ifo estimate, c) Research institute estimate

Forecast Report

GENERAL ECONOMIC AND INDUSTRY-SPECIFIC CONDITIONS

Stronger global upturn, euro region achieves moderate growth

The recovery of the global economy is being carried by the industrial nations and is gaining greater breadth. Due to the turnaround in interest rates in the US, several of the emerging countries are under pressure due to capital outfl ows, rising interest rates to stabilise the local currencies and structural problems. China's economy is growing more slowly than it has in the past now that the country is focussing on strengthening domestic demand. Furthermore, geopolitical risks could have a negative impact on the global economy. Nevertheless, the IMF still expects the global economy to continue to gain momentum and grow by 3.6 % in 2014 (2013: + 3.0 %) and 3.9 % in 2015. According to its fi gures, the US economy will grow by 2.8 % (2014). The Chinese economy on the other hand will only grow by 7.5 % in 2014. Moderate growth of 1.2 % is expected for the euro region.

Boom in the German economy

Bolstered by strong domestic demand, the German economy continues to gain momentum. Incoming orders and production volumes are on the rise. Construction is also picking up and consumption is benefi tting from higher employment and incomes. Good fi nancing conditions and higher capacity utilisation is driving investment activity. The leading research institutes (spring forecast) estimate economic growth of 1.9 % in 2014 and 2.0 % for 2015. On the other hand, however, the current crisis in the Ukraine is associated with new risks.

Mechanical engineering: association underscores its growth forecast

Following the slow start to the new year 2014, the increase in the value of the euro and uncertainties as to how the economies will develop in emerging countries have dampened the outlook, particularly in China. In terms of sales, China accounts for 34 % of the global market (2013). In addition, the geopolitical risks are on the rise, especially in the Ukraine. Nevertheless, the German mechanical engineering industry is optimistic for the future. The economic momentum and industrial manufacturing continue to gain strength in the established countries. The VDMA reconfi rmed its expectation of a 3 % increase in manufacturing in 2014 at the Hanover trade fair. This would mean that the level before the onset of the fi nancial crisis would be exceeded for the fi rst time.

Automobile industry continues on its growth course, Western Europe records growth again

The global car market will continue to grow unabated in 2014 and a new record for volume will be set. The market research institute IHS-Automotive (Polk) forecasts an increase in new registrations of passenger vehicles of 4 % to 78.5 million units. The VDA currently expects to see a 3 % increase to nearly 75 million cars

FORECAST 2014

Consolidated sales solid organic growth of between 4 % and 7 %, in addition, around EUR 8 million from acquisitions
Sales growth Asia-Pacifi c over 10 %, driven by expansion of our activities and gains in market share, among other factors
Sales growth Americas solid organic growth driven by pre-buy effects due to the introduction of EPA15, among other factors
Sales growth EMEA solid organic growth driven by the new introduction of EURO-6, among other things
Sales growth EJT solid growth driven by the introduction of new emission standards, among other things
Sales growth DS solid growth due to the recovery of the market and the effects of acquisitions, among other things
Adjusted EBITA margin sustainable at the same level as in previous years of over 17 %
Net fi nancial income approx. EUR – 18 million including the one-off effect of partial repayment of the syndicated credit line
Tax rate around 32 %
Adjusted earnings per share solid increase
Investments in R & D roughly 4 % of EJT sales
Cost of materials ratio roughly the same as in the previous two years
Personnel cost ratio gradual and continuous improvement
Investment rate operationally at roughly the same level as the previous years of around 4.5 % of sales
Operating net cash fl ow between the levels of the previous two years (2012: EUR 81 million, 2013: EUR 103.9 million)
Dividend approximately 30 % to 35 % of adjusted annual Group earnings

(previously: 74.7 million), whereby it expects the two largest markets China (+ 7 %) and the USA (+ 3 %) to continue their growth course. Polk (+ 2.5 %) and the VDA (+ 2 %) expect to see growth again in Western Europe for the fi rst time in a long while. The automotive association also projects that German manufacturers will increase their global production fi gures by 4 % to 14.7 million cars in 2014 (domestic manufacturing and exports each to rise by 2 %, foreign manufacturing by 6 %).

Construction industry: recovery in Western Europe, German construction industry continues to gain momentum

According to the estimates of Euroconstruct (Ifo Institute), construction will grow by 0.9 % in Western Europe in 2014 and continue to gain momentum in the years to come. An increase of 1.5 % in residential construction is expected in 2014. Construction continues to develop extremely positively in Germany. The leading research institutes (spring forecast) estimate that construction spending will increase by 4.3 % in 2014 (2013: + 0.1 %). Besides residential construction (+ 4.4 %) (2013: + 0.8 %), public construction (+ 10.3 %) (2013: + 1.7 %), which is fuelled by aid for fl ood victims, and investments in infrastructure, are driving factors. In addition, commercial construction continues to grow at a rate of 1.7 % (2013: – 1.8 %). The Federal Association of the Construction Industry expects to see the German construction industry's sales increase by 2.8 % in 2014. Besides the main construction industry (+ 3 %), the areas of expansion (+ 2 %) and energy and building technology (+ 2.6 %) both continue to grow.

FUTURE DEVELOPMENT OF NORMA GROUP SE

We do not intend to implement any major changes to our corporate targets and our corporate strategy. A detailed description of our strategic goals is provided in the 2013 Annual Report. 2013 Annual Report, p. 58 to 59.

We mainly stick to our forecast for fi nancial year 2014 published in the 2013 Annual Report. Due to the acquisition of the business activities of the US company Five Star Clamps, Inc. at the end of April 2014, we adjusted our forecast regarding sales from acquisitions from around EUR 5 million to around EUR 8 million.

For the year 2014, the NORMA Group Management Board currently expects the global economy to grow at a faster rate than in 2013. The advanced economic regions will be the main drivers here. The euro region will return to its moderate growth course in 2014 thanks to exports and a gradual increase in investments. We also expect to see growth impulses from the developing and emerging nations, nevertheless the risks here are quite high.

Due to broad diversifi cation with respect to products, regions and markets, we have a relatively robust business model. Supported by the positive development in growth of the global economy compared to fi nancial year 2013, business with important customers of NORMA Group has developed quite positively so far.

In total, we expect Group sales to increase organically by around a solid 4 to 7 percent in 2014 compared to 2013. Here, it is assumed that no economic cool down occurs in the regional segments. For the most part, this growth will be achieved through higher volumes, while the price adjustment clauses so typical of our business will continue to lead to slight declines in prices.

Furthermore, the acquisitions of Variant S.A., Guyco Pty. Ltd. and Five Star Clamps, Inc. will generate around EUR 8 million in additional sales compared to the previous year, due to consolidation.

Our forecast regarding the regional segments EMEA, Americas and Asia Pacifi c as well as the two distribution channels Engineered Joining Technology and Distribution Services are described in the 2013 Annual Report. We still hold fast to the statements provided in the 2013 Annual Report. 2013 Annual Report, p. 92 to 97.

Together with the acquisitions, we made in 2013 and 2014 and based on the effects of our Group-wide cost reduction programme, we strive at achieving yet another sustained adjusted EBITA margin of over 17 % in 2014.

GENERAL STATEMENT BY THE MANAGEMENT BOARD ON ANTICIPATED DEVELOPMENT

Considering the current conditions, NORMA Group looks back on a good fi rst quarter 2014. The Management Board of NORMA Group mainly holds fast to the forecast it submitted for 2014.

Due to the introduction of the EURO-6 standard, the Management Board of NORMA Group expects to see sales develop considerably more positively in Europe and a sustainable development of sales. The driving factors include the higher number of joining elements per vehicle, but also the higher value of these elements.

The Management Board holds fast to its projection that NORMA Group will continue to grow in the years 2014 and 2015.

Risk and Opportunity Report

NORMA Group's corporate group is exposed to a wide variety of risks and opportunities, which can have a positive or negative short-term or long-term impact on its fi nancial position and performance. For this reason, opportunity and risk management represents an integral component of corporate management for NORMA Group SE, at both the Group management level and at the level of the individual companies and individual functional areas. Because all corporate activities are associated with risks and opportunities, we consider identifying, assessing, and managing opportunities and risks to be a fundamental component of executing our strategy, securing the short and long-term success of the Company and sustainably increasing shareholder value. In order to achieve this over the long-term, we encourage our employees in all areas of the Company to remain conscious of risks and opportunities.

To obtain a more detailed description of the current assessments of the risks and opportunities that NORMA Group faces, please refer to the Risk and Opportunities Report in our 2013 Annual Report. 2013 Annual Report, p. 97 to 107.

In the fi rst quarter of 2014, there were no changes to our assessments of risks and opportunities since we published our 2013 Annual Report. The risk and opportunity portfolio contained in the Annual Report and the probability of their occurrence, but also the potential fi nancial effects, continue to apply unchanged on 31 March 2014.

OPPORTUNITY AND RISK PORTFOLIO OF NORMA GROUP 1)

Probability Impact
unlikely possible likely Change in
2013
minor moderate major Change in
2013
Financial risks and opportunities
Default
Liquidity – Risks
– Opportunities
Currency – Risks
– Opportunities
Interest – Risks
– Opportunities
Economic risks and opportunities
Risks
Opportunities 2)
Industry-specifi c and technological risks and opportunities
Risks
Opportunities 2)
Risks and opportunities associated with corporate strategy
Risks
Opportunities
Operative risks and opportunities
Commodity pricing – Risks
– Opportunities
Supplier – Risks
– Opportunities
Quality and production – Risks
– Opportunities
Customer – Risks
– Opportunities 3)
Risks Risks and opportunities of personnel management
Opportunities
IT-related risks and opportunities
Risks
Opportunities
Legal risks and opportunities
Disregard to standards
Social and environment – Risks
– Opportunities
Property rights – Risks
– Opportunities

1) Provided that not indicated differently, the risk assessment applies for all regional segments.

2) For the APAC region, we assume a positive deviation as likely whereas the fi nancial impact is rated moderate. 3) For the APAC region, we assume a positive deviation as possible whereas the fi nancial impact is rated moderate. unchanged

higher

lower

new

Report on Transactions with Related Parties

In the reporting period from January to March 2014, there were no signifi cant transactions with related parties subject to reporting.

Supplementary Report

In mid-April 2014, we started production at our plant in Atibaia, Brazil. The new plant manufactures quick connectors and fl uid systems for the automotive and commercial vehicle industries. From June, it will begin producing the exhaust pipe couplings Euro Coupler and Accuseal and the V-band profi le clamp for the South American market.

At the end of April 2014, we acquired the business of Five Star Clamps Inc. ('Five Star') in the US. Five Star is a family-owned company that manufactures and distributes joining products for more than 50 different industries. In fi nancial year 2012, Five Star generated revenues of about USD 5 million. Five Star will be consolidated fi nancially as part of NORMA Group effective immediately. With the acquisition of Five Star, we are further expanding our activities in the US.

Maintal, 7 May 2014

NORMA Group SE The Management Board

Werner Deggim Dr. Othmar Belker

Bernd Kleinhens John Stephenson

  • 24 Consolidated Statement of Financial Position
  • 26 Consolidated Statement of Comprehensive Income
  • 27 Consolidated Statement of Cash Flows
  • 28 Consolidated Statement of Changes in Equity
  • 30 Segment Reporting
  • 32 Notes to the Consolidated Financial Statements (condensed)

Consolidated Statement of Financial Position

as of 31 March 2014

ASSETS

in EUR thousands Note 31 March 2014 31 Dec 2013 31 March 2013 1)
Non-current assets
Goodwill (10) 233,166 233,239 237,172
Other intangible assets (10) 91,204 92,910 92,556
Property, plant and equipment (10) 115,419 115,367 109,380
Other non-fi nancial assets 0 0 734
Income tax assets 1,559 1,533 2,621
Deferred income tax assets 5,098 7,515 5,826
446,446 450,564 448,289
Current assets
Inventories (11) 81,629 79,770 77,393
Other non-fi nancial assets 11,015 8,114 8,948
Derivative fi nancial assets 17 92 137
Income tax assets 1,805 827 5,731
Trade and other receivables (11) 114,347 90,138 102,056
Cash and cash equivalents (17) 92,829 194,188 77,367
301,642 373,129 271,632
Total assets 748,088 823,693 719,921

1) Restated due to effects from the application of IAS 19R. See: Notes to the Consolidated Financial Statements of the 2013 Annual Report Section 2 Basis of preparation and Section 7 Change in accounting principle.

EQUITY AND LIABILITIES

in EUR thousands Note 31 March 2014 31 Dec 2013 31 March 2013 1)
Equity attributable to equity holders of the parent
Subscribed capital 31,862 31,862 31,862
Capital reserves (12) 216,044 215,927 215,347 2)
Other reserves – 11,395 – 13,857 – 8,300
Retained earnings (12) 98,503 84,966 66,509 2)
Equity attributable to shareholders 335,014 318,898 305,418
Non-controlling interests 1,042 1,004 975
Total equity 336,056 319,902 306,393
Liabilities
Non-current liabilities
Retirement benefi t obligations 10,911 10,869 10,298
Provisions (13) 5,946 5,284 4,914
Borrowings (14) 202,528 200,981 190,732
Other non-fi nancial liabilities 1,294 1,398 1,580
Other fi nancial liabilities 1,116 1,619 2,569
Derivative fi nancial liabilities (14), (16) 8,931 8,293 27,391
Deferred income tax liabilities 31,831 32,970 34,118
262,557 261,414 271,602
Current liabilities
Provisions (13) 9,024 8,334 6,515
Borrowings (14) 24,110 125,127 54,568
Other non-fi nancial liabilities 21,378 22,407 20,538
Other fi nancial liabilities 3,375 4,676 2,181
Derivative fi nancial liabilities (14), (16) 48 6,977 205
Income tax liabilities 18,100 15,831 15,355
Trade payables 73,440 59,025 42,564
149,475 242,377 141,926
Total liabilities 412,032 503,791 413,528
Total equity and liabilities 748,088 823,693 719,921

1) Restated due to effects from the application of IAS 19R. See: Notes to the Consolidated Financial Statements of the 2013 Annual Report Section 2 Basis of preparation and Section 7 Change in accounting principle.

2) At the end of the year 2013, the expenses from the stock option programme recognised in equity were reclassifi ed from the retained earnings into the capital reserve in order to achieve the same disclosure in the Statutory Financial Statements of NORMA Group SE and the Consolidated Financial Statements of NORMA Group. In Q1 2013 analogous application.

Consolidated Statement of Comprehensive Income

for the period from 1 January to 31 March 2014

in EUR thousands
Note
Q1 2014 Q1 2013
Revenue
(5)
177,797 159,321
Changes in inventories of fi nished goods and work in progress 1,488 327
Other own work capitalised 455 225
Raw materials and consumables used
(5)
– 77,335 – 68,859
Gross profi t 102,405 91,014
Other operating income
(6)
1,509 1,814
Other operating expenses
(6)
– 21,310 – 18,389
Employee benefi ts expense
(7)
– 45,898 – 41,879
Depreciation and amortisation – 7,677 – 7,106
Operating profi t 29,029 25,454
Financial income
(8)
84 133
Financial costs
(8)
– 9,038 – 2,356
Financial costs – net – 8,954 – 2,223
Profi t before income tax 20,075 23,231
Income taxes – 6,504 – 7,410
Profi t for the period 13,571 15,821
Other comprehensive income for the period, net of tax
Other comprehensive income that can be reclassifi ed into profi t or loss, net of tax 2,466 205
Exchange differences on translation of foreign operations 169 – 138
Cash fl ow hedges, net of tax 2,297 343
Other comprehensive income for the period, net of tax 2,466 205
Total comprehensive income for the period 16,037 16,026
Profi t attributable to
Shareholders of the parent 13,537 15,822
Non-controlling interests 34 – 1
13,571 15,821
Total comprehensive income attributable to
Shareholders of the parent 15,999 16,072
Non-controlling interests 38 – 46
16,037 16,026
Undiluted earnings per share (in EUR)
(9)
0.42 0.50
Diluted earnings per share (in EUR)
(9)
0.42 0.50

Consolidated Statement of Cash Flows

for the period from 1 January to 31 March 2014

in EUR thousands Note Q1 2014 Q1 2013
Operating activities
Profi t for the period 13,571 15,821
Depreciation and amortisation 7,677 7,106
Gain (–) / loss (+) on disposal of property, plant and equipment 6 6
Change in provisions 1,350 93
Change in deferred taxes – 199 850
Change in inventories, trade account receivables and other receivables,
which are not attributable to investing or fi nancing activities
– 30,572 – 17,984
Change in trade and other payables, which are not attributable to investing or fi nancing activities 15,293 4,155
Interest expenses of the period 2,498 2,579
Expenses due to repayment of derivatives (Cash-Flow-Hedges) 4,683 0
Other non-cash expenses / income 2,495 – 2,836
Net cash provided by operating activities (17) 16,802 9,790
thereof interest received 116 84
thereof income taxes – 4,978 – 3,109
Investing activities
Payments for acquisitions of subsidiaries, net – 354 – 2,401
Investments in property, plant and equipment – 4,922 – 3,399
Proceeds from sale of property, plant and equipment 119 56
Investments in intangible assets – 1,478 – 684
Net cash used in investing activities – 6,635 – 6,428
Financing activities (17)
Reimbursement OPICP from shareholder 0 1,067
Payments for shares in a subsidiary – 907 0
Interest paid – 2,250 – 2,706
Proceeds from borrowings 317 3,618
Repayment of borrowings (14) – 101,574 – 253
Repayment of hedging derivatives (16) – 6,890 0
Repayment of lease liabilities – 82 – 176
Net cash used in (–) / provided by (+) fi nancing activities (17) – 111,386 1,550
Net decrease (–) / increase (+) in cash and cash equivalents – 101,219 4,912
Cash and cash equivalents at beginning of the year 194,188 72,389
Effect of foreign exchange rates on cash and cash equivalents – 140 66
Cash and cash equivalents at end of the period (17) 92,829 77,367

Consolidated Statement of Changes in Equity

for the period from 1 January to 31 March 2014

Attributable to equity holders
of the parent
in EUR thousands Note Subscribed capital Capital reserves
Balance on 31 December 2012 (as reported) 31,862 213,559
Effects from the application of IAS 19R
Balance on 31 December 20121) 31,862 213,559
Changes in equity for the period
Result for the period
Exchange differences on translation of foreign operations
Cash fl ow hedges, net of tax
Total comprehensive income for the period 0 0
Stock options2) 721
Reimbursement OPICP by shareholders 1,067
Total transactions with owners for the period 0 1,788
Balance at 31 March 2013 (12) 31,862 215,347
Balance at 31 December 2013 31,862 215,927
Changes in equity for the period
Result for the period
Exchange differences on translation of foreign operations
Cash fl ow hedges, net of tax (16)
Total comprehensive income for the period 0 0
Stock options2) 117
Total transactions with owners for the period 0 117
Balance on 31 March 2014 (12) 31,862 216,044

2) Restated due to effects from the application of IAS 19R. See: Notes to the Consolidated Financial Statements of the Annual Report 2013 Section 2 Basis of preparation and Section 7 Change in accounting principle.

2) In 2013, the expenses from the stock option programme recognised in equity were reclassifi ed from the retained earnings into the capital reserve in order to achieve the same disclosure in the Statutory Financial Statements of NORMA Group SE and the Consolidated Financial Statements of NORMA Group.

Consolidated Statement of Changes in Equity

Attributable to equity holders
of the parent
Non-controlling
Other reserves Retained earnings Total interests Total equity
– 8,550 50,450 287,321 1,021 288,342
839 839 839
– 8,550 51,289 288,160 1,021 289,181
15,822 15,822 – 1 15,821
– 93 – 93 – 45 – 138
343 343 343
250 15,822 16,072 – 46 16,026
– 602 119 119
1,067 1,067
0 – 602 1,186 0 1,186
– 8,300 66,509 305,418 975 306,393
– 13,857 84,966 318,898 1,004 319,902
13,537 13,537 34 13,571
165 165 4 169
2,297 2,297 2,297
2,462 13,537 15,999 38 16,037
117 117
0 0 117 0 117
– 11,395 98,503 335,014 1,042 336,056

Segment Reporting

for the period from 1 January to 31 March 2014

EMEA Americas Asia-Pacifi c
in EUR thousands Q1 2014 Q1 2013 Q1 2014 Q1 2013 Q1 2014 Q1 2013
Total revenue 115,695 106,673 56,500 48,514 15,188 12,570
thereof inter-segment revenue 7,311 6,366 1,880 1,783 395 287
Revenue from external customers 108,384 100,307 54,620 46,731 14,793 12,283
Contribution to consolidated
group sales
61 % 63 % 31 % 29 % 8 % 8 %
Adjusted EBITDA 1) 25,968 22,270 10,623 10,260 1,338 1,136
Depreciation without PPA
depreciation 2)
– 2,396 – 2,481 – 1,009 – 1,126 – 452 – 428
Adjusted EBITA 3) 23,572 19,789 9,614 9,134 886 708
Assets
(prior year as at 31 Dec 2013) 4)
521,613 490,322 225,690 210,047 62,981 61,895
Liabilities
(prior year as at 31 Dec 2013) 5)
205,391 196,079 132,028 121,336 21,514 20,385
Capex 2,178 2,031 3,153 901 590 222

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

2) Depreciation from purchase price allocations.

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

4) Including allocated goodwills, taxes are shown within the reconciliation.

5) Taxes are shown within the reconciliation.

Total segments Central functions Consolidation Consolidated Group
Q1 2014 Q1 2013 Q1 2014 Q1 2013 Q1 2014 Q1 2013 Q1 2014 Q1 2013
187,383 167,757 11,024 10,940 – 20,610 – 19,376 177,797 159,321
9,586 8,436 11,024 10,940 – 20,610 – 19,376 0 0
177,797 159,321 0 0 0 0 177,797 159,321
100 % 100 %
37,929 33,666 – 903 – 353 – 320 – 753 36,706 32,560
– 3,857 – 4,035 – 200 – 176 0 0 – 4,057 – 4,211
34,072 29,631 – 1,103 – 529 – 320 – 753 32,649 28,349
810,284 762,264 150,973 212,440 – 213,169 – 151,011 748,088 823,693
358,933 337,800 224,642 277,946 – 171,543 – 111,955 412,032 503,791
5,921 3,154 479 929 0 0 6,400 4,083

Notes to the Consolidated Financial Statements (condensed)

1. GENERAL INFORMATION

The condensed consolidated fi nancial statements of NORMA Group as of 31 March 2014 have been prepared in accordance with IAS 34 "Interim fi nancial reporting" as adopted by the EU.

The condensed consolidated fi nancial statements are to be read in connection with the consolidated fi nancial statements for 2013, which are available on the website www.normagroup.com. All IFRS to be applied for fi nancial years beginning 1 January 2014, as adopted by the EU, have been taken into account.

The condensed fi nancial statements were approved by NORMA Group management on 6 May 2014 and released for publication.

2. BASIS OF PREPARATION

The condensed fi nancial statements are prepared using the same methods of accounting and consolidation principles as in the Notes to the consolidated annual fi nancial statements for 2013. A detailed description of signifi cant accounting principles can be found in the annual consolidated statements for 2013 (Note 3 "Summary of signifi cant accounting principles").

The most signifi cant accounting policies are as follows:

Position Valuation method
Assets
Goodwill Impairment-only approach
Other intangible assets (except goodwill) Amortised costs
Property, plant and equipment Amortised costs
Other fi nancial assets (categories IAS 39):
Loans and receivables (LaR) Amortised costs
Derivative fi nancial assets:
Classifi ed as cash fl ow hedge At fair value in other comprehensive income
Inventories Lower of cost or net realisable value
Other non-fi nancial assets Amortised costs
Trade receivables Amortised costs
Cash and cash equivalents Nominal amount
Liabilities
Retirement benefi t obligations Projected unit credit method
Provisions Settlement amount
Borrowings Amortised costs
Other non-fi nancial liabilities Amortised costs
Other fi nancial liabilities (categories IAS 39):
Financial liabilities at cost (FLAC) Amortised costs
Derivative fi nancial liabilities:
Classifi ed as cash fl ow hedge At fair value in other comprehensive income
Contingent consideration At fair value through profi t or loss
Trade payables Amortised costs

Standards to be applied for fi nancial years beginning 1 January 2014 have no signifi cant infl uence on the condensed fi nancial statements of NORMA Group as of 31 March 2014.

The consolidated statement of comprehensive income has been prepared in accordance with the nature of expenses method.

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

Income tax expenses are calculated with an expected tax rate for the full fi nancial 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 fi nancial statements as of 31 March 2014 remains unchanged compared to 31 December 2013 and includes seven domestic and 38 foreign companies.

Notes to the Consolidated Financial Statement of Comprehensive Income, Consolidated Statement of Financial Position and Other Notes

4. ADJUSTMENTS

In January 2014, NORMA Group repaid parts of the existing syndicated bank facilities with the proceeds of the promissory notes. The repayment amounted to EUR 101.4 million. The associated hedging instruments (cross-currency and interest rate swaps) as well as the accrued transaction costs were dissolved through profi t and loss at the time of repayment. The related negative one-time items in the amount of EUR 5,406 thousands were adjusted within the fi nancial result of the fi rst quarter of 2014. Besides the described adjustments, no material one-time items occurred in the fi rst three months of 2014 and 2013. Therefore, only depreciation in the amount of EUR 241 thousands (fi rst three months of 2013: EUR 79 thousands) and amortisation in the amount of EUR 2,161 thousands (fi rst three months of 2013: EUR 2,062 thousands) from purchase price allocations were adjusted additionally.

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

in EUR thousands Q1 2014 Q1 2013
Revenue 177,797 159,321
Changes in inventories of fi nished
goods and work in progress 1,488 327
Other own work capitalised 455 225
Raw materials and consumables used – 77,335 – 68,859
Gross profi t 102,405 91,014
Other operating income and expenses – 19,801 – 16,575
Employee benefi ts expense – 45,898 – 41,879
EBITDA 36,706 32,560
Depreciation without PPA depreciation – 4,057 – 4,211
Adjusted EBITA 32,649 28,349
Amortisation without PPA amortisation – 1,218 – 754
Adjusted operating profi t (EBIT) 31,431 27,595
Adjusted fi nancial costs – net – 3,548 – 2,223
Adjusted profi t before income tax 27,883 25,372
Adjusted income taxes – 8,289 – 8,093
Adjusted profi t for the period 19,594 17,279
Non-controlling interests 34 – 1
Adjusted profi t attributable to
shareholder of the parent
19,560 17,280
Adjusted earnings per share (in EUR) 0.61 0.54
Adjusted earnings per share (in EUR)
pro forma (unweighted shares at the end
of period)
0.61 0.54

5. REVENUE AND RAW MATERIALS AND CONSUMABLES USED

Revenue for the fi rst three months of 2014 (EUR 177,797 thousands) was 11.6 % higher than revenue for the fi rst three months of 2013 (EUR 159,321 thousands).

Revenue recognised during the period related to the following:

in EUR thousands Q1 2014 Q1 2013
Engineered Joining Technologies 126,726 111,763
Distribution Services 52,000 48,091
Other revenue 472 596
Deductions – 1,401 – 1,129
177,797 159,321

The raw materials and consumables used increased disproportionately higher in relation to revenues, leading to a ratio of 43.5 % (Q1 2013: 43.2 %). In relation to the total value (revenue plus changes in inventories of fi nished goods and work in progress and other own work capitalised) , raw materials and consumables used remained, with a ratio of 43.0 %, at the previous year level (Q1 2013: 43.1 %).

6. OTHER OPERATING INCOME AND OTHER OPERATING EXPENSES

Other operating income particularly included operational currency gains, government grants and reversals from accruals for variable compensation elements for employees. Other operating income in the fi rst three months of 2014 came to EUR 1,509 thousands which was EUR 305 thousands lower than in the fi rst three months of 2013 (EUR 1,814 thousands).

Other operating expenses for the fi rst three months of 2014 (EUR 21,310 thousands) were 15.9 % higher than other operating expenses for the fi rst three months of 2013 (EUR 18,389 thousands). The position other operating expenses includes currency losses in the amount of EUR 599 thousands (fi rst three months of 2013: EUR 475 thousands). The composition of other operating expenses did not change signifi cantly compared to fi scal year 2013.

7. EMPLOYEE BENEFITS EXPENSE

In the fi rst three months of 2014, employee benefi ts expense amounted to EUR 45,898 thousands compared to EUR 41,879 thousands in the fi rst three months of 2013. The increase of 9.6 % is mainly due to a higher average headcount, particularly affected by the acquisitions in 2013.

Average headcount was 4,194 in the fi rst three months of 2014 (fi rst three months of 2013: 3,672).

8. FINANCIAL RESULT

The fi nancial result for the fi rst three months of 2014 (EUR – 8,954 thousands) changed by EUR – 6,731 thousands compared to the fi rst three months of 2013 (EUR – 2,223 thousands). In the fi rst three months of 2014, the net foreign exchange losses / gains amounted to EUR – 729 thousands (fi rst three months of 2013: EUR 1,069 thousands). Net interest expenses (EUR 3,920 thousands) increased by EUR 999 thousands in the fi rst three months of 2014 compared to the fi rst three months of 2013 (EUR 2,921 thousands). Adjusted for the one-off expenditures from the early repayment of the syndicated bank facilities, net interest expense in the fi rst three months of 2014 amounted to EUR 2,683 thousands and was EUR 238 thousands lower than in the fi rst three months of 2013.

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 fi rst three months of fi scal year 2014, the average weighted number of shares was 31,862,400 (fi rst three months of 2013: 31,862,400).

Options issued out of the Matching-Stock-Program ("MSP") for the Board of NORMA Group had dilutive effects on earnings per share in the fi rst three months of 2014. A detailed description of the MSP can be found in the annual consolidated statements for 2013; Note 28 "Share based payments". The dilutive effect on earnings per share is calculated using the treasury stock method.

Earnings per share for the fi rst three months of 2014 are as follows:

31,862,400
233,337
32,095,737
0.42
0
31,862,400
0.50
31,862,400
13,537 15,822
Q1 2014 Q1 2013

In the fi rst three months of 2014, the negative one-time issues described in Note 4 "Adjustments" infl uenced earnings per share.

10. PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLES ASSETS

Intangible assets are as follows:

Carrying amounts
in EUR thousands 31 March 2014 31 Dec 2013
Goodwill 233,166 233,239
Customer lists 44,599 45,676
Licenses, rights 1,248 1,347
Trademarks 14,900 14,988
Patents & technology 13,631 14,304
Internally generated intangible assets 4,397 4,162
Intangible assets, other 12,429 12,433
Total 324,370 326,149

Tangible assets are as follows:

Carrying amounts
in EUR thousands 31 March 2014 31 Dec 2013
Land and buildings 46,277 46,449
Machinery & tools 44,929 45,761
Other equipment 11,432 11,970
Assets under construction 12,781 11,187
Total 115,419 115,367

In the fi rst three months of 2014, EUR 6,459 thousands were invested in property, plant and equipment and intangible assets, including own work capitalised in the amount of EUR 455 thousands and fi nance leases in an amount of EUR 59 thousands. The main focus of the investments was on expansion in Germany, the USA and in Brazil. There were no major disinvestments.

The change in goodwill from EUR 233,239 thousands to EUR 233,166 thousands resulted solely from exchange differences. The change in goodwill is summarised as follows:

in EUR thousands
Balance on 31 December 2013 233,239
Changes in consolidation 0
Currency effect – 73
Balance on 31 March 2014 233,166

11. CURRENT ASSETS

The decrease in current assets is due to a decrease in cash and cash equivalents resulting from the early repayment of parts of the syndicated bank facilities in the amount of EUR 101.4 million in January 2014. There was an opposite effect from the increase in trade account receivables and inventories resulting from the increased sales volume in the fi rst quarter of 2014 in comparison to the last quarter of 2013.

12. EQUITY

Changes in equity resulted from the profi t for the period (EUR 13,571 thousands), cash fl ow hedges (EUR 2,297 thousands), exchange differences on translation of foreign operations (EUR 169 thousands) and the issuance of share options (EUR 117 thousands).

Authorised and conditional capital

The Management Board was authorised 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 profi t participation rights based on the authorisation approved by the extraordinary shareholders' meeting of 6 April 2011.

13. PROVISIONS

The provisions increased from EUR 13,618 thousands as of 31 December 2013 to EUR 14,970 thousands as of 31 March 2014.

14. FINANCIAL DEBT

Net debt of the NORMA Group is as follows:

in EUR thousands 31 March 2014 31 Dec 2013
Bank borrowings, net 224,549 324,338
Derivative fi nancial liabilities – hedge
accounting
8,979 15,270
Other borrowings (e.g. factoring and
reverse-factoring)
2,089 1,770
Lease liabilities 659 683
Other fi nancial liabilities 3,832 5,612
Financial debt 240,108 347,673
Cash and cash equivalents 92,829 194,188
Net debt 147,279 153,485

The fi nancial debt of NORMA Group decreased by 30.9 % from EUR 347,673 thousands as of 31 December 2013 to EUR 240,108 thousands as of 31 March 2014. The decrease in the fi rst three months of 2014 is mainly due to the early repayment of parts of the syndicated bank facilities in the amount of EUR 101.4 million in January 2014. Furthermore, associated derivative fi nancial liabilities in the amount of EUR 6,995 thousands were repaid.

Compared to 31 December 2013 (EUR 153,485 thousands) net debt decreased to EUR 147,279 thousands due to positive compensating cash fl ows from operations in the fi rst three months 2014.

The maturity of the syndicated bank facilities and the promissory note on 31 March 2014 is as follows:

Total 14,400 79,200 52,000 73,000
Promissory
note, net
0 0 52,000 73,000
Bank borrow
ings, net
14,400 79,200 0 0
in EUR
thousands
up to 1 year > 1 year up
to 2 years
> 2 years up
to 5 years
> 5 years

The maturity of the syndicated bank facilities and the promissory note on 31 December 2013 is as follows:

note, net
Total
0
115,800
0
19,200
52,000
112,000
73,000
73,000
Promissory
Bank borrow
ings, net
115,800 19,200 60,000 0
in EUR
thousands
up to 1 year > 1 year up
to 2 years
> 2 years up
to 5 years
> 5 years

The early repayment made in January 2014 in the amount of EUR 101.4 million is already considered within the maturity analysis on 31 December 2013.

The syndicated bank facilities are hedged against foreign exchange rate and interest rate changes. Furthermore, tranches of the promissory note with variable interest rates are hedged against interest rate changes. The derivative liability decreased from EUR 15,220 thousands as of 31 December 2013 to EUR 8,931 thousands as of 31 March 2014.

15. FINANCIAL INSTRUMENTS

Financial instruments according to classes and categories are as follows:

Measurement basis IAS 39
in EUR thousands Category
IAS 39
Carrying
amount
31 March
2014
Amortised
Cost
Fair value
through
profi t or loss
Derivatives
used for
hedging
Measurement
basis IAS 17
Fair value
31 March
2014
Financial assets
Derivative fi nancial instruments
– hedge accounting
Foreign exchange derivatives n/a 17 17 17
Trade and other receivables LaR 114,347 114,347 114,347
Cash and cash equivalents LaR 92,829 92,829 92,829
Financial liabilities
Borrowings FLAC 226,638 226,638 231,249
Derivative fi nancial instruments
– hedge accounting
Interest derivatives n/a 980 980 980
Cross-currency swaps n/a 7,951 7,951 7,951
Foreign exchange derivatives n/a 48 48 48
Trade payables FLAC 73,440 73,440 73,440
Other fi nancial liabilities
Contingent considerations n/a 1,336 1,336 1,336
Other liabilities FLAC 2,496 2,496 2,496
Finance lease liabilities n/a 659 659 680
Totals per category
Loans and receivables (LaR) 207,176 207,176 207,176
Financial liabilities at amortised cost (FLAC) 302,574 302,574 307,185
Measurement basis IAS 39
in EUR thousands Category
IAS 39
Carrying
amount
31 Dec 2013
Amortised
Cost
Fair value
through
profi t or loss
Derivatives
used for
hedging
Measurement
basis IAS 17
Fair value
31 Dec 2013
Financial assets
Derivative fi nancial instruments
– hedge accounting
Foreign exchange derivatives n/a 92 92 92
Trade and other receivables LaR 90,138 90,138 90,138
Cash and cash equivalents LaR 194,188 194,188 194,188
Financial liabilities
Borrowings FLAC 326,108 326,108 329,273
Derivative fi nancial instruments
– hedge accounting
Interest derivatives n/a 5,375 5,375 5,375
Cross-currency swaps n/a 9,845 9,845 9,845
Foreign exchange derivatives n/a 50 50 50
Trade payables FLAC 59,025 59,025 59,025
Other fi nancial liabilities
Contingent considerations n/a 1,371 1,371 1,371
Other liabilities FLAC 4,241 4,241 4,241
Finance lease liabilities n/a 683 683 705
Totals per category
Loans and receivables (LaR) 284,326 284,326 284,326
Financial liabilities at amortised cost (FLAC) 389,374 389,374 392,539

Financial instruments that are recognised in the balance sheet at amortised cost and for which the fair value is stated in the notes are also allocated within a three step fair value hierarchy.

The fair value calculation of the fi xed-interest promissory note that is recognised at amortised cost and for which the fair value is stated in the notes was based on the market yield curve according to the zero coupon method considering credit spreads (level 2). Interests accrued on the reporting date are included.

Trade and other receivables and cash and cash equivalents have short-term maturities. Their carrying amounts on the reporting date equals their fair values, as the impact of discounting is not signifi cant.

Trade payables and other fi nancial liabilities have short maturities; therefore the carrying amounts reported approximate the fair values. On 31 March 2014, liabilities in the amount of EUR 951 thousands resulting from the acquisitions in 2013 and 2012 are included in the position other fi nancial liabilities. Furthermore, this position includes a contingent consideration measured at fair value amounting to EUR 1,336 thousands from the acquisition of Guyco Pty Limited.

The fair values of fi nance lease liabilities are calculated as the present values of the payments associated with the debts based on the applicable yield curve and NORMA Group's credit spread curve.

Derivative fi nancial instruments used for hedging are carried at their respective fair values. They have been categorised entirely within level 2 in the fair value hierarchy.

None of the fi nancial assets that are fully performing have been renegotiated.

The tables below provide an overview of the classifi cation of fi nancial assets and liabilities measured at fair value in the fair value hierarchy under IFRS 13 as of 31 March 2014 as well as of 31 December 2013:

in EUR thousands Level 11) Level 2 2) Level 3 3) Total at
31 March 2014
Recurring fair value measurements
Assets
Foreign exchange derivatives – hedge accounting 17 17
Total 0 17 0 17
Liabilities
Cross-currency swaps – hedge accounting 7,951 7,951
Interest swap – hedge accounting 980 980
Foreign exchange derivatives – hedge accounting 48 48
Other fi nancial liabilities 1,336 1,336
Total 0 8,979 1,336 10,315

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 EUR thousands Level 11) Level 2 2) Level 3 3) Total at
31 Dec 2013
Recurring fair value measurements
Assets
Foreign exchange derivatives – hedge accounting 92 92
Total 0 92 0 92
Liabilities
Cross-currency swaps – hedge accounting 9,845 9,845
Interest swap – hedge accounting 5,375 5,375
Foreign exchange derivatives – hedge accounting 50 50
Other fi nancial liabilities 1,371 1,371
Total 0 15,270 1,371 16,641

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 fi rst three months of 2014 as well as in 2013, no transfers between the different levels occurred.

The fair value of interest swaps and cross-currency swaps is calculated as the present value of estimated future cash fl ows. The fair value of forward foreign exchange contracts is determined using a present value model based on forward exchange rates.

Level 3 includes fair values of fi nancial liabilities from contingent consideration resulting from the acquisition of Guyco Pty Limited and the acquisition of Davydick & Co. Pty Limited. The agreement on the contingent consideration related to the acquisition of Guyco Pty Limited commits NORMA Group to pay an amount depending on the gross profi ts made by the Guyco Pty Limited in the period from 1 July 2013 to 30 June 2014. The fair value of the contingent consideration was determined on the acquisition date while aking into account the budget of the Company and setting the maximum value at EUR 1,274 thousands. The key parameters for which no observable market data is available, are shown below:

Assumed gross profi t : > TAUD 5,500 Discount rate: 4 %

A decrease in the estimated gross profi t to a value below AUD 5,500 thousands but above AUD 4,500 thousands would lead to a lower value of the contingent consideration. A decrease in the estimated gross profi t to a value below AUD 4,500 thousands would lead to a value of EUR 0 thousands. Furthermore, a signifi cant increase (decrease) in the discount rate would lead to a lower (higher) value of the contingent consideration.

The contingent consideration related to the acquisition of Davydick & Co. Pty Limited existing on 31 December 2013 in the amount of EUR 97 thousands was settled with a payment of EUR 59 thousands in the fi rst quarter of 2014. The difference was recognised in the fi nancial result.

The development of the fi nancial assets that are recognised at fair value and assigned in level 3 of the fair value hierarchy is stated below:

in EUR thousands Contingent
consideration in business
combinations
Total
Balance on 1 January 2014 1,371 1,371
Transfers to Level 3 0 0
Gains and losses recognised
in profi t or loss
41 41
Payments – 59 – 59
Currency effects 65 65
Balance on 31 March 2014 1,336 1,336
Total gains or losses for the period
included in profi t or loss for fi nancial
liabilities held at the end of the
reporting period, under 'Financial
result'
41 41

16. DERIVATIVE FINANCIAL INSTRUMENTS

The derivative fi nancial instruments were as follows:

31 March 2014 31 Dec 2013
in EUR thousands Assets Liabilities Assets Liabilities
Cross-currency swaps – cash fl ow hedges 7,951 9,845
Interest rate swaps – cash fl ow hedges 980 5,375
Foreign exchange derivatives – cash fl ow hedges 17 48 92 50
Total 17 8,979 92 15,270
Less non-current portion
Cross-currency swaps – cash fl ow hedges 7,951 8,293
Interest rate swaps – cash fl ow hedges 980
Non-current portion 0 8,931 0 8,293
Current portion 17 48 92 6,977

Foreign exchange derivatives

On 31 March 2014, foreign exchange derivatives with a positive market value of EUR 17 thousands and with a negative market value of EUR 48 thousands were classifi ed as cash fl ow hedges.

Interest rate swaps and cross-currency swaps

In order to avoid interest rate fl uctuations, NORMA Group has hedged parts of the loans against changes in the interest rates and exchange rates. The remaining part of NORMA Group's fi nancing was hedged against interest rate changes.

The effective part recognised in other comprehensive income reduced equity on 31 March 2014 by EUR 3,228 thousands before taxes. Of this amount, EUR – 1,023 thousands are due to the measurement of the derivatives held as cash fl ow hedges and EUR – 218 thousands are due to the change in value of the underlying. In the period, an additional EUR 4,469 thousands before tax were reclassifi ed from the hedging reserve to the profi t and loss and thus increased other comprehensive income.

Amounts recognised in the hedging reserve in equity will be released in profi t and loss until the repayment of the loans.

17. INFORMATION ON THE CONSOLIDATED STATEMENT OF CASH FLOWS

In the statement of cash fl ows, a distinction is made between cash fl ows from operating activities, investing activities and fi nancing activities.

The Group participates in a reverse-factoring-program. The payments to the factor are included in cash fl ows from operating activities, as this represents the economic substance of the transaction.

Net cash provided by operating activities is derived indirectly from profi t for the period. The profi t for the period is adjusted to eliminate non-cash expenses from depreciation and amortisation as well as expenses for which the cash effects are investing or fi nancing cash fl ows and to eliminate other non-cash expenses and income. Net cash provided by operating activities of EUR 16,802 thousands (fi rst three months of 2013: EUR 9,790 thousands) represents changes in current assets, provisions and liabilities (excluding liabilities in connection with fi nancing activities). Net cash provided by operating activities is adjusted for other non-cash expenses and income, which results in the fi rst three months of 2014 mainly from the non-cash evaluation of fi nancial liabilities amounting to EUR 726 thousands (fi rst three months of 2013: EUR – 3,407 thousands). Furthermore, other non-cash expenses and income in the fi rst three months of 2014 include non-cash personnel expenses from the matching stock program amounting to EUR 117 thousands (fi rst three months of 2013: EUR 119 thousands) as well as non-cash interest expenses

Net cash used in investing activities includes net cash outfl ows from the acquisition and disposal of property plant and equipment and intangible assets amounting to EUR – 6,281 thousands (fi rst three months 2013: EUR – 4,027 thousands) as well as net payments for acquisition of subsidiaries in the amount of EUR 354 thousands (fi rst three months of 2013: EUR 2,401 thousands).

amounting to EUR 1,538 thousands (fi rst three months of 2013:

EUR 426 thousands).

Net cash used in fi nancing activities mainly includes repayments in connection with the early repayment of parts of the syndicated bank facilities amounting to EUR 101,400 thousands as well as the repayment of the associated derivative fi nancial liabilities in the amount of EUR 6,890 thousands. Furthermore, cash fl ows resulting from interest paid (fi rst three months of 2014: EUR – 2,250 thousands; fi rst three months of 2013: EUR – 2,706 thousands) and payments for shares in a subsidiary in the amount of EUR 907 thousands (fi rst three months of 2013: EUR 0 thousands) are disclosed as cash fl ows from fi nancing activities.

The changes in balance sheet items that are presented in the consolidated statement of cash fl ows cannot be derived directly from the balance sheet, as the effects of currency translation are non-cash transactions and changes in the consolidated Group are shown directly in the net cash used in investing activities.

On 31 March 2014, cash and cash equivalents comprised of cash on hand and demand deposits of EUR 92,208 thousands (31 March 2013: EUR 77,367 thousands) as well as cash equivalents in value of EUR 621 thousands (31 March 2013: EUR 0 thousands).

18. SEGMENT REPORTING

NORMA Group segments the Company at a regional level. The reportable segments of NORMA Group are EMEA, the Americas, and Asia-Pacifi c. NORMA Group's vision includes regional growth targets. Distribution Services are focussed regionally and locally. EMEA, the Americas and Asia-Pacifi c 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 signifi cantly between these segments.

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

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

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

In the fi rst three months of 2014 and 2013, no adjustments were recognised at Group-EBITDA-level; therefore, the EBITA is only adjusted for 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 fi nancial position.

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

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

in EUR thousands Q1 2014 Q1 2013
Total segments' EBITDA 36,706 32,560
Depreciation without
PPA depreciation –4,057 – 4,211
Total adjusted EBITA of the Group 32,649 28,349
Depreciation from PPA –241 – 79
EBITA of the Group 32,408 28,270
Amortisation –3,379 – 2,816
Financial costs – net –8,954 – 2,223
Profi t before tax 20,075 23,231

19. CONTINGENCIES AND COMMITMENTS

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

in EUR thousands 31 March 2014 31 Dec 2013
Property, plant and equipment 3,168 1,443
3,168 1,443

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.

20. RELATED PARTY TRANSACTIONS

In the fi rst three months of 2014, NORMA Group had no reportable transactions with related parties.

21. EVENTS AFTER THE BALANCE SHEET DATE

On April 28, 2014, NORMA Group has acquired the business activities of Five Star Clamps, Inc. ("Five Star") in the United States. The acquisition has no material impact on NORMA Group's fi nancial positions, cash fl ows and fi nancial performance.

As of 7 May 2014, no events were known that would have led to a material change in the disclosures or valuation of the assets and liabilities as of 31 March 2014.

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 fi nancial reporting, the interim consolidated fi nancial statements give a true and fair view of the assets, liabilities, fi nancial position, and profi t 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 fi nancial year.

Maintal, 7 May 2014

NORMA Group SE Management Board

Werner Deggim Dr. Othmar Belker

Bernd Kleinhens John Stephenson

Financial Calendar 2014

07 / 05 / 2014 Publication of Q1 Interim Results 2014
21 / 05 / 2014 Annual General Meeting in Frankfurt / Main
06 / 08 / 2014 Publication of Q2 Interim Results 2014
05 / 11 / 2014 Publication of Q3 Interim Results 2014

We constantly update our financial calendar. Please visit the Investor Relations section on our website @ www.normagroup.com for up-to-date 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:

E-Mail: [email protected]

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

Vanessa Mieschke Senior Manager Investor Relations Phone: + 49 6181 6102 742 Fax: + 49 6181 6102 7642 E-Mail: [email protected]

EDITOR

NORMA Group SE Edisonstrasse 4 63477 Maintal

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

CONCEPT AND LAYOUT 3st kommunikation, Mainz

Note on the interim 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 fulfi lled as expected. The company points out that such future-oriented statements provide no guarantee for the future and that the actual events including the fi nancial position and profi tability 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 fi nancial position and profi tability 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 63477 Maintal Germany

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