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NOTE — Earnings Release 2023
Jan 29, 2024
3087_10-k_2024-01-29_3e6427b0-b36d-455f-9702-69a3784e9d49.pdf
Earnings Release
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Year-end Report 2023
Financial performance in October-December
- Sales increased by 4% to SEK 1,080 (1,038) million. Adiusted for acquisitions and currency effects, organic growth was -1%. Underlying organic growth was 4% (adjusted for extraordinary sales in the fourth quarter of 2022).
- Operating profit was SEK 118 (129) million. Adjusted operating profit was SEK 92 (111) million, adjusted for revaluations of operating assets and liabilities in foreign currency, and adjusted for items affecting comparability; cancellation of a contingent consideration from an acquisition and extraordinary doubtful debt in the quarter, and for the reversal of a provision for doubtful debt in the corresponding period of the previous year.
- The operating margin amounted to 10.9% (12.3%). The adjusted operating margin was 8.5% (10.6%), adjusted for currency revaluations, and adjusted for items affecting comparability.
- Profit after financial items was SEK 110 (123) million.
- . Profit after tax amounted to SEK 91 (99) million, corresponding to SEK 3.15 (3.44) per share.
- . Adjusted for acquisition-related payments made in the period, operating cash flow after investments was SEK 154 (39) million. Total cash flow after investments, including acquisitions, amounted to SEK 108 (23) million, or SEK 3.73 (0.79) per share.
Financial performance in January-December
- . Sales increased by 15% to SEK 4,243 (3,687) million. Adjusted for acquisitions and currency effects, organic growth was 6%. Underlying organic growth was 11% (adjusted for extraordinary sales in 2022).
- . Operating profit was SEK 430 (345) million. Adjusted operating profit was SEK 400 (372) million, adjusted for revaluations of operating assets and liabilities in foreign currencies, and for items affecting comparability; cancellation of a contingent consideration from an acquisition and extraordinary doubtful debt in 2023, and for a provision for doubtful debt in 2022.
- The operating margin was 10.1% (9.3%). The adjusted operating margin amounted to 9.4% (10.1%), adjusted for currency revaluations and adjusted for items affecting comparability.
- Profit after financial items amounted to SEK 390 (311) million.
- . Profit after tax was SEK 320 (254) million, corresponding to SEK 11.04 (8.79) per share.
- . Adjusted for acquisition-related payments made in the period, operating cash flow after investments was SEK 289 (2) million. Total cash flow after investments, including acquisitions, amounted to SEK 98 (-31) million, or SEK 3.38 (-1.07) per share.
Dividend
• In order to ensure maximum financial freedom of action, the board intends to return regarding dividends, or share buybacks, for 2023 at the latest in connection with the notice to the annual general meeting for 2024.
* iPRO is included from September 2021, NOTE Herrljunga in the is instanced from September 2021, NOTE Herrijuriga
from July 2022, ATM Electronics from April 2023, and DVR
from July 2023.
Operating margin adjusted for non-recurring items, by SEK +7 m in
Q3 2018, SEK -5 m in Q4 2021, SEK +30 m in Q3 2022, SEK
-15 m in Q4 2022 and SEK -12 m i Q4 2023.
Events in January-December
. NOTE announces new growth and profitability targets at its Capital Markets Day in Q4
NOTE's new growth target is to achieve sales of SEK 7.5 billion by 2027. Primarily, this will be achieved through continued high organic growth supplemented by carefully selected acquisitions. The new profitability target is to achieve an operating margin of 10%, followed by progressive strengthening of our operating margin. Other financial targets for capital structure and dividend remain unchanged. NOTE's sustainability targets remain unchanged and imply that NOTE's operations in scope 1-2 of the Greenhouse Gas Protocol should be 100% CO2 neutral, and all NOTE's plants should be ISO 45000 Occupational Health & Safety certified.
• Acquisition of UK enterprise DVR
In early-July, NOTE reached an agreement to acquire all the shares of DVR Ltd. of the UK. The company's estimated sales for 2023 were GBP 12 million with an operating margin comparable to NOTE's. The company has a business model reminiscent of NOTE's, and has a strong customer portfolio, combined with a healthy inflow of new customer partnerships over recent years. The purchase consideration after deducting for existing debt was GBP 9 million. In addition, there was GBP 3 million in contingent consideration that was based on sales and profitability targets for 2024. It was also conditional on threshold sales and profitability levels being achieved in 2023. Because changed market conditions meant that these thresholds were not achieved in 2023, the full contingent consideration was reversed to profit or loss.
• Closer partnership with global Medtech company
In August, NOTE reported on an expanded partnership with one of its long-term customers, a sector leader involved in the development of sophisticated medtech products. Production will be located at NOTE's plant in Norrtälje Sweden. This closer partnership is expected to increase sales by SEK 50 million yearly from the first quarter 2024.
• Acquisition of Bulgarian enterprise ATM Electronics
In mid-April, NOTE acquired all the shares of ATM Electronics OOD of Bulgaria. Like NOTE, this company focuses on long-term customer relationships, high quality and good delivery precision. The company's sales, which consist of processing of materials (electronic components) owned by customers, is estimated at SEK 40 million for 2023, with an operating margin of 8%. The purchase consideration after deducting for existing liabilities was SEK 36 million.
• Sharply expanded partnership with well-established European industrial customer
In March, NOTE reported that the demand from a major industrial customer with high standards, who NOTE has been managing a successful partnership with for several years, made very strong progress. Consequently, NOTE is facing a sharp increase in its production and shipments in the existing partnership. NOTE's sales to this customer in 2022 were approximately SEK 50 million. The production rate has increased sharply, and for 2023, NOTE estimated sales to this customer of at least SEK 200 million.
• Real estate acquisition for continued expansion in Sweden
In January, NOTE agreed to purchase the plant and surrounding land where NOTE Torsby conducts operations from its then owner. NOTE Torsby previously leased the site. The plant size is just over 7,000 m2, which was expanded as recently as 2021. The acquisition also included just over 54,000 m2 of land, which eventually, will enable continued expansion of the operation in Torsby. The purchase consideration was SEK 42 million.
• New Chairman
NOTE's AGM in April elected Anna Belfrage as NOTE's new Chairman. Anna Belfrage has been a Board member of NOTE since 2019 and has broad financial and industrial experience with positions including CFO of ABS Group, Beijer Electronics Group and Södra Skogsägarna.
CEO's comments
Positive progress for the EMS sector
NOTE is one of the fastest-growing companies in the EMS sector and a stable EMS provider to customers with high standards. Over the last five years, NOTE has achieved organic growth (CAGR) of 20%, clearly outpacing the EMS sector generally.
The previous challenging shortage situation on the component market did limit EMS sector growth. The supply of materials improved in 2023, and the lead-times on most electronic components reduced. However, the more challenging business cycle had a restraining effect on growth. Going forward, market commentators expect continued growth in the European EMS sector averaging about 7% yearly until 2030.
Short-term deferrals of customer orders impacted growth in the quarter
At the beginning of 2023, we anticipated the second half-year being slower in terms of growth. Based on order status from customers, the third quarter was shaping up to be the weakest quarter, with the pace subsequently increasing. However fourth-quarter sales were below our estimates. Our broad customer base includes customers and projects that are progressing with exceptional robustness. The challenging cyclical phase is having a short-term impact on our customers' demand, primarily in the market for electrical vehicle chargers and products associated with the new build market, which has not been sufficiently offset by growth by our customers in other segments and sub-segments.
The market challenges our customers face meant that the shortterm deferrals of projects and inventory adaptations we noted by some customers in the third quarter also had an impact on fourthquarter sales. NOTE's sales in the fourth quarter were SEK 1,080 million, corresponding to a growth rate for the quarter of 4%, and for the full year, sales growth was 15%. Factoring in that at least 5% of sales in the previous year consisted of extraordinary cost increases on materials, underlying sales growth was higher.
Lower profitability linked to excess capacity at some plants
For the year, we achieved an underlying operating margin of 9.4%, and underlying operating margin for the quarter was 8.5%-our ambitions for operating margin are above these levels. The lower operating margins in the third and fourth quarters are the result of unusually severe delays to customer orders, which has affected capacity utilisation at our plants. This lower growth rate also resulted in excess capacity at several of our plants. Adaptations have been made, mainly to staff headcount, and at present we estimate they correspond to the sales rate we expect in early-2024.
In the fourth quarter, we were compelled to prepare for extraordinary doubtful debt of SEK 27 million. One of our customers has filed for bankruptcy, and another is facing liquidity challenges. We provisioned for this on the basis of our conservative valuation perspective.
The quarter was positively affected by the release of the contingent consideration connected to our recently acquired plant in the UK. The factory faced challenges with delayed projects from some of its customers, which meant that the contingent consideration's conditions were not achieved. A strong order book indicates a recovery of sales in 2024. In total SEK 39 million effected the profit.
The market challenges some of our customers face pressurised sales in the quarter, which were below our estimates. We anticipate a progressive demand increase in 2024.
Positive cash flow
We reported positive operating cash flow (after investments) both for the fourth quarter and for the full year. For the quarter, this was SEK 154 million, and a total of SEK 289 million for the full year. The previous challenging situation on the electronic components market challenged our cash flow for several quarters, so I'm pleased to see that we've now succeeded in reversing the inventory build-ups at our plants and are now delivering positive cash flow from our business. NOTE's financial position remains very favorable.
Acquisitions on growth markets
NOTEs target of achieving SEK 7.5 billion sales by 2027 at the latest will primarily be achieved through organic growth, backed by carefully selected acquisitions. In the year, we acquired both UK enterprise DVR and Bulgarian company ATM Electronics. The UK acquisition, which hasn't performed as we expected in the short term, has a lot of potential and makes us a bigger player on a market expected to outgrow our other markets over the coming years. Meanwhile, our Bulgarian takeover offers our customers another cost-efficient manufacturing option in Eastern Europe.
We see good potential in continuing to develop our businesses and growth journey with the customers, staff and managements of our newly acquired plants.
Cautious start to 2024 with progressive improvement through the year
The improved materials situation in 2023 with shorter lead times for materials leads to a lower order intake which reflects a return to the shorter time horizon for which customers need to place orders. That our order backlog (excluding acquisitions) is down by 25% is thus in line with what we have communicated for several quarters. For the first quarter, sales are expected to amount to SEK 1,050-1,100 million. The caution our customers exhibited in the third and fourth quarters is thus expected to persist in early-2024. We expect demand to progressively accelerate in the year, with continuous expansion of our margin. We are reiterating the guidance previously issued, which is for sales for the full year 2024 of SEK 4.5-4.8 billion with a margin of 10%.
Johannes Lind-Widestam
Comments on the Year-end Report
Sales
Operating margin in the above chart has been adjusted for nonrecurring items, by SEK +30 m in Q3 2022, SEK -15 m in Q4 2022
and SEK -12 m in Q4 2023.
Group, October-December
The demand for NOTE's services was weaker than expected in the fourth quarter of the year. Sales amounted to SEK 1,080 (1.038) million, corresponding to growth of 4%. Growth sourced from the acquisitions of ATM Electronics and DVR in 2023 was 4%, and exchange rate fluctuations, mainly USD, EUR and GBP, were 1%. Accordingly, organic growth was -1%. Adjusted for at least 5% of sales in the previous year consisting of re-invoicing of extraordinary cost increases on electronic components related to the market shortage, underlying organic growth was 4%.
Group, January-December
Sales in the year were up by 15% to SEK 4,243 (3,687) million. Adjusted for extra sales from acquisitions and changed exchange rates, organic growth was 6%. Underlying organic growth amounted to at least 11%, adjusted for at least 5% of the previous year's sales consisting of re-invoicing of extraordinary cost increases on materials.
The sales increase consisted of new business with established customers, and the progressive impact of increased sales to a large base of new business customers. Most of NOTE's new business customers are companies across Europe and Asia. Several of these customer assignments, which usually start with industrialisation services (service sales, prototyping and pilot series), have now transitioned to serial production and increased volumes.
NOTE's 15 largest customers in sales terms made up 48% (49%) of sales in the year. No single customer (group) represented more than about 5% (6%) of total sales.
Successful new sales to new and established customers, and healthy demand from NOTE's customer segments contributed to continued high aggregate sales, mainly in the first half-year. During the market shortage on electronic components, NOTE actively encouraged customers to place fixed orders over longer periods than usual to ensure the availability of components and production materials. The improved situation for materials in 2023, with shorter lead-times, is causing lower order intake, reflecting a return to the shorter time horizons that customers need to place orders. The decline in the order book (excluding acquisitions) of 25% reflects this development
Operating segment
non-recurring items.
Western Europe
NOTE's Western Europe operating segment consists of units located in geographical regions with high industrial activity and innovation standards in Sweden, Finland and the UK.
Demand from the Western Europe segment remained high, and growth for the year adjusted for acquisitions was 12%.
Growth in Sweden, NOTE's largest market, continued its
non-recurring items.
robust progress, and growth in the year excluding acquisitions was 14%
A demand slowdown was apparent on the UK market as early as late-2022 linked to electric vehicle charging products. This market slowdown continued in 2023 and meant that growth from NOTE's UK plants was 3%, adjusted for acquisitions.
Rest of World
The Rest of World operating segment consists of our units in Estonia, China and Bulgaria. They are located close to major final markets and regions with strong production traditions and high skills levels.
Sales from the Rest of World segment dropped by -1% (adjusted for acquisitions) for the year.
Sales in China made stable progress. 0% growth for the year is due to the internal relocation of what was the Chinese plant's largest customer last year to NOTE's European plants.
Sales from the Estonian plant, mainly to customers in northern Europe, reduced by -1% for the year, largely an effect of the re-invoicing of extraordinary cost increases on electronic
Customer segments
NOTE divides its sales into four customer segments: Industrial, Communication, Medtech and Greentech.
Industrial
The manufacture of products in segments like automation, control, infrastructure, energy and construction technology.
NOTE's largest customer segment achieved 15% growth for the year. Extra sales from acquisitions were a significant portion of the increase.
Communication
One of NOTE's core segments since its foundation. Manufacture consists of network products, antennae and IoT devices.
The Communication customer segment has been impacted by materials shortages for some time. In late-2022, several projects ramped up, and this continued in 2023. Communicacomponents related to the market shortage in 2022.
Sales from NOTE's plant in Bulgaria were at the expected level. Sales from this plant consist of enhancements of electronic components that customers still own. The project expanding customer offerings alongside NOTE's customers to also include complete PCBs and box builds is in its final phase.
Intra-group
Intra-group consists of business support functions in the parent company and the sourcing operations of NOTE Components. Group eliminations are also included.
100 $\overline{0}$ 03 04 $Q1$ $Q2$ $Q3$ 04 $Q1$ $Q2$ 2022 2023
tion reported growth of 16% in the year, with about one-fifth of this increase sourced from sales from acquired units, and the remainder from established customer relationships and new business accounts.
Medtech
Medical technology products in diagnostics, treatment and X-ray are the foundation of this segment.
Sales in Medtech achieved strong growth in late-2022, partly driven by extra sales from the July 2022 acquisition of NOTE Herrljunga. The robust growth continued in 2023, at 60%. About one-fifth of this growth was sales from acquired units. The ramp-up of customer projects and upscaled customer orders also had a positive impact.
Greentech
The Greentech segment consists of customers active in the green technology transition.
Greentech achieved high growth rates until the first half-year 2022. Growth then slowed in the second half-year 2022, mainly due to the market for electric vehicle charging products. This lower growth rate then persisted in 2023, and overall growth for the segment was negative.
Results of operations Group, October-December
Gross profit for the period was SEK 105 (157) million, with a gross margin of 9.7% (15.1%). Adjusted for provisions for doubtful debt this year of SEK +27 million and the reversal of provisions for doubtful debt in the previous year of SEK-15 million, adjusted gross profit was SEK 132 (142) million. The adjusted gross margin was 12.2% (13.7%).
Sales and administration overheads for the period increased by 25% to SEK 40 (31) million, essentially because of the extra expenses from ATM Electronics and DVR, acquired in April and July 2023 respectively. As a share of sales, overheads increased by 3.6% (3.0%).
Other operating income/expenses, which usually consist mainly of revaluations of operating assets and liabilities in foreign currencies, were SEK 53 (3) million. The quarterly figure also includes a SEK 39 million reversal of a contingent consideration for an acquisition.
Operating profit amounted to SEK 118 (129) million, with an operating margin of 10.9% (12.3%). Adjusting for this year's provisions for extraordinary doubtful debt of SEK +27 million and the reversal of a contingent consideration for an acquisition of SEK-39 million, and adjusted for the reversal of a provision for doubtful debt in the corresponding period of the previous year of SEK-15 million, adjusted operating profit was SEK 106 (114) million. The adjusted operating margin was 9.8% (10.9%). Also adjusted for revaluations of operating assets and liabilities in foreign currencies, the underlying operating margin was 8.5% $(10.6\%)$ .
An increased need for financing, mainly for working capital, plus higher interest rate levels, contributed to financial expenses increasing to SEK-11 (-8) million net. Revaluations of financial assets and liabilities in foreign currencies, such as factoring liabilities in foreign currencies, amounted to SEK 3 (2) million. In total, net financial items for the period were SEK -8 (-6) million.
Profit after financial items was SEK 110 (123) million.
Profit after tax was SEK 91 (99) million, or SEK 3.15 (3.44) per share. The tax expense for the period was equivalent to 17% (19%) of profit before tax.
Group. January-December
Gross profit amounted to SEK 514 (473) million, with a gross margin of 12.1% (12.8%). Adjusted for provisions for doubtful debt this year of SEK +27 million and provisions for doubtful debt in the previous vear of SEK +15 million, the adjusted gross profit was SEK 541 (488) million with an adjusted gross margin of 12.7% (13.2%).
Sales and administration overheads for the period rose by
22% to SEK 141 (116) million, essentially due to additional costs from NOTE Herrliunga, which was acquired in July 2022, as well as ATM Electronics and DVR, which were acquired in April and July 2023 respectively. As a share of sales, these overheads were $3.3\%$ $(3.1\%)$ .
Other operating income/expenses, which usually consist of revaluations of operating assets and liabilities in foreign currencies, were SEK 57 (-12) million. The full-year figure also includes the reversal of a contingent consideration for an acquisition of SEK 39 million.
Operating profit in the period amounted to SEK 430 (345) million with an operating margin of 10.1% (9.3%). Adjusted for the year's provisions for extraordinary doubtful debt SEK +27 million and the reversal of a contingent consideration for an acquisition SEK-39 million, as well as adjusted for the doubtful debt in the previous year of SEK +15 million, adjusted operating profit was SEK 418 (360) million, and the adjusted operating margin was 9.8% (9.8%). Also adjusted for revaluations of operating assets and liabilities in foreign currency, the underlying operating margin was 9.4% (10.1%).
An increased need for financing, mainly for working capital, plus higher interest rate levels, contributed to financial expenses increasing to SEK-41 (-21) million net. Revaluations of financial assets and liabilities in foreign currencies, such as invoice factoring liabilities in foreign currencies, were SEK 1 (-13) million. In total, net financial items for the period were SEK-40 (-34) million.
Profit after financial items was SEK 390 (311) million, corresponding to a profit margin of 9.2% (8.4%).
Profit after tax amounted to SEK 320 (254) million, or SEK 11.04 (8.79) per share. The tax expense for the period is equivalent to 18% (18%) of profit before tax.
Cash flow
One of NOTE's key missions is to maintain good and costefficient supply of materials to customers. The shortage on the electronic components market, especially the supply of semiconductors, has been a major limiting factor on the industry in recent years, and to ease disruptions and delays to the shipments of components it receives, NOTE deliberately upscaled its inventory. Although the shortage improved significantly in the year, it will take some time before inventory returns to more normal levels. Short-term deferrals of some customer projects, which had a negative impact on sales in the quarter, also had an effect on inventory build-up. To finance a portion of this inventory build-up, NOTE has been working actively on letting its customers part-finance inventory through consignment stock and advance payments for inventory.
Capital tied-up in inventory was 3% higher than the corresponding point of the previous year. However, adjusted for acquisitions, capital tied-up in inventory did reduce at year-end compared to the corresponding point of the previous year.
NOTE is making continuous efforts to monitor credit risks and limit the number of outstanding customer credit days. Accounts receivable-trade were at the same level as at the corresponding point of the previous year, and the number of outstanding customer credit days was essentially in line with the previous year's level.
Accounts payable-trade mainly consist of purchases of electronic components and other production materials. NOTE is working actively on a partner model on the supplier side, which has implications including sourcing being concentrated on fewer, quality-assured suppliers wherever possible. This working method simultaneously helps rationalise the utilisation of working capital. Accounts payable-trade decreased in the period and were 12% below the corresponding point of the previous year.
Reduced capital tied up in inventories and continued positive profit performance generated a positive operating cash flow for the year. Adjusted for acquisition-related payments for subsidiaries and the real estate purchase in Torsby, Sweden, fourthquarter operating cash flow after investments was SEK 154 (39) million. Adjusted in the same way, cash flow after investments for the year was SEK 289 (2) million. Total cash flow after investments including acquisitions for the fourth quarter was SEK 108 (23) million, or SEK 3.73 (0.79) per share. Total cash flow after investments including acquisitions for the full year was SEK 98 $(-31)$ million.
Liquidity and net debt
NOTE puts a sharp focus on measures that further improve the group's liquidity and cash flow.
The group's reported available cash and cash equivalents, including unused credit facilities, amounted to SEK 320 (244) million at the end of the period. Disregarding estimated financial liabilities on the additional right-of-use assets for leased properties under IFRS 16 (Leases), net debt at the end of the period was SEK 421 (372) million.
Equity to assets ratio
NOTE has a strong financial position. According to NOTE's financial targets, its minimum equity to assets ratio should be 30%. At year-end, the equity to assets ratio was 43.3% (39.7%).
Investments
Expenditure on property, plant and equipment for the year, excluding right-of-use assets for leased properties (IFRS 16 Leases), was SEK 179 (76) million in the first quarter, corresponding to 4.2% (2.1%) of sales. This expenditure mainly consisted of projects to increase capacity, efficiency and quality. The fullyear figure also included the investment in the property in Torsby, Sweden that NOTE became the legal owner of during the fourth quarter. The purchase consideration for this property was SEK 42 million.
Planned depreciation on property, plant and equipment, excluding right-of-use assets for leased properties (IFRS 16 Leases). increased to SEK 60 (45) million.
Parent company
The parent company, NOTE AB (publ), is primarily focused on management, co-ordination and development of the group. Revenue was SEK 61 (38) million in the year, mainly from intra-group services. SEK 103 (86) million of group contributions were received in the year. Profit before tax amounted to SEK 92 (78) million in the same period.
Other information
Notes on the consolidated financial statements
In July 2023, NOTE acquired all the shares of electronics manufacturer DVR Ltd. DVR's estimated sales for the full year 2023 were GBP 12 million, with an operating margin comparable to NOTE's. The company had around 95 employees at the acquisition date. This acquisition increases NOTE's manufacturing capacity in the UK. The total purchase consideration is SEK 156 million, including an initial purchase consideration, a deferred purchase consideration and a contingent consideration based on sales and profitability targets for 2024. The contingent consideration was also conditional on threshold sales and profitability levels being achieved in 2023. The initial purchase consideration was a total of SEK 100 million. The full contingent consideration of SEK 39 million was reversed to profit or loss in the fourth quarter of 2023 because changed market conditions meant that the conditional threshold levels for 2023 were not achieved. The deferred purchase consideration will be paid in 2024.
Information on the purchase consideration, acquired net assets and goodwill are stated in the following table:
| Assets and liabilities taken over at acquisition | 2023 |
|---|---|
| Total purchase consideration | 156 |
| Intangible assets-customer relationships | 25 |
| Fixed assets | 23 |
| Right of use assets-rented properties | 27 |
| Inventories | 47 |
| Accounts receivable-trade and other current receivables | 27 |
| Cash and cash equivalents | 5 |
| Long-term interest-bearing liabilities | $-6$ |
| Long-term liabilities, right of use assets-rented properties | $-24$ |
| Short-term interest-bearing liabilities | $-9$ |
| Short-term liabilities, right of use assets-rented properties | $-3$ |
| Deferred tax liability | $-4$ |
| Accounts payable-trade and other current operating liabilities | $-34$ |
| Acquired identifiable net assets | 74 |
| Goodwill | 82 |
| Total acquired net assets | 156 |
| Cash flow attributable to the period's acquisitions | |
| Purchase consideration paid | 100 |
| Cash held by acquired entity | -5 |
| Net outflow, cash and cash equivalents | 95 |
In April 2023, NOTE acquired all the shares of electronics manufacturer ATM Electronics OOD, ATM Electronics' estimated sales for the full year 2023 were SEK 40 million, with an operating margin of 8%. The company had around 80 employees at the acquisition date. This acquisition increases NOTE's manufacturing capacity in Eastern Europe. The total purchase consideration was SEK 36 million, of which SEK 32 million was paid on completion in April.
Information on the purchase consideration, acquired net assets and goodwill are stated in the following table:
| Assets and liabilities taken over at acquisition | 2023 |
|---|---|
| Total purchase consideration | 36 |
| Intangible assets-customer relationships | 7 |
| Fixed assets | $\overline{4}$ |
| Right of use assets-rented properties | 12 |
| Inventories | 12 |
| Accounts receivable-trade and other current receivables | 6 |
| Cash and cash equivalents | 1 |
| Long-term interest-bearing liabilities | -4 |
| Long-term liabilities, right of use assets-rented properties | $-10$ |
| Short-term interest-bearing liabilities | $\Omega$ |
| Short-term liabilities, right of use assets-rented properties | $-2$ |
| Deferred tax liability | $\Omega$ |
| Accounts payable-trade and other current operating liabilities | $-7$ |
| Acquired identifiable net assets | 19 |
| Goodwill | 17 |
| Total acquired net assets | 36 |
| Cash flow attributable to the period's acquisitions | |
| Purchase consideration paid | 32 |
| Cash held by acquired entity | $-1$ |
| Net outflow, cash and cash equivalents | 31 |
Existing customer relationships with a total value of SEK 25 million and goodwill with a value of SEK 82 million were identified in tandem with the acquisition of DVR. Existing customer relationships with a total value of SEK 7 million and goodwill with a value of SEK 17 million were identified in tandem with the acquisition of ATM Electronics. The goodwill arising in these acquisitions mainly relates to the companies' skills and processes in PCBA manufacture and box build and expected co-ordination gains with NOTE's other business.
External transaction expenses for the acquisition of DVR were approximately SEK 2 million, and for the acquisition of ATM Electronics, some SEK 1 million, with these expenses mainly related to costs for local legal and other advisory services. These expenses are recognised on the administrative expenses line in the Consolidated Income Statement and are included in operating activities in the Cash Flow Statement.
Transactions with related parties
No transactions with related parties were executed in the year.
Annual General Meeting
Board members Anna Belfrage, Bahare Mackinovski, Charlotte Stjerngren and Johan Hagberg were re-elected at the Annual General Meeting in April. Anna Belfrage was elected as Chairman of the Board. Claes Mellgren declined re-election. The Meeting approved the Board's proposal for no dividend to be payable for the financial year 2022.
Financial definitions
Average number of employees Average number of employees calculated on the basis of hours worked.
Cash flow per share Cash flow after investments divided by the number of outstanding shares at end of the period. Equity per share Equity divided by the number of outstanding
shares at end of the period. Equity to assets ratio Equity as a percentage of total assets. Gross profit margin Gross profit as a percentage of net sales. Net debt Interest-bearing liabilities and provisions less cash and cash equivalents.
Net sales per employee Net sales divided by the average number of full-time employees.
Operating capital Total assets less cash and cash equivalents. non-interest bearing liabilities and provisions.
Operating margin Operating profit as a percentage of net sales. Order backlog A combination of fixed orders and customer forecasts
Profit margin Profit after financial items as a percentage of net sales.
Return on equity Net profit as a percentage of the average equity for the most recent twelve-month period.
Return on operating capital Operating profit as a percentage of the average operating capital for the most recent twelve-month period.
Significant operational risks
NOTE is one of northern Europe's leading EMS partners. It has especially strong market positioning in the high mix market segment, i.e. for products that require high technology competence and flexibility. NOTE produces PCBAs, subassemblies and box build products. The customer offering covers the complete product lifecycle, from design to after-sales.
For a more detailed review of the group's operational and financial risks, refer to NOTE's Annual Report for 2022, specifically to the Report of the Directors on page 49, as well as note 24. Financial risks and finance policy, on page 69-70.
NOTE's operations set relatively high standards on working capital financing. Accordingly, it puts a sharp focus on managing its liquidity risk.
Accounting and valuation principles
NOTE observes International Financial Reporting Standards (IFRS) as endorsed by the EU. Significant accounting and valuation principles are stated on pages 58-60 of the Annual Report for 2022. The group's Interim Report has been prepared in accordance with the Swedish Annual Accounts Act and IAS 34, Interim Financial Reporting. The parent company observes RFR 2.
All amounts are in SEK million unless otherwise stated.
Discrepancies between reports
Swedish and English-language versions of this Report have been produced. In the event of any discrepancy between the two, the Swedish version shall apply.
Audit review
As in previous years, the Year-end Report has not been subject to review by the company's auditor.
The Board of Directors, NOTE AB (publ)
Stockholm, Sweden, 28 January 2024
Consolidated summary
Quarterly summary
| SEK million | 2023 Q4 |
2023 Q3 |
2023 Q2 |
2023 Q1 |
2022 Q4 |
2022 Q3 |
2022 Q2 |
2022 Q1 |
|---|---|---|---|---|---|---|---|---|
| Net sales | 1,080 | 1,034 | 1,078 | 1,051 | 1,038 | 930 | 898 | 821 |
| Gross margin | 9.7% | 12.6% | 13.0% | 13.2% | 15.1% | 9.6% | 13.5% | 12.8% |
| Operating margin | 10.9% | 9.1% | 9.8% | 10.7% | 12.3% | 6.2% | 9.3% | 9.3% |
| Profit margin | 10.2% | 7.7% | 8.9% | 9.9% | 11.8% | 5.1% | 8.0% | 8.4% |
| Cash flow after investing activities | 108 | $-57$ | $-2$ | 49 | 23 | -59 | $-4$ | 9 |
| Cash flow per share, SEK | 3.73 | $-1.97$ | $-0.07$ | 1.69 | 0.79 | $-2.04$ | $-0.14$ | 0.31 |
| Equity per share, SEK | 48.2 | 46.3 | 44.8 | 41.1 | 37.9 | 34.5 | 32.8 | 30.2 |
| Equity to assets ratio | 43.3% | 39.1% | 41.8% | 40.0% | 39.7% | 36.8% | 37.9% | 38.3% |
| Average number of employees | 1.545 | 1,587 | 1,487 | 1,401 | 1,407 | 1,393 | 1.346 | 1,319 |
| Net sales per employee, SEK 000 | 669 | 652 | 725 | 750 | 738 | 668 | 667 | 622 |
Six-year summary
| SEK million | 2023 | 2022 | 2021 | 2020 | 2019 | 2018 |
|---|---|---|---|---|---|---|
| Net sales | 4,243 | 3,687 | 2,643 | 1,874 | 1,760 | 1,379 |
| Gross margin | 12.1% | 12.8% | 13.4% | 12.0% | 11.7% | 12.5% |
| Operating margin | 10.1% | 9.3% | 9.5% | 8.0% | 7.1% | 6.1% |
| Profit margin | 9.2% | 8.4% | 9.0% | 7.6% | 6.6% | 5.7% |
| Cash flow after investing activities | 98 | $-31$ | $-142$ | 172 | 75 | -76 |
| Cash flow per share, SEK | 3.38 | $-1.07$ | $-4.97$ | 6.06 | 2.69 | $-2.63$ |
| Equity per share, SEK | 48.2 | 37.9 | 28.0 | 20.0 | 16.7 | 13.3 |
| Return on operating capital | 24.3% | 25.3% | 27.6% | 22.7% | 20.7% | 17.8% |
| Return on equity | 25.7% | 26.8% | 28.4% | 22.5% | 21.7% | 17.1% |
| Equity to assets ratio | 43.3% | 39.7% | 37.0% | 49.8% | 40.5% | 39.0% |
| Average number of employees | 1.504 | 1.366 | 1,218 | 1.101 | 1.070 | 980 |
| Net sales per employee, SEK 000 | 2,821 | 2,699 | 2,170 | 1,702 | 1,645 | 1,407 |
Consolidated Financial Reports
Income Statement
| 2023 | 2022 | 2023 | 2022 | |
|---|---|---|---|---|
| SEK million | Q4 | Q4 | Full year | Full year |
| Net sales | 1,080 | 1,038 | 4,243 | 3,687 |
| Cost of goods and services sold | $-975$ | -881 | $-3,729$ | $-3,214$ |
| Gross profit | 105 | 157 | 514 | 473 |
| Selling expenses | $-21$ | -19 | $-75$ | -69 |
| Administrative expenses | $-19$ | $-12$ | $-66$ | -47 |
| Other operating income/expenses | 53 | 3 | 57 | $-12$ |
| Operating profit | 118 | 129 | 430 | 345 |
| Net financial income/expenses | -8 | -6 | $-40$ | -34 |
| Profit after financial items | 110 | 123 | 390 | 311 |
| Income tax | $-19$ | -24 | $-70$ | -57 |
| Profit after tax | 91 | 99 | 320 | 254 |
Other Comprehensive Income
| SEK million | 2023 Q4 |
2022 Q4 |
2023 Full year |
2022 Full year |
|---|---|---|---|---|
| Profit after tax | 91 | 99 | 320 | 254 |
| Other comprehensive income | ||||
| Items that can be subsequently reversed in the income statement: |
||||
| Exchange rate differences | $-36$ | $-2$ | $-21$ | 34 |
| Cash flow hedges | 0 | 0 | $\Omega$ | $\Omega$ |
| Tax on hedges and exchange rate difference | 0 | $\Omega$ | $-1$ | $-2$ |
| Total other comprehensive income after tax | $-36$ | $-2$ | $-22$ | 32 |
| Comprehensive income after tax | 55 | 97 | 298 | 286 |
Earnings per Share
| 2023 | 2022 | 2023 | 2022 | |
|---|---|---|---|---|
| Q4 | Q4 | Full year | Full year | |
| Number of shares at end of period (000) | 28,984 | 28,984 | 28,984 | 28,984 |
| Weighted average number of shares (000)* | 28.984 | 28.984 | 28.984 | 28.911 |
| Weighted average number of shares (000)** | 28.984 | 28.984 | 28.984 | 28,972 |
| Earnings per share, SEK* | 3.15 | 3.44 | 11.04 | 8.79 |
| Earnings per share, SEK** | 3.15 | 3.44 | 11.04 | 8.78 |
٠
* Before dilution
** After dilution
Balance Sheet
| SEK million | 2023 31 Dec |
2022 31 Dec |
|---|---|---|
| Assets | ||
| Goodwill | 259 | 166 |
| Intangible assets-customer relationships | 44 | 27 |
| Other intangible assets | 9 | 7 |
| Right of use assets-rented properties | 158 | 90 |
| Property, plant and equipment | 353 | 209 |
| Deferred tax assets | 14 | 8 |
| Other financial assets | $\overline{2}$ | 2 |
| Total non-current assets | 839 | 509 |
| Inventories | 1,290 | 1,254 |
| Accounts receivable-trade | 876 | 872 |
| Other current receivables | 46 | 43 |
| Cash and bank balances | 170 | 88 |
| Total current asset | 2,382 | 2,257 |
| TOTAL ASSETS | 3,221 | 2,766 |
| Equity and liabilities | ||
| Equity | 1,396 | 1,098 |
| Liabilities | ||
| Long-term interest-bearing liabilities | 142 | 84 |
| Long-term liabilities, right of use asset-rented properties | 135 | 69 |
| Deferred tax liabilities | 64 | 41 |
| Total non-current liabilities | 341 | 194 |
| Current interest-bearing liabilities | 449 | 377 |
| Short-term liabilities, right of use asset-rented properties | 28 | 23 |
| Advance payment from customers | 188 | 184 |
| Accounts payable-trade | 603 | 686 |
| Other current liabilities | 215 | 203 |
| Other short term provisions | 1 | 1 |
| Total current liabilities | 1,484 | 1,474 |
| TOTAL EQUITY AND LIABILITIES | 3,221 | 2,766 |
Change in Equity
| SEK million | 2023 Q4 |
2022 04 |
2023 Full year |
2022 Full year |
|---|---|---|---|---|
| Opening equity | 1.341 | 1.001 | 1.098 | 800 |
| Comprehensive income after tax | 55 | 97 | 298 | 286 |
| New share issue | - | - | 12 | |
| Closing equity | 1,396 | 1.098 | 1,396 | 1,098 |
L.
i.
÷
Cash Flow Statement
| SEK million | 2023 Q4 |
2022 Q4 |
2023 Full year |
2022 Full year |
|---|---|---|---|---|
| Operating activities | ||||
| Profit after financial items | 110 | 123 | 390 | 311 |
| Reversed depreciation and amortisation | 31 | 22 | 112 | 83 |
| Other non-cash items | $-20$ | $-12$ | $-25$ | 20 |
| Tax paid | $-9$ | 3 | $-73$ | $-55$ |
| Change in working capital | 54 | $-74$ | $-62$ | $-309$ |
| Cash flow from operating activities | 166 | 62 | 342 | 50 |
| Cash flow from investing activities | $-58$ | -39 | $-244$ | $-81$ |
| Cash flow from financing activities | $-107$ | $-16$ | $-12$ | 15 |
| Change in cash and cash equivalents | $\mathbf{1}$ | $\overline{7}$ | 86 | $-16$ |
| Cash and cash equivalents | ||||
| At beginning of period | 176 | 80 | 88 | 99 |
| Cash flow after investing activities | 108 | 23 | 98 | $-31$ |
| Cash flow from financing activities | $-107$ | $-16$ | $-12$ | 15 |
| Exchange rate difference in cash and cash equivalents |
$-7$ | 1 | $-4$ | 5 |
| Cash and cash equivalents at end of period | 170 | 88 | 170 | 88 |
| Un-utilised credits | 150 | 156 | 150 | 156 |
| Available cash and cash equivalents | 320 | 244 | 320 | 244 |
Operating Segments
| SEK million | 2023 Q4 |
2022 Q4 |
2023 Full year |
2022 Full year |
|---|---|---|---|---|
| WESTERN EUROPE | ||||
| External net sales | 802 | 712 | 3,084 | 2,548 |
| Internal net sales | 3 | 8 | 24 | 11 |
| Operating profit | 53 | 101 | 291 | 274 |
| Operating margin | 6.7% | 14.0% | 9.3% | 10.7% |
| Inventories | 985 | 928 | 985 | 928 |
| External accounts receivable-trade | 669 | 626 | 669 | 626 |
| Average number of employees | 955 | 813 | 908 | 782 |
| REST OF WORLD | ||||
| External net sales | 278 | 326 | 1,159 | 1,139 |
| Internal net sales | 12 | 15 | 42 | 55 |
| Operating profit | 15 | 28 | 91 | 91 |
| Operating margin | 5.2% | 8.2% | 7.6% | 7.6% |
| Inventories | 305 | 326 | 305 | 326 |
| External accounts receivable-trade | 206 | 244 | 206 | 244 |
| Average number of employees | 573 | 579 | 580 | 569 |
| INTRA-GROUP | ||||
| Internal net sales | $-15$ | $-23$ | $-66$ | -66 |
| Operating profit | 50 | 0 | 48 | $-20$ |
| External accounts receivable-trade | 1 | $\overline{2}$ | $\mathbf{1}$ | 2 |
| Average number of employees | 17 | 15 | 16 | 15 |
Sales per Customer Segment
| SEK million | 2023 Q4 |
2022 Q4 |
2023 Full year |
2022 Full year |
|---|---|---|---|---|
| WESTERN EUROPE | ||||
| Industrial | 440 | 338 | 1,561 | 1,248 |
| Communication | 75 | 70 | 290 | 232 |
| Medtech | 120 | 159 | 618 | 411 |
| Greentech | 167 | 145 | 615 | 657 |
| Total external sales | 802 | 712 | 3,084 | 2,548 |
| REST OF WORLD | ||||
| Industrial | 152 | 184 | 633 | 668 |
| Communication | 87 | 116 | 392 | 354 |
| Medtech | 26 | 8 | 84 | 28 |
| Greentech | 13 | 18 | 50 | 89 |
| Total external sales | 278 | 326 | 1,159 | 1,139 |
| TOTAL | ||||
| Industrial | 592 | 522 | 2,194 | 1,916 |
| Communication | 162 | 186 | 682 | 586 |
| Medtech | 146 | 167 | 702 | 439 |
| Greentech | 180 | 163 | 665 | 746 |
| Total external sales | 1,080 | 1,038 | 4,243 | 3,687 |
Parent Company Financial Reports
Income Statement
| пісопіе зіатепісні | ||||
|---|---|---|---|---|
| SEK million | 2023 Q4 |
2022 Q4 |
2023 Full year |
2022 Full year |
| Net sales | 32 | 9 | 61 | 38 |
| Cost of services sold | $-7$ | $-4$ | $-19$ | $-15$ |
| Gross profit | 25 | 5 | 42 | 23 |
| Selling expenses | -6 | -5 | $-15$ | $-16$ |
| Administrative expenses | $-2$ | $-4$ | $-14$ | $-12$ |
| Other operating income/expenses | $-16$ | 0 | -6 | 9 |
| Operating profit | 1 | $-4$ | 7 | 4 |
| Net financial income/expenses | 3 | 3 | 12 | 14 |
| Profit after financial items | 4 | $\cdot$ 1 | 19 | 18 |
| Appropriations | 73 | 60 | 73 | 60 |
| Profit before tax | 77 | 59 | 92 | 78 |
| Income tax | $-16$ | $-12$ | $-19$ | $-16$ |
| Profit after tax | 61 | 47 | 73 | 62 |
Other Comprehensive Income
| SEK million | 2023 Q4 |
2022 Q4 |
2023 Full year |
2022 Full year |
|---|---|---|---|---|
| Profit after tax | 61 | 47 | 73 | 62 |
| Other comprehensive income | ||||
| Items that can be subsequently reversed in the income statement: |
||||
| Total other comprehensive income | ||||
| Comprehensive income after tax | 61 | 47 | 73 | 62 |
Balance Sheet
| 2023 | 2022 | |
|---|---|---|
| SEK million | 31 Dec | 31 Dec |
| Assets | ||
| Intangible assets | $\mathbf{1}$ | 2 |
| Property, plant and equipment | 0 | 0 |
| Long-term receivables from group companies | 338 | 251 |
| Financial non-current assets | 278 | 241 |
| Total non-current assets | 617 | 494 |
| Receivables from group companies | 71 | 55 |
| Other current receivables | 6 | 5 |
| Cash and bank balances | $\mathbf{1}$ | 1 |
| Total current assets | 78 | 61 |
| TOTAL ASSETS | 695 | 555 |
| Equity and liabilities | ||
| Equity | 412 | 339 |
| Untaxed reserves | 66 | 36 |
| Liabilities | ||
| Liabilities to financial institutions | 66 | 81 |
| Liabilities to group companies | 126 | 83 |
| Other current liabilities and provisions | 25 | 16 |
| Total current liabilities | 217 | 180 |
| TOTAL EQUITY AND LIABILITIES | 695 | 555 |
Contract Contract Contract Contract
Change in Equity
| Change in Equity | ||||
|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |
| SEK million | Q4 | 04 | Full year | Full year |
| Opening equity | 351 | 292 | 339 | 265 |
| Comprehensive income after tax | 61 | 47 | 73 | 62 |
| New share issue | - | - | 12 | |
| Closing equity | 412 | 339 | 412 | 339 |
NOTE produces PCBAs, subassemblies and box build products. NOTE is a competitive EMS provider and stable business partner to customers with high standards. NOTE's products are embedded in complex systems for electronic control, surveillance and security, for example. NOTE's business model builds on delivering high end manufacture, custom logistics solutions and consulting for the best possible total cost through long-term customer relationships and partnerships. Its customer offering covers complete product lifecycles, from design to after-sales. Primarily, its customer base consists of large corporations operating on the global market, and enterprises whose main sales are in northern Europe.
NOTE has a presence in Sweden, Finland, the UK, Estonia, Bulgaria and China. Sales over the last 12 months were SEK 4,243 million, and the group has approximately 1,500 employees. NOTE is listed on Nasdaq Stockholm.
NOTE AB (publ) Corporate ID no. 556408-8770
Calendar
Interim Report Q1 Interim Report Q2
Annual General Meeting
The AGM will be held at Citylife, Sveavägen 63, Stockholm, Sweden at 2 p.m. on 18 April 2024.
18 April 2024
15 July 2024
Ordering Financial Information
Financial and other relevant information can be obtained from NOTE on request. Out of consideration for the environment, an electronic subscription service is readily available from NOTE's website. Website: www.note-ems.com E-mail: [email protected]
Tel: +46 (0)8-568 990 00