Ratos — Interim / Quarterly Report 2012

Feb 15, 2013

• Profit before tax SEK 767m (860)
• Profit before tax, adjusted for items affecting comparability and exit gains, SEK 930m (1,148)
• Earnings per share before dilution SEK 1.90 (1.63)
• Proposed dividend SEK 3 per share (5.50)
• Mixed development in the holdings stabilisation in the fourth quarter
• Anticimex and Lindab sold exit gain SEK 978m
• Agreement to sell Stofa exit gain approximately SEK 850m
• Contex sold after the end of the period earnings impact approximately SEK -140m
• Agreement on acquisition of Aibel
• Total return on Ratos shares -17%

Ratos in summary

SEKm	2012 Q 4	2011 Q 4	2012	2011
Profit/share of profits	-205	172	-29	546
Total profit/share of profits	-205	172	-29	546
Exit gains			978	525
Impairment	-100	-312	-375	-312
Profit/loss from holdings	-305	-140	574	759
Central income and expenses	16	65	193	101
Profit/loss before tax	-289	-75	767	860

Important events

Fourth quarter

■ In December, Ratos and the Sixth AP Fund, via a jointly owned company, signed an agreement together with Ferd to acquire all the shares in Aibel, a leading Norwegian supplier of services related to oil, gas and renewable energy. Ratos will own 32% of Aibel, the Sixth AP Fund 18% and Ferd 50%. Ratos will represent the company, jointly owned by Ratos and the Sixth AP Fund, on Aibel's board. Ferd and Ratos will therefore represent 50% each of the ownership in Aibel. The purchase price (enterprise value) for 100% of Aibel amounts to NOK

8,600m and Ratos will provide equity of approximately NOK 1,400m (approximately SEK 1,650m). The amount invested by Ratos will be affected by Aibel's cash flow until closing. The acquisition is subject to approval from the relevant authorities and is expected to be completed in March or April

■ As a consequence of the acquisition of Aibel, the Board has decided to propose to the Annual General Meeting that the ordinary dividend for the 2012 financial year be reduced to SEK 3 per share (5.50)

Ratos year-end report 2012 1

• Contex Group sold its subsidiary Contex A/S to the private equity fund Procuritas. The selling price (enterprise value) amounted to USD 41.5m (approximately SEK 275m). In conjunction with completion of this deal in January 2013, the winding up of Contex Group started and Ratos will receive a dividend of approximately SEK 165m. The sale resulted in a SEK 140m impairment of goodwill in Contex A/S, which was charged against the share of profit from Contex Group in Ratos in 2012. Ratos's average annual return (IRR) on the entire investment in Contex Group was -16%
• In October, Ratos signed an agreement to sell all the shares in the subsidiary Stofa to the Danish energy and telecom group SE (Syd Energi) for DKK 1,900m (approximately SEK 2,200m) (enterprise value). The sale generates a net exit gain for Ratos of approximately SEK 850m and an average annual return (IRR) of approximately 55%. The sale has been approved by the competition authority and is expected to be completed in February 2013
• Ratos completed a refinancing of KVD Kvarndammen in December, whereby Ratos received a dividend of SEK 153m
• Ratos has provided a total of SEK 170m to DIAB, of which SEK 75m in the fourth quarter. An extensive action programme is underway. In the fourth quarter the annual cost-cutting target was raised to SEK 130m per year, with full effect from 2014. The costs of the programme were charged against Diab's earnings with approximately SEK 145m, of which approximately SEK 30m in the fourth quarter
• During the period add-ons and disposals were carried out in holdings including Bisnode

First to third quarters

• In August, Ratos sold the remaining 8,849,157 shares (approximately 11%) in Lindab International to Systemair. The selling price amounted to SEK 389m, corresponding to SEK 44 per share and the exit gain was SEK 81m
• In August, Bisnode renewed its strategic co-operation with Dun & Bradstreet (D&B)

• In July, the sale of Anticimex to EQT for approximately SEK 2,900m (enterprise value) was completed. This provided SEK 1,544m for Ratos's shareholding. The sale generated an exit gain for Ratos of SEK 897m and an average annual return (IRR) of approximately 24%

• In July, Arcus-Gruppen signed an agreement to acquire the brands Aalborg, Brøndums, Gammel Dansk and Malteser from Pernod Ricard. The purchase price (enterprise value) amounted to EUR 103m (approximately SEK 880m). The competition authorities have approved the acquisition subject to the sale of the Brøndums brand. Brøndums' annual sales are just over EUR 3m. Sales for the other acquired brands total approximately EUR 33m. The acquisition was completed in January 2013. Ratos provided SEK 77m in conjunction with the acquisition

• In June, Inwido completed the sale of the Home Improvement business area for a purchase price of SEK 195m (enterprise value). The sale generated a capital loss of SEK 51m
• In conjunction with the Annual General Meeting on 18 April, Susanna Campbell took over as the new CEO. Former CEO Arne Karlsson was appointed Chairman of the Board at the Annual General Meeting
• In February, Bisnode completed the sale of the company "Wer liefert Was?" (WLW). The selling price amounted to EUR 79m (approximately SEK 700m) and generated a capital gain in Bisnode of SEK 151m. In conjunction with completion of the deal, Bisnode issued a dividend of SEK 215m to the company's owners, of which Ratos's share amounted to SEK 150m. SEK 75m was paid in February and SEK 75m in April
• In January, Contex Group completed the sale of its subsidiaries Z Corporation and Vidar Systems to 3D Systems Corporation (NYSE:DDD). The selling price (enterprise value) amounted to USD 137m (approximately SEK 920m). In conjunction with completion of this deal, SEK 355m was paid to Ratos
• Capital contributions were paid during the third quarter to Jøtul amounting to SEK 85m and in December a SEK 100m goodwill impairment was recognised in the consolidated value of Ratos's holding in Jøtul. A SEK 29m capital contribution was also paid to AH Industries and in June a SEK 275m impairment was recognised in the consolidated value of Ratos's holding in AH Industries
• Stofa paid a dividend of SEK 510m in the first quarter, of which Ratos received SEK 505m
• SB Seating paid a dividend of approximately SEK 60m in March, of which Ratos's share amounted to SEK 50m

More information about important events in the holdings is provided on pages 8-14.

CEO comments

2012 presented Ratos with both bright spots and challenges. We were active on the transaction side and made successful exits, as well as new investments which will lay the foundation for good returns in Ratos in the years ahead. The earnings development in the holdings was mixed in 2012 with about half of them reporting higher earnings than in 2011. The weak economic climate had a significant impact on some of our holdings during the year. Extensive action programmes were initiated in these holdings which meant that the earnings contribution from the holdings was relatively weak.

The earnings development for the holdings improved, however, in the fourth quarter. This was primarily because the action programmes started to have an effect, but we also found that market conditions for the holdings stabilised. Towards the end of the year macroeconomic signals were also generally more positive, in particular from the US. For Ratos's companies, with their major exposure to Europe and the Nordic region, we expect a delayed recovery and a continued sluggish market at least in the first half of 2013. Action taken in Ratos's holdings creates conditions for improved overall earnings for 2013, with the main emphasis on the second half.

Susanna Campbell

Further CEO comments at www.ratos.se

Performance in 2012

Market conditions for Ratos's holdings were on the whole somewhat more stable in the fourth quarter than earlier in 2012. The weakening economic situation we saw after the summer did not intensify but nor did we see any general improvement.

For Ratos's holdings this, combined with sound work with the companies' cost efficiency and a high level of preparedness, meant that earnings development stabilised and earnings strengthened somewhat in the fourth quarter. As earlier in the year, however, development was mixed and in the fourth quarter as well about half the holdings performed better than in the same period last year. Measured as adjusted EBITA (operating profit adjusted for items affecting comparability) and reported EBITA, 9 of 17 holdings performed better in the fourth quarter.

Sales for Ratos's portfolio decreased by 8% in the fourth quarter compared with the same period in the previous year and EBITA increased by 1% (0%

adjusted for Ratos's ownership stakes). Adjusted for items affecting comparability EBITA also rose 1% (0% adjusted for Ratos's ownership stakes). The decrease in sales for the full year was 2% and EBITA 16%. Adjusted for items affecting comparability the decrease in EBITA was 12%.

GS-Hydro and Finnkino continued to perform very well during the quarter since their markets continue to show strong development. Companies which also ended the year well include HL Display, which despite a challenging market in southern Europe and therefore an absence of growth, is starting to see a clear impact on profitability from the initiatives implemented in recent years.

Ratos's three holdings with structural problems remain the same. As expected AH Industries ended the year on a weak note against the background of a further depressed wind energy market. This trend is expected to continue in 2013. DIAB also had a weak market at the end of the year. This led to our decision to increase the cost-cutting targets in the action programme and additional restructuring costs were incurred in the fourth quarter. In view of this difficult situation, Ratos has supported DIAB with additional liquidity. Jøtul increased its profits in the fourth quarter despite a weak market. This improvement is mostly due, however, to a weak comparative quarter in 2011.

The Nordic banking market continues to function well as far as Ratos is concerned and we still have good access to capital when seeking financing for new acquisitions. 2012 was an extremely active year for Ratos on the transaction side. The acquisition of Aibel, which was announced in December, is Ratos's second-largest acquisition since the strategy change in 1999 and was financed through our Nordic banking relationships. This is clear proof of a well-functioning financing market.

Macroeconomic signals became slightly more positive during the fourth quarter. There is still major uncertainty, with risks on the downside, but there is some light

Performance Ratos's holdings *)

	2012
	100%	Ratos's share
Sales	-2%	-2%
EBITA	-16%	-15%
EBITA, excl. items affecting comparability	-12%	-11%
EBT	-81%	-74%
EBT, excl. items affecting comparability	-22%	-19%
		2012 Q 4
	100%	Ratos's share
Sales	-8%	-8%
EBITA	1%	0%
EBITA, excl. items affecting comparability	1%	0%
EBT	–	–
EBT, excl. items affecting comparability	-32%	-31%

*) Comparison with corresponding period last year and for comparable units.

To facilitate analysis, an extensive table is provided on page 14 with key figures for Ratos's holdings. A summary of income statements, statements of financial position, etc., for Ratos's associates and subsidiaries is available in downloadable Excel files at www.ratos.se.

at the end of the tunnel. Improved economic indicators, among other places in the US and some growth economies, can contribute to global growth in 2013. However, for Ratos's companies, with their major exposure to Europe and the Nordic region, we expect a delayed recovery and therefore a continued sluggish market in 2013, at least in the first half. Conditions are expected to vary highly between different markets, geographies and niches in 2013 as well.

Nevertheless, more stable market conditions, provided no further weakening occurs, combined with action taken, create conditions for increased profits in Ratos's holdings overall for 2013, with the main emphasis on the second half.

Ratos's results

Profit before tax for 2012 amounted to SEK 767m (860). The lower reported result is mainly due to lower profits from the holdings. Earnings were charged with a SEK 375m goodwill impairment in the holdings AH Industries and Jøtul. In addition, earnings were charged with impairments directly in the holdings and other costs affecting comparability, related among other things to action programmes, totalling approximately SEK 930m compared with approximately SEK 500m in the previous year. The result includes profit/share of profits from the holdings of SEK -29m (546) and exit gains of SEK 978m (525).

SEKm	2012	2011
Profit/share of profits before tax 1)
AH Industries (69%)	-72	-6
Anticimex (85%) 2)	51	84
Arcus-Gruppen (83%)	-73	82
Biolin Scientific (100%)	14	-10
Bisnode (70%)	-31	106
Contex Group (100%)	-150	-14
DIAB (96%)	-287	-51
Euromaint (100%)	-49	-144
Finnkino (98%) 3)	82	1
GS-Hydro (100%)	44	-13
Hafa Bathroom Group (100%)	5	-18
HL Display (99%)	70	24
Inwido (97%)	246	315
Jøtul (61%)	-160	-113
KVD Kvarndammen (100%)	25	42
Lindab (11%) 4)	4	21
Medisize (98%) 5)		42
Mobile Climate Control (100%)	67	7
SB Seating (85%)	97	95
Stofa (99%)	88	96
Total profit/share of profits	-29	546
Exit Anticimex	897
Exit Lindab	81
Exit Camfil		586
Exit Superfos		-99
Exit Medisize		38
Total exit result	978	525
Impairment AH Industries	-275
Impairment Jøtul	-100
Impairment Contex Group		-312
Profit from holdings	574	759
Central income and expenses
Management costs	-54	-191
Financial items	247	292
Consolidated profit before tax	767	860

1) Subsidiaries' profits included with 100% and associates' profit with respective holding percentage.

2) Anticimex is included in consolidated profit through June 2012. The entire holding was sold in July 2012.

3) Finnkino is included in consolidated profit from May 2011.

4) Lindab is included in consolidated profit through June 2012. The entire holding was sold in August 2012.

5) Medisize is included in consolidated profit through July 2011. The entire holding was sold in August 2011.

Central income and expenses

Ratos's central income and expenses amounted to SEK +193m (+101), of which personnel costs in Ratos AB amounted to SEK 119m (109). The variable portion of personnel costs amounted to SEK 27m (14). Other management items were SEK +65m (-82). Net financial items amounted to SEK +247m (+292). The higher net central income is mainly explained by profit of SEK 168m recognised during the period relating to the sale of group companies.

Tax

Ratos's consolidated tax expense comprises subsidiaries' and Ratos's share of tax in associates. The tax rate in consolidated profit or loss is affected, among other things, by the parent company's investment company status and by capital gains not liable to tax.

Financial position

Cash flow from operating activities and investing activities was SEK 3,520m (2,071) and consolidated cash and cash equivalents at the end of the period was SEK 3,203m (3,042), of which short-term interestbearing investments accounted for SEK 499m (1). Interest-bearing liabilities including pension provisions amounted to SEK 10,713m (14,222).

Parent company

The parent company's profit before tax amounted to SEK 606m (704). The parent company's cash and cash equivalents, including short-term interest-bearing investments, was SEK 1,823m (897). Taking into account financial transactions agreed but not yet carried out, at 15 February Ratos has a net liquidity of approximately SEK 1.4 billion. In addition, there is an existing credit facility of SEK 3.2 billion and authorisation from the 2012 Annual General Meeting to issue 35 million Ratos B shares in conjunction with agreements on acquisitions.

Risks and uncertainties

A description of the Group's and parent company's material risks and uncertainties is provided in the Directors' report and in Note 31 and 38 in the 2011 Annual Report. An assessment for the coming months is provided in the Performance in 2012 section on pages 3-4.

Related-party transactions

The parent company received dividends and repayments of shareholder contributions from subsidiaries and associates of SEK 1,524m (843). Capital contributions were provided to AH Industries, DIAB and Jøtul for a total of SEK 284m.

Ratos shares

Earnings per share before dilution amounted to SEK 1.90 (1.63). The total return on Ratos shares in 2012 amounted to -17%, compared with the performance of the SIX Return Index which was +16%.

Treasury shares and number of shares

No shares were repurchased and no call options were exercised in 2012. At the end of December, Ratos owned 5,139,537 B shares (corresponding to 1.6% of the total number of shares), repurchased at an average price of SEK 69.

At 31 December the total number of shares in Ratos (A and B shares) amounted to 324,140,896 and the number of votes was 108,587,443.6. The number of outstanding shares was 319,001,359. The average number of B treasury shares in Ratos in 2012 was 5,140,203 (5,104,197 in the full year 2011).

Ratos's equity 1)

At 31 December 2012 Ratos's equity (attributable to owners of the parent) amounted to SEK 12,405m (12,610m at 30 September 2012), corresponding to

SEK 39 per outstanding share (SEK 40 at 30 September 2012).

SEKm	31 Dec 2012	% of equity
AH Industries	305	2
Arcus-Gruppen	434	4
Biolin Scientific	343	3
Bisnode	1,203	10
Contex Group	160	1
DIAB	1,021	8
Euromaint	577	5
Finnkino	445	4
GS-Hydro	-2	0
Hafa Bathroom Group	153	1
HL Display	1,041	8
Inwido	2,290	18
Jøtul	181	1
KVD Kvarndammen	255	2
Mobile Climate Control	819	7
SB Seating	1,061	9
Stofa	250	2
Total	10,536	85
Other net assets in central companies	1,869	15
Equity (attributable to owners of the parent)	12,405	100
Equity per share, SEK	39

1) Holdings are shown at consolidated figures, which correspond to the Group's share of the holdings' equity, any residual values on consolidated surplus and deficit values minus any intra-group profits. Shareholder loans and interest on such loans are also included.

Credit facilities

The parent company has a five-year rolling credit facility of SEK 3.2 billion including a bank overdraft facility. The purpose of the facility is to be able to use it when bridge financing is required for acquisitions, and to be able to finance dividends and day-to-day running costs in periods of few or no exits. The parent company should normally be unleveraged. The credit facility was unutilised at the end of the period.

Conversion of shares

The 2003 Annual General Meeting resolved that a conversion clause allowing conversion of A shares to B shares should be added to the articles of association. This means that owners of A shares have an ongoing right to convert them to B shares. During 2012, no A shares were converted to B shares.

Other

Proposal for ordinary dividend

The Board of Directors proposes an ordinary dividend for 2012 of SEK 3 per share (5.50). The record date for dividends is proposed as 22 April and dividends are expected to be paid from Euroclear Sweden on 25 April 2013.

Annual General Meeting

Ratos's Annual General Meeting will be held on 17 April 2013 at 17.00 CET at the Stockholm Concert Hall, Hötorget, Stockholm. Shareholders who wish to participate in the meeting must be recorded in the register of shareholders kept by Euroclear Sweden no later than 11 April 2013, and notify their intention to attend no later than 11 April.The Annual Report, complete proposals and other company documentation will be available at www.ratos.se from 11 March 2013. The notice of the Annual General Meeting will be published on 7 March 2013.

Notification of participation can be made via www.ratos.se, by post to Ratos, Box 1661, SE-111 96 Stockholm or by phone to Ratos +46 8 700 17 00.

Holdings

More information about the holdings and a summary of income statements and statements of financial position for Ratos's holdings is available in downloadable Excel files at www.ratos.se.

AH Industries

• Sales SEK 1,062m (925) and EBITA SEK -45m (24)
• Project postponements, low production efficiency and more uncertain market prospects continued to have a negative impact on earnings within Wind Solutions. Industrial Solutions showed positive development compared with the previous year
• Operating profit was charged with impairments and other costs affecting comparability of SEK 39m, of which SEK 35m in the fourth quarter. Adjusted EBITA for the full year was SEK -6m (16)
• Extensive cost-cutting programmes carried out due to the weak performance and less favourable shortterm prospects for the wind energy industry

Ratos's holding in AH Industries amounted to 69% and the consolidated book value in Ratos was SEK 305m at 31 December 2012.

AH Industries is one of the world's largest suppliers of metal components, modules and systems to the wind power, cement and minerals industries. The company is specialised in the manufacture and machining of heavy metal components with high precision requirements. The company has production facilities in Denmark, China and Germany.

Arcus-Gruppen

• Sales SEK 2,278m (2,072) and EBITA SEK 5m (146)
• Good sales and earnings growth within both spirits and wine
• Inauguration of the new production facility in June 2012. Earnings were charged with costs affecting comparability of SEK 200m, mainly related to the move. Adjusted EBITA amounted to SEK 205m (196)
• Distribution operations had a negative impact on adjusted EBITA of approximately SEK 80m mainly due to start-up problems. The delivery situation has been stable since the summer. An extensive restructuring programme has been initiated to improve profitability in 2013
• Acquisition of the brands Aalborg, Brøndums, Gammel Dansk and Malteser from Pernod Ricard was completed in January 2013. The competition authorities have demanded that Brøndums be sold. The remaining brands have sales of approximately NOK 200m and EBITA of approximately NOK 70m on an annual basis

Ratos's holding in Arcus-Gruppen amounted to 83% and the consolidated book value in Ratos was SEK 434m at 31 December 2012.

Arcus-Gruppen is Norway's leading spirits producer and one of the largest wine suppliers in the Nordic region through Vingruppen, Vinordia and Arcus Wine Brands. The group's best-known brands include Aalborg Akvavit, Braastad Cognac, Gammel Dansk, Lysholm Linie Aquavit and Vikingfjord Vodka.

Biolin Scientific

• Sales SEK 235m (232) and EBITA SEK 23m (15)
• Stable development for Analytical Instruments after a strong end to the year, stable development within Discovery Instruments (Sophion), good growth within Diagnostic Instruments (Osstell)
• Improved EBITA margin due to good control of costs
• Launch of new fully automatic instrument within Analytical Instruments in the third quarter of 2012
• Johan von Heijne new CEO from 1 February 2013

Ratos's holding in Biolin Scientific amounted to 100% and the consolidated book value in Ratos was SEK 343m at 31 December 2012.

Biolin Scientific develops, manufactures and markets analytical instruments for research, development, quality control and clinical diagnostics. The company's largest market niche is nanotechnology, primarily materials science, cell analysis and biophysics. Customers are found worldwide and mainly comprise researchers in universities, research institutes and the industrial sector.

Bisnode

• Sales SEK 3,935m (4,310) and EBITA SEK 511m (447)
• Organic sales growth adjusted for currency effects +1%. Credit Solutions shows good growth and earnings development. Weak development for the companies in the BeNeFra region, although improved in the fourth quarter. Lower sales of SPARrelated products in Sweden as expected
• Sales of WLW completed in February, capital gain amounted to SEK 151m. Goodwill impairment recognised in the first quarter of SEK 151m related to the Product Information business area. In the fourth quarter SEK 100m goodwill impairment recognised related to the BeNeFra region
• EBITA adjusted for WLW and other items affecting comparability amounted to SEK 415m (452), corresponding to an operating margin of 10.5% (10.5). The lower earnings are explained by lower SPAR-related sales
• SEK 215m dividend issued in the first half, of which Ratos's share amounted to SEK 150m
• In August, a renewed contract was signed with D&B for 11 countries

Ratos's holding in Bisnode amounted to 70% and the consolidated book value in Ratos was SEK 1,203m at 31 December 2012.

Bisnode is a leading European provider of digital business information with services within market, credit and business information. Using Bisnode's information services companies can increase their sales, reduce their risks and improve their day-to-day business decisions. Operations are conducted in 18 countries in Europe.

DIAB

• Sales SEK 1,003m (1,219) and EBITA SEK -217m (-5)
• Very weak demand and price pressure in the wind energy market in China, but positive volume development in Europe. Some positive signals from the Chinese energy authorities for 2013
• Weak profitability due to low sales volume, low capacity utilisation and increased price pressure
• Cost-cutting target within the framework of the action programme raised to SEK 130m per year from 2014. Costs of the programme (approximately SEK 145m) charged against earnings, of which approximately SEK 30m in the fourth quarter
• Capital contribution provided totalling SEK 170m, of which SEK 75m in the fourth quarter

Ratos's holding in DIAB amounted to 96% and the consolidated book value in Ratos was SEK 1,021m at 31 December 2012.

DIAB is a world-leading company that manufactures and develops core materials for composite structures including blades for wind turbines, hulls and decks for leisure boats, and components for aircraft, trains, industrial applications and buildings. The material has a unique combination of characteristics such as low weight, high strength, insulation properties and chemical resistance.

Euromaint

• Sales SEK 2,489m (2,860) and EBITA SEK 51m (102)
• Sales adjusted for commuter train contract (not included since June 2011) decreased by 7%
• Weak development in the German operations explains the lower earnings
• Action programmes underway designed to reduce costs and raise efficiency
• New contracts signed for maintenance of the Öresund trains, train services in West Sweden and rebuilding of passenger coaches for the Swedish State Railway (SJ)

Ratos's holding in Euromaint amounted to 100% and the consolidated book value in Ratos was SEK 577m at 31 December 2012.

Euromaint is one of Europe's leading independent maintenance companies for the rail transport industry. The company's services and products guarantee the reliability and service life of track-mounted vehicles such as freight carriages, passenger trains, locomotives and work machines. Euromaint has operations in Sweden, Germany, Belgium, the Netherlands and Latvia.

Finnkino

• Sales SEK 862m (799) and EBITA SEK 128m (77)
• An exceptionally good film repertoire in 2012 with many Finnish films as well as major international films, contributed to high admission levels and provided a strong sales and earnings development. 2013 is expected to be a more normal film year
• Improved profitability in the Baltic countries and Finland
• Peripheral sales per admission rose 3%

Ratos's holding in Finnkino amounted to 98% and the consolidated book value in Ratos was SEK 445m at 31 December 2012.

Finnkino is the largest movie theatre chain in Finland and the Baltic countries with 24 movie theatres and 158 screens with a total of approximately 27,000 seats. The company also conducts film distribution and some distribution of DVDs. The movie theatre operations are conducted under the name Finnkino in Finland and Forum Cinemas in the Baltic countries.

GS-Hydro

• Sales SEK 1,352m (1,074) and EBITA SEK 123m (31)
• Strong sales increase driven by high activity in the offshore segment
• Substantial improvement in earnings due to increased sales and strengthened gross margin

Ratos's holding in GS-Hydro amounted to 100% and the consolidated book value in Ratos was SEK -2m at 31 December 2012 (negative due to refinancing in 2008).

GS-Hydro is a leading supplier of non-welded piping solutions. Products are used in the marine and offshore industries as well as land-based segments such as the pulp and paper, metals and mining, and automotive and aerospace industries. The head office is located in Finland.

Hafa Bathroom Group

• Sales SEK 268m (324) and EBITA SEK 7m (-5)
• A weak consumer market had a negative impact on sales
• Improved earnings due to completed cost-cutting measures

Ratos's holding in Hafa Bathroom Group amounted to 100% and the consolidated book value in Ratos was SEK 153m at 31 December 2012.

Hafa Bathroom Group with the Hafa and Westerbergs brands is one of the Nordic region's leading bathroom interior companies.

HL Display

• Sales SEK 1,657m (1,643) and EBITA SEK 104m (64)
• Sales in local currency rose 2%. Positive sales development in Asia, the UK and Eastern Europe, stable in Northern Europe while Southern Europe was weaker
• Adjusted EBITA just over 20% better than in 2011 (SEK 125m compared with SEK 103m), due to lower costs following relocation of production and good control of costs
• Relocation of the factory in Falun, Sweden, to Poland was completed and production in Poland is underway. Additional positive effects on earnings from the move are expected in 2013

Ratos's holding in HL Display amounted to 99% and the consolidated book value in Ratos was SEK 1,041m at 31 December 2012.

HL Display is a global, market-leading supplier of products and systems for merchandising and in-store communication with operations in 47 countries. Manufacture takes place in Poland, Sweden, China and the UK.

Inwido

• Sales SEK 4,607m (5,050) and EBITA SEK 288m (407)
• Organic sales development -7% after weak order bookings in third quarter. Order bookings stabilised in the fourth quarter. Continued weak market in Sweden but positive development in Denmark
• Cost-cutting measures have been implemented and more are planned. These partly compensated for lower demand and strengthened the EBITA margin in the fourth quarter, but have not yet had a full effect
• Home Improvement business area was sold and generated a capital loss of SEK 51m
• Adjusted EBITA amounted to SEK 358m (476), adjusted for capital loss and other costs affecting comparability

Ratos's holding in Inwido amounted to 97% and the consolidated book value in Ratos was SEK 2,290m at 31 December 2012.

Inwido develops, manufactures and sells a full range of windows and exterior doors to consumers, construction companies and prefabricated home manufacturers. Operations are conducted in all the Nordic countries as well as in the UK, Ireland, Poland and Russia. The company's brands include Elitfönster, SnickarPer, Tiivi, KPK, Lyssand and Allan Brothers.

Jøtul

• Sales SEK 913m (996) and EBITA SEK -52m (-33)
• Continued weak demand in several main markets in the fourth quarter contributed to weak sales and earnings development
• Extensive changes to the company's production management in the Norwegian manufacturing unit and a reduction in inventory levels had a negative impact on productivity and earnings
• The company's owners provided a capital contribution of NOK 90m, of which Ratos's share was NOK 74m (SEK 85m)

Ratos's holding in Jøtul amounted to 61% and the consolidated book value in Ratos was SEK 181m at 31 December 2012.

The Norwegian company Jøtul is one of Europe's largest manufacturer of stoves and fireplaces with production facilities in Norway, Denmark, France, Poland and the US. The company dates back to 1853 and the products are sold worldwide, primarily through speciality stores, but also through the DIY trade.

KVD Kvarndammen

• Sales SEK 287m (276) and EBITA SEK 41m (52)
• Good development in Sweden and strengthened market share in weak car market
• Establishment in Norway going according to plan. Establishment costs explain the lower EBITA
• Brokerage launched of cars owned by private individuals
• Refinancing and SEK 153m dividend paid to Ratos

Ratos's holding in KVD Kvarndammen amounted to 100% and the consolidated book value in Ratos was SEK 255m at 31 December 2012.

KVD Kvarndammen is Sweden's largest independent online marketplace offering broker services for secondhand vehicles. The company, which was founded in 1991, runs kvd.se where cars, heavy vehicles and machines are offered for sale at weekly online auctions. The number of unique visitors totals approximately 200,000 per week. The company includes Sweden's largest valuation portal for cars, bilpriser.se.

Mobile Climate Control (MCC)

• Sales SEK 1,250m (1,048) and EBITA SEK 108m (45)
• Organic growth adjusted for currency effects amounted to 8%. Good demand in the off road and defense vehicles segments while development in Europe suffered from a weak end to the year
• Improved earnings due to higher volumes and implementation of profitability improvement measures. On the other hand, profitability was negatively affected by weak earnings development within parts of the North American bus operations and start-up costs after the factory consolidation in Europe

Ratos's holding in Mobile Climate Control amounted to 100% and the consolidated book value in Ratos was SEK 819m at 31 December 2012.

Mobile Climate Control (MCC) offers complete climate comfort systems for three main customer segments: buses, off road and defense vehicles. Approximately 80% of the company's sales take place in North America and 20% in Europe. Major production plants are located in Canada (Toronto), USA (Goshen) and Poland (Olawa).

SB Seating

• Sales SEK 1,176m (1,264) and EBITA SEK 237m (253)
• Higher sales in Norway, the UK and Finland. Lower sales in other markets
• Strengthened positions in a weak European office chair market
• Retained EBITA-marginal, 20% (20), due to improved operational efficiency
• Product development remains in focus. New products to be launched in 2013 under all three brands

Ratos's holding in SB Seating amounted to 85% and the consolidated book value in Ratos was SEK 1,061m at 31 December 2012.

SB Seating develops and produces ergonomic office chairs in Scandinavian design for private and public environments. The group markets three strong brands, HÅG, RH and RBM, which are mainly sold through retail outlets. The group is represented in Norway, Sweden, Denmark, Germany, the UK, the Netherlands and France.

Stofa

• Sales SEK 1,572m (1,390) and EBITA SEK 180m (146)
• Increased sales driven by acquisition from Canal Digital, the fact that TV2 is now a pay TV channel and increased broadband sales
• Investments for expanded broadband carried out in recent years and Netflix has named Stofa as the operator with the fastest broadband, compared with both ADSL and fibre optic broadband providers
• The number of broadband customers showing strong growth driven by marketing and pricing activities. The number of broadband customers rose by over 10% in 2012
• In the fourth quarter, Ratos signed an agreement to sell Stofa to SE. The sale has been approved by the competition authorities and is expected to be completed in February 2013. The exit gain is expected to amount to SEK 850m and the average annual return (IRR) to approximately 55%

Ratos's holding in Stofa amounted to 99% and the consolidated book value in Ratos was SEK 250m at 31 December 2012.

Stofa is a Danish operator within broadband, cable TV and telephony which provides some 375,000 Danish households with cable TV and almost 180,000 with broadband. The services are delivered in close cooperation with 300 antenna associations throughout Denmark. In addition, Stofa also sells to end-user subscribers who are offered interactive TV services (pay TV), broadband and IP telephony.

Ratos's holdings at 31 December 2012

		Net sales		EBITA		EBT A)
SEKm	2012	2011	2012	2011	2012	2011
AH Industries	1,062	925	-45	24	-72	-6
Arcus-Gruppen 1)	2,278	2,072	5	146	-73	78
Biolin Scientific 2)	235	232	23	15	14	0
Bisnode	3,935	4,310	511	447	70	203
Contex Group 3)	286	300	5	19	-150	7
DIAB	1,003	1,219	-217	-5	-279	-50
Euromaint 4)	2,489	2,860	51	102	5	52
Finnkino 5)	862	799	128	77	82	21
GS-Hydro	1,352	1,074	123	31	44	-13
Hafa Bathroom Group 6)	268	324	7	-5	5	-2
HL Display	1,657	1,643	104	64	70	24
Inwido	4,607	5,050	288	407	246	315
Jøtul	913	996	-52	-33	-152	-66
KVD Kvarndammen	287	276	41	52	25	42
Mobile Climate Control	1,250	1,048	108	45	67	7
SB Seating	1,176	1,264	237	253	180	196
Stofa	1,572	1,390	180	146	88	96
Total	25,234	25,782	1,497	1,786	169	905
Change		-2%		-16%		-81%

SEKm	Depreciation B) 2012	Investments C) 2012	Cash flow D) 2012	Equity E) 31 Dec 2012	Interest-bearing net debt E) 31 Dec 2012	Average no. employees 2012	Consolidated value 31 Dec 2012	Ratos's holding 31 Dec 2012
AH Industries	57	50	-79	832	394	456	305	69%
Arcus-Gruppen 1)	40	126	-94	560	436	441	434	83%
Biolin Scientific 2)	8	26	-11	349	155	136	343	100%
Bisnode	144	100	124	2,160	2,074	2,906	1,203	70%
Contex Group 3)	29	24	-28	165	-1	129	160	100%
DIAB	174	32	-36	1,152	759	1,070	1,021	96%
Euromaint 4)	51	29	5	594	588	2,437	577	100%
Finnkino 5)	67	28	95	452	217	755	445	98%
GS-Hydro	21	21	63	352	451	636	-2	100%
Hafa Bathroom Group 6)	2	4	-4	42	61	136	153	100%
HL Display	38	51	70	1,156	396	1,140	1,041	99%
Inwido	113	87	166	2,367	1,131	3,270	2,290	97%
Jøtul	59	68	-81	498	583	683	181	61%
KVD Kvarndammen	4	3	49	255	220	184	255	100%
Mobile Climate Control	16	7	2	845	562	628	819	100%
SB Seating	37	68	155	1,179	672	468	1,061	85%
Stofa	117	153	92	253	859	462	250	99%

A) Earnings with restored interest expenses on shareholder loan.

• B) Depreciation includes depreciation and impairment of property, plant and equipment as well as internally generated and directly acquired intangible assets. Depreciation and impairment are included in EBITA.
• C) Investments excluding business combinations.
• D) Cash flow refers to cash flow from operating activities including paid interest and investing activities before acquisition and disposal of companies.
• E) Equity includes shareholder loans. Interest-bearing debt excludes shareholder loans.
• 1) Arcus-Gruppen's earnings for 2011 are pro forma taking new financing into account.
• 2) Biolin Scientific's earnings for 2011 are pro forma taking into account a new group structure, acquisition of Sophion Bioscience in August 2011, new financing and discontinuation of Farfield.
• 3) Contex Group's earnings for 2011 are pro forma taking into account the sale of Z Corporation and Vidar Systems as well as new financing.
• 4) Euromaint's earnings for 2011 are pro forma taking into account discontinued operations (Refurbishment business area) and sale of Euromaint Industry.
• 5) Finnkino's earnings for 2011 are pro forma taking Ratos's acquisition into account.
• 6) Hafa Bathroom Group's earnings for 2011 are pro forma taking discontinued operations in Denmark into account.

Telephone conference 15 February 10.00 CET

+46 8 505 201 10

Listen to CEO Susanna Campbell's comments on the year-end report at www.ratos.se

Financial calendar

2013
17 April	AGM
8 May	Interim report Jan-Mar
15 Aug	Interim report Jan-June
8 Nov	Interim report Jan-Sept

Stockholm, 15 February 2013 Ratos AB (publ)

Susanna Campbell CEO

For further information, please contact: Susanna Campbell, CEO, +46 8 700 17 00 Emma Rheborg, Head of Corporate Communications and IR, +46 8 700 17 20

This report has not been reviewed by Ratos's auditors.

This information is disclosed pursuant to the Swedish Securities Market Act, the Swedish Financial Instruments Trading Act or requirements stipulated in the listing agreement.

Consolidated income statement

SEKm	2012 Q 4	2011 Q 4	2012	2011
Net sales	6,796	7,985	27,100	29,669
Other operating income	31	44	171	215
Change in inventories	-45	-157	-32	-64
Raw materials and consumables	-2,698	-3,009	-10,918	-11,385
Employee benefit costs	-2,171	-2,462	-8,644	-9,529
Depreciation and impairment of property, plant and equipment and intangible assets	-675	-610	-1,942	-1,470
Other costs	-1,254	-1,714	-5,391	-6,272
Capital gain/loss from the sale of group companies	-4	-6	1,179	27
Capital gain/loss from the sale of associates	0	-2	81	485
Share of profits of associates	5	5	18	33
Operating profit/loss	-15	74	1,622	1,709
Financial income	19	66	154	155
Financial expenses	-293	-215	-1,009	-1,004
Net financial items	-274	-149	-855	-849
Profit/loss before tax	-289	-75	767	860
Tax	-136	-103	-224	-314
Profit/loss for the period	-425	-178	543	546
Profit/loss for the period attributable to:
Owners of the parent	-363	-184	606	521
Non-controlling interests	-62	6	-63	25
Earnings per share, SEK
– before dilution	-1.14	-0.58	1.90	1.63
– after dilution	-1.14	-0.58	1.90	1.63

Consolidated statement of comprehensive income

SEKm	2012 Q 4	2011 Q 4	2012	2011
Profit/loss for the period	-425	-178	543	546
Other comprehensive income:
Translation differences for the period	157	-287	-157	-38
Change in hedging reserve for the period	43	-9	40	-24
Tax attributable to other comprehensive income	-12	3	-11	7
Other comprehensive income for the period	188	-293	-128	-55
Total comprehensive income for the period	-237	-471	415	491
Total comprehensive income for the period attributable to:
Owners of the parent	-208	-426	499	478
Non-controlling interests	-29	-45	-84	13

Summary consolidated statement of financial position

SEKm	31 Dec 2012	31 Dec 2011
ASSETS
Non-current assets
Goodwill	15,502	20,483
Other intangible assets	1,292	1,541
Property, plant and equipment	3,461	4,286
Financial assets	225	785
Deferred tax assets	540	617
Total non-current assets	21,020	27,712
Current assets
Inventories	2,387	2,684
Current receivables	4,906	6,291
Cash and cash equivalents	3,203	3,042
Assets held for sale	2,054	193
Total current assets	12,550	12,210
Total assets	33,570	39,922
EQUITY AND LIABILITIES
Equity including non-controlling interests	13,207	14,655
Non-current liabilities
Interest-bearing liabilities	7,937	11,667
Non-interest bearing liabilities	760	845
Pension provisions	287	410
Other provisions	179	396
Deferred tax liabilities	396	690
Total non-current liabilities	9,559	14,008
Current liabilities
Interest-bearing liabilities	2,489	2,145
Non-interest bearing liabilities	6,413	8,307
Provisions	138	718
Liabilities attributable to assets held for sale	1,764	89
Total current liabilities	10,804	11,259
Total equity and liabilities	33,570	39,922

Summary statement of changes in consolidated equity

	31 Dec 2012			31 Dec 2011
SEKm	Owners of the parent	Non- controlling interests	Total equity	Owners of the parent	Non controlling interests	Total equity
Opening equity	13,658	997	14,655	15,091	1,374	16,465
Effect of adopted purchase price allocation				-23		-23
Adjusted equity	13,658	997	14,655	15,068	1,374	16,442
Total comprehensive income for the year	499	-84	415	478	13	491
Dividend	-1,754	-75	-1,829	-1,678	-130	-1,808
New issue		17	17		10	10
Purchase of treasury shares				-74		-74
Transfer of treasury shares (exercise of call options)				88		88
Associates, sale of treasury shares	6		6
Option premiums	5		5	6		6
Put option, future acquisition from non-controlling interests					-215	-215
Acquisition of shares in subsidiary from non-controlling interests	-9	-7	-16	-230	-140	-370
Non-controlling interests at acquisition		1	1		99	99
Non-controlling interests in disposals		-47	-47		-14	-14
Closing equity	12,405	802	13,207	13,658	997	14,655

Consolidated statement of cash flows

SEKm	2012	2011
Operating activities
Profit before tax	767	860
Adjustment for non-cash items	927	1,034
	1,694	1,894
Income tax paid	-260	-316
Cash flow from operating activities before change in working capital	1,434	1,578
Cash flow from change in working capital
Increase (-)/Decrease (+) in inventories	120	64
Increase (-)/Decrease (+) in operating receivables	416	-146
Increase (+)/Decrease (-) in operating liabilities	-861	212
Cash flow from operating activities	1,109	1,708
Investing activities
Acquisition, group companies	-53	-1,531
Disposal, group companies	2,915	913
Acquisition, shares in associates	-2	-4
Disposal, shares in associates	386	1,876
Acquisition, other intangible/tangible assets	-898	-956
Disposal, other intangible/tangible assets	65	33
Investment, financial assets	-37	-19
Disposal, financial assets	35	51
Cash flow from investing activities	2,411	363
Financing activities
Purchase of treasury shares	0	-74
Exercise of options	-13	40
Option premiums	17	13
Acquisition of shares in subsidiary from non-controlling interests	-21	-237
Dividend paid	-1,754	-1,678
Dividend paid/redemption, non-controlling interests	-75	-130
Borrowings	1,596	6,097
Amortisation of loans	-3,025	-5,930
Cash flow from financing activities	-3,275	-1,899
Cash flow for the year	245	172
Cash and cash equivalents at beginning of the year	3,042	2,855
Exchange differences in cash and cash equivalents	-10	15
Cash and cash equivalents attributable to assets held for sale	-74
Cash and cash equivalents at the end of the year	3,203	3,042

Consolidated key figures 1)

SEKm	2012 Q 4	2011 Q 4	2012	2011
Return on equity, %			5	4
Equity ratio, %			39	37
Key figures per share
Total return, %			-17	-32
Dividend yield, %			4.8 2)	6.8
Market price, SEK			62.50	80.75
Dividend, SEK			3 2)	5.5
Equity attributable to owners of the parent, SEK			39	43
Earnings per share before dilution, SEK			1.90	1.63
Average number of shares outstanding
– before dilution	319,012,506	318,996,769	319,000,693	319,036,699
– after dilution	319,012,506	318,996,769	319,008,267	319,288,848
Total number of registered shares			324,140,896	324,140,896
Number of shares outstanding			319,001,359	318,996,769
– of which A shares			84,637,060	84,637,060
– of which B shares			234,364,299	234,359,709

1) Relevant historical figures are recalculated taking the 2011 share split into account.

2) Proposed dividend.

Parent company income statement

SEKm	2012 Q 4	2011 Q 4	2012	2011
Other operating income	0		2	1
Other external costs	-23	-17	-82	-79
Personnel costs	-41	-11	-119	-109
Depreciation of property, plant and equipment	-1	-1	-5	-5
Operating profit/loss	-65	-29	-204	-192
Capital gain from sale of investments in group companies			830	107
Dividends from group companies			382	827
Impairment of shares in group companies	-480	-322	-796	-322
Reversed impairment of shares in group companies				37
Capital gain from sale of interests in associates			266	78
Dividends from associates			14	16
Impairment of interests in associates		-7	-5	-7
Result from other securities and receivables
accounted for as non-current assets	46	49	137	175
Other interest income and similar profit/loss items	14	-6	33	27
Interest expenses and similar profit/loss items	-12	-9	-51	-42
Profit/loss after financial items	-497	-324	606	704
Tax
Profit/loss for the period	-497	-324	606	704

Parent company statement of comprehensive income

SEKm	2012 Q 4	2011 Q 4	2012	2011
Profit/loss for the period	-497	-324	606	704
Other comprehensive income:
Change in fair value reserve for the period	-14	-6	-13	0
Other comprehensive income for the period	-14	-6	-13	0
Comprehensive income for the period	-511	-330	593	704

Summary parent company balance sheet

SEKm	31 Dec 2012	31 Dec 2011
ASSETS
Non-current assets
Property, plant and equipment	78	82
Financial assets	10,235	12,540
Total non-current assets	10,313	12,622
Current assets
Current receivables	20	67
Short-term investments	499
Cash and cash equivalents	1,324	897
Total current assets	1,843	964
Total assets	12,156	13,586
EQUITY AND LIABILITIES
Equity	11,385	12,541
Non-current provisions
Pension provisions	1	1
Other provisions	7	16
Non-current liabilities
Interest-bearing liabilities, group companies	442	620
Non-interest bearing liabilities	29	36
Current provisions	28	20
Current liabilities
Interest-bearing liabilities, group companies	174	260
Non-interest bearing liabilities	90	92
Total equity and liabilities	12,156	13,586
Pledged assets and contingent liabilities	none	none

Summary statement of changes in parent company's equity

SEKm	31 Dec 2012	31 Dec 2011
Opening equity	12,541	13,493
Comprehensive income for the period	593	704
Dividend	-1,754	-1,678
Purchase of treasury shares		-74
Transfer of treasury shares (exercise call options)		88
Option premiums	5	8
Closing equity	11,385	12,541

Parent company cash flow statement

SEKm	2012	2011
Operating activities
Profit before tax	606	704
Adjustment for non-cash items	-700	-45
	-94	659
Income tax paid	–	–
Cash flow from operating activities before change
in working capital	-94	659
Cash flow from change in working capital
Increase (-)/Decrease (+) in operating receivables	-23	-19
Increase (+)/Decrease (-) in operating liabilities	-21	-64
Cash flow from operating activities	-138	576
Investing activities
Investment, shares in subsidiaries	-381	-909
Disposal and redemption, shares in subsidiaries	2,740	1,738
Disposal, shares in associates and other holdings	385	549
Acquisition, property, plant and equipment	-1	-1
Investment, financial assets	-145	-126
Disposal, financial assets	103	61
Cash flow from investing activities	2,701	1,312
Financing activities
Purchase of treasury shares		-74
Transfer of treasury shares (exercise call options)		88
Option premiums	5	10
Redemption incentive programme	-5	-47
Dividend paid	-1,754	-1,678
Loans raised in group companies	117	290
Cash flow from financing activities	-1,637	-1,411
Cash flow for the year	926	477
Cash and cash equivalents at the beginning of the year	897	420
Cash and cash equivalents at the end of the year	1,823	897

The consolidated financial statements are prepared in accordance with International Financial Reporting Standards (IFRS). The interim report is prepared in accordance with IAS 34, Interim Financial Reporting. Pertinent regulations in the Swedish Annual Accounts Act are also applied.

The parent company's interim report is prepared in accordance with the Annual Accounts Act which is in accordance with the regulations in RFR 2 Accounting for Legal Entities.

The accounting principles and basis of calculation are the same as those applied for the Group and the parent company in preparation of the most recent annual report. IFRS requires uniform accounting principles within a group.

New accounting principles for 2012

The revised IFRS standards which came into force in 2012 are not assessed as having any material effect on the performance, financial position or disclosures of the Group or parent company.

Significant accounting and valuation principles

A brief summary of Ratos's key accounting principles is provided below.

Business combinations

IFRS 3 Business Combinations and IAS 27 Consolidated and Separate Financial Statements are applied to acquisitions of subsidiaries. How an acquisition/disposal is recognised in the accounts depends on the size of the share acquired/sold.

• In the event ownership in the company exists, without this providing a controlling interest, when a controlling interest is obtained in the acquired company a remeasurement is performed at fair value whereby profit/loss is recognised in profit or loss for the year. In a corresponding manner a disposal, which results in a loss of control, is recognised as a capital gain or loss from the disposal while the remaining share in the company is remeasured at fair value.
• Acquisitions that take place after control has been obtained or in the event of a disposal when control remains, are regarded as owner transactions, whereby any changes are recognised in equity.

• Contingent considerations will be measured at fair value on the transaction date and in cases where the contingent consideration results in a liability it will be measured at fair value on each accounting date. Remeasurement is recognised as income/expense in profit or loss for the year.

• Transaction costs that arise in conjunction with an acquisition are expensed immediately.

• For business combinations there are two alternative methods for recognising goodwill, either full or proportionate share of goodwill. The choice between these two methods is made individually for every acquisition.

Purchase price allocations

Purchase price allocations (PPAs) are preliminary until adopted, which must take place within 12 months from the acquisition. In cases where a PPA is changed, income statements and balance sheets are adjusted for the comparative period when appropriate.

Goodwill and intangible assets

IFRS represents a requirement to identify and measure intangible assets at acquisition. To the extent intangible assets can be identified goodwill decreases correspondingly. Goodwill is not amortised but is subject to an annual test for impairment. Other intangible assets are amortised to the extent that an amortisation period can be determined. In such cases, testing for impairment is only carried out when there is an indication of a decline in value. If the amortisation period cannot be determined and amortisation is therefore not effected, an annual impairment test must be performed regardless of whether or not there is any indication of impairment.

When testing for impairment, goodwill and other intangible assets with an indeterminable useful life are attributable to cash-generating units, which in Ratos's case constitute separate subsidiaries (holdings). All holdings' carrying amounts, including the value of goodwill and intangible non-current assets attributable to the acquisition are tested by calculating the recoverable amount for the holdings. Holdings are tested for impairment annually regardless of whether or not there is any indication of impairment. Testing is conducted between annual periods if there is any indication of impairment.

Disposals

In August, Ratos sold the remaining 8,849,157 shares (approximately 11%) in Lindab International to Systemair. The selling price amounted to SEK 389m, corresponding to SEK 44 per share, and the exit gain was SEK 81m.

In April, Ratos and co-owners signed an agreement to sell all the shares in Anticimex. The sale was completed in July 2012. Consideration transferred amounted to SEK 1,544m and the capital gain (exit gain) for Ratos amounted to SEK 897m.

Disposals in group companies

Inwido's sale of the business area Inwido Home Improvement was completed in June 2012. Consideration transferred amounted to SEK 192m and the exit loss was SEK 51m.

Bisnode's sale of WLW to the German private equity company Paragon Partners was completed in February 2012. Consideration transferred amounted to SEK 357m whereby Bisnode's exit gain amounted to SEK 151m.

Contex Group's sale of its subsidiaries Z Corporation and Vidar Systems to the American company 3D Systems Corporation was completed in January 2012. Consideration transferred amounted to USD 137m and the exit loss was USD 8m.

Disposals after the end of the reporting period

On 25 October, Ratos signed an agreement to sell all the shares in the subsidiary Stofa to the Danish energy and telecom group SE (Syd Energi) for DKK 1,900m (approximately SEK 2,200m) (enterprise value). The sale has been approved by the competition authorities and is expected to be completed in February 2013.

Disposals in group companies after the end of the reporting period

Ratos's subsidiary Contex Group sold its subsidiary Contex A/S to the private equity fund Procuritas. The selling price (enterprise value) amounted to USD 41.5m (approximately SEK 275m). In conjunction with completion of this deal in January 2013, the winding up of Contex Group started and Ratos will receive a dividend of approximately SEK 165m. The sale results in a SEK 140m impairment of goodwill in Contex A/S, which was charged against the share of profit from Contex Group in Ratos in 2012.

Acquisitions

Acquisitions in group companies after the end of the reporting period

In July 2012, Arcus-Gruppen signed an agreement to acquire the brands Aalborg, Brøndums, Gammel Dansk and Malteser from Pernod Ricard. The competition authority in Denmark approved the acquisition subject to the sale of the Brøndums brand no later than 30 June 2013. Consideration transferred amounted to EUR 105m (approximately SEK 900m). The acquisition was completed in January 2013. Ratos provided SEK 77m in conjunction with the acquisition. Expected values in excess of fair values of recognised assets and liabilities at the acquisition date are expected to amount to approximately SEK 700m, which mostly relates to trademarks and goodwill.

Adoption of previous year's preliminary purchase price allocations at Ratos Group level

Purchase price allocations (PPAs) are preliminary until adopted, which must take place within 12 months from the acquisition. In cases where a PPA is changed, income statements and balance sheets are adjusted for the comparative period when appropriate.

The PPA for Finnkino has been adopted in accordance with the preliminary PPA with one minor variation. A reduction in non-controlling interests is due to an underlying business being reclassified as a joint venture and recognised in accordance with the proportionate consolidation method.

Finnkino

		New	Definite PPA
SEKm	Preliminary PPA	measure- ment
Intangible assets	3		3
Property, plant and equipment	622	-8	614
Financial assets	1		1
Current assets	60		60
Cash and cash equivalents	53		53
Non-controlling interests	-7	7
Non-current liabilities and provisions	-474		-474
Current liabilities	-160	-4	-164
Net identifiable assets and liabilities	98	-5	93
Consolidated goodwill	537	5	542
Consideration transferred	635		635

Note 3 Operating segments

	Sales				EBT 1)
SEKm	2012 Q 4	2011 Q 4	2012	2011	2012 Q 4	2011 Q 4	2012	2011
Holdings
AH Industries	173	267	1,062	925	-56	-2	-72	-6
Anticimex 2)		509	1,009	1,927		16	51	84
Arcus-Gruppen	691	681	2,278	2,072	49	94	-73	82
Biolin Scientific	74	77	235	180	9	-13	14	-10
Bisnode	1,051	1,166	3,935	4,310	-95	57	-31	106
Contex Group	52	172	286	662	-166	-52	-150	-14
DIAB	218	295	1,003	1,219	-72	-35	-287	-51
Euromaint	615	782	2,489	3,329	-6	-37	-49	-144
Finnkino 3)	239	216	862	543	24	9	82	1
GS-Hydro	338	311	1,352	1,074	-18	9	44	-13
Hafa Bathroom Group	64	82	268	335	-4	2	5	-18
HL Display	409	410	1,657	1,643	19	-12	70	24
Inwido	1,242	1,410	4,607	5,050	111	106	246	315
Jøtul	323	343	913	996	-56	-51	-160	-113
KVD Kvarndammen	79	77	287	276	-2	12	25	42
Lindab 4)						3	4	21
Medisize 5)				617				42
Mobile Climate Control	268	276	1,250	1,048	10	8	67	7
SB Seating	325	352	1,176	1,264	36	40	97	95
Stofa	417	382	1,572	1,390	12	18	88	96
Total	6,578	7,808	26,241	28,860	-205	172	-29	546
Exit Anticimex					-1		897
Exit Lindab							81
Exit Camfil								586
Exit Superfos								-99
Exit Medisize								38
Exit result					-1	0	978	525
Impairment AH Industries							-275
Impairment Jøtul					-100		-100
Impairment Contex Group						-312		-312
Holdings total	6,578	7,808	26,241	28,860	-306	-140	574	759
Central income and expenses	218	177	859	809	17	65	193	101
Group total	6,796	7,985	27,100	29,669	-289	-75	767	860

1) Subsidiaries' profits included with 100% and associates' profits with respective holding percentage.

2) Anticimex is included in consolidated profit through June 2012. The entire holding was sold in July 2012.

3) Finnkino is included in consolidated profit from May 2011.

4) Lindab is included in consolidated profit through June 2012. The entire holding was sold in August 2012.

5) Medisize is included in consolidated profit through July 2011. The entire holding was sold in August 2011.

Ratos AB (publ) Drottninggatan 2 Box 1661 SE-111 96 Stockholm Tel +46 8 700 17 00 www.ratos.se Corp. Id. no. 556008-3585

Ratos is a private equity conglomerate. The company's mission is to maximise shareholder value over time through the professional, active and responsible exercise of its ownership role in primarily medium to large unlisted Nordic companies. Ratos's holdings include AH Industries, Arcus-Gruppen, Biolin Scientific, Bisnode, DIAB, Euromaint, Finnkino, GS-Hydro, Hafa Bathroom Group, HL Display, Inwido, Jøtul, KVD Kvarndammen, Mobile Climate Control, SB Seating and Stofa. Ratos is listed on Nasdaq OMX Stockholm and market capitalisation amounts to approximately SEK 21 billion.