Skip to main content

AI assistant

Sign in to chat with this filing

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

Ratos Interim / Quarterly Report 2016

Feb 17, 2017

2957_10-k_2017-02-17_5175d204-cdb9-49f7-a7d2-cd5731b2ba9a.pdf

Interim / Quarterly Report

Open in viewer

Opens in your device viewer

Year-end Report 2016

Development in company portfolio

  • Sales growth +13%. Adjusted for the size of Ratos's holding, net sales amounted to SEK 22,794m (20,164)
  • Adjusted EBITA development -2%, adjusted for Ratos's holding, mainly due to weak performance of GS-Hydro. The portfolio's adjusted EBITA amounted to SEK 1,384m (1,414)
  • EBITA performance -19%, adjusted for the size of Ratos's holding. The portfolio's adjusted EBITA amounted to SEK 1,005m (1,233)

Acquisitions and divestments

  • The acquisitions of Serena Properties, airteam, Oase Outdoors, Gudrun Sjödén Group and Plantagen were completed
  • Divestment of Euromaint, Mobile Climate Control and Analytical Instruments, part of Biolin Scientific
  • Initial public offering for Arcus
  • Agreement signed for the divestment of AH Industries

Financial information

  • The impairment of book values in Aibel, AH Industries, Biolin Scientific, Euromaint, GS Hydro and Jøtul during the year amounted to SEK 1.9 billion, attributable to the owners of the parent, of which SEK 1.1 billion is attributable to Aibel
  • Profit/share of profits from companies amounted to SEK 295m (664), weak earnings development, particularly in GS-Hydro and Aibel
  • Proposed dividend of SEK 2.00 per share (3.25)
  • Earnings per share before and after dilution amounted to SEK -1.79 (1.29)
  • Cash and cash equivalents in the parent company totalled SEK 2,677m (4,677)

Ratos Group's key figures based on IFRS

SEKm 2016
Q4
2015
Q4
2016
Q1-4
2015
Q1-4
Net sales 6 649 6 518 25 228 24 480
Operating profit 1 551 -478 -235 1 411
Profit before tax 1 330 -529 -890 892
of which, Profit/share of profits in portfolio companies -38 53 295 664
of which, Exit gains in portfolio companies 1 672 44 1 672 1 101
of which, Impairment in portfolio companies:
attributable to owners of the parent -204 -565 -1 895 -565
attributable to non-controlling interest -609
Earnings per share after dilution 3,95 -2,05 -1,79 1,29
Equity (attributable to owners of the parent) 11 283 12 882
Return on equity, % -4 4
Equity ratio, % 45 47
Cash flow for the period from operating activities 1 180 1 252
Cash and cash equivalents in the parent company 2 677 4 677

Important events 2016

Acquisitions

  • In November, the acquisition was completed of 99% of the shares in Plantagen, the Nordic region's leading chain store for plants and gardening accessories. The purchase price (equity value) for 100% of the company amounts to approximately NOK 1.2 billion, corresponding to an enterprise value of about NOK 2.8 billion
  • During the third quarter, the acquisitions were completed of 30% of Gudrun Sjödén Group, an international design company with uniquely colourful designs and a distinct sustainability profile, and 79% of Oase Outdoors, a Danish family-owned company that supplies high-quality camping and outdoor equipment
  • During the first half of the year, the acquisitions were completed of 56% of Serena Properties, a newly formed real estate company with a portfolio of 21 commercial retail properties in Finland, and 70% of airteam, a leading supplier of ventilation solutions in Denmark

Divestments

  • Euromaint was sold in November for approximately SEK 650m (enterprise value). The divestment had no earnings effect for Ratos, since impairment at the anticipated exit value occurred in the third quarter. The investment has generated a negative annual average return (IRR)
  • In November, Mobile Climate Control was sold for approximately SEK 1,790m (enterprise value) and Ratos received SEK 1,373m (equity value). The sale generated an exit gain of SEK 268m, an average annual return (IRR) of about 10% and a money multiple of 2.2x
  • In December, Biolin Scientific divested its Analytical Instruments business area. The sale generated a small exit earnings effect for Ratos. The continuing operation in Biolin Scientific, Sophion, is recognised in other net assets in the Ratos Group
  • On 1 December, Arcus was listed on the Oslo Stock Exchange at NOK 43 per share. In conjunction with the listing, Ratos sold shares for a total value of SEK 1,194m, after partially exercising the surplus allocation option. Ratos's holding now amounts to 23.6%. The total exit gain was SEK 1,403m. Since the acquisition in 2005 the average annual return (IRR) to date amounts to 29%, which implies a money multiple of 5.5x

In December, Ratos signed an agreement for the sale of all shares in AH Industries at an enterprise value of DKK 240m for 100% of the company. Ratos's holding amounts to 70%. The sale resulted in an impairment of the company's total book value and thus, no significant exit earnings effect is expected. The investment has generated a negative annual average return (IRR)

Impairment

  • During the third quarter, the impairment of book values in Aibel, AH Industries, Biolin Scientific, Euromaint and Jøtul amounted to SEK 1.7 billion, attributable to the owners of the parent, of which SEK 1.1 billion is attributable to Aibel. In accordance with IFRS, the noncontrolling interest's share of the impairment, SEK 609m, is also charged to the Ratos Group's net profit
  • In the fourth quarter of 2016, impairment was also made of the book values in GS-Hydro of SEK 160m and in AH Industries of SEK 43m

Capital contribution/earn-out

  • During the fourth quarter, Ratos contributed SEK 68m (EUR 7m) to GS-Hydro. Earlier in the year, Ratos contributed SEK 319m (NOK 316m) to Aibel in conjunction with a new financing agreement, SEK 246m to Bisnode (of which SEK 71m in conjunction with the supplementary acquisition of NN Markedsdata), SEK 15m to KVD, SEK 46m (EUR 5m) to GS-Hydro and SEK 120m to Euromaint
  • An earn-out of EUR 4m concerning TFS was paid in the first quarter

Events after the end of the period

In February 2017, Ratos's subsidiary Ledil was refinanced. Ratos will receive a dividend of approximately EUR 18m for its holding of 66%. The refinancing was facilitated by strong profitable growth and the business's favourable performance. Ratos's consolidated book value for Ledil will be adjusted downward by a corresponding amount

More information about important events in the holdings is provided on pages 7-16.

Performance of Ratos's company portfolio 1)

2016 Q4 2016 Q1-4
Companies in their
Ratos's holding
entirety
entirety
Companies in their Ratos's holding
Change Change Change Change
Net sales in the portfolio 9 827 +32% 6 058 +20% 35 200 +19% 22 794 +13%
EBITA in the portfolio 94 -62% 53 -67% 1 406 -22% 1 005 -19%
Adjusted EBITA in the
portfolio 2)
367 -16% 223 -7% 2 027 -5% 1 384 -2%

1) Comparison with corresponding period in preceding year and for comparable units.

2) Excluding items affecting comparability

For reconciliation of alternative performance measures, see Note 3 on pages 32-33.

On page 17, an extensive table is provided with financial information for Ratos's holdings to facilitate analysis. At www.ratos.se, income statements, statements of financial position, etc., for all Ratos's holdings are available in downloadable Excel files.

CEO comments on performance in 2016 A transaction-intensive year and fourth quarter

2016 was a transaction-intensive year, and the fourth quarter was no different. We completed a total of five acquisitions during the year and signed agreements to divest four companies, fully or partially, as well as also implementing an initial public offering for Arcus. In addition to our acquisitions and divestments, we have continued our development activities in the companies and in the central organisation at Ratos. In 2016, the overall development of the company portfolio did not live up to our expectations. Many companies are performing well, but in some of our holdings we are working even more intensively together with the management teams of the companies and their Boards of Directors.

Development in portfolio

For full-year 2016, the portfolio displayed sales growth of +13%, but with a weakened trend in adjusted EBITA of -2%, adjusted for the size of Ratos's holding. During the fourth quarter of 2016, the portfolio displayed sales growth of +20%. However, adjusted for the size of Ratos's holding, adjusted EBITA declined -7%. The growth is primarily driven by Aibel, which had a considerable project delivery to the Johan Sverdrup field during the year and the fourth quarter but with lower margins in the project portfolio, as well as to HENT, which saw a high level of sales growth in 2016. This weak earnings trend was primarily attributable to the performance of GS-Hydro and to Aibel. GS-Hydro continues to encounter market-related uncertainty, with low volumes in both offshore and the land-based segment. Together with the management of the company, we are now implementing strong measures to adapt the company to the prevailing market conditions.

Several of our companies made progress both operationally and strategically during the year. During the year, the Norwegian construction services company HENT became established in the Swedish market, as well as starting up a new property development segment, with primary focus on residential properties in Norway. KVD, Sweden's largest independent online marketplace offering broker services for second-hand vehicles, is investing considerable amounts in upgrading its technical platform to be able to build out its customer offering.

Ratos as committed owner, wants to support the companies by providing both capital and expertise. In 2016, we undertook refinancing of Aibel, Bisnode, KVD and GS-Hydro. We contributed a total of about SEK 700m, corresponding to our holding. Refinancing has strengthened the companies' capital structures and provided a long-term, stable platform for continued development. After the end of the period, Ledil was refinanced and Ratos thus received a dividend of approximately EUR 18m for its holding of 66%. The refinancing was facilitated by strong profitable growth and the business's favourable performance.

Interesting acquisitions and strategic investments

The transaction markets remain strong and during the year, Ratos has made several transactions in accordance with our strategy of investing in new, interesting companies, implementing add-on acquisitions, focusing on operational development and realising values through divestments. A clear example of this is Arcus, which Ratos has owned since 2005 and has developed from a Norwegian spirits producer into the Nordic region's leading supplier of wines and spirits. In December, Arcus was listed on the Oslo Stock Exchange.

In addition to the add-on acquisitions that TFS, Bisnode and airteam made during the year, Ratos acquired four companies: airteam, Gudrun Sjödén Group, Oase Outdoors and Plantagen. The acquisition of Serena Properties was also completed in 2016. In our newly acquired companies, Oase Outdoors and Gudrun Sjödén Group, we are now driving further development with a focus on growth initiatives and product development, as well as global expansion and the development of e-commerce. Plantagen has been included in Ratos's results since 1 December 2016, and the work with this company has only just begun.

During the year, Ratos sold Euromaint and signed agreements for the sale of AH Industries, while in addition, Biolin Scientific signed an agreement to sell its Analytical Instruments business area. We have owned AH Industries and Euromaint since 2007 and since the companies are not developing to plan, we regarded it as a logical time for a new owner to take the reins.

Mobile Climate Control (MCC) was also sold in 2016. Ratos has owned MCC since 2007 and during our time as owner, the company developed well, with sales that have more than doubled, international expansion, significant addon acquisitions and investments in new production capacity.

Combined, the divestment of Mobile Climate Control and the Arcus IPO generated a total exit gain of approximately SEK 1.7 billion and a cash effect of SEK 2.5 billion.

Impairment of book values

Some of our companies are operating under tough market conditions and are showing a weak earnings trend. To reflect the companies' market conditions, we adjusted our book values pertaining to the portfolio companies Aibel, AH Industries, Biolin Scientific, Euromaint, GS-Hydro and Jøtul during the year. In total, the impairments of investments in associates and goodwill attributable to the owners of the parent amounted to SEK 1.9 billion.

Focus on development of the companies

2016 was an intensive year with successful investments in companies that we regard as having major development

potential and the divestment of companies that have developed both favourably and less favourably. The performance of the portfolio companies on the whole did not live up to our expectations, and we are continuing the intensive efforts with the management teams of our companies and their employees to turn this around. In addition, we are conducting a review of Ratos's strategy.

Magnus Agervald CEO

Companies overview

The Ratos Group's net sales, in accordance with IFRS, for full-year 2016 amounted to SEK 25,228m (24,480), corresponding to an increase of +3%. The operating loss for the same period amounted to SEK -235m (1,411), mainly due to impairment of book values. To facilitate a comparison between periods and enable follow-up of the ongoing performance of Ratos's company portfolio, the companies overview presented below includes certain financial information that is not defined in accordance with IFRS. For a reconciliation of the alternative performance measures used in this report with the most directly reconcilable IFRS measures, refer to Note 3.

Development in Ratos's company portfolio

Ratos invests mainly in unlisted medium-sized Nordic companies and, as per 31 December 2016, has 18 companies in its portfolio, ten of which are categorised as medium-sized (mid cap) and eight as small-sized (small cap). The largest segments in terms of sales are Consumer goods/Commerce, Construction and Energy. The information presented for each company refers to the company in its entirety and has not been adjusted for the size of Ratos's holding, with the exception of consolidated book value.

18 companies with approximately

14,500* employees

* The number of employees is based on the average number of employees for full-year 2016 for the 18 companies.

Sales breakdown by segment**

** adjusted for the size of Ratos's holding.

Mid cap

In total, the mid cap companies showed +17% growth in net sales and an increase in adjusted EBITA of +7% (recognised EBITA -6%) for full-year 2016, adjusted for Ratos's holding. The companies' total sales accounted for 83% of Ratos's portfolio sales and 87% of adjusted EBITA.

-10 0 10 20 30 40 50 %

Aibel

  • Sales growth is primarily driven by high activity in new construction contracts for the Johan Sverdrup field. Generelly good deliveries of projects. The lower adjusted EBITA margin in the project portfolio is an effect of the weak market trend
  • Weak market trend in MMO and Field Development, which is expected to continue in 2017. The order book at 31 December 2016 amounted to approximately NOK 15 billion, down about 20% compared with 31 December 2015
  • Based on a weak market trend and completion during the year of the maintenance contract for the Ekofisk field, efficiency measures to strengthen competitiveness were implemented in 2016, which involved layoffs. The EBITA result was charged with items affecting comparability totalling NOK -262m, comprising costs of layoffs and closed and unused office premises
  • In the fourth quarter, Aibel secured a key maintenance contract for the Dvalin field (Norwegian shelf), which will last until 2020, and two feasibility studies for two different platforms on the Norwegian shelf
  • In September, the book value of Ratos was impaired by SEK -1.1 billion, attributable to the owners of the parent. In July, a capital contribution of NOK 316m was made to Aibel, corresponding to Ratos's holding of 32%

Sales trend, local currency Adjusted EBITA margin

Holding 32% MNOK 2016 2015 Sales 10 679 7 385 EBITA 46 267 Adjusted EBITA 308 459 Adjusted EBITA margin 2,9% 6,2% Time of acquisition, year 2013 Q1-4

Aibel is a leading Norwegian supplier of maintenance and modification services (MMO and Modification) for oil and gas production platforms as well as newbuild projects (Field Development) within oil, gas and renewable energy. The company has operations along the entire Norwegian coast as well as in Asia. Customers are primarily major oil companies which operate on the Norwegian continental shelf.

Book value (SEKm) 587

Arcus

  • On 1 December, Arcus was listed on the Oslo Stock Exchange at NOK 43 per share. In conjunction with the listing, Ratos sold shares for a total value of SEK 1,194m, after partially exercising the surplus allocation option. Ratos's holding now amounts to 23.6%. The total exit gain was SEK 1,403m including both the realised value of sold shares and the increase in value following revaluation of the shares retained. Since the acquisition in 2005 the average annual return (IRR) to date amounts to 29%, which implies a money multiple of 5.5x
  • Following the listing of Arcus, Ratos no longer has access to financial reporting from the company. Information regarding the company's financial performance is available from the company's website: https://www.arcus.no/investor

Bisnode

  • The extensive change initiatives to strengthen core operations and modernise the customer offering are under way at a high pace. As a result of the measures implemented, adjusted EBITA increased approximately SEK 30m compared with the preceding year. Nonrecurrent costs attributable to restructuring efforts, particularly layoffs, amounted to SEK -130m (-53). As a result of the ongoing strategic initiatives and product rationalizations, revenue development amounted to -2%
  • Since Bisnode signed a new financing agreement (to enable restructuring work) and acquired Danish company NN Markedsdata, Ratos contributed SEK 246m, corresponding to its holding of 70%. After the end of the period, Bisnode acquired Belgian Swan Insights, which reinforces known-how of Big Data
Q1-4
Mkr 2016 2015
Sales 3 458 3 535
EBITA 228 275 Holding
Adjusted EBITA 358 328
Adjusted EBITA margin 10,4% 9,3% 70
%
Time of acquisition, year 2004
Book value (SEKm) 1 606

Bisnode is a leading European data and analysis company. The customer base comprises companies and organisations in Europe which use Bisnode's services to convert data into knowledge for both day-to-day issues and major strategic decisions.

Diab

  • The sales increase was +5%, adjusted for currency effects, with strong development in the wind and TIA* segments, driven primarily by India and Europe. Some slowdown in the wind segment in China during the year
  • Planned growth initiatives to increase capacity in China and the US resulted in higher costs, which had a negative earnings impact but were necessary to meet increased demand
  • The new facility for IPN foam production in China opened in late June 2016, is now certified and in production

*Transport, Industry, Aerospace

Q1-4
Mkr 2016 2015
Sales 1 516 1 450
EBITA 109 154
Adjusted EBITA 114 146
Adjusted EBITA margin 7,5% 10,1%
Time of acquisition, year 2001/2009
Book value (SEKm) 770

Diab is a global company that develops, manufactures and sells core materials for sandwich composite structures including blades for wind turbines, hulls and decks for leisure boats, and components for aircraft, trains, industrial applications and buildings. The core materials have a unique combination of characteristics such as low weight, high strength, insulation properties and chemical resistance.

HENT

  • Excellent sales growth of +43% driven by a strong order book and good progress in ongoing projects. Stable profitability
  • Order intake of NOK 8.0 billion during the year. In 2016, HENT signed an agreement regarding the construction of a hotel in Trondheim, with an order value of approximately NOK 800m, and two breakthrough contracts in the Swedish market worth a total of NOK 1.6 billion, representing an important establishment in both the private and public sector in Sweden. The order book at 31 December 2016 amounted to approximately NOK 8.9 billion (approximately NOK 8.7 billion at 31 December 2015)
  • During the year, HENT established a new property development segment, with primary focus on residential properties in Norway. Evaluation of and negotiation regarding potential projects are undertaken continuously

HENT is a leading Norwegian construction company with projects in Norway and Sweden. The company focuses newbuilds of public and commercial real estate, and focuses its resources on project development, project management and procurement. The projects are to a large extent carried out by a broad network of quality assured subcontractors.

HL Display

  • Stable demand in all markets, but lower sales trend in the UK, which is impacted by larger orders from the preceding year. Adjusted for currency effects, the sales trend amounted to -2%
  • Positive profitability driven by product mix and previously implemented restructuring measures, including the transfer of production from Sweden to Poland and the consolidation of logistics centres
  • Continued focus on profitable growth through strengthening of the sales organisation, product innovation and streamlining of production
Mkr Q1-4
2016
2015
Sales 1 417 1 488
EBITA 67 8
Adjusted EBITA 85 66
Adjusted EBITA margin 6,0% 4,5%
Time of acquisition, year 2001/2010
Book value (SEKm) 840

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

KVD

  • Stable sales trend driven by favourable growth within Private Cars (+32%), a stable performance in Company Cars and a slightly weaker trend in Machines & Heavy Vehicles
  • Stronger EBITA following the discontinuation of the unprofitable Norwegian auction operation
  • Continued investments in IT and the development of services in order to raise the level of customer value on the auction sites. A capital contribution of SEK 15m was provided
Q1-4
Mkr 2016 2015
Sales 321 317 Holding
EBITA 37 29
Adjusted EBITA 48 38
Adjusted EBITA margin 14,8% 11,9% 100
%
Time of acquisition, year 2010
Book value (SEKm) 356

KVD is Sweden's largest independent online marketplace offering broker services for second-hand vehicles. The company operates the auction sites kvd.se, kvdnorge.no, kvdpro.com and kvdauctions.com, 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's service offering includes valuation portals for cars.

Ledil

  • Strong sales growth of +21%, driven by higher demand in all large markets, Europe, North America and Asia
  • Good profitability, impact from increased expenses due to growth initiatives
  • Strategic initiatives in product development and sales, including establishment of a new sales company in North America
  • After the end of the period, Ratos's subsidiary Ledil was refinanced. Ratos will receive a dividend of approximately EUR 18m for its holding of 66%. The refinancing was facilitated by strong profitable growth and the business's favourable performance
Q1-4
MEUR 2016 2015
Sales 38,6 31,7
EBITA 11,1 10,2
Adjusted EBITA 11,1 10,2
Adjusted EBITA margin 28,9% 32,1%
Time of acquisition, year 2014
Book value (SEKm) 530

Ledil is a Finnish leading global player within secondary optics for LED lighting. The products are sold by the company's own sales force as well as via agents and distributors in Europe, North America and Asia. Production is carried out by subcontractors in Finland and China.

Nebula

  • Sales growth of +10% driven by higher demand in all service areas and the acquisition of Telecity
  • Improved profitability as an effect of increased sales driven by sales and product development initiatives
  • Continued initiatives for sales, customer loyalty and customer service

Nebula is a market leading provider of cloud-based services, ITmanaged services and network services to small and medium-sized enterprises in the Finnish market. The company has two data centres in Finland as well as its own leased fibre network between the largest cities in Finland. Nebula has a total of about 40,000 customers. 90% of sales are subscription based.

Plantagen

  • Sales growth of +3%, driven by a favourable trend for the plants and accessories focus area. Sales during the fourth quarter were negatively impacted by weak Christmas trading. Plantagen's sales have strong seasonal variations, since sales largely occur during the second quarter, while the remaining quarters are small in terms of sales. Higher operating profitability, driven by improved product mix
  • The EBITA result was charged with transaction expenses related to the company's sales process
  • Continued focus on developing supply chain and product range in plants and accessories. New concept of smaller city stores is being tested in several markets with positive results
  • The company is included in the Ratos Group's results as of 1 December
Q1-4
MNOK 2016 2015
Sales 3 624 3 517 Holding
EBITA 228 247
Adjusted EBITA 293 231
Adjusted EBITA margin 8,1% 6,6% 99
%
Time of acquisition, year 2016

Plantagen is the Nordic region's leading chain for sales of plants and gardening accessories with more than 120 stores in Norway, Sweden and Finland and a primary focus on consumers.

Bokfört värde (Mkr) 1 303

Small cap

In total, the small-sized companies displayed a negative trend of -2% in net sales and a decrease in adjusted EBITA of -38% (recognised EBITA -70%) for full-year 2016, adjusted for Ratos's holding. The companies' total sales accounted for 17% of Ratos's portfolio sales and 13% of adjusted EBITA.

Sales trend, local currency Adjusted EBITA margin

airteam

  • Strong sales growth of +21%. Continued good operative profitability, but impacted by a lower margin on certain projects during the year. airteam is a project-based operation, in which the sales and profitability of the projects vary over time and between periods
  • Transaction-related and other non-recurrent costs amounted to approximately DKK 22m
  • Investments in organisational development and intense focus on growth initiatives to enable expansion. During the third quarter, airteam acquired Ventek A/S, supplier of ventilation solutions, thereby strengthening its market position in Denmark
Q1-4
MDKK 2016 2015
Sales 604 501
EBITA 37 75
Adjusted EBITA 58 75
Adjusted EBITA margin 9,7% 15,0%
Time of acquisition, year 2016
Book value (SEKm) 356

airteam offers high-quality, effective ventilation solutions in Denmark.

GS-Hydro

  • Very weak trend and demand in both the offshore and land-based segments in 2016. Strong negative impact on earnings as a result of low volumes, price pressure and increased costs in individual projects
  • The company is continuing to implement a highly comprehensive global restructuring programme with a focus on efficiency and cost savings, including substantial layoffs in most markets, efficiency-enhancement of logistics and the centralisation of warehouses
  • Impairment of book value of SEK 160 during the fourth quarter. Capital contribution provided totalling EUR 12m during the year, of which EUR 7m during the fourth quarter
Q1-4
MEUR 2016 2015
Sales 93,7 125,6 Holding
EBITA -15,8 1,3
Adjusted EBITA -10,8 2,8
Adjusted EBITA margin -11,5% 2,3% 100
Time of acquisition, year 2001
Book value (SEKm) 0

GS-Hydro is a leading global supplier of non-welded piping solutions. The products and services are used within the marine and offshore industries, within land-based segments such as the paper and metals industries and in test equipment for the automotive industry.

Gudrun Sjödén Group

  • Stable sales trend. Following a weak third quarter, sales increased in the fourth quarter by +7% driven by the Nordic region, the US and the UK. Stable profitability
  • Continued focus on global expansion and development of e-commerce. One new store opened in Munster, Germany, during the fourth quarter
Q1-4
Mkr 2016 2015
Sales 712 711
EBITA 70 74
Adjusted EBITA 70 74
Adjusted EBITA margin 9,9% 10,4%
Time of acquisition, year 2016
Book value (SEKm) 166

International design company with a unique, colourful style and clear sustainability profile.

Jøtul

  • Weak sales performance with low demand in the two main markets, North America and France. Favourable trend in Norway, particularly during the fourth quarter
  • Continued strong focus on improving production efficiency
  • Impairment of book value of SEK 81m during the third quarter
  • After the end of the period, Nils Agnar Brunborg, with long experience as the president of international companies, took office as Acting CEO
Q1-4
MNOK 2016 2015
Sales 880 888
EBITA 0 0
Adjusted EBITA 7 5
Adjusted EBITA margin 0,8% 0,6%
Time of acquisition, year 2006
Book value (SEKm) 4

The Norwegian company Jøtul is a global supplier of fireplaces with its main production facilities in Norway and Denmark.

Oase Outdoors

  • Strong sales growth of +26% driven by such factors as higher volume, currency effects and price increases. Positive profitability development driven by strong sales. Oase's sales have strong seasonal variations, since invoicing largely occurs during the first half of the year, while the third and, mainly, the fourth quarters are normally small in terms of sales. Acquisition-related nonrecurrent costs amounted to about DKK 12m
  • Through its sales to the UK, Oase has a natural currency exposure to the GBP, which will impact the sales trend in 2017
  • Major focus on growth initiatives and product development
Q1-4
MDKK 2016 2015
Sales 332 265
EBITA 37 29
Adjusted EBITA 57 32
Adjusted EBITA margin 17,1% 12,0%
Time of acquisition, year 2016
Book value (SEKm) 137

Danish company that designs, produces and sells high-quality camping and outdoor equipment.

Serena Properties

  • Favourable trend in terms of rental income and profitability with several leases extended
  • Continued active management of the real estate portfolio with a focus on developing the respective retail areas and streamlining the portfolio
  • A small property was sold for EUR 2.3m during the second quarter, which exceeded the valuation carried out when Ratos acquired the property

Holding* 56% Mkr 2016 2015 Sales 171 167 EBITA 129 133 Adjusted EBITA 129 133 Adjusted EBITA margin 75,3% 79,3% Q1-4

Time of acquisition, year 2016
Bokfört värde (Mkr) 398

Serena Properties is a newly formed real estate company with a portfolio of 21 commercial retail properties in 14 mid-sized towns in Finland. * Serena Properties is a joint venture, in which Ratos and Varma have joint decision-making influence and the company is thus reported in the Group using the equity method.

Speed Group

  • Increased demand in the logistics business, but with a slowdown at the end of the year, which also impacted profitability
  • Peter Nilsson, former Board member of Speed and with experience from senior positions in the logistics industry, most recently as CEO of DHL's Norwegian and Swedish supply chain operations, was appointed as new President in October. Ingvar Nilsson, former regional director of Schenker Northern Europe, became a new Board member in July
Q1-4
Mkr 2016 2015
Sales 562 536
EBITA 34 25
Adjusted EBITA 41 42
Adjusted EBITA margin 7,3% 7,8%
Time of acquisition, year 2015
Book value (SEKm) 296

Speed Group is a Swedish supplier of services that extend from staffing and recruitment to full-scale warehouse management, and production and education.

TFS

  • Service sales* amounted to EUR 60.2m (52.9), corresponding to growth of +14%. Continued healthy trend for the order book and positive book-to-bill ratio (order intake/sales)
  • Earn-out of EUR 4m paid during the first quarter
  • Ongoing investments in the service range, organisation and operational efficiency. Looking ahead, growth initiatives will incur some increase in the cost base. The acquisition of German company SCIderm, a dermatology-focused CRO with major strategic importance for TFS, was completed in the fourth quarter

Holding 60% MEUR 2016 2015 Sales 83,7 73,7 EBITA 6,7 4,8 Adjusted EBITA 7,0 4,8 Adjusted EBITA margin 8,4% 6,5% Time of acquisition, year 2015 Book value (SEKm) 168 Q1-4

TFS performs clinical trials in the human phase on behalf of the pharmaceutical, biotechnology and medical device industries.

*According to IFRS, TFS and other contract research organizations (CRO) generate two types of revenue: 1) Service sales (actual revenue-generating sales) and 2) reinvoicing of expenditure (for example, travel expenses, laboratory costs and other overheads) at no or a very low margin. In all material respects, service sales are the most important when it comes to the company's performance and earnings.

Ratos's companies at 31 December 2016

Net sales in portfolio EBITA in portfolio
SEKm 2016 Q4 2015 Q4 2016 Q1-4 2015 Q1-4 2016 Q4 2015 Q4 2016 Q1-4 2015 Q1-4
Aibel 3 537 1 892 10 892 7 728 -93 -18 46 279
airteam 1) 239 151 768 629 20 21 47 94
Bisnode 964 963 3 458 3 535 113 115 228 275
Diab 390 357 1 516 1 450 29 22 109 154
GS-Hydro 221 274 887 1 175 -55 -23 -149 12
Gudrun Sjödén Group 2) 199 187 712 711 25 22 70 74
HENT 2 190 1 598 7 991 5 716 59 40 239 189
HL Display 373 399 1 417 1 488 10 6 67 8
Jøtul 305 304 898 930 19 29 0 0
KVD 85 78 321 317 13 1 37 29
Ledil 90 72 365 297 17 18 105 95
Nebula 88 81 332 299 23 20 101 87
Oase Outdoors 3) 14 9 422 333 -27 -16 46 37
Plantagen 4) 711 677 3 696 3 681 -114 -47 233 258
Serena Properties 5) 44 42 171 167 35 33 129 133
Speed Group 136 152 562 536 -5 10 34 25
TFS 240 203 793 689 24 16 63 45
Total companies in their entirety 9 827 7 438 35 200 29 679 94 248 1 406 1 795
Change +32% +19% -62% -22%
Total adjusted for Ratos's
holding 6 058 5 037 22 794 20 164 53 161 1 005 1 233
Change +20% +13% -67% -19%
Adjusted EBITA in portfolio A) Depre
ciation in
portfolio
Invest
ments in
portfolio B)
Cash flow
in portfolio
C)
Interest
bearing net
debt in
portfolio
Consoli
dated
value
Ratos's
holding
SEKm 2016 Q4 2015 Q4 2016 Q1-4 2015 Q1-4 2016 Q1-4 2016 Q1-4 2016 Q1-4 16-12-31 16-12-31 16-12-31
Aibel 30 127 314 480 130 88 620 2 585 587 32
airteam 1) 21 21 74 94 1 197 356 70
Bisnode 159 154 358 328 156 166 32 1 745 1 606 70
Diab 29 22 114 146 65 140 -45 890 770 96
GS-Hydro -27 -16 -102 26 24 10 -110 368 0 100
Gudrun Sjödén Group 2) 25 22 70 74 8 -6 166 30
HENT 59 40 239 190 7 8 168 -733 298 73
HL Display 18 20 85 66 35 23 33 569 840 99
Jøtul 21 29 7 6 49 32 -8 534 4 93
KVD 13 6 48 38 8 14 17 143 356 100
Ledil 17 18 105 95 1 3 72 123 530 66
Nebula 24 21 107 90 21 18 74 440 283 73
Oase Outdoors 3) -22 -15 72 40 2 284 137 79
Plantagen 4) -62 -73 299 242 124 2 384 1 303 99
Serena Properties 5) 35 33 129 133 1 811 -1 700 1 094 398 56
Speed Group 2 10 41 42 9 5 90 -50 296 70
TFS 26 16 66 45 3 13 -11 4 168 60
Total companies in their
entirety
367 436 2 027 2 136 10 571
Change -16% -5%
Total adjusted for
Ratos's holding
223 238 1 384 1 414
Change -7% -2%

A) EBITA, adjusted for items affecting comparability.

B) Investments excluding business combinations.

C) Cash flow from operating activities and investing activities before acquisition and disposal of companies.

All figures in the above table relate to 100% of each holding, except consolidated values, which are based on Ratos's holdings. In order to facilitate comparisons between years and provide a comparable structure, where appropriate some holdings are reported pro forma. Pro formas for 2016 are presented in the note below. A complete income statement, statement of financial position and statement of cash flows for all of the companies are available at www.ratos.se.

1) airteam's earnings for 2016 and 2015 are pro forma in terms of Ratos's acquisitions and for new financing and Group structure.

2) Gudrun Sjödén Group's earnings for 2016 and 2015 are pro forma in terms of Ratos's acquisition. The German operation was included in its entirety in 2015.

3) Oase Outdoors' earnings for 2016 and 2015 are pro forma in terms of Ratos's acquisitions and for new financing and Group structure.

4) Plantagen's earnings for 2016 and 2015 are pro forma in terms of Ratos's acquisitions and for new financing and Group structure.

5) Serena Properties' earnings for 2016 and 2015 are pro forma in terms of Ratos's acquisitions and for new financing and Group structure.

Financial information

Ratos's results

SEKm 2016 Q1-4 2015 Q1-4
Profit/share of profits before tax 1)
AH Industries (70%) 19 -15
Aibel (32%) -198 -75
Arcus (83%/24%) 2) 4 106
Biolin Scientific (100%) -28 3
Bisnode (70%) 47 201
Diab (96%) 84 105
GS-Hydro (100%) -149 11
HENT (73%) 191 194
HL Display (99%) 43 -28
Jøtul (93%) -10 -42
KVD (100%) 31 21
Ledil (66%) 91 65
Nebula (73%) 71 71
Total companies in portfolio all reported periods 196 618
airteam (70%) 3) 14
Gudrun Sjödén Group(30%) 4) 8
Oase Outdoors (79%) 5) -44
Plantagen (99%) 6) -37
Serena Properties (56%) 7) 56
Speed Group (70%) 8) 11 10
TFS (60%) 9) 6 -2
Total companies acquired during reported periods 13 8
Euromaint (100%) 9 -224
Hafa Bathroom Group (100%) 3
Inwido (10%) 42
Mobile Climate Control (100%) 77 108
Nordic Cinema Group (58%) 108
Total companies divested during reported periods 86 38
Total profit/share of profits 295 664
Exit Arcus 1 403
Exit Euromaint 0
Exit Mobile Climate Control 268
Exit Nordic Cinema Group
Exit Inwido
905
290
Exit Hafa Bathroom Group -93
Total exit gains 1 672 1 101
Impairment AH Industries -135 -85
Impairment Aibel -1 692
Impairment Biolin Scientific -314
Impairment Euromaint -122 -480
Impairment GS-Hydro -160
Impairment Jøtul -81
Profit from companies -538 1 200
Income and expenses in the parent company and central companies
Operating management costs -261 -208
Other costs, incl. transaction costs -56 -47
Costs which will be charged to portfolio companies -9 3
Financial items -27 -56
Consolidated profit before tax -890 892

1) Subsidiaries are included with 100% in consolidated profit. Investments recognised according to the equity method

are included with holding percentage of pre-tax profit/loss.

2) Arcus is included as a subsidiary through November 2016 and then as an associate with a holding of 24%.

3) airteam is included as a subsidiary as of April 2016.

4) Gudrun Sjödén is included as an associate with a holding of 30% as of September 2016.

5) Oase Outdoors is included as a subsidiary as of September 2016.

6) Plantagen is included as a subsidiary as of December 2016.

7) Serena Properties is included as a joint venture with a holding of 56% from January 2016.

8) Speed Group is included as a subsidiary as of September 2015.

9) TFS is included as a subsidiary as of October 2015.

Ratos's results

Loss before tax for full-year 2016 amounted to SEK -890m (profit: 892). The negative recognised earnings were impacted by impairments totalling SEK 2,504m, of which SEK 1,895 was attributable to owners of the parent.

The result includes profit/share of profits from the companies in the amount of SEK 295m (664). The lower earnings compared with the preceding year are mainly attributable to the weak market performance in offshore, which impacts Aibel and GS-Hydro, and the negative currency effects in Bisnode's net financial items.

The relatively high tax expense for the period is attributable to impairments carried out, which are not tax deductible, and tax-related losses in Ratos's parent company and in certain portfolio companies, which were not capitalised.

Income and expenses in the parent company and central companies

Ratos's adjusted management costs amounted to SEK -261m (-208). The adjusted management costs comprise, for example, current expenses such as personnel costs, listing and auditing costs, Board fees and costs related to Ratos's Nordic operations. The higher costs are attributable to organisational changes made in 2016 to enhance the efficiency of operations in Ratos.

Cash flow and financial position

Cash flow for the period amounted to SEK -2,187m (1,234), of which cash flow from operating activities accounted for SEK 1,108m (1,252), cash flow from investing activities for SEK -1,857m (1,943) and cash flow from financing activities for SEK -1,510m (-1,961). In addition to the conditions in the portfolio companies' operating activities, Ratos's cash flow was impacted by changes in the company portfolio.

The Group's cash and cash equivalents at the end of the period amounted to SEK 4,389 (6,455) and interest-bearing net debt totalled SEK 3,939 (2,177).

Parent company

The parent company's loss before tax amounted to SEK -312m (587). The parent company's cash and cash equivalents totalled SEK 2,677m (4,677). In addition, there is a credit facility of SEK 2.2 billion, authorisation from the 2016 Annual General Meeting to issue a maximum of 35 million Ratos Class B shares in conjunction with agreements on acquisitions and an authorisation to issue a maximum total of 1,250,000 Class C and/or Class D preference shares in conjunction with acquisitions.

Ratos B shares

Earnings per share before dilution amounted to SEK -1.79 (1.29). The closing price for Ratos's Class B shares on 30 December was SEK 43.14. Total return on B shares for fullyear 2016 amounted to -6%, compared with the performance of the SIX Return Index, which was +10%.

Ratos preference shares

The closing price for Ratos's Class C preference shares on 30 December was SEK 1,850. The dividend is regulated by the Articles of Association and amounts to SEK 100 per year and is paid quarterly in February, May, August and November. Redemption can take place following a decision by the Board in an amount of SEK 2,012.50 (corresponding to 115% of the subscription price) until the 2017 Annual General Meeting, and subsequent redemption will take place in an amount of SEK 1,837.50 (corresponding to 105% of the subscription price). With effect from the first payment date after the 2017 Annual General Meeting and for the subsequent period, the annual dividend for preference shares of Class C shall increase to SEK 120 per year. A dividend totalling SEK 18m were paid on 18 February 2016 with a record date of 15 February 2016, on 18 May 2016 with a record date of 13 May 2016, on 18 August 2016 with a record date of 15 August 2016 and on 18 November 2016 with a record date of 15 November 2016.

Treasury shares and number of shares

During 2016, 32,738 Class C preference shares were repurchased at an average price of SEK 1,886 per share. As of 30 December 2016, a total of 122,592 Class C preference shares have been repurchased. No Class B shares were repurchased and no call options were exercised during the period. 1,344 Class B shares were transferred to administrative employees in accordance with an Annual General Meeting resolution. At the end of December, Ratos owned 5,126,262 Class B shares (corresponding to 1.6% of the total number of shares), repurchased at an average price of SEK 68.

At 30 December, the total number of shares in Ratos (Class A and B shares as well as preference shares) amounted to 324,970,896 and the number of votes was 108,670,444. The number of outstanding Class A and B shares was 319,014,634 and the number of outstanding preference shares 707,408. The average number of Class B treasury shares in Ratos in 2016 was 5,126,468 (5,128,279 in full-year 2015).

Ratos's equity 1)

At 31 December 2016, Ratos's equity (attributable to owners of the parent) amounted to SEK 11,283m (SEK 10,279m at

30 September 2016), corresponding to SEK 31 per share outstanding (SEK 28 at 30 September 2016).

SEKm 2016-12-31 % of equity
AH Industries 0 0
Aibel 587 5
airteam 356 3
Arcus 729 6
Bisnode 1 606 14
Diab 770 7
GS-Hydro 0 0
Gudrun Sjödén Group 166 1
HENT 298 3
HL Display 840 7
Jøtul 4 0
KVD 356 3
Ledil 530 5
Nebula 283 3
Oase Outdoors 137 1
Plantagen 1 303 12
Serena Properties 398 4
Speed Group 296 3
TFS 168 1
Total 8 825 78
Other net assets in the parent company and central companies 2 458 3) 22
Equity (attributable to owners of the parent) 11 283 100
Equity per ordinary share, SEK 2) 31

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

2) Equity attributable to owners of the parent with deductions for outstanding preference capital divided by the number of outstanding ordinary shares at the end of the period. Preference capital per preference share amounted to SEK 1,837.50, which corresponds to the redemption amount after the 2017 Annual General Meeting.

3) Of which, cash and cash equivalents in the parent company accounts for SEK 2,677m.

Credit facilities

The parent company has a credit facility of SEK 2.2 billion including a bank overdraft facility. The purpose of the credit 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.

Proposals to the Annual General Meeting 2017

Annual General Meeting

Ratos's Annual General Meeting (AGM) will be held on 6 April 2017 at 2:00 p.m. at Skandiascenen, Cirkus, in Stockholm, Sweden. Shareholders who wish to participate in the Annual General Meeting must be recorded in the register of shareholders maintained by Euroclear Sweden AB on 31 March 2017 and notify the company of their intention to attend not later than 31 March 2017. The Annual Report will be available at the company's head

office and on its website, www.ratos.se, not later than 16 March 2017.

Proposed dividend for Class A and B shares

The Board proposes an ordinary dividend for the 2016 financial year of SEK 2.00 (3.25) per Class A and Class B share. The record date for the right to receive dividends is proposed as 10 April 2017 and dividends are expected to be paid from Euroclear Sweden on 13 April 2017.

Proposed dividend for preference shares

The Board proposes that a dividend on outstanding Class C preference shares until the 2018 Meeting, in accordance with the Articles of Association, shall be paid quarterly in an amount of SEK 30 per Class C preference share, although a maximum amount of SEK 120.

The record dates, prior to the next AGM, for quarterly dividends on outstanding Class C preference shares are proposed as 15 May 2017, 15 August 2017, 15 November 2017 and 15 February 2018. Payments from Euroclear Sweden are expected to be made on 18 May 2017, 18 August 2017, 20 November 2017 and 20 February 2018.

Financial statements

Consolidated income statement

SEKm 2016 Q4 2015 Q4 2016 Q1-4 2015 Q1-4
Net sales 6 649 6 518 25 228 24 480
Other operating income 56 70 88 120
Change in inventories of products in progress, finished goods and work in progress -36 -17 7 -0
Work performed by the company for its own use and capitalised 32 30 90 88
Raw materials and consumables -3 625 -3 282 -13 695 -12 395
Employee benefit costs -1 735 -1 806 -6 807 -6 824
Depreciation/amortisation and impairment of property,
plant and equipment and intangible assets -412 -788 -1 441 -1 345
Other costs -976 -1 168 -3 539 -3 890
Capital gain/loss from sale of group companies 1 680 -7 1 678 901
Impairment and capital gain from investments
recognised according to the equity method 53 -1 692 290
Share of pre-tax profit/loss from investments recognised
according to the equity method 1) -83 -79 -152 -14
Operating profit 1 551 -478 -235 1 411
Financial income 41 37 96 88
Financial expenses -262 -89 -751 -607
Net financial items -221 -52 -655 -518
Profit before tax 1 330 -529 -890 892
Tax -61 -79 -198 -252
Share of tax from investments recognised according to the equity method 1) -0 40 18 36
Profit/loss for the period 1 270 -569 -1 071 676
Profit/loss for the period attributable to:
Owners of the parent 1 277 -632 -500 496
Non-controlling interests -8 63 -570 180
Earnings per share, SEK
– before dilution 3,95 -2,05 -1,79 1,29
– after dilution 3,95 -2,05 -1,79 1,29

1) Tax attributable to shares of profit/loss before tax from investments recognised according to the equity method are presented on a separate line.

Consolidated statement of comprehensive income

SEKm 2016 Q4 2015 Q4 2016 Q1-4 2015 Q1-4
Profit/loss for the period 1 270 -569 -1 071 676
Other comprehensive income
Items that will not be reclassified to profit or loss:
Remeasurement of defined benefit pension obligations, net 18 82 -70 86
Tax attributable to items that will not be reclassified to profit or loss -3 -19 18 -22
15 63 -51 64
Items that may be reclassified subsequently to profit or loss:
Translation differences for the period -340 -304 312 -546
Change in hedging reserve for the period -61 3 -54 1
Tax attributable to items that may be reclassified subsequently to profit or loss 11 0 9 0
-390 -300 268 -545
Other comprehensive income for the period -375 -237 216 -482
Total comprehensive income for the period 895 -805 -854 194
Total comprehensive income for the period attributable to:
Owners of the parent 980 -814 -388 152
Non-controlling interest -85 9 -466 41

Summary consolidated statement of financial position

SEKm 2016-12-31 2015-12-31
ASSETS
Non-current assets
Goodwill 12 990 12 671
Other intangible non-current assets 1 844 1 623
Property, plant and equipment 1 970 1 789
Financial assets 2 373 2 522
Deferred tax assets 594 490
Total non-current assets 19 771 19 094
Current assets
Inventories 1 389 1 890
Current receivables 3 771 4 875
Cash and cash equivalents 4 389 6 455
Assets held for sale 485 308
Total current assets 10 034 13 529
Total assets 29 805 32 623
EQUITY AND LIABILITIES
Equity including non-controlling interests 13 286 15 302
Non-current liabilities
Interest-bearing liabilities 6 953 5 886
Non-interest bearing liabilities 582 451
Pension provisions 487 454
Other provisions 99 112
Deferred tax liabilities 501 392
Total non-current liabilities 8 623 7 294
Current liabilities
Interest-bearing liabilities 1 228 2 346
Non-interest bearing liabilities 5 630 6 796
Provisions 553 595
Liabilities attributable to Assets held for sale 485 291
Total current liabilities 7 896 10 028
Total equity and liabilities 29 805 32 623

Summary statement of changes in consolidated equity

2016-12-31 2015-12-31
SEKm Owners of
the parent
Non
controlling
interest
Total equity Owners of
the parent
Non
controlling
interest
Total equity
Opening equity 12 882 2 419 15 302 14 027 2 982 17 009
Adjusted 1) -35 -10 -46
Adjusted equity 12 847 2 409 15 256 14 027 2 982 17 009
Total comprehensive income for the period -388 -466 -854 152 41 194
Dividends -1 108 -22 -1 131 -1 120 -210 -1 330
Non-controlling interests' share of capital contribution
and new issue
494 494 20 20
Purchase of treasury shares, net effect -61 -61 -166 -166
Option premiums 2 2 3 3
Put options, future acquisitions
from non-controlling interests
-4 -38 -42 -139 -139
Acquisition of shares in subsidiaries
from non-controlling interests
-6 -55 -60 -15 -2 -18
Disposal of shares in subsidiaries
to non-controlling interests 0 0 2 3 5
Non-controlling interests at acquisition 8 8 274 274
Non-controlling interests in disposals -63 -63 -551 -551
Adjusted non-controlling interests -264 -264
Closing equity 11 283 2 003 13 286 12 882 2 419 15 302

1) Pertains to adjustment of acquisition analysis for Arcus for 2013 (SEK 31m) and adjustment of accrued costs in Bisnode (SEK 13m).

Consolidated statement of cash flows

Mkr 2016 Q1-4 2015 Q1-4
Operating activities
Profit/loss before tax -890 892
Adjustment for non-cash items 2 168 203
1 278 1 096
Income tax paid -232 -288
Cash flow from operating activities before change in working capital 1 046 807
Cash flow from change in working capital
Increase (-)/Decrease (+) in inventories -47 83
Increase (-)/Decrease (+) in operating receivables -118 -293
Increase (+)/Decrease (-) in operating liabilities 299 655
Cash flow from operating activities 1 180 1 252
Investing activities
Acquisition, group companies -2 242 -587
Disposal, group companies 1 757 1 532
Acquisitions, investments recognised according to the equity method -585
Disposals, investments recognised according to the equity method 1 599
Dividends paid from investments recognised according to the equity method 12
Purchase, intangible assets/property, plant and equipment -548 -697
Disposal, intangible assets/property, plant and equipment 19 44
Investments, financial assets -261 -1
Disposal, financial assets 4 42
Cash flow from investing activities -1 857 1 943
Financing activities
Non-controlling interests' share of issue/capital contribution 298 20
Purchase of treasury shares -62 -168
Redemption of options -11 -41
Option premiums paid 66 18
Acquisition of shares in subsidiaries from non-controlling interests -96 -77
Dividends paid -1 109 -1 120
Dividends paid, non-controlling interests -28 -204
Borrowings 3 376 1 192
Amortisation of loans -3 944 -1 583
Cash flow from financing activities -1 510 -1 961
Cash flow for the period -2 187 1 234
Cash and cash equivalents at the beginning of the year 6 455 5 320
Exchange differences in cash and cash equivalents 138 -100
Increase (-)/Decrease (+) of cash and cash equivalents classified as Assets held for sale -17 2
Cash and cash equivalents at the end of the period 4 389 6 455

Key figures for Ratos share

SEKm 2016 Q1-4 2015 Q1-4
Key figures per share 1)
Total return, % -6 9
Dividend yield, % 4,6 6,7
Market price, SEK 43,14 48,83
Dividend, SEK 2,00 4)
3,25
Equity attributable to owners of the parent, SEK 2) 31 36
Earnings per share before dilution, SEK 3) -1,79 1,29
Average number of ordinary shares outstanding:
– before dilution 319 014 428 319 012 617
– after dilution 319 014 428 319 012 617
Total number of registered shares 324 970 896 324 970 896
Number of shares outstanding 319 722 042 319 753 436
– of which, Class A shares 84 637 060 84 637 060
– of which, Class B shares 234 377 574 234 376 230
– of which, Class C shares 707 408 740 146

1) Relates to Class B shares unless specified otherwise.

2) Equity attributable to owners of the parent with deductions for outstanding preference capital divided by the number of outstanding ordinary shares at the end of the period. Preference capital per preference share amounted to SEK 1,837.50, which corresponds to the redemption amount after the 2017 Annual General Meeting.

3) Profit for the period attributable to owners of the parent minus dividend for the period on preference shares divided by the average number of outstanding ordinary shares.

4) Proposed dividend

Parent company income statement

SEKm 2016 Q4 2015 Q4 2016 Q1-4 2015 Q1-4
Other operating income 0 0 2 3
Other external costs -21 -25 -81 -110
Personnel costs -42 -36 -184 -141
Depreciation of property, plant and equipment -1 -1 -4 -3
Operating loss -64 -62 -266 -252
Gain from sale of participating interests in group companies 1 155 8 2 459 8
Dividends from group companies 445 983
Impairment of shares in group companies -226 -947 -2 467 -1 033
Gain from sale of interests in associates 273 920
Dividends from associates 12
Result from other securities and receivables accounted for as non-current assets 0 2 0 6
Other interest income and similar profit/loss items -9 3 14 5
Interest expenses and similar profit/loss items -12 -12 -52 -61
Profit/loss after financial items 844 -290 -312 587
Tax
Profit/loss for the period 844 -290 -312 587

Parent company statement of comprehensive income

SEKm 2016 Q4 2015 Q4 2016 Q1-4 2015 Q1-4
Profit/loss for the period 844 -290 -312 587
Total comprehensive income for the period 844 -290 -312 587

Summary parent company balance sheet

SEKm 2016-12-31 2015-12-31
ASSETS
Non-current assets
Property, plant and equipment 64 67
Financial assets 9 075 8 961
Total non-current assets 9 139 9 028
Current assets
Current receivables 51 87
Cash and cash equivalents 2 677 4 677
Total current assets 2 728 4 764
Total assets 11 867 13 792
EQUITY AND LIABILITIES
Equity 9 232 10 711
Non-current provisions
Other provisions 11 23
Non-current liablities
Interest-bearing liabilities, group companies 2 254 879
Non-interest bearing liabilities 73 50
Current provisions 117 309
Current liabilities
Interest-bearing liabilities, group companies 1 714
Non-interest bearing liabilities 181 105
Total equity and liabilities 11 867 13 792

Summary statement of changes in parent company's equity

SEKm 2016-12-31 2015-12-31
Opening equity 10 711 11 406
Comprehensive income for the period -312 587
Dividends -1 108 -1 120
Purchase of treasury shares, net effect -61 -166
Option premiums 2 3
Closing equity 9 232 10 711

Parent company cash flow statement

SEKm 2016 Q1-4 2015 Q1-4
Operating activities
Profit/loss before tax -312 587
Adjustment for non-cash items 143 -354
-169 233
Income tax paid
Cash flow from operating activities before change in working capital -169 233
Cash flow from change in working capital:
Increase (-)/Decrease (+) in operating receivables -4 -72
Increase (+)/Decrease (-) in operating liabilities -28 -63
Cash flow from operating activities -201 98
Investing activities
Investment, shares in subsidiaries -3 198 -749
Disposal, shares in subsidiaries 1 196 107
Liabilities to group companies 1) 1 364 1 668
Disposal, shares in associates 1 595
Disposal, property, plant and equipment -1
Investment, financial assets -4
Disposal, financial assets 22
Cash flow from investing activities -643 2 643
Financing activities
Purchase of treasury shares -62 -168
Option premiums paid 6 4
Redemption options -31
Dividends paid -1 109 -1 120
Cash flow from financing activities -1 165 -1 314
Cash flow for the period -2 009 1 426
Cash and cash equivalents at the beginning of the year 4 677 3 251
Exchange differences in cash and cash equivalents 9
Cash and cash equivalents at the end of the period 2 677 4 677

1) Liability to centrally administered group company that arose in conjunction with divestment of group company.

Note 1 Accounting principles in accordance with IFRS

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.

IFRS requires uniform accounting principles within a group. The IFRS standards and issued interpretations applied in this interim report are those endorsed by the EU until and including 31 December 2015. The new and revised IFRS standards which came into force in 2016 have not had any material effect on the Ratos Group's financial statements. This means that the same accounting principles and basis of calculation are applied for the Group and the parent company as those used in preparation of the 2015 Annual Report.

Note 2 Risks and uncertainties

Ratos invests in and develops unlisted enterprises in the Nordic region.

These operations include inherent risks attributable to both Ratos and the companies. These mainly comprise market, operational and transaction risks and can include both general risks, such as external factors and macroeconomic development, as well as company- and sector-specific risks. Ratos's future earnings development is dependent to a large extent on the success and returns of the underlying companies which is also dependent, among other things, on how successful those responsible for the investments and each company's management group and board are at developing and implementing value-enhancing initiatives.

Ratos is also exposed to various types of financial risks, primarily related to loans, trade receivables, trade payables and derivative instruments. The financial risks consist of financing risks, interest rate risks, credit risks and currency risks.

It is also essential that Ratos has the ability to attract and retain employees with the right skills and experience.

A more detailed description of the material risks and uncertainties to which the Group and the parent company are exposed is provided in the Directors' report and in Notes 30 and 37 in the 2015 Annual Report.

Note 3 Alternative performance measures

Due to the nature of Ratos's operations – acquisition, development and divestment of companies – differences may arise in the structure of the Group between periods. Accordingly, consolidated sales and earnings recognised in accordance with IFRS may vary significantly from period to period as a result of differences in the composition of the company portfolio. Moreover, earnings from company divestments normally arise at irregular intervals, generating significant non-recurrent effects.

To facilitate a comparison between periods and enable follow-up of the ongoing earnings and performance of the company portfolio, Ratos presents certain financial information that is not defined in accordance with IFRS. This information is intended to give the reader a better opportunity to evaluate Ratos's investments and should be regarded as a complement to the financial information recognised in accordance with IFRS.

The following reconciliation and accounts pertain to components included in the alternative performance measures used in this report. Definitions are available at www.ratos.se.

Net sales

SEKm 2016 Q1-4 2015 Q1-4 Change
Net sales in the portfolio, Ratos's holding 22 794 20 164 13%
Net sales in the portfolio, holding not owned by Ratos 12 406 9 515
Total net sales in the portfolio, companies in their entirety 35 200 29 679 19%
Investments recognised according to the equity method -11 774 -8 606
Subsidiaries acquired during current year -3 993 -5 461
Subsidiaries divested during current year 5 795 8 867
Net sales in accordance with IFRS 25 228 24 480 3%

Adjusted EBITA, EBITA and operating profit

2016 Q1-4 2015 Q1-4
Items Items
affecting affecting
Adjusted compar Change Adjusted compar
SEKm EBITA ability EBITA EBITA EBITA ability EBITA
Ratos's holding 1 384 -379 1 005 -19% 1 414 -180 1 233
Holding not owned by Ratos 643 -242 402 722 -160 562
Total companies in their entirety 2 027 -621 1 406 -22% 2 136 -340 1 795
Total EBITA in the portfolio, companies in their entirety 1 406 1 795
Investments recognised according to the equity method -399 -562
Income and expenses in the parent company and central
companies -326 -252
Amortisation and impairment of intangible assets in connection
with company acquisitions -2 555 -600
Subsidiaries acquired during current year -375 -437
Subsidiaries divested during current year 2 058 1 467
Other -44 0
Consolidated operating profit -235 1 411

Interest-bearing net debt

SEKm 2016-12-31
Total interest-bearing net debt in the portfolio 10 571
Investments recognised according to the equity method -3 673
Attributable to the parent company and central companies -2 959
Consolidated interest-bearing net debt 3 939
2016-12-31 2015-12-31
Non-current interest-bearing liabilities 6 953 5 886
Current interest-bearing liabilities 1 228 2 346
Provisions for pensions 487 454
Interest-bearing assets -340 -53
Cash and cash equivalents -4 389 -6 455
Consolidated interest-bearing net debt 3 939 2 177

Note 4 Acquired and divested businesses

Acquisition of Plantagen

At the end of November 2016, Ratos acquired 99% of the shares in Plantagen, in accordance with the agreement signed in September 2016. The purchase price (equity value) amounts to NOK 1.2 billion, corresponding to an enterprise value of NOK 2.8 billion, adjusted for estimated net debt on completion of the transaction. Ratos paid SEK 1.4 billion. The acquisition was made via the wholly owned subsidiary Blomster Intressenter AB, which subscribed for 99% of the shares in Plantasjen Holding AS, which subsequently acquired 100% of the shares in Plant Topco AS through its subsidiary Plantasjen Group AS.

Plantagen was founded in Norway in 1986 and is the Nordic region's leading chain for sales of plants and gardening accessories, with a total of 124 stores in Norway, Sweden and Finland, and a primary focus on consumers. Plantagen has approximately 1,200 employees.

The total consideration transferred for the acquisition of the shares in Plantagen amounted to SEK 1,232m. Goodwill in the preliminary acquisition analysis amounts to SEK 2,391m and is primarily attributable to the company's growth and business model, as well as an organisation with a strong culture. Plantagen has been included in the Ratos Group from the date of acquisition, with net sales of SEK 280m and loss before tax of SEK -37m. For the period January to December, sales amounted to SEK 3,696m and profit before tax was SEK 56m. Acquisition-related transaction costs amounted to SEK 24m.

Preliminary acquisition analysis

Plantagen SEKm
Trademarks 624
Customer relations 40
Other intangible assets 4
Property, plant and equipment 841
Financial assets 21
Deferred tax asset 230
Current assets 528
Cash and cash equivalents 198
Non controlling interest -11
Deferred tax liability -148
Non-current liabilities and provisions -3 027
Current liabilities -459
Net identifiable assets and liabilities -1 159
Goodwill 2 391
Consideration transferred 1 232
of which, paid in cash 1 222
via non-cash issue 10

Acquisition of Oase Outdoors

In September 2016, Ratos acquired 79% of the shares in Danish company Oase Outdoors, in accordance with the agreement signed in June 2016. The purchase price (enterprise value) for 100% of the company amounted to DKK 380m, of which Ratos provided DKK 126m. The acquisition was made via the wholly owned subsidiary Outdoor Intressenter AB, which subscribed for 79% of the shares in Sunrise TopCo ApS, which subsequently acquired 100% of the shares in Oase Outdoors ApS through its subsidiary Sunrise BidCo.

Oase Outdoors is a family-owned company that designs, produces and supplies innovative camping and outdoor equipment under three strong brands, namely Outwell®, Easy Camp® and Robens®. Resellers distribute the products globally to more than 40 markets.

The total consideration transferred for the acquisition of the shares in Oase Outdoors amounted to SEK 423m. Goodwill in the preliminary acquisition analysis amounts to SEK 223m and is primarily attributable to the company's growth and business model as well as an organisation with a strong culture. Oase Outdoors has been included in the Group from the date of acquisition, with net sales of SEK 14m and loss before tax of SEK -44m. For the period January to December, sales amounted to SEK 422m and profit before tax was SEK 37m. Acquisition-related transaction costs amounted to SEK 8m.

Preliminary acquisition analysis

Oase Outdoors SEKm
Trademarks 165
Customer relations 6
Intangible assets 0
Property, plant and equipment 5
Financial assets 1
Current assets 91
Cash and cash equivalents 13
Deferred tax liability -39
Current liabilities -43
Net identifiable assets and liabilities 200
Goodwill 223
Consideration transferred 423
of which, paid in cash 359
of which, contingent consideration 64

Acquisition of Gudrun Sjödén Group

In September 2016, Ratos acquired 30% of the shares in Gudrun Sjödén Group, in accordance with the agreement signed in July 2016. The purchase price (enterprise value) for 100% of the company amounted to SEK 725m, of which Ratos paid SEK 152m, corresponding to its holding, after adjustment for net debt. Ratos also signed an agreement for an option to increase its holding a further 40% in 2018.

Gudrun Sjödén Group is a family-owned, Swedish design company with a unique, colourful style, and a clear sustainability profile. The Gudrun Sjödén brand is sold and marketed globally through 21 of its own stores in seven countries, a global webshop and mail order service as well as online sales, which is the largest distribution channel. Customers are located in more than 50 countries, with Germany and Sweden comprising the largest markets. Gudrun Sjödén Group is recognised in the Ratos Group according to the equity method from the date of acquisition.

Acquisition of airteam

Ratos acquired 70% of the shares in airteam in April 2016, in accordance with the agreement signed in February of the same year. The purchase price (enterprise value) for 100% of the company amounted to DKK 575m, of which Ratos provided DKK 272m. The acquisition was carried out when Ratos, via the wholly owned subsidiary Vento Intressenter AB, subscribed for 70% of the shares issued in the newly formed Danish holding company Airteam TopCo ApS, which in turn acquired 100% of the shares in Airteam A/S via Airteam Holding ApS.

airteam offers high-quality, effective ventilation solutions in Denmark and is headquartered in Aarhus. The company focuses on project development, project management and procurement where the projects, to a large extent, are carried out by a broad network of quality-assured subcontractors. Furthermore, airteam offers maintenance and service of its installed solutions.

The total consideration transferred for the acquisition of the shares in airteam amounted to SEK 740m. A contingent consideration may be paid in a maximum amount of SEK 37m, which corresponds with book value, dependent on the outcome of customer guarantees in the acquired company. Goodwill in the preliminary acquisition analysis amounts to SEK 664m and is primarily attributable to the company's growth and business model as well as an organisation with a strong culture. airteam has been included in the Group from the acquisition date, with net sales of SEK 601m and profit before tax of SEK 14m, after amortisation of acquisitionrelated intangible assets of SEK 25m. For the period January to December, sales amounted to SEK 769m and profit before tax was SEK 14m. Acquisition-related transaction costs amounted to SEK 7m.

Preliminary acquisition analysis

airteam SEKm
Trademarks 15
Customer relations 57
Property, plant and equipment 2
Financial assets 2
Current assets 135
Cash and cash equivalents 42
Deferred tax liability -47
Non-current liabilities and provisions -7
Current liabilities -122
Net identifiable assets and liabilities 76
Goodwill 664
Consideration transferred 740
of which, paid in cash 703
of which, contingent consideration 37

Acquisition of Serena Properties

In January 2016, Ratos acquired 56% of the shares in Serena Properties, a newly formed real estate company with commercial retail properties in Finland, in accordance with the agreement signed in November 2015. The purchase price (enterprise value) for 100% of the company amounted to EUR 191.5m, of which Ratos paid EUR 39m (SEK 359m). The acquisition was carried out when Ratos, via wholly owned subsidiary Aneres Properties AB, subscribed for shares in the newly formed holding company Serena Properties AB, which in turn acquired a number of Finnish real estate companies. The amount provided includes lending to the Serena Properties Group from Aneres Properties. Serena Properties is a joint venture in which Ratos has joint controlling influence and the company is therefore recognised according to the equity method in the Group.

Serena Properties owns and manages retail properties located across 14 mid-sized towns in Finland. The properties are located in established retail areas with tenants that are attractive and largely comprise grocery and discount retailers. The properties were previously 100% owned by Varma, which following the sale, will retain 43% ownership in Serena Properties. Redito has been commissioned as property portfolio manager and has acquired 1% of the shares.

Approval of acquisition analysis of Speed Group and TFS

In the third and fourth quarters, respectively, the earlier preliminary acquisition analyses for the acquisition of Speed Group in September 2015, and the acquisition of TFS in October 2015 were approved, and intangible assets in the form of trademarks and customer contracts were valued. As a consequence of this, previously recognised goodwill declined. The complete final acquisition analyses at the date of acquisition are presented below. Identified customer contracts are amortised from the date of acquisition and over the maturity of the contract. Amortisation of customer contracts in Speed Group were charged to

earnings for the period in an amount of SEK 17m, net of the effect of deferred tax. Amortisation of customer contracts in TFS were charged to earnings for the period in an amount of SEK 21m, net of the effect of deferred tax.

Preliminary Final
acquisition acquisition
Speed Group analysis analysis
Trademarks 5
Customer relations 64
Property, plant and equipment 20 20
Current assets 201 201
Cash and cash equivalents 25 25
Deferred tax liability -1 -16
Current liabilities -289 -289
Net identifiable assets and liabilities -44 10
Goodwill 342 289
Consideration transferred 299 299
Preliminary Final
acquisition acquisition
TFS analysis analysis
Trademarks 21
Customer relations 55
Property, plant and equipment 7 7
Financial assets 3 3
Current assets 177 177
Cash and cash equivalents 36 36
Non controlling interest -150 -150
Deferred tax liability -17
Non-current liabilities and provisions -1 -1
Current liabilities -216 -216
Net identifiable assets and liabilities -145 -86
Goodwill 370 311
Consideration transferred 225 225

Divestment of Euromaint

Ratos divested 100% of the shares in subsidiary Euromaint in November 2016, in accordance with the agreement signed in October of the same year. The selling price amounted to approximately SEK 650m (enterprise value). The divestment did not generate any exit gain effect, since the holding was impaired at the net sales value in the third quarter.

Divestment of Mobile Climate Control

In November 2016, Ratos divested 100% of the shares in subsidiary Mobile Climate Control in accordance with the agreement signed in the same month. The selling price amounted to SEK 1,373m and generated an exit gain of SEK 268m.

Initial public offering for Arcus

On 1 December 2016, the subsidiary Arcus was listed on the Oslo Stock Exchange at NOK 43 per share. In conjunction with the listing, Ratos sold shares for a total value of SEK 1,194m. Since, as a result of this transaction, Arcus has changed from being a subsidiary to being an associate of Ratos, the entire holding in conjunction with the changeover, in accordance with IFRS, has been remeasured at fair value which is based on the listing price. The exit gain, which is based both on realised shares and an increase in value from remeasurement of shares retained, amounted to SEK 1,403m.

Divestment of Analytical Instruments, part of Biolin Scientific

In December, Biolin Scientific divested its Analytical Instruments business area. The sale generated a small exit earnings effect for Ratos. In future, the continuing operations will be run under the name Sophion and recognised under other net assets in Ratos.

Agreement signed for the divestment of AH Industries

In December, Ratos signed an agreement for the sale of all shares in AH Industries at an enterprise value of DKK 240m for 100% of the company. Ratos's holding amounts to 70%. The sale resulted in an impairment of SEK 43m during the fourth quarter, corresponding to the company's total book value. Accordingly, no exit earnings effect is expected on completion of the transaction during the first quarter of 2017.

Acquisitions within subsidiaries

In the fourth quarter, TFS strengthened its market position in Germany through the acquisition of dermatology specialist SCIderm GmbH. Earlier in the year, Bisnode acquired Danish company NN Markedsdata ApS, Belgian Swan Insights NV and three companies to strengthen its position in Central Europe. airteam acquired Ventek Ventilation A/S.

The acquired companies constitute subsidiaries in their respective groups.

Disposals within subsidiaries

Ratos's subsidiary Bisnode divested Bisnode Campaign AS during the third quarter. Ratos's subsidiary Euromaint signed an agreement in December 2015 to sell all shares in its German subsidiary. The divestment was completed during the first quarter of 2016.

Note 5 Operating segments

Sales EBT 1)
SEKm 2016 Q4 2015 Q4 2016 Q1-4 2015 Q1-4 2016 Q4 2015 Q4 2016 Q1-4 2015 Q1-4
AH Industries 254 223 1 059 1 013 12 -6 19 -15
Aibel -100 -83 -198 -75
Arcus 2) 523 810 2 294 2 586 2 127 4 106
Biolin Scientific 44 62 186 227 -5 7 -28 3
Bisnode 964 963 3 458 3 535 126 147 47 201
Diab 390 357 1 516 1 450 23 8 84 105
GS-Hydro 220 274 886 1 175 -55 -28 -149 11
HENT 2 190 1 598 7 991 5 716 21 39 191 194
HL Display 373 399 1 417 1 488 2 -1 43 -28
Jøtul 305 304 898 930 4 16 -10 -42
KVD 85 78 321 317 10 -1 31 21
Ledil 90 72 365 297 8 3 91 65
Nebula 88 81 332 299 15 16 71 71
Total companies in portfolio all 5 529 5 221 20 723 19 032 64 243 196 618
reported periods
airteam 3) 237 601 10 14
Gudrun Sjödén Group 4) 7 8
Oase Outdoors 5) 9 14 -31 -44
Plantagen 6) 280 280 -37 -37
Serena Properties 7) 15 56
Speed Group 8) 136 152 562 203 -9 10 11 10
TFS 9) 240 203 793 203 -24 -2 6 -2
Total companies acquired during
reported periods 902 355 2 250 406 -69 7 13 8
Euromaint 663 1 061 2 273 0 -216 9 -224
Hafa Bathroom Group 149 3
Inwido 42
Mobile Climate Control 218 279 1 194 1 264 -32 18 77 108
Nordic Cinema Group 1 356 108
Total companies divested during
reported periods 218 941 2 255 5 041 -33 -198 86 38
Total 6 649 6 518 25 228 24 480 -38 53 295 664
Exit Arcus 1 403 1 403
Exit Euromaint 0 0
Exit Mobile Climate Control 268 268
Exit Nordic Cinema Group 905
Exit Inwido 54 290
Exit Hafa Bathroom Group -9 -93
Total exit gains 1 672 44 1 672 1 101
Impairment AH Industries -43 -85 -135 -85
Impairment Aibel -1 692
Impairment Biolin Scientific -314
Impairment Euromaint -480 -122 -480
Impairment GS-Hydro -160 -160
Impairment Jøtul -81
Companies total 6 649 6 518 25 228 24 480 1 430 -468 -538 1 200
Income and expenses in the parent
company and central companies -100 -61 -353 -308
Group total 6 649 6 518 25 228 24 480 1 330 -529 -890 892

1) Subsidiaries are included with 100% in consolidated profit. Investments recognised according to the equity method

are included with holding percentage of pre-tax profit/loss.

2) Arcus is included as a subsidiary through November 2016 and then as an associate with a holding of 24%.

3) airteam is included as a subsidiary as of April 2016.

4) Gudrun Sjödén is included as an associate with a holding of 30% as of September 2016.

5) Oase Outdoors is included as a subsidiary as of September 2016.

6) Plantagen is included as a subsidiary as of December 2016.

7) Serena Properties is included as a joint venture with a holding of 56% from January 2016.

8) Speed Group is included as a subsidiary as of September 2015.

9) TFS is included as a subsidiary as of October 2015.

Note 6 Financial instruments

Ratos applies fair value measurements to a limited extent and mainly for derivatives and synthetic options, contingent considerations and put options. These items are measured according to levels two and three respectively in the fair value hierarchy.

Valuation techniques were unchanged during the period.

In the statement of financial position at 31 December 2016, the total value of financial instruments measured at fair value in accordance with level three amounts to SEK 510m (504 at 31 December 2015). Changes

Note 7 Goodwill and impairment

Goodwill changed during the period as shown below.

Accumulated Accumulated
SEKm cost impairment Total
Opening balance
1 January 2016 14 543 -1 872 12 671
Business combinations 3 352 3 352
Divested companies -2 938 602 -2 336
Reclassifications -954 617 -337
Impairment -798 -798
Translation differences
for the year 520 -81 438
Closing balance
31 December 2016 14 522 -1 532 12 990

Impairment

Ratos makes continuous assessments of whether there is any indication that any company has declined in value. In the event that such an indication exists, the recovery value of the company is calculated, which comprises the higher of value in use and fair value less sales costs. If the recovery value is lower than the carrying amount, an impairment is made.

Based on impairment testing, established by the Board of Ratos AB, impairments were made in the third and fourth quarters attributable to the portfolio companies Aibel, AH Industies, Biolin Scientific, Euromaint, GS-Hydro and Jøtul. These companies operate under tough market conditions and show a weak earnings trend. The book values were adjusted to reflect the companies' market conditions.

In total, the impairments impact Ratos's operating profit in an amount of SEK 2,504m, of which SEK 1,895m is attributable to owners of the parent.

Impairment of investments recognised according to the equity method

Aibel

The impairment of Aibel amounting to SEK 1,692m, of which SEK 1,083m is attributable to the owners of the parent, was implemented in the third quarter. The impairment was caused by a lower level of activity combined with overcapacity in the industry and pressure on margins. Ratos does not assume a return to the market situation that prevailed before the drop in the price of oil. The carrying amount for Aibel totalled SEK 587m at 31 December 2016. The recovery value, which was established on 30 September 2016 through calculation of the value in use, amounted to SEK 690m, and in the last quarter of the year, there were no indications that the company had further declined in value. In the value in use calculation that was conducted, the growth in sales and assumption regarding the EBITA margin in the forecast cash flows were

in the carrying amount since 31 December 2015, SEK 6m, mainly comprise the revaluation of and redemption of synthetic options and newly issued synthetic options.

In the statement of financial position at 31 December 2016, the net value of derivatives amounts to SEK -18m (-29), of which SEK 24m (17) is recognised as an asset and SEK 42m (45) as a liability.

adapted to the prevailing market conditions. The discount rate applied after tax amounts to 7% (7% on 31 December 2015) and the discount rate before tax to 8% (9% at 31 December 2015). In addition to other key assumptions about sales growth and the adjusted EBITA margin, Ratos includes a value in use calculation that assumes future profit multiples on exit. Aibel is recognised in the Ratos Group in accordance with the equity method and the impairment carried out resulted in a reduction in the item Investments recognised according to the equity method.

Impairment of Goodwill

AH Industries

The impairment of SEK 92m in the third quarter was attributable to a continued weak market in the cement and mineral industry, which, together with a high level of competition in the wind power segment, brought about a development in the company that did not correspond with Ratos's earlier forecasts. In December 2016, Ratos signed an agreement to divest all of the shares in AH Industries. Based on the anticipated exit gain, the company's total remaining book value of SEK 43m was impaired during the fourth quarter. Accordingly, the sale is not expected to generate a significant exit gain for Ratos on conclusion of the transaction.

Biolin Scientific

The impairment of SEK 314m in the third quarter was caused by changed purchasing patterns among customers within the Drug Discovery business unit, which had a negative impact on instrument sales and meant that earlier forecasts were not met. The recovery value of SEK 31m, established on 30 September 2016 through the calculation of fair value less sales costs, exceeded the book value on the balance-sheet date. Due to a negative result from the company in the fourth quarter, the book value at 31 December 2016 amounted to SEK 6m. Key assumptions for the valuation are profit multiple at exit and profit forecast. Profit multiple is on a level with listed comparable companies.

Euromaint

In November, Ratos divested 100% of the shares in Euromaint in accordance with the agreement signed in October 2016. As a result of the signed agreement, the portfolio company was impaired by SEK 122m to the anticipated exit value during the third quarter. The divestment of Euromaint, which was completed in November 2016, thus generated no exit gain.

GS-Hydro

During the fourth quarter, the holding in GS-Hydro was impaired by SEK 160m. A more rapid and stronger fall than expected in the offshore market led to the outcome for 2016 deviating from the earlier forecast. The poorer market outlook in the offshore industry and reduced demand in the land-based segment are factors that have influenced Ratos's future forecasts. After impairment, the book value of GS-Hydro amounted to SEK 0m, corresponding to the recovery value established by calculating fair value after deduction of sales costs.

Jøtul

.

The impairment of SEK 81m implemented in the third quarter was mainly attributable to continued weak demand for cast-iron stoves and low sales volumes, which led to failure to achieve earlier forecasts. After impairment, the book value at 30 September amounted to SEK 0m, corresponding to the recovery value established on the same date by calculating fair value after deduction of sales costs. At 31 December 2016, the carrying amount for Jøtul was SEK 4m, attributable to positive translation effects.

Note 8 Related party disclosures

Transactions with related parties are made on market terms.

Parent company

The parent company has a related party relationship with its Group companies. For more information see Note 33 in the 2015 Annual Report. The parent company has no pledged assets. The parent company has contingent liabilities to subsidiaries and associates amounting to SEK 533m (400). In addition, the parent company guarantees that Medcro Intressenter AB and Aneres Properties AB fulfil their obligations in conjunction with the acquisition of TFS and the acquisition of Serena Properties respectively.

The parent company's income and expenses in relation to its subsidiaries and associates for the period and the parent company's balance sheet items in relation to its subsidiaries and associates at the end of the period are presented below.

SEKm Interest
expenses
Interest
income
Dividend
2016 Q1-4 0
2015 Q1-4 -8 0 995
Capital
Receiv Lia contri Contingent
SEKm able Provision bility bution liability
2016-12-31 1 90 2 269 814 533
2015-12-31 88 309 2 594 270 400

During the fourth quarter, Ratos contributed SEK 68m (EUR 7m) to GS-Hydro. Earlier in the year, Ratos provided contributions of SEK 319m (NOK 316m) to Aibel in conjunction with a new financing agreement, SEK 246m to Bisnode, SEK 15m to KVD, SEK 46m (EUR 5m) to GS-Hydro and SEK 120m to Euromaint.

Telephone conference

17 February at 10:00 a.m. +46 8 566 426 95

Financial calendar

2017

Annual General Meeting 6 April 2017 Interim report January-March 2017 8 May 2017 Interim report January-June 2017 17 August 2017 Interim report January-September 2017 14 November

Stockholm, 16 February 2017 Ratos AB (publ)

Magnus Agervald CEO

For further information, please contact: Magnus Agervald, CEO, +46 (0)8–700 17 00 Helene Gustafsson, Head of IR- and Press, +46 8 700 17 98

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

This information is information that Ratos AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 8:00 a.m. CET on 17 February 2017.

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

Ratos owns and develops unlisted medium-sized companies in the Nordic countries. Our goal as an active owner is to contribute to long-term and sustainable business development in the companies we invest in and to make value-generating transactions. Ratos's portfolio consists of 18 medium-sized Nordic companies and the largest segments in terms of sales are Consumer goods/Commerce, Construction and Energy. Ratos is listed on Nasdaq Stockholm and has a total of approximately 14,500 employees.