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Rias Annual Report 2015

Dec 16, 2015

3457_rns_2015-12-16_48426026-8534-4515-905a-0aeef6086cb5.pdf

Annual Report

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ANNUAL REPORT

2014/15

RIAS



CONTENTS

MANAGEMENT'S REVIEW

5
- Introduction
- Financial highlights
- Presentation og the Board of Directors and the Executive Board
- Selected activities in the past year
- Review
- Financial review
- Shareholder information and corporate governance
- Company information
- The history of RIAS

FINANCIAL STATEMENTS 2014/15

27
- Statement of comprehensive income
- Balance sheet
- Statement of changes in equity
- Cash flow statement
- Note to the Financial Statement

MANAGEMENT'S STATEMENT

44

INDEPENDENT AUDITOR'S REPORT

45


RIAS A/S

RIAS A/S – Part of ThyssenKrupp Plastics International

ThyssenKrupp Plastics International
Consists of 13 companies distributed all over Europe with approximately 1,500 employees.

ThyssenKrupp Plastics is a part of the large ThyssenKrupp Group which operates worldwide.

The ThyssenKrupp Group has a total of 155,000 employees and sells for approximately EUR 41 billion.

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HIGHLIGHTS FOR THE YEAR

ThyssensKrupp Plastics' map of Europe showing the Group's enterprises tells, in a very tangible manner, the history about the strong and widely expanded network of which RIAS A/S forms a part. It is a network which also last year contributed to creating value in our Company and which provided our customers with access to a large product portfolio and strong competences.

A very illustrative example is, among others, our launch of LED lighting. In this connection, RIAS's department for visual communication has benefitted greatly from the relations which other ThyssenKrupp Plastics enterprises have built with the US manufacturer SloanLED. The SloanLED products may be new to RIAS's product programme for the Scandinavian market

but they are in no way new to us as a ThyssenKrupp Plastics company. Our network is one of our strengths.

The Financial Statements for 2014/15 are effected by fluctuations in a number of areas, among other things, due to significantly different weather conditions compared to last year, some variations in raw material prices, which impacted gross profit, and strong competition in the sectors in which we are active.

Moreover, the Financial Statements are positively affected by our ability to retain customers through our broad product portfolio and thanks to a high level of service. These factors have naturally also contributed to new customers having chosen RIAS as their supplier of semi-finished

plastic products. In 2014/15, we furthermore moved towards more normal trends with sound national and international demand. This is in contrast to the most recent years when the market was characterised by slowdown.

Any financial statements are the sum of many details. On an overall basis, we are pleased to note that RIAS A/S remains the top supplier of semi-finished plastic products in Denmark.

RIAS ANNUAL REPORT 2014/15


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A YEAR CHARACTERISED BY TRANSFORMATION

The year has, at one and the same time, been characterised by market variability and our ability to maintain RIAS as a robust business. Profit before tax was DKK 5.6 million based on revenue of DKK 265.8 million.

A number of factors have affected the Financial Statements, some of which are mentioned below.

We knew basically that the winter storms seen in the preceding year resulted in extraordinarily high sales and earnings in 2013/14. Therefore, the Financial Statements for this year should be seen in the light of 2014/15 not having spawned a similar extraordinary event and, therefore, the decrease in revenue and profit for the year is considered satisfactory.

The loss of a major contract with a DIY chain immediately gave rise to a loss which has however partially been set off by leading members of the same chain having wanted to continue cooperating with us outside the chain cooperation. We see this as an expression of our trustful cooperation based on good products, good customer relations and the ability to demonstrate good business acumen to the benefit of both parties; also therefore revenue in our Building & Construction Division is very close to budget this year.

The year has also been affected by heavily increased raw material prices,

and due to fixed-price agreements with a number of customers we have not been able to change selling prices.

The Industry Division began the year on a very weak note; however, the weak start-up was balanced by a strong H2, and we now note what must be called normal business trends. Demands from both the Danish and export markets are good.

Our processing department, RIPRO, shows marginally poorer results than last year. One of RIPRO's strong sides is small specialised productions; however, we also want to create a mix which includes mass production and which contributes to improving earnings in the processing department.

A few years ago RIAS entered the Swedish market, and we continue our efforts even though the Swedish activities have not developed at the preferred speed. However, we see that the market is growing and we want to be a part of this growth.

Also the financial year 2014/15 was characterised by our continuous effort to future-proof RIAS. The Group of which we are a part and which due to its size ensures us, among other things, strong procurement power and a wide range of products to the benefit of our customers, also makes it possible for us to explore future opportunities.

This means that in cooperation with other enterprises of the ThyssenKrupp Group, we are able to identify opportunities and challenges of strategic importance to, for example, e-trade, consulting over the Internet and new production methods. Where in the value chain do we provide the most value to our customers, and how do we maintain the robust business which also this year shows that we have? These are some of the questions we ask ourselves in what you may call a future workshop.

As previous financial years, 2014/15 offered very exciting assignments where our organisation had to navigate on the basis of changed conditions. Perhaps our ability to constantly adapt to the changing demands from our customers constitutes the most important key to our success.

I am pleased to note that, based on the results for the year, RIAS maintains its position as top supplier of semi-finished plastic products in Denmark.

Henning Hess
CEO
RIAS A/S

RIAS ANNUAL REPORT 2014/15


MANAGEMENT'S REVIEW

Financial highlights

2014/15 2013/14 2012/13 2011/12 2010/11
Income statement (DKK million)
Revenue 265.8 279.4 238.2 240.1 261.1
Cost of sales 185.0 195.7 165.1 164.4 182.0
Gross profit 80.8 83.7 73.1 75.7 79.1
Capacity costs 70.6 69.8 65.7 64.8 62.4
Depreciation and amortisation 4.3 4.2 4.9 4.6 5.4
Profit before financial income and expenses 5.9 9.7 2.5 6.3 11.3
Net financials -0.3 -0.2 -0.2 -0.1 -0.4
Profit before tax 5.6 9.5 2.3 6.2 10.9
Corporation tax 1.3 2.3 -0.5 1.9 2.7
Net profit for the year 4.3 7.2 2.8 4.3 8.2
Balance sheet at 30 September (DKK million)
Non-current assets 99.5 102.6 104.7 109.6 114.0
Current assets 101.5 103.0 98.7 87.8 91.1
Assets 201.0 205.6 203.4 197.4 205.1
Equity 160.5 160.7 158.1 157.6 155.6
Deferred tax 9.7 10.0 10.3 11.8 12.0
Short-term liabilities 30.8 34.9 35.0 27.9 37.5
Liabilities and equity 201.0 205.6 203.4 197.4 205.1
Cash flows (DKK million)
Cash flows from operating activities 3.7 4.3 10.1 10.6 24.3
Cash flows from investing activities -0.8 -1.8 0.2 -0.1 -8.9
Including investments in property, plant and equipment of -0.5 -1.9 -0.3 -1.0 -2.1
Cash flows from financing activities -4.6 -4.6 -2.3 -3.0 -15.6
Total cash flows -1.7 -2.1 8.0 7.5 -0.2
Average number of fulltime employees 95 90 92 89 88

At 1 October 2010, the Parent Company RIAS A/S merged with the Company's only subsidiary, Nordisk Plast A/S; consequently, RIAS A/S is no longer a group. For accounting purposes, the merger was made under the uniting of interests method. Financial ratios have been restated.

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RIAS ANNUAL REPORT 2014/15


MANAGEMENT'S REVIEW

Ratios

2014/15 2013/14 2012/13 2011/12 2010/11
Gross margin
Gross margin 30% 30% 31% 32% 30%
Profit margin 2% 3% 1% 3% 4%
Return on assets 3% 5% 1% 3% 6%
Profit per DKK 100 share 20 31 12 19 35
Dividend per DKK 100 share 18 20 20 10 10
Equity value per DKK 100 share 697 697 686 683 674
Return on equity before tax 4% 6% 1% 4% 7%
Return on equity after tax 3% 4% 2% 3% 5%
Solvency ratio 80% 78% 78% 80% 76%
Market price per DKK 100 share at 30 September 460 503 495 475 410

The ratios have been calculated in accordance with the "Recommendations and Ratios 2015" issued by the Danish Society of Financial Analysts, expect for profit per share which has been calculated in accordance with IAS 33.

Definition of financial ratios:

Gross margin is calculated as gross profit in percentage of revenue.

Profit margin is calculated as profit before financials in percentage of revenue.

Return on assets is calculated as profit before financials in percentage of average operating assets for the year, ie of total assets less cash at bank and in hand and fixed asset investments.

Profit per DKK 100 share is calculated as profit for the year divided by 1/100 of the share capital after deduction of the Company's holding of treasury shares at 30 September.

Dividend per DKK 100 share is calculated as dividend divided by 1/100 of the share capital after deduction of the Company's holding of treasury shares at 30 September.

Equity value per DKK 100 share is calculated as equity at 30 September divided by 1/100 of the share capital after deduction of the Company's holding of treasury shares at 30 September.

Return on equity before tax is calculated as profit before tax in percentage of average equity for the year.

Return on equity after tax is calculated as net profit for the year in percentage of average equity for the year.

The solvency ratio it calculated as equity at 30 September in percentage of total assets at 30 September.

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Equity value per DKK 100 share (DKK)

RIAS ANNUAL REPORT 2014/15


MANAGEMENT'S REVIEW

Board of Directors

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Jürgen Westphal
Chairman
Joined the Board of Directors
in January 2010

Directorships in other companies:
CEO, ThyssenKrupp Plastics

Chairman for the board of Directors:
ThyssenKrupp Plastics GmbH, Essen

Röhm Italia S.r.l., Garbagnate
Milanese, Italy

Neomat AG, Beromünster/Luzern,
Switzerland

Notz Plastics AG, Brügg, Switzerland

ThyssenKrupp Plastic Ibérica SL
Massalfassar (Valencia), Spain

Member of the board of Directors:
Röhm Italia S.r.l., Garbagnate
Milanese, Italy

ThyssenKrupp Otto Wolff N.V./
S.A., Lokeren, Belgium

Ferona Thyssen Plastics s.r.o., Velká
Bystrice, Olomouc, Czech Republic

ThyssenKrupp Materials Nederland
B.V., Amsterdam, Netherlands

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Dieter Wetzel
Member of the Board of Directors
Joined the Board of Directors
in January 2010

Directorships in other companies:
Financial Manager, ThyssenKrupp
Plastics GmbH

Member of the Board of Directors
ThyssenKrupp Otto Wolff N.V./
S.A, Mechelen, Belgium

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Steen Raagaard Andersen
Vice-chairman
Partner, Lund Elmer Sandager,
Copenhagen
Joined the Board of Directors
in January 2011

Directorships in other companies:
Member of the board of Directors:
Action International A/S
Audio Media A/S
Brdt. Rønje Holding A/S
Copenhagen Partners A/S
Frank Sæbe Hansen Holding A/S
Genius Access A/S
IHR Holding A/S
John Kirketerp Jensen A/S
Junker Projektudvikling A/S Kapital-
formidlingsinstitutet A/S
Kongeegen A/S
Kontant Foto A/S
Lægeforeningens Boligers Fond
M. Goldschmidt Holding A/S
Moos A/S
Living House Copenhagen A/S

Member of the Executive Board of:
Ejendomsselskabet
Nørrebrogade 43 A/S

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June Svendsen
Member of the Board of Directors
Employee representative

Joined the Board of Directors
in December 2014

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Peter Swinkels
Member of the Board of Directors
Joined the Board of Directors
in January 2011

Directorships in other companies:
Member of the board of Directors:
ThyssenKrupp Materials Nether-
lands B.V., the Netherlands

Member of the Executive Board of:
ThyssenKrupp Otto Wolff N.V.,
Belgium

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Søren Koustrup
Member of the Board of Directors
Employee representative

Joined the Board of Directors
in December 2011

RIAS ANNUAL REPORT 2014/15


MANAGEMENT'S REVIEW

Management

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Henning Hess
CEO

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Anders Topp
Division Manager, Building & Construction Division

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Michael Finderup Jensen
Division Manager, Industry/Viskom/RIPRO

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Dannie Michaelsen
CFO

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Per Skafte Mikkelsen
Manager, Purchasing & Technical Services

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Britta Hvalsø Olsen
HR Manager

RIAS ANNUAL REPORT 2014/15


CLIMATE SHIELD AND BUSINESS CARD IN ONE

RIAS has provided assistance with a dual effect to the Randers company Wind Estate by constructing a refrigerated warehouse in which blades from wind turbines are repaired. The front and the back of the warehouse are provided with very large facade panels made by polycarbonate from RIAS. Apart from letting in daylight, the panels play an important part as a visual business card for the company.

The facade panels at the front of the warehouse are provided with Wind Estate's logo, and on the back the panels form a vertical pattern in different nuances.

Michael Schriver, Quality Manager, has acted as construction project manager, and he says that it has been important for Wind Estate that the design of the building integrates with the company's other buildings in the industrial area at Løsøvej in the south western part of the municipality of Randers.

  • Another advantage of the facade panels is that so much daylight comes through that we are provided with good light for our blade repair work in the 650 m² large warehouse.

Michael Schriver and the company took the initiative to incorporate the panels in the building in Randers after having seen similar facade panels on a building near Silkeborg.

Environmentally sound energy

Wind Estate is one of Denmark's leading energy companies specialised in selling environmentally sound energy. The company supplies electricity deriving exclusively from wind turbines and owns approx 300 wind turbines which the company operates and maintains itself.

The administration and warehouse facilities in Randers constitute one of Denmark's first low-energy commercial constructions with own geothermal power plant. The heat emission from offices, warehouses and workshops is so low that the company is exempt from being connected to natural gas; instead a geothermal power plant covers its total heating and warm water requirements – and provides cooling in the warm months of the year. Wind Estate has moreover installed solar cells on the roof of its domicile which cover its need for electricity in sunny periods.

The aim of the company is to become 100% fossil-free, and as a part of following this strategy, Wind Estate is working on storing electricity in batteries for use in the periods of the year with less sun.

Still greater footing

In recent years, the facade panels from RIAS have gained a still greater footing in Denmark after having been widespread in the rest of Europe for many years. The panels are applied as complete or partial facade solutions and provides – as in Randers – good possibilities of integrating constructions with architecture and brand.

RIAS facade panels are manufactured in impact resistant polycarbonate and are available in transparent, opal as well as a wide range of nuances which

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RIAS ANNUAL REPORT 2014/15 SELECTED ACTICITIES IN THE YEAR


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make room for the creativity of the builder and the architect. The panels are mounted so that the joints are invisible. The extreme strength, form stability, weathering resistance and class B-s1,d0 fire approval moreover make the RIAS facade concept a natural choice for buildings that need to be able to resist the Danish climate. The facade panels are available with an insulation ability (U value) from 2.2 and up to as high as 1.0 W/m2K.

The facade system is supplied as project customised solutions and is primarily used for sports and activity centres, shopping centres, commercial buildings, warehouses, office buildings and

housing constructions where the total economy is of material importance to the choice of material.

see more at:

www.windestate.com

www.rias.dk/facadepanel

Photo:

The warehouse facade is provided with large, transparent panels showing Wind Estate's logo. The large facade panel area gives a good inflow of light which provides good working

conditions for the employees repairing blades. At the back, Wind Estate has chosen a combination of different coloured panels. The times when industrial buildings consisted only of grey concrete have long since passed.

SELECTED ACTICITIES IN THE YEAR RIAS ANNUAL REPORT 2014/15


RIAS ANNUAL REPORT 2014/15 SELECTED ACTIVITIES IN THE YEAR

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Around Røsnæs, Kalundborg

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TERMAL ROOFING IN HARMONY WITH NATURE – AND A CUBE OF NORTHERN LIGHTS IN TECHNO DESIGN

By providing thermal sheets of a length of 15 metres, RIAS has contributed to creating a unique nature room on the peninsula of Røsnæs in western Zealand, and by providing thermal sheets for the Apollo stage at Roskilde Festival, RIAS has made a significant mark on the largest music festival in northern Europe. The span of use of RIATHERM® is enormous.

Enthusiasts on the peninsular

In recent years, a group of local enthusiasts has created a number of learning and leisure activities on the beautiful peninsular between Kalundborg Fjord and Sejerøbugten with financial assistance from foundations and from the

municipality of Kalundborg. The project is called "Røsnæs Rundt" (Around Røsnæs).

The Nature Room, which the welcome centre is called, is the entrance gate to the unique landscape and as the other landmarks it provides information about the many opportunities of nature and cultural experiences. A total of 13 landmarks are to provide visitors with the best options for experiencing all the area's values in terms of landscape, culture, history, geology, biology and recreational activities and in this manner increase the knowledge about the area of both local citizens and tourists. A Maritime Activity house at the harbour of Røsnæs is just now being realised and is expected to be opened in 2016.

Transparent building

Spektrum Arkitekter has designed the project and for Joan Raun, Architech, and her colleagues the aim has been to create a welcome centre which does not drown out nature.

  • On the contrary, we wanted to supply the lens through which you may experience the surroundings and, therefore, the thermal roofing was just the right thing. An alternative proposal comprised a green roof of grass in order to underline the interaction with nature,

but we decided that we could create a light construction with the thermal roofing which contributes to the transparency which we wanted to provide to the building. At the same time, it is important that guests in the building can feel the sky above them. This would not be possible with a grass roof.

The architects decided on using a frosted 16mm thick RIATHERM® thermal roofing.

  • It filters the sunlight and gives the feeling of a semi-shaded sky. There is moreover the practical advantage that leaves, grass or other plants, which may fall on the roof, cannot be seen from the inside.

The light quality of the building and the contact between the outside and the inside are emphasised by the large windows which may also be slid aside when the weather is good.

Festival with innovative thinking

Roskilde Festival is known for its constant innovative thinking which not only applies to the music programme. Also the design of the music stages is an area of development, and in 2015 time had come to present a new Apollo stage which, in cooperation with RIAS, had been constructed as a luminous cube.

  • The Apollo stage is intended for the more visual electronic music. Therefore, we wanted to use polycarbonate sheets which could be lit from both the inside and the outside. We used the same material for sound towers and other installations and, in this way, we created a landmark and stamping ground, says Bertel Baagøe, Production Manager, Roskilde Festival.

To him, the Apollo stage is also an expression of Scandinavian design:

  • We must be faithful to our heritage, and the Apollo stage is a cube of northern lights with a very clean expression. One of the prerequisites for success is the solution orientated and dynamic support we received from RIAS. We are pleased to be able to cooperate locally in creating innovative solutions.

Major interest

Anders Topp, Division Manager, RIAS Building & Construction, describes RIATHERM® as a product with very high applicability.

  • RIATHERM® is typically used for terraces, patios and conservatories and the standard length is 4 metres. We are constantly asked to supply deliveries for special assignments and we are able to provide very long lengths.

The transportation of the sheets is the only thing limiting the length, and if for example 30-metre sheets were required, we would also be able to provide such sheets.

Always a sheet that meets the requirements

The RIATHERM® sheet programme is so extensive that it will always be possible to find a sheet that matches the customer's needs. RIAS has a sheet range which may be applied for all types of cover where both an insulating effect and light coming through are required.

RIATHERM® is a thoroughly tested product which is suitable for both new constructions and renovation work. All sheet types may be mounted on rafter and batten constructions, and the customer may moreover choose whether the joints are to be provided with cover strips in standard white plastic or by top strips in aluminium. The top strips in aluminium are mounted with French screws, whereas the white cover strips in plastic are clicked in place so that they cover the screws.

Impact resistant

All sheets in the RIATHERM® programme are impact resistant and the light coming through may be adjusted according to specific needs. The programme comprises transparent, opal white and bicoloured sheets in polycarbonate with complete mounting systems for sheet thicknesses from 10 mm to 32 mm. The minimum inclination of a RIATHERM® roof must be 3 cm per metre.

The thinnest sheets are 4 and 6 mm, respectively, and they are typically applied for greenhouses or covering.

Heatstop

The Heatstop effect is available in 16, 25 and 32 mm thicknesses. All RIATHERM® Heatstop sheets are especially manufactured to give extra protection against the destructive, ultraviolet radiation of the sun. Moreover, Heatstop reduces heat building up in the summer period and, at the same time, ensures good insulation against cold in winter. It is in fact possible to achieve an insulating power which is up to 20 percent higher than other roof sheets.

RIAS grants a 15-year warranty against breakage and light coming on the Heatstop sheets. RIAS grants a 10-year warranty against breakage and light coming on other RIATHERM® sheets.

See more at:

www.røsnæsrundt.dk

www.spektrumarkitekter.com

www.rias.dk/riatherm

www.roskilde-festival.dk/news/2015/brand-new-design-for-theapollo-stage

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SELECTED ACTICITIES IN THE YEAR RIAS ANNUAL REPORT 2014/15


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FROM UNIQUE ITEMS TO MASS PRODUCTION

RIPRO receives more and more orders from customers requesting the processing department's competences within mass production.

Says Lars Danner Hansen, Production Manager, who together with his colleagues in RIPRO combine their craftsman skills with the options afforded by the advanced machinery of the department for mass production of a very wide range of products.

  • This includes for example windows which we supply to the wind turbine industry in numbers of between 8,000 and 10,000 a year. Another example is a prototype, on which RIPRO is working at the moment, consisting of a hard support that is placed underneath a patient with cardiac arrest. The support is to ensure that the defibrillator functions as efficiently as possible, says Lars Danner Hansen.

Quality is the key word

Lars Danner Hansen has seen that some customers have previously sent orders to countries in Asia but due to the variable quality delivered they are now looking for a supplier that is able to guarantee a high level of quality.

  • And this is where the combination of craftsman skills and our efficient machinery comes into the picture.

Double check before shipping

Lars Danner Hansen mentions the double exit control as another precautionary measure implemented by RIPRO to be able to guarantee high quality to its customers.

  • We check the orders twice before they are shipped, naturally because we want to ensure top quality. Both the number of manufactured items in a single series and the product variation

RIAS ANNUAL REPORT 2014/15 SELECTED ACTIVITIES IN THE YEAR


tion may be very high. RIPRO manufactures, among other things, a board which homecare services or hospital staff may use to transport an infirm person from a wheelchair to the bed. Another product is the base for balconies and a third is oil separators, which RIPRO manufactures in four different sizes.

Trust relationship

Trust in quality is a fundamental prerequisite for RIPRO's activities, and Lars Danner Hansen mentions a Danish food producer as a good example of the trust relationship that exists between the parties.

  • They manufacture machines which are to operate with very high precision, and over time we have developed our cooperation from merely supplying doors to the company to supplying fully mounted units with hinges and handles. It is a pleasure to see such a customer relationship developing as the parties independently recognise the common focus on quality and precision, says Lars Danner, overlooking RIPRO's large laser cutter mass producing thousands of colourful acrylic bars. The bars form part of a click frame developed by a Danish company.

  • We are still able to manufacture unique items, and we continue to regard customised production as an important part of our business. However, this does not change the fact that mass production is gaining still more ground, says Lars Danner.

Team RIPRO

In order to ensure a good working process flow and thus provide the optimal result to the customer, RIPRO has set up a production chain which begins already when the customer meets the sales manager.

  • Already at this point, our salesmen call in a production technical assistant to have all the details in place which provides me, in my capacity of production manager, with a good basis to work on for the production itself, including selecting specialists with the competences required to solve the specific assignment, says Lars Danner Hansen.

He also point to the strong support base provided by the fellow subsidiaries in the ThyssenKrupp Group.

  • If projects fully or partially require processes which we are not able to carry out in RIPRO, we can draw on a strong network.

ThyssenKrupp Plastics, of which RIAS and thus RIPRO form a part, consists of 13 enterprises distributed all over Europe. The ThyssenKrupp Plastics enterprises have approx 1,500 employees.

See more at: www.rias.dk/ripro

Photo:

RIPRO gets an increasing amount of mass production orders. The orders come from, among others, design enterprises, construction companies, the wind turbine industry and food producers. Their common basis is their need for components which comply with very exact precision and quality requirements.

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SELECTED ACTICITIES IN THE YEAR RIAS ANNUAL REPORT 2014/15


AROUND THE WORLD WITH REHAU-BEHR

Long-term and close business cooperation between REHAU-BEHR and RIAS about components for REHAU-BEHR's covers for refrigerated counters brings RIAS around the world as the customer's global market expands.

REHAU-BEHR manufactures a number of different covers which protect the food and keep the cold where it should be, ie in the refrigerated counter. However, retailers' wish to provide their customers in the supermarkets with the best possible view of the goods has resulted in the development of a new counter end for the refrigerated counter. As opposed to the previous counter ends, the new ones are made by transparent acrylic.

On the way to the shops

Kristian Behr, Sales Manager at REHAU-BEHR, explains that the new solutions will seriously hit the markets in the first two quarters of 2016.

  • In the past, you did not take it too seriously that the goods were immediately available and that the cold was streaming from the refrigerated counters. But when you consider that it is possible to cut the energy consumption by half by installing a cover, it naturally led to

covers being fitted to the counters. This however reduces the possibility of seeing what is in the counter, and that is where our glass covers together with the new, transparent ends provide a very good solution.

In recent years, REHAU-BEHR has moved from the retrofit market, ie retrofitting covers on counters in the shops, to direct cooperation with the manufacturers of refrigerated counters.

Since 2002

Lars Vollmers, Sales Manager, has acted as RIAS's contact person to REHAU-BEHR since the beginning of our cooperation in 2002.

  • We see ourselves as one of many cogwheels in the process that makes it possible for REHAU-BEHR to meet its customers' demands. I have followed the company from when only a few employees formed the root stock working from the first floor of a villa in Hadsten until today where the company has realised its visions expressed back then. It has turned out that the assumptions made back then of this being an interesting market for REHAU-BEHR's solutions were tenable.

Close partnership

Cooperating with an industrial partner like REHAU-BEHR is a typical example of the close partnership which RIAS Industry has with customers in a wide range of very different sectors.

  • We are well equipped for industrial assignments. We have access to all sorts of semi-finished plastic products from well-reputed suppliers, and we combine this with our long-standing experience within plastics, says Lars Vollmers.

  • This enables us to be a well-qualified sparring partner in respect of projects where, already from the initial concept, our knowledge about the materials available, about their exact properties and about how they may be used in the project concerned is required, says Lars Vollmers.

Keep Cool

Kristian Behr says that the company is selling to customers all over the world. The volume is largest in the European market, but the US is among the markets which are now beginning to stir. REHAU-BEHR has developed the KEEP COOL® concept, which comprises difference models with either curved or flat covers for refrigerated counters.

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RIAS ANNUAL REPORT 2014/15 SELECTED ACTICITIES IN THE YEAR


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Among the leaders

REHAU-BEHR is among the leaders globally within innovative production of glass covers for refrigerated counters, and since the establishment in 2002 the company has influenced the market with its patented solutions, which are available in a large number of varieties. A central part of the REHAU-BEHR solution is the easy access to the counters provided by the cover system. The flexible covers from the Danish company make it possible for more customers to take a closer look at the goods in the counter at the same time.

The company's success has been so great that in the period from 2009 to 2012, REHAU-BEHR was a so-called Gazelle enterprise; a title awarded to an enterprise which, over a period of four years, has shown strong growth and increased earnings.

See more at:

www.behr.dk

www.rias.dk/industri

Photo:

The connection to REHAU-BEHR has existed since 2002, and our cooperation on acrylic ends for refrigerated counters is the latest addition. REHAU-BEHR is selling its products all over the world. Europe is one of the largest markets, but also the US, among others, is beginning to develop into an interesting market for REHAU-BEHR.

SELECTED ACTICITIES IN THE YEAR RIAS ANNUAL REPORT 2014/15


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LED LIGHTING IS MAKING A GREEN FOOTPRINT

Quite a number of years ago fluorescent lamps entered the sign market, and there are still many signs on shop fronts and office buildings which are lit by fluorescent lamps.

A large part of the acrylic applied for signs is supplied by RIAS; now RIAS also offers the LED lighting which may, with advantage, replace the fluorescent lamps.

75 per cent savings

LED stands for Light-emitting Diode, and the diodes, which are the obvious replacement for fluorescent lamps in,

among other things, signs, excel by consuming considerably less electricity than fluorescent lamps. The rule of thumb says that the electricity saved by using LED instead of fluorescent lamps is approx 75 per cent. This means that the investment made in replacing the old lamps with LED is very quickly recouped.

Moreover, there is naturally a considerable environmental benefit.

Henrik Ladegaard, Product Manager at RIAS Viskom, says that there is a large market for LED signs; both new signs and renewal of existing signs.

  • There are many signs lit by fluorescent lamps around the country which may be replaced by LED and which may therefore reduce the overall energy consumption and the environmental impact to a very significant extent.

Logic step for RIAS

With its market leading acrylic products such as PLEXIGLAS® and OROGLAS®, RIAS's department for visual communication is both a long-term and recognised supplier to the sign industry.

  • We have the broadest range in Scandinavia and therefore it is only natural

RIAS ANNUAL REPORT 2014/15 SELECTED ACTICITIES IN THE YEAR


that, at the same time, we offer professional advice on the products we sell, says Henrik Ladegaard.

As a part of our close cooperation with the sign industry, it has been a logical step for RIAS to include LED lighting in its range and thus also in the extensive consulting services provided, which is a part of the RIAS business model.

SloanLED

In line with the other enterprises in the ThyssenKrupp Group, RIAS carries a range from the recognised US LED manufacturer SloanLED. The company has operated in the lighting market for more than 55 years and was among the pioneers when the LED technology emerged.

RIAS carries a variety of products from SloanLED which are all aimed at the sign market to be used in front sign letters, light boxes and poles.

  • There is great variety in the products from SloanLED; it may be tubes with a bean angle from 120 to 180 degrees.

Also LED modules are available which can illuminate the acrylic sheets from the edges, and therefore we are able to produce very thin letters and light boxes. The possibilities are numerous, says Henrik Ladegaard, Product Manager.

  • The sign industry has always been a very creative industry with a great passion for play and for providing unique solutions. The LED lighting is a gift to the creative designers as, due to size and flexibility, the many LED light variants may be incorporated into even very small and complicated signs.

Direct link to SloanLED

On its website, RIAS has a link to SloanLED's full programme.

  • While carrying some of the products which, in our opinion, the Danish market will primarily demand, we also want to give our customers an idea of the complete SloanLED programme, and we are able quickly to obtain any special products which a customer may demand, says Henrik Ladegaard.

See more at:

www.rias.dk/led

www.sloanled.com

Photo:

Over recent decades, the LED technology has gained a continuously increasing foothold in the market. It is an energy-saving technology and a rule of thumb says that replacing fluorescent

lamps with LED lighting saves approx 75 per cent, which means that the investment is very quickly recouped.

Creative industries such as the sign industry benefit greatly from the flexibility of the LED technology. For a number of years, RIAS has sold, among other things, PLEXIGLAS® and OROGLAS® to the sign industry and, therefore, it has been a logical step also to offer lighting which may be fitting in signs.

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SELECTED ACTICITIES IN THE YEAR RIAS ANNUAL REPORT 2014/15


MANAGEMENT'S REVIEW

Review

Mission

RIAS's mission is to provide plastic materials of high quality in Scandinavia.

The Company operates in the two following product areas:

  • Sale, processing and distribution of semi-finished plastic products to all sectors of the building and construction industry.
  • Sale, processing and distribution of semi-finished plastic products to the industrial and the public sector.

Long-term objective

The long-term objective of RIAS A/S is to increase our market value through organic growth and to give our shareholders a competitive return on invested capital.

It is the Company's objective to maintain our position as the largest supplier within semi-finished plastic products in Denmark.

Operations

In total, revenue decreased by 4.9% compared to 2013/14. Revenue decreased by DKK 13,540k from DKK 279,346k in 2013/14 to DKK 265,806k in 2014/15.

During the year, the Company has made a number of cost reductions; however, at the same time staff expenses have increased due to an increase in warehouse and production staff.

In 2014/15, the Company realised a profit before tax of DKK 5,630k compared to DKK 9,541k in 2013/14, which corresponds to an decrease of 41.0%.

A summary of our expectations for 2014/15 published in the Annual Report for 2013/14 shows that the Company has not fully met the announced earnings expectations, which was a profit before tax of between DKK 8-11 million. This should, not least, be seen in the light of the very competitive market and, thus, increasing pressure from competitors.

Financing

In 2014/15, the Company's operating cash flows were positive at DKK 3,748k, and at 30 September 2015 the Company remains free of any debt to credit institutions.

Investments

In 2014/15, the Company made a number of current investments in fixtures and fittings, tools and equipment to ensure the continued development of the Company's activities. The investments amount to DKK 1,105k.

Expectations to 2015/16

Despite the continued low level of activity in the economy, we will continue to focus on optimising the organisation and maintaining growth in market shares and earnings in the financial year 2015/16. Based on this, the Board of Directors expects a profit before tax in the range of DKK 7-9 million for the financial year 2015/16.

Special risks

Operating risks

Unforeseen price fluctuations and discontinuation of trade with major customers may affect the Company adversely with regard to expected earnings for the year, but such risks are normal in a trading enterprise.

Financial risks

The Company does not speculate in financial risks, and the Company's management of such risks focuses exclusively on managing financial exposures that are a direct consequence of the operations and financing of RIAS A/S. The Company has no derivative financial instruments.

Interest rate risks

The Company does not enter into interest rate positions to hedge against interest rate exposures as moderate changes in the interest rate level will have no material effect on earnings.

Credit risks

The Company's credit risks relate to trade receivables.

The Company's policy is to take out credit insurance in respect of trade receivables to the extent possible. Trade receivables are assessed on a current basis, and provisions are made to the extent necessary.

Foreign exchange risks

The Company is only to a limited extent exposed to foreign exchange movements. Almost all trading takes place in DKK or EUR. As the foreign exchange risk relating to DKK/EUR is considered very low, the Company does not hedge its net debt in foreign currency.

Liquidity risks

The Company only has debt which falls due within one year, cf. the balance sheet. The payment of this debt, DKK 30.8 million, can be fully covered by payments from receivables and bank deposits.

Intellectual capital

The Company has specific knowledge and competencies within the area of trade in semi-finished plastic products.

The Company attaches importance to attracting, retaining and contributing to the development of well-educated and motivated employees who can contribute to safeguarding one of our core values, namely that of providing our customers with the best service.

On average, the Company has employed 95 fulltime employees in 2014/15, which is five more than in 2013/14. The Company had 92 fulltime employees at 30 September 2015, which is one less than at 30 September 2014.

The environment

The Company strives to limit its environmental impact at any time.

The environmental impact in itself is, however, insignificant as the Company's activities comprise mainly distribution and sale of semi-finished plastic products but not any production.

The Company is not involved in any environmental cases.

Research and development activities

The Company has no separate research activities but develops its business and competencies on a current basis.

Incentive programmes

The Company does not have any incentive programmes.

Subsequent event

No events materially affecting the Company's Financial Statements for 2014/15 have occurred after the balance sheet date.

RIAS ANNUAL REPORT 2014/15


MANAGEMENT'S REVIEW

Financial Review

Income statement

Revenue

Revenue decreased by DKK 13,540k from DKK 279,346k in 2013/14 to DKK 265,806k in 2014/15.

Revenue in the Industry Division increased by DKK 1,077k from DKK 173,062k in 2013/14 to DKK 174,139k in 2014/15. The market was low but stable at the beginning of the year. Despite the first six months being unsatisfactory, the last six months saw a general increase in the level of activity for our industrial products both with respect to sales in the domestic market and particularly with respect to sales to export oriented industrial enterprises. The processing department realised a marginal reduction in revenue for the year.

Revenue in the Building & Construction Division decreased by DKK 14,617k from DKK 106,284k in 2013/14 to DKK 91,667k in 2014/15, corresponding to a decrease of 13.8%. The decrease is partly due to 2013/14 being affected by the autumn storms in 2013. This was not the case in 2014/15.

Gross profit

Gross profit decreased by DKK 2,843k from DKK 83,650k in 2013/14 to DKK 80,807 in 2014/15, corresponding to a decrease of 3.4%. The gross margin ratio remains unchanged compared to 2013/14. Thus, gross margin is still affected by a competitive market.

Distribution and administrative expenses

Expenses increased by DKK 949k from DKK 73,975k in 2013/14 to DKK 74,924k in 2014/15, corresponding to an increase of 1.3%. This is partly attributable to the intensified sales effort and partly to the increase in warehouse and production staff.

Financial income and expenses

Financial income increased by DKK 25k from DKK 135k in 2013/14 to DKK 160k in 2014/15.

Financial expenses increased by DKK 144k from DKK 269k in 2013/14 to DKK 413k in 2014/15.

Net financials showed an expense of DKK 253k in 2013/14 compared to DKK 134k in 2013/14.

Tax on profit for the year

The effective tax rate for 2014/15 is 23.5% compared to 24.4% in 2013/14.

Net profit for the year

The net profit for 2014/15 is DKK 4,309k compared to DKK 7,212k in 2013/14.

Balance sheet

Intangible assets

Intangible assets have decreased from DKK 59,413k at 30 September 2014 to DKK 59,010k at 30 September 2015. The most important intangible asset is goodwill of DKK 53,085k, which relates to the acquisition of the activities of Rodena A/S and Nordisk Plast A/S. The goodwill values have been subjected to an impairment test, which is described in detail in note 10 to the Financial Statements.

Software amounts to DKK 5,399k at 30 September 2015 compared to DKK 5,740k at 30 September 2014.

Property, plant and equipment

Property, plant and equipment have decreased from DKK 43,220k at 30 September 2014 to DKK 40,467k at 30 September 2015. The changes relate both to depreciation and new investments.

Inventories

Inventories decreased by DKK 1,847k from DKK 32,476k at 30 September 2014 to DKK 30,629k at 30 September 2015, corresponding to an increase of 5.7%. The Company focuses on a current basis on adjustment inventories to match the existing market.

Receivables

Receivables increased by DKK 3,007k from DKK 46,782k at 30 September 2014 to DKK 49,789k at 30 September 2015, which primarily is attributable to the increased activity level in the second half of the year.

Liabilities

Liabilities decreased by DKK 4,596k from DKK 44,842k at 30 September 2014 to DKK 40,246k at 30 September 2015, corresponding to a decrease of 10.3%. The reduction primarily relates to a decline in trade payables and other debt.

Cash flows

Operating activities

Cash flows from operating activities decreased by DKK 588k from DKK 4,336k in 2013/14 to DKK 3,748k in 2014/15. The change in cash flows relates to changes in the working capital.

Investing activities

Cash flows from investing activities decreased by net DKK 1,047k from net sales of DKK 1,883k in 2013/14 to a net investment of DKK 836k in 2014/15.

Liquidity resources

The Company's total cash at bank and in hand has been reduced by DKK 1,701k from a deposit of DKK 19,598k at 30 September 2014 to a deposit of DKK 17,897k at 30 September 2015.

RIAS ANNUAL REPORT 2014/15


MANAGEMENT'S REVIEW

Shareholder Information and Corporate Governance

Shareholder information

Statutory Statement on Corporate Governance under section 107b of the Danish Financial Statements Act

Company Management believes that corporate governance is a key element and currently seeks to improve the Company's management structure. The overall framework for the Management of RIAS A/S has been planned with a view to ensuring that the Company meets its obligations towards shareholders, customers, employees, authorities and other stakeholders in the best possible way and that long-term value creation is supported.

The Board of Directors of RIAS A/S currently works on ensuring that the Company complies with the policies and procedures laid down by the Committee of Corporate Governance which NASDAQ OMX Copenhagen requires be applied. The Board of Directors discusses how the Company's corporate governance in practice at any time ensures that the management of RIAS A/S meets the highest standard and that the work of the Board of Directors supports the Company's future business potential. Openness is a key factor.

The Board of Directors has chosen to publish the Statutory Statement on Corporate Governance under section 107b of the Danish Financial Statements Act on the Company's website.

Links to the Statutory Statement on Corporate Governance:

Current Statement (2015): http://www.riasnordic.com/cg/2015/

Committee of Corporate Governance: https://corporategovernance.dk/sites/default/files/anbefalinger-for-godselskabsledelse-2013-senest-opdateret-november-2014.pdf

Thus, the Board of Director's overall position on the recommendations for corporate governance of NASDAQ OMX Copenhagen may be found on RIAS A/S's website. The Statutory Statement on Corporate Governance covers the financial period 1 October 2014 to 30 September 2015 and forms a part of Management's Review.

In this connection, RIAS A/S has chosen to compare the Company's Statutory Statement on Corporate Governance with the recommendations issued by the Committee on 6 May 2013 in order to provide the best possible overview of the recommendations with which RIAS A/S fully complies and the recommendations which the Company has chosen not to follow or which are still in the implementation process.

Work and responsibilities of the Board of Directors

The work of the Board of Directors has been laid down in rules of procedure which are assessed at least once a year. Thus, RIAS A/S meets the recommendations for members and the rules of procedure to be aligned with the requirements of the Company. The Board of Directors holds meeting four times a year or more frequently, if required. This process ensures that Management is able to react quickly and efficiently to external factors. In the financial year 2014/15, five meetings were held, including the Company's Annual General Meeting.

Composition of the Board of Directors

The Board of Directors consists of six members of whom two are employee representatives. The board members elected at the General Meeting are elected for one year at a time.

The Board of Directors has considered the personal capacity of each board member and finds that they perform their work on the Board of RIAS A/S in an appropriate manner – despite the fact that none of the board members elected at the General Meeting are independent as defined by the recommendations.

Executive Board

The Executive Board is appointed by the Board of Directors, and the Board of Directors determines the employment terms of the Executive Board. The Executive Board is responsible for the day-to-day operation of RIAS A/S, including the Company's development and results of activities and operations as well as internal affairs. The Board of Directors' delegation of responsibilities to the Executive Board has been laid down in the Company's rules of procedure and by the rules of the Danish Companies Act. The Executive Board of RIAS A/S consists of one person.

Remuneration to the Board of Directors and the Executive Board

The Board of Directors has adopted a very simple remuneration policy for both the Board of Directors and the Executive Board. The remuneration policy does not comprise any incentive programmes or other variable components.

The Board of Directors of RIAS A/S is not comprised by any bonus or option schemes. The total annual remuneration to the Board of Directors is approved by the General Meeting in connection with the adoption of the Annual Report.

In 2014/15, the remuneration to the Executive Board consisted of a base salary including the usual benefits such as company car, telephone and a bonus scheme. The bonus is determined discretionarily by the Board of Directors based on an overall assessment.

The employment terms of the Executive Board, including remuneration and resignation terms, are considered in accordance with the general standards for such positions.

Audit Committee

The Board of Directors of RIAS A/S also acts as Audit Committee.

The overall purpose of the Audit Committee is to minimise the risk of material misstatement of financial information – internally and externally. In practice, this is done by analysing the internal control environment, financial reporting, audit, accounting policies applied and presentation of interim financial statements and financial statements in general.

The Audit Committee focuses on a continued development of the control environment and a continuous assessment of procedures and financial and accounting issues of material importance to the financial information. The external auditors may be called in to participate in a meeting with the Audit Committee. Five meetings were held in 2014/15.

Statutory Statement on Corporate Social Responsibility under section 99(a) and (b) of the Danish Financial Statements Act

RIAS A/S wants to carry on its activities in a responsible manner and continuously works on creating a linkage between the Company's strategy and responsibility with respect to the society in which the Company operates. For RIAS A/S, the work relating to corporate social responsibility is an ongoing process, and in 2014/15 the Company continued to focus on such work and to structure the required internal processes.

Based on an assessment of materiality, the Company is working on areas such as staff, environment, suppliers and anti-corruption. On the next page, we describe the overall policy for how the policy has been turned into action and, where possible, what has been achieved.

RIAS ANNUAL REPORT 2014/15


MANAGEMENT'S REVIEW

Shareholder Information and Corporate Governance

Social conditions

Securing good social conditions for its employees is an important element for the Company. Each month, we follow up on absence due to illness to improve job satisfaction. Overall, the Company is working on currently ensuring the best possible working environment. As in previous years, the Company is very conscious about the health of its employees, which has resulted in a reduction of absence due to illness of 0.2% compared to 2013/14.

Environment

The Company's impact on the environment is limited and mainly consists of PVC waste from products and CO2 consumption related to the Company's buildings. The Company is making a targeted effort to reduce the environmental impact from PVC waste, and the Company cooperates with the Wuppi organisation which collects and disposes of PVC waste in a sustainable way. RIAS's share is included together with other plastic distributors in Denmark. No specific figures per distributor are available and, therefore, we are not able to state any result.

Moreover, the Company has initiated a project with a view to reducing the energy consumption by introducing various cost reduction measures both in warehouses, production and the administration. A total measurement of the CO₂ consumption has not yet been made and, therefore, we are not able to state any result.

Suppliers and human rights

The Company typically enters into long-term supplier relations, and the suppliers are primarily located in Europe. Apart from financial and quality assessments, the overall assessment of a supplier also includes an assessment of whether the supplier shows general social responsibility, including that the supplier does not use child labour etc. All suppliers are requested to fulfill a Supplier Compliance questionnaire once a year which among other issues includes questions in regards to human rights. In the fiscal year only suppliers who fulfill the requirements has been used.

Anti-corruption

The Company has implemented a whistleblower hotline where employees have the possibility of informing impartial persons in a law firm about breach or suspicion of breach of law, including corruption or cartel formation. The hotline has not received any calls in 2014/15. The management has also not via other ways been informed about issues relating to corruption.

All new employees must conduct an online training in Antitrust and Anti-corruption within the first 3 months of their employment and all employees are frequently being updated in Antitrust and Anti-compliance.

In the fiscal year all new employees have conducted the online training and the company has conducted two Compliance sessions for employees who have contact with customers, suppliers or in other ways in their daily work could be exposed to corruption or antitrust issues.

The Compliance sessions are giving employees instructions on how to react in case they are faced with issues like corruption or bribery or are aware of such issues.

Policy on the composition of the Board of Directors and the Executive Board

The members of the Board of Directors are elected based on their overall competences; however, it is also the aim of the Board of Directors to have a more equal gender composition on the Board of Directors and to have 15% female representation on the Board within 4 years. Currently the board of directors consists of 4 members, all of whom are men. The current board of directors have not been on election this year and therefore no changes has been done. As the registered Executive Board consists of only one member at present, no target for gender composition has been set for the Executive Board.

It is the staff policy of RIAS A/S that the ratio of women in other management bodies is to be increased.

RIAS A/S intends to take the following action to obtain a more equal gender composition in the other management bodies:

  • Work towards having minimum 25% female managers in the Company with in four years. In the fiscal year 3 new members of the management team has been employed. The company has used recruiting companies to find the best suited candidates. The process has led to the employment of 2 men and one woman. Member 2015, the ratio is 14.3% and thus represents an increase compared to 2013/14.
  • Make the Company attractive to executives of both genders, eg by ensuring a staff policy which promotes the career opportunities of women and men.
  • Create a framework for the career development of the individual person through networks with executives in other companies.

Share capital

The Company's share capital of DKK 23,063k is distributed on DKK 3,125k A-shares and DKK 19,938k B-shares.

The A-shares, which are non-negotiable, carry 10 votes per DKK 100 share, see clause 11 of the articles of association.

The B-shares, which are negotiable, carry 1 vote per DKK 100 share, see clause 11 of the articles of association.

The B-shares are listed on NASDAQ OMX Copenhagen, and at 30 September 2015 the price corresponding to the market price of the B-shares was DKK 91.7 million.

The Company has more than 170 shareholders registered by name.

The following shareholders have stated that they own 5% or more of the total capital: ThyssenKrupp Facilities Service GmbH, Germany, a nominal amount of DKK 3,125,000 A-shares and a nominal amount of DKK 9,363,000 B-shares, corresponding to 54.15% of the total capital. ThyssenKrupp Facilities Service GmbH holds 79.34% of the votes.

SmallCap Danmark A/S, a nominal amount of DKK 6,674,800 B-shares, corresponding to 28.94% of the total capital. SmallCap Danmark A/S holds 13.30% of the votes. The Board of Directors and the Executive Board do not hold any shares in the Company.

According to authorisation of the General Meeting, the Company may acquire treasury shares for up to 10% of the share capital until 18 January 2018. The purchase price for these shares cannot deviate by more than 10% from the market price from time to time.

"Change of control" clauses

The Company has an agreement with ThyssenKrupp about the use of SAP. If the control of the Company changes due to an implemented takeover bid, the Company expects however to be able to re-establish an appropriate new agreement about the use of SAP in such a situation.

Agreements between the Company and its Management imply that if they resign or are dismissed without valid reason or if their position is cut due to a takeover bid, the period of notice will be extended by six months.

Amendment of the articles of association

An amendment of the Company's articles of association requires that 2/3 of the share capital is represented at the General Meeting and that the proposed amendment is adopted by both 2/3 of the votes cast and of the share capital represented at the General Meeting.

RIAS ANNUAL REPORT 2014/15


MANAGEMENT'S REVIEW

Shareholder Information and Corporate Governance

Annual General Meeting

The Annual General Meeting will be held on 27 January 2016, at 10.00 am CET, at the Company's address, Industrivej 11, Roskilde, Denmark.

Proposals for the General Meeting:

  • The Board of Directors proposes that for the financial year 2014/15 dividend be distributed to the shareholders in the amount of DKK 18 per DKK 100 share of the share capital at 30 September 2015 of DKK 23,063,000, corresponding to a total proposed dividend of DKK 4,151,340.
  • The Board of Directors proposes to the General Meeting that the present elected board members be re-elected.

Expected Stock Exchange Announcements in 2015/16

RIAS A/S expects to publish the following Stock Exchange Announcements:

16 December 2015: Announcement of financial results 2014/15
26 January 2016: Announcement of interim results
27 January 2016: Annual General Meeting
18 May 2016: Announcement of results for the first six months
17 August 2016: Announcement of interim results

Contact person – Investor relations

Inquiries concerning investor relations and the share market may be directed at:

Henning Hess, CEO

Telephone: +45 46 77 00 00

E-mail: [email protected]

Company information

RIAS A/S

Industrivej 11

DK-4000 Roskilde

Telephone: +45 46 77 00 00

Facsimile: +45 46 77 00 10

Website: www.rias.dk

Email: [email protected]

CVR No: 44 06 51 18

Founded: 1 February 1959

Municipality of registered office: Roskilde

Board of Directors

Jürgen Westphal (Chairman)

Steen Raagaard Andersen (Vice-chairman)

Peter Swinkels (Board Member)

Dieter Wetzel (Board Member)

June Svendsen (Employee Representative)

Søren Koustrup (Employee Representative)

Executive Board

Henning Hess, CEO

Auditors

PricewaterhouseCoopers

Statsautoriseret Revisionspartnerselskab

Strandvejen 44

DK-2900 Hellerup

RIAS ANNUAL REPORT 2014/15


MANAGEMENT'S REVIEW

The history of RIAS

1959 Knud E. Jacobsen establishes RIAS (Roskilde Industri Aktieselskab) in Roskilde. The Company manufactures formed acrylic sheets.

1963 The activities are supplemented by distribution of semi-finished plastic products.

1973 Subsidiary is established in Stockholm.

1975 Subsidiary is established in Oslo.

1985 RIAS is listed on the Copenhagen Stock Exchange.

1987 The family of Knud E. Jacobsen sells the controlling interest to the Finnish Amer Group.

1990 The Amer Group sells its shareholding to Thyssen Handelsunion AG, Germany. In the following months and years, the activities of the foreign subsidiaries are discontinued and, hereafter, RIAS concentrates on its core activity in the Danish market.

1997 RIAS expands its leading position in the Danish market for semi-finished plastic products by taking over the plastic activities of Tibnor Danmark.

1999 RIAS takes over the processing enterprise Akni Plast, now called RIPRO (RIAS Produktion), as part of the strategy to offer customers high-quality craftsmanship and industrial processing of semi-finished plastic products, including laser cutting, milling, folding, drilling, gluing and polishing.

2002 RIAS takes over the activities of RODENA and thus strengthens its position significantly as a supplier of plastic and related products for DIY markets in Scandinavia.

2006 A modern warehouse of 2400 sqm is opened, and all activities are concentrated at Industrivej in Roskilde. At the same time, the administration is renovated and expanded with new meeting facilities and reception area.

2008 RIAS takes over all shares of Nordisk Plast.

2009 Nordisk Plast opens a new modern warehouse of 6,000 sqm as well as administration premises in Assentoft near Randers.

2010 RIAS merges with the subsidiary Nordisk Plast at the beginning of October 2010.

2013 RIAS establishes a sales organisation in Sweden.

RIAS ANNUAL REPORT 2014/15


RIAS ANNUAL REPORT 2014/15

FINANCIAL STATEMENTS
2014/15


STATEMENT OF COMPREHENSIVE INCOME

Statement of Comprehensive Income 1 October to 30 September
Amounts in DKK '000

Note

2014/15 2013/14
3 Revenue 265,806 279,346
Cost of sales 184,999 195,696
Gross profit 80,807 83,650
4-5 Distribution expenses 56,769 56,639
4-5 Administrative expenses 18,155 17,336
Profit before financial income and expenses 5,883 9,675
6 Financial income 160 135
7 Financial expenses 413 269
Profit before tax 5,630 9,541
8 Corporation tax -1,321 -2,329
Net profit for the year 4,309 7,212
Other comprehensive income 0 0
Total comprehensive income 4,309 7,212
Proposed distribution of profit
Proposed dividend 4,151 4,613
Retained earnings 158 2,599
9 Earnings per share
Earnings per DKK 100 share 18.68 31.27
Earnings per DKK 100 share, diluted 18.68 31.27

RIAS ANNUAL REPORT 2014/15


BALANCE SHEET

Balance sheet assets at 30 September Amounts in DKK '000
Note 2015 2014
Assets
Non-current assets
10 Intangible assets
Goodwill 53,085 53,085
Customer relations 526 588
Software 5,399 5,740
59,010 59,413
11 Property, plant and equipment
Land and buildings 34,281 35,028
Plant and machinery 3,654 4,376
Other fixtures and fittings, tools and equipment 2,532 3,816
40,467 43,220
Total non-current assets 99,477 102,633
Current assets
12 Inventories 30,629 32,476
13 Receivables 49,789 46,782
Prepayments 3,147 4,095
Cash at bank and in hand 17,897 19,598
Total current assets 101,462 102,951
Total current assets 200,939 205,584

RIAS ANNUAL REPORT 2014/15


BALANCE SHEET

Balance sheet assets at 30 September Amounts in DKK '000
Note 2015 2014
Liabilities and equity
14 Equity
Share capital 23,063 23,063
Revaluation reserve 1,898 1,898
Retained earnings 131,324 131,166
Proposed dividend 4,151 4,613
Equity 160,436 160,740
Liabilities
Non-current liabilities
15 Deferred tax 9,657 9,970
Total non-current liabilities 9,657 9,970
Current liabilities
16 Trade payables and other payables 30,725 32,210
Corporation tax 121 2,664
Total current liabilities 30,846 34,874
Total liabilities 40,503 44,844
Total liabilities and equity 200,939 205,584
17 Contingencies and other financial commitments
18-23 Other notes

RIAS ANNUAL REPORT 2014/15


STATEMENT OF CHANGES IN EQUITY

Amounts in DKK '000

Share capital Revaluation reserve Retained earnings Proposed dividend Total
2014/15
Equity at 1 October 2014 23,063 1,898 131,166 4,613 160,740
Change in equity in 2014/15
Total comprehensive income 0 0 4,309 0 4,309
Dividend paid to shareholders 0 0 0 -4,613 -4,613
Proposed dividend to shareholders 0 0 -4,151 4,151 0
Total changes in equity in 2014/15 0 0 158 -462 -304
Equity at 30 September 2015 23,063 1,898 131,324 4,151 160,436
2013/14
Equity at 1 October 2013 23,063 1,898 128,567 4,613 158,141
Change in equity in 2013/14
Total comprehensive income 0 0 7,212 0 7,212
Dividend paid to shareholders 0 0 0 -4,613 -4,613
Proposed dividend to shareholders 0 0 -4,613 4,613 0
Total changes in equity in 2013/14 0 0 2,599 0 2,599
Equity at 30 September 2014 23,063 1,898 131,166 4,613 160,740

RIAS ANNUAL REPORT 2014/15


CASH FLOW STATEMENT

Cash Flow Statement
2014/15 2013/14
Net profit for the year 4,309 7,212
Adjustment for non-cash operating items etc:
Tax on profit for the period 1,321 2,329
Depreciation and amortisation 4,252 4,168
Profit or loss on sale of property, plant and equipment and financial assets -272 -187
Financial income -160 -135
Financial expenses 413 269
Cash flows from operating activities before changes in working capital 9,863 13,656
Changes in inventories 1,847 -3,909
Changes in receivables (and prepayments) -2,059 -2,498
Changes in trade payables and other payables -1,486 -1,715
Cash flows before financial income and expenses and tax 8,165 5,534
Financial income, paid 160 135
Financial expenses, paid -413 -269
Corporation tax paid -4,164 -1,064
Cash flows from operating activities 3,748 4,336
Purchase of intangible assets -665 -89
Purchase of property, plant and equipment -443 -1,981
Sale of property, plant and equipment 272 187
Cash flows from financing activities -836 -1,883
Cash and cash equivalents at 30 September -4,613 -4,613
Cash flows from financing activities -4,613 -4,613
Cash flows for the year -1,701 -2,160
Cash and cash equivalents at 1 October 19,598 21,758
Cash and cash equivalents at 30 September 17,897 19,598

RIAS ANNUAL REPORT 2014/15


RIAS ANNUAL REPORT 2014/15

NOTES

Note 1. Accounting policies

RIAS A/S is a public limited company registered in Denmark. The Annual Report covers the period 1 October 2014 – 30 September 2015.

The Annual Report of RIAS A/S for 2014/15, which comprises Management's Review and Financial Statements for the period 1 October 2014 – 30 September 2015, is prepared in accordance with International Financial Reporting Standards as adopted by the EU and Danish disclosure requirements for listed companies.

On 16 December 2015, the Board of Directors and the Executive Board discussed and adopted the Annual Report of RIAS A/S for 2014/15. The Annual Report will be presented to the shareholders of RIAS A/S for adoption at the Annual General Meeting on 27 January 2016.

Basis of preparation

The Annual Report is presented in DKK rounded off to the nearest DKK 1,000.

The Annual Report is prepared under the historical cost convention.

The accounting policies described below have been applied consistently for the financial year and for the comparative figures.

Change of accounting policies

RIAS A/S has implemented the standards and interpretations effective for the period 1 October 2014 – 30 September 2015.

None of the new standards and interpretations have affected recognition and measurement in 2014/15; thus, profit, diluted earnings per share and balance sheet items have not been affected.

Description of accounting policies

Translation policies

Transactions in foreign currencies are translated at the exchange rates at the dates of transaction or at an approximate rate. Gains and losses arising due to differences between the transaction date rates and the rates at the dates of payment are recognised in financial income and expenses in the income statement.

Receivables, payables and other monetary items in foreign currencies are translated at the exchange rates at the balance sheet date. Any differences between the exchange rates at the balance sheet date and the rates at the date of contracting the receivable or payable or the rates in the latest Annual Report are recognised in financial income and expenses in the income statement.

Fixed assets acquired in foreign currencies are translated at the exchange rates at the transaction date.

Income statement

Revenue

The sale of goods for resale and finished goods is recognised in revenue provided that delivery and transfer of risk have been made to the buyer before year end and provided that the income can be measured reliably and is expected to be received.

Revenue is measured at the fair value of the agreed consideration exclusive of VAT and indirect taxes collected on behalf of a third party. All types of discounts provided are recognised in revenue as deductions.

Cost of sales

Cost of sales comprises costs incurred to achieve revenue for the year. This includes direct and indirect costs for raw materials and consumables.

Distribution expenses

Distribution expenses comprise expenses incurred for the distribution of goods sold during the year and for sales campaigns etc conducted in the year. This includes expenses for sales staff, advertising and fair costs as well as depreciation and impairment losses.

Administrative expenses

Administrative expenses comprise expenses incurred in the year for Management and administration, including expenses for administrative staff and office premises as well as depreciation and impairment losses. Also provisions for bad debts are included.

Financial income and expenses

Financial income and expenses comprise interest, price/exchange gains and losses as well as impairment of securities, debt and transactions in foreign currencies. Also extra payments and repayments under the on-account taxation scheme are included.

Tax on profit for the year

RIAS A/S is jointly taxed with all Danish companies in the ThyssenKrupp Group. The current Danish corporation tax is distributed among the jointly tax companies in proportion to their taxable incomes.

The jointly tax companies are comprised by the joint taxation scheme.

The tax for the year consists of current tax and movements in deferred tax for the year. The tax relating to the profit for the year is recognised in the income statement, whereas the tax directly relating to items recognised in equity is recognised directly in equity.

Balance Sheet

Intangible assets

Goodwill is recognised initially at cost in the balance sheet. Subsequently, goodwill is measured at cost less accumulated impairment losses. Goodwill is not amortised.

The carrying amount of goodwill is allocated to the Company's cash generating units at the date of takeover.

Other intangible assets are measured at cost less accumulated amortisation and less any accumulated impairment losses. Other intangible assets are amortised on a straight-line basis over the expected useful lives, which are:

Customer relations 16 years
Software 5-10 years

Property, plant and equipment

Land and buildings, plant and machinery as well as other fixtures and fittings, tools and equipment are measured at cost less accumulated depreciation and impairment losses.

Cost comprises the cost of acquisition and expenses directly related to the acquisition up until the time when the asset is ready for use.

Subsequent expenses, eg. to replace parts of an item of property, plant and equipment, are recognised in the carrying amount of the asset in question when it is probable that payment will result in future economic benefits to the Company. The replaced parts are derecognised in the balance sheet and the carrying amount is transferred to the income statement. All other expenses for ordinary re


RIAS ANNUAL REPORT 2014/15

NOTES

pair and maintenance are recognised in the income statement as incurred.

The cost of an aggregate asset is broken down by separate components which are depreciated individually if the useful lives of the individual components are not the same. Property, plant and equipment are depreciated on a straight-line basis over the expected useful lives of the assets, which are:

Office and warehouse
buildings 10 - 30 years
Plant and machinery 8 - 10 years
Other fixtures and fittings,
tools and equipment 3 - 10 years
The residual value of office and warehouse buildings is reassessed on a current basis and is at present 40% of cost.

Land is not depreciated.

The basis for depreciation is calculated taking into account the residual value of the asset and is reduced by any impairment losses. The residual value is determined at the date of acquisition and is reassessed annually. Where the residual value exceeds the carrying amount of the asset, depreciation ceases.

In the event of changes to the depreciation period or the residual value, the effect on depreciation is recognised prospectively as a change of accounting estimate.

Depreciation is recognised in the income statement under distribution and administrative expenses, respectively.

Impairment of non-current assets

Goodwill is tested for impairment on an annual basis, for the first time before the end of the year of acquisition.

The carrying amount of goodwill is tested for impairment in the cash-generating unit to which the goodwill has been allocated and is written down to the recoverable amount over the income statement if the carrying amount is higher than the recoverable amount. The recoverable amount is stated as the net present value of future net cash flows from the enterprise or the activity (cash-generating unit) to which the goodwill is allocated.

The carrying amounts of other non-current assets are reviewed on an annual basis to determine whether there is any indication of impairment. If so, the recoverable amount of the asset is calculated. The recoverable amount is the higher of the fair value of the asset less estimated costs to sell and value in use.

Value in use is calculated as the net present value of expected future cash flows from the asset or the cash-generating unit of which the asset forms part.

Impairment losses are recognised where the carrying amount of an asset or a cash-generating unit exceeds the recoverable amount of the asset or the cash-generating unit. Impairment losses are recognised in the income statement under distribution and administrative expenses, respectively. Impairment of goodwill is recognised on a separate line in the income statement.

Impairment of goodwill is not reversed. Impairment of other assets is reversed to the extent that assumptions and estimates underlying the impairment change. Impairment losses are reversed only where the new carrying amount of the asset does not exceed the carrying amount that the asset would have had after depreciation if the asset had not been impaired.

Inventories

Inventories are measured at the lower of cost under the FIFO method and net realisable value.

The cost of goods for resale equals landed cost with addition of any customs.

The net realisable value of inventories is calculated at selling price with deduction of costs to sell and is determined allowing for marketability, obsolescence and development in expected sales sum.

Receivables

Receivables are measured at amortised cost. Provisions for bad debts are made if it is assessed that objective evidence of impairment of an individual receivable has occurred.

Impairment is calculated as the difference between the carrying amount and the expected cash flows, including the net realisable value of any security received.

Prepayments

Prepayments are measured at cost.

Equity

Dividend

Dividend is recognised as a liability at the time of adoption at the Annual General Meeting (the time of declaration). Dividend expected to be distributed for the year is disclosed as a separate equity item.

Reserve for revaluation

Reserve for revaluation comprises value adjustments relating to reassessment of the value of buildings in connection with transition to the Danish Financial Statements Act.

Current tax and deferred tax

Current tax liabilities and receivables are recognised in the balance sheet at the amount calculated on the taxable income for the year adjusted for tax on taxable incomes for prior years and for taxes paid on account.

Deferred tax is measured under the balance sheet liability method in respect of all temporary differences between the carrying amount and the tax base of assets and liabilities. However, deferred tax is not recognised in respect of temporary differences relating to goodwill not amortisable for tax purposes and other items in respect of which temporary differences – expect for business acquisitions – have arisen at the time of acquisition without affecting the profit for the year or the taxable income. In cases where the computation of the tax base may be made according to different tax rules, deferred tax is measured on the basis of Management's intended use of the asset and settlement of the liability, respectively.

Deferred tax assets, including the tax base of tax loss carry-forwards, are recognised under other non-current assets at the value at which they are expected to be realised, either by elimination in tax on future ear-nings or by set-off against deferred tax liabilities within the same legal tax entity and jurisdiction.

Deferred tax assets relating to tax liabilities are set off if the Company has a legal right to set off current tax liabilities and assets or intends to either settle current tax liabilities or assets on a net basis or to realise the assets and liabilities at the same time.

Deferred tax is measured on the basis of the tax rules and tax rates in the countries concerned that will be effective under the legislation at the balance sheet date when the deferred tax is expected to crystallise as current tax. Changes to deferred tax due to changed tax rates are recognised in the statement of comprehensive income for the year.


RIAS ANNUAL REPORT 2014/15

NOTES

Provisions

Provisions are recognised when - in consequence of an event occurred before or on the balance sheet date - the Company has a legal or constructive obligation and it is probable that economic benefits must be given up to settle the obligation.

Provisions are measured based on Management's best estimate of the amount expected to be required to settle the obligation.

Financial liabilities

Loans from credit institutions etc are recognised initially at fair value net of transaction expenses incurred. Subsequently, the financial liabilities are measured at amortised cost using the "effective interest method"; the difference between the proceeds and the nominal value is recognised in financial expenses in the income statement over the loan period.

Leases

For accounting purposes, leases are classified as either finance leases or operating leases.

A lease is classified as a finance lease when substantially all risks and rewards of owning the leased asset are transferred to the lessee. All other leases are classified as operating leases.

Lease payments relating to operating leases are recognised on a straight-line basis in the income statement over the term of the lease.

Cash flow statement

The cash flow statement shows cash flows for the year broken down by operating, investing and financing activities, changes for the year in cash and cash equivalents as well as cash and cash equivalents at the beginning and end of the year.

Cash flows from operating activities are calculated under the indirect presentation method as profit after tax adjusted for non-cash operating items, changes in working capital, interest received and paid and corporation tax paid.

Cash flows from investing activities comprise cash flows from acquisition and disposal of intangible assets, property, plant and equipment and other non-current assets as well as acquisition and disposal of securities which are not included in cash and cash equivalents.

Cash flows from financing activities comprise changes to the raising of loans, repayment of interest-bearing debt as well as dividend distribution to shareholders.

Cash and cash equivalents comprise cash at bank and in hand as well as short-term special-term deposits which may easily be converted into cash and which are subject to only immaterial risks of value changes.

Segment reporting

The Company has one operating segment and carries on activities within two product areas:

  • Sale, processing and distribution of semi-finished plastic products to all sectors of the building and construction industry (Building & Construction).
  • Sale, processing and distribution of semi-finished plastic products to the industrial and the public sector (Industry).

The operating segment consists of two sales departments for Building & Construction and Industry, respectively, which are supported by a number of joint functions such as purchasing, logistics and production, and the purchased products are used for re-sale in both Industry and Building & Construction. There are also a number of employees who carry out production and processing of products for both Industry and Building & Construction, and this also applies to employees in the two sales offices. Based on this, Management has assessed that RIAS A/S only has one operating segment.

Financial ratios

Earnings per share and diluted earnings per share are calculated in accordance with IAS 33.

Other ratios have been calculated in accordance with the "Recommendations and Ratios 2015" issued by the Danish Society of Financial Analysts.

Note 2. Estimates and assessments

The uncertainty of estimates

Calculation of the carrying amount of certain assets and liabilities requires estimates, judgements and assumptions with respect to future events.

The estimates and assumptions made are, among other things, based on historical experience and other factors which Management deems justifiable in the circumstances, but which are inherently uncertain and unpredictable. The assumptions may be incomplete or inaccurate, and unexpected events or circumstances may arise. Due to the risks and uncertainties to which the Company is subject the actual results may deviate from the estimates made.

It may be necessary to change previous estimates due to changes in the circumstances on which the previous estimates were based or due to new knowledge or subsequent events.

Estimates which are material to the financial reporting are made by, among other means, valuation and impairment test of goodwill, receivables and write-down of inventories.

Impairment test of goodwill

In connection with the annual impairment test of goodwill, or when indication of impairment occurs, it is assessed whether the Company will be able to generate adequate positive future net cash flows to support the value of goodwill and other net assets. The carrying amount of goodwill is DKK 53 million.

Due to the nature of the business, the estimate of expected future cash flows covers many years, which naturally gives rise to uncertainty. The uncertainty is reflected in the chosen discount rate.

The impairment test is described in detail in note 10.

Write-down for inventory obsolescence

The estimation uncertainty with respect to inventories relates to write-down to net realisable value. The write-down required remains unchanged compared to 2013/14.

The Company continues to focus on further improvement of the inventory control which is supported by changes to the ERP system and procedures.

The write-down for obsolescence amounts to DKK 3,097k and is further described in note 12.


RIAS ANNUAL REPORT 2014/15

NOTES

Amounts in DKK '000

2014/15 2013/14
Note 3. Revenue
Revenue, Industry 174,139 173,062
Revenue, Building and construction 91,667 106,284
265,806 279,346

Sales outside Denmark amount to 7% of the Company's revenue. All non-current assets are placed in Denmark.

The Group's products are mainly sold to Danish customers. Sales are distributed on a large number of different products and customers. No single customer accounts for more than 10% of total sales.

Note 4. Depreciation and amortisation

Depreciation and amortisation are included in distribution expenses as follows:
Amortisation of intangible assets 41 71
Depreciation of property, plant and equipment 2,697 2,883
2,738 2,954
Depreciation and amortisation are included in administrative expenses as follows:
Amortisation of intangible assets 1,027 908
Depreciation of property, plant and equipment 487 306
1,514 1,214
Total depreciation and amortisation 4,252 4,168

Note 5. Staff

Wages and salaries 38,722 37,522
Pensions, defined contribution plan 5,315 4,874
Remuneration to the Executive Board 2,023 1,801
Pension to the Executive Board 162 144
Fee to the Board of Directors 90 90
Other social security expenses 1,087 1,075
47,399 45,506
Average number of fulltime employees 95 90
Number of fulltime employees at 30 September 92 93
Total remuneration to the Executive Board 2,185 1,945
Total remuneration to the Executive Board and the Board of Directors 2,275 2,035
The CEO has 1 year notice period in case of a termination of the contract. In case of a take over the period is 1.5 year

Note 6. Financial income

Interest, cash at bank and in hand, etc 141 129
Exchange gains 19 6
160 135

Note 7. Financial expenses

Interest, credit institutions etc 137 142
Exchange losses 276 127
413 269

NOTES

Amounts in DKK '000

2014/15 2013/14
Note 8. Corporation tax
Current tax for the year 1,634 2,664
Deferred tax for the year -313 -335
1,321 2,329
23.5% tax calculated on profit for the year 1,323 2,337
Tax effect of non-deductible costs 32 51
Adjustment of deferred tax due to reduction of the tax rate -34 -59
1,321 2,329
Effective tax rate 23.5% 24.4%
Note 9. Earnings per share
Net profit for the year 4,309 7,212
Average number of shares, DKK 100 230,630 230,630
Earnings per DKK 100 share 18.68 31.27
Earnings per DKK 100 share, diluted 18.68 31.27

RIAS ANNUAL REPORT 2014/15


NOTES

Beløb i kr. 1.000

Note 10. Intangible assets Goodwill Customer relations Software Total
Cost at 1 October 2014 53,085 1,000 22,990 77,075
Additions for the year 0 0 665 665
Disposals for the year 0 0 -31 -31
Cost at 30 September 2015 53,085 1,000 23,624 77,709
Amortisation at 1 October 2014 0 -412 -17,250 -17,662
Amortisation for the year 0 -63 -992 -1,055
Tilbageførte afskrivninger på årets gang 0 0 19 19
Amortisation at 30 September 2015 0 -475 -18,223 -18,698
Carrying amount at 30 September 2015 53,085 525 5,401 59,011
Cost at 1 October 2013 53,085 1,000 22,901 76,986
Additions for the year 0 0 89 89
Cost at 30 September 2014 53,085 1,000 22,901 77,075
Amortisation at 1 October 2013 0 -349 -16,333 -16,682
Amortisation for the year 0 -63 -917 -980
Amortisation at 30 September 2014 0 -412 -17,250 -17,662
Carrying amount at 30 September 2014 53,085 588 6,740 59,413

Impairment test

Goodwill

The most material intangible asset is goodwill of DKK 53,085k, which is attributable to the acquisitions of the activities in Rodena A/S and Nordic Plastic A/S

At 30 September 2015, Management tested the carrying amount of goodwill for required write-down for impairment based on the allocation made to the cash-generating unit of the cost of goodwill. In Management's opinion, RIAS A/S has only one cash-generating unit, which is the legal entity.

Amount in DKK '000
2015 2014
RIAS A/S 53,085 53,085

The recoverable amount is based on the value in use determined by using expected net cash flows on the basis of approved budgets for a three-year period as well as substantiated projections for the remaining period.

Key assumptions

A discount rate after tax of 8.2% (2013/14: 8.2%) has been applied, which is unchanged compared to previous years as, in Management's assessment, this is in line with the risk profile of RIAS A/S.

Revenue estimate for the budget period is based on approved budget and forecast for the next three years. Revenue growth in the budget period is based on expectations of an increase in revenue of 8% which will, among other things, be achieved through our activities in Sweden, where we can see that the market is growing.

After this period, a growth rate of 2% (2013/14: 2%) is estimated, which also applies to the terminal period. In Management's assessment this is a realistic level of growth for the building and construction market as well as the industrial sector, in which RIAS A/S is operating.

EBIT is estimated with a steady increase from the current level of DKK 5.9 million to DKK 14.3 million in the terminal period. In the financial year 2014/15, EBIT was negatively affected by a number of non-recurring costs, which are not expected to be incurred in future. The remaining increase is attributable to increased sales, increased efficiency and cost savings, which were already launched in 2014/15.

Sensitivity analysis

The difference between the calculated recoverable amount, DKK 171.9 million, and the carrying amount of equity, DKK 160.4 million, is DKK 11.5 million.

In Management's assessment the discount rate before tax may increase to 8.7% or growth in the terminal period may fall to 1.3% (all other things being equal) without the carrying amount of goodwill exceeding its recoverable amount.

Our expectations of an increase in EBIT to DKK 14.3 million in the terminal period constitute a key assumption of the impairment test. EBIT may decrease to DKK 13 million in the terminal period before write-down for impairment is required.

RIAS ANNUAL REPORT 2014/15


NOTES

Amounts in DKK '000

Land and buildings Plant and machinery Andre anlæg, driftsmateriel og inventar Total
Note 11. Property, plant and equipment
Cost at 1 October 2014 61,906 13.719 22.197 97.822
Additions for the year 0 253 190 443
Disposals for the year 0 -227 -1.147 -1.374
Cost at 30 September 2015 61,906 13.745 21.240 96.891
Depreciation at 1 October 2014 -26,878 -9.343 -18.381 -54.602
Depreciation for the year -748 -975 -1.474 -3.197
Reversed depreciation on disposals for the year 0 227 1.147 1.374
Depreciation at 30 September 2015 -27,626 -10.091 -18.708 -56.425
Carrying amount at 30 September 2015 34,280 3.654 2.532 40.466
Cost at 1 October 2013 61,906 14,513 22,896 99,315
Additions for the year 0 1,981 0 1,981
Disposals for the year 0 -2,775 -699 -3,474
Cost at 30 September 2014 61,906 13,719 22,197 97,822
Depreciation at 1 October 2013 -26,131 -11,184 -17,573 -54,888
Depreciation for the year -747 -934 -1,507 -3,188
Reversed depreciation on disposals for the year 0 2,775 699 3,474
Depreciation at 30 September 2014 -26,878 -9,343 -18,381 -54,602
Carrying amount at 30 September 2014 35,028 4,376 3,816 43,220
Note 12. Inventories
Inventories are specified as follows:
Goods for resale 33,215 34,849
Work in progress 511 681
Inventories at 30 September 33,726 35,530
Write-down at 1 October -3,054 -2,869
Reversed write-down made in previous years 0 907
Write-down for the year -43 -1,092
Write-down at 30 September -3,097 -3,054
30,629 32,476

Reversal of write-down made in previous years is due to improved inventory control supported by changes to the ERP system and procedures. For the financial year 2015/16, we will further intensify the sales effort with a view to selling inventories in respect of which we presently assess that write-down is required.

Adjustments relating to write-down of inventories are included in cost of sales.

RIAS ANNUAL REPORT 2014/15


NOTES

Amounts in DKK '000

Note 13. Receivables 2015 2014
Trade receivables 48,950 44,185
Receivables from group enterprises 0 1,801
Other receivables 839 796
49,789 46,782
Insured trade receivables 33,125 33,371
Trade receivables not insured (maximum credit risk) 15,390 10,814
Trade receivables at 30 September 48,515 44,185
Provisions for bad debts are specified as follows:
Provisions at 1 October -607 -928
Realised in the year 431 519
Reversed 35 63
Provisions for the year -109 -261
Provisions at 30 September -248 -607
Moreover, trade receivables which are overdue at 30 September but not provided for are included as follows:
Period overdue:
Up to 30 days 1,540 784
Between 30 and 90 days 117 318
More than 90 days 44 750
1,691 1,852
Including insured receivables of 717 950

Interest income relating to trade receivables is recognised as payment is received.

Provisions for bad debts are made on a current basis. Adjustments to the provisions are included in distribution expenses.

RIAS ANNUAL REPORT 2014/15


NOTES

Note 14. Equity

Share capital

The Company's share capital of DKK 23,063k is distributed on DKK 3,125k A-shares and DKK 19,938k B-shares. The share capital is fully paid up. The A-shares, which are non-negotiable, carry 10 votes per DKK 100 share, see clause 11 of the articles of association.

The B-shares, which are negotiable, carry 1 vote per DKK 100 share, see clause 11 of the articles of association.

Capital management

RIAS A/S assesses on a current basis the need to adjust the capital structure to balance the high requirements to return on equity against the increased uncertainty related to loan capital. The equity share of total assets was 80% at 30 September 2015 (30 September 2014: 78%). The solvency ratio target is 70-80%.

The target for return on equity is 8-10%. Realised return on equity before tax was 4% in 2014/15 (2013/14: 6%).

It is RIAS A/S's dividend policy that the shareholders should earn a return on their investments in the form of price increases and dividend which exceed a risk-free bond investment. Payment of dividend should be made with consideration to the required consolidation of equity as basis for the Company's continued expansion.

Dividend

Dividend of DKK 4,151k (2013/14: DKK 4,613k) is proposed, corresponding to dividend per share of DKK 18 (2013/14: DKK 20).

On 2 February 2015, RIAS A/S paid dividend to its shareholders of DKK 4,613k (2013/14: DKK 4,613k), corresponding to dividend per share of DKK 20 (2013/14: DKK 20).

The distribution of dividend to the shareholders of RIAS A/S has no tax consequences for RIAS A/S.

Amounts in DKK '000
2015 2014
Note 15. Deferred tax
Balance at 1 October 9,970 10,305
Adjustment for the year of deferred tax -313 -335
Balance at 30 September 9,657 9,970
Deferred tax relates to:
Buildings 4,558 4,521
Operating equipment 443 645
Intangible assets 4,579 4,683
Other temporary differences 77 121
9,657 9,970

RIAS ANNUAL REPORT 2014/15


RIAS ANNUAL REPORT 2014/15

NOTES

Amounts in DKK '000

Note 16. Trade payables and other payables

2015 2014
Trade payables 10,139 12,796
Payables to group enterprises 46 458
Accrued VAT 5,004 4,572
Holiday pay obligation 4,776 5,009
Accrued promotion expenses 5,736 6,755
Other payables 5,023 2,620
30,724 32,210

The Company has no payables to the Parent Company.

Note 17. Contingencies and other financial commitments

The Company is a party to a few pending complaints. In Management's opinion, the outcome of these complaints will not affect the Company's financial position except for the receivables and commitments which have been recognised in the balance sheet at 30 September 2015.

The Company as lessee

The Company leases properties and operating equipment under operating leases.

The lease term is typically a period of between two to six years with the possibility of extension after expiry. Under the terms of the leases there are no conditional lease payments.

Payments under interminable operating leases appear as follows:

2015 2014
0-1 year 4,137 4,394
1-5 years 1,966 5,006
6,103 9,400

For 2014/15 DKK 4,251 (2013/14: tkr. 4.044) has been recognised in the Company's income statement.

Note 18. Fees to auditors appointed at the General Meeting

PWC:

Statutory audit 375 375
Tax advisory services 26 12
Non-audit services 126 102
527 489

41


NOTES

Note 19. Financial risks

Financial risks

The Company does not speculate in financial risks, and the Company's management of such exposures focuses exclusively on managing financial risks that are a direct consequence of the Company's operations and financing.

The Company has no derivative financial instruments.

Interest rate risks

The Company does not enter into interest rate positions to hedge against interest rate exposures as moderate changes in the interest rate level will have no material effect on the Company's earnings and equity. The sensitivity to interest rate risks is low and mainly relates to cash at bank and in hand and overdraft facilities. Optimisation is currently made to ensure that deposits are set off against drawings on overdraft facilities thus minimising interest expenses.

Credit risks

The Company's credit risks relate to trade receivables which arise when the Company carries through sales in respect of which prepayments are not received. The Company's policy for assuming credit risks implies that all customers are credit rated upon creation and on a current basis. If the credit rating of the customer is not satisfactory, separate security in respect of the sale is required. The primary instrument to hedge unsecure payments is to take out credit insurance which covers up to 90% of the total receivable exclusive of VAT. Credit insurance is taken out with Euler Hermes credit insurance. If credit insurance cannot be taken out in respect of a customer, the customer is carefully assessed based on internal credit limits, or prepayment is requested.

The management of the credit exposure is based on internal customer credit limits. The credit limits are determined on the basis of the creditworthiness of the customers with consideration to the current market situation.

Provisions for bad debts are made to the extent necessary.

Amounts in DKK '000

Classes of financial assets and liabilities 2014/15 2013/14
Financial assets:
Lending and receivables 49.789 46.782
Financial liabilities:
Financial liabilities at amortised cost 30.724 32.210

Foreign exchange risks

The Company is only to a limited extent exposed to the development in foreign exchange. Almost all trading takes place in DKK or EUR. As the foreign exchange risk relating to DKK/EUR is considered very low, the Company does not hedge its net debt in foreign currency.

Liquidity risks

The Company's liquidity reserve consists of cash holdings. The Company's aim is to have adequate liquidity resources to be able to carry on appropriate operating activities in case of liquidity fluctuations.

The Company only has debt which falls due within one year, cf. the balance sheet. The payment of this debt, DKK 34.9 million, can be fully covered by payments from receivables.

RIAS ANNUAL REPORT 2014/15


RIAS ANNUAL REPORT 2014/15

NOTES

Note 20. Related parties and related party transactions

Controlling interest: ThyssenKrupp Facilities Services GmbH, which holds all the A-shares of RIAS A/S, exercises control over the Company.

RIAS A/S has registered the following shareholders as holding 5% or more of the share capital:

  • 54.15% ThyssenKrupp Facilities Services GmbH

Other related parties:

The Company's related parties comprise the Company's Board of Directors and the Executive Board and family members of these persons. Moreover, related parties include the ThyssenKrupp Group in which the above-mentioned persons have significant interests.

There have been no transactions with the Board of Directors, the Executive Board, senior officers, significant shareholders or other related parties, except for the payment of remuneration, including legal assistance.

The Annual Report of the ultimate Consolidated Financial Statements in which RIAS A/S is included as a subsidiary may be obtained from: ThyssenKrupp AG, ThyssenKrupp Allee 1, 45143 Essen, Germany, or may be obtained at: http://www.thyssenkrupp.com/en/investor/index.html

Amounts in DKK '000

2014/15 2013/14
Trade with companies in ThyssenKrupp:
Other income 1.813 1.590
Sale of goods and services 70 24
Purchase of goods and services 3.151 3.856
There are no transactions with the Parent Company
Legal assistance from Lund Elmer Sandager (Board Member) 267 172

Note 21. Subsequent events

No material events have occurred after 30 September 2015.

Note 22. Accounting regulation

A number of new IFRS and interpretations have been issued which RIAS A/S are not required to follow in connection with the preparation of the Annual Report for 2014/15. It will be investigated whether the new IFRS and interpretations will have any material effect for the financial reporting of RIAS A/S for 2015/16.

Note 23. Contingent liabilities

The Company is jointly and severally liable for the tax on the Danish jointly taxed income. Thyssenkrupp Elevator A/S acts as administration company in the Danish joint taxation. Accrued corporation tax in the Danish joint taxation amounts to DKK 1,796k at 30 September 2015.


MANAGEMENT'S STATEMENT

Management's Statement

The Board of Directors and the Executive Board have today considered and adopted the Annual Report of RIAS A/S for 2014/15.

The Annual Report has been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU and Danish disclosure requirements for listed companies.

In our opinion, the Financial Statements give a true and fair view of the financial position of the Company at 30 September 2015 and of the results of the Company operations and cash flows for the financial year 1 October 2014 – 30 September 2015.

In our opinion, Management's Review provides a true and fair account of the development of Company's activities and financial circumstances, the profit for the year, cash flows and financial position as well as a description of the most material risks and uncertainties that may affect the Company.

We recommend that the Annual Report be adopted at the Annual General Meeting.

Roskilde, den 16. December 2015

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BESTYRELSE

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Jürgen Westphal
Chairman

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Dietr Wetzel
Board Member

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Steen Raagaard Andersen
Næstformand

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June Svendsen
Employee representative

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Peter Brinkels
Board Member

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Søren Koustrup
Employee representative

RIAS ANNUAL REPORT 2014/15


INDEPENDENT AUDITOR'S REPORT

To the Shareholders of RIAS A/S

Report on the Financial Statements

We have audited the Financial Statements of RIAS A/S for the financial year 1 October 2014 – 30 September 2015 which comprise statement of comprehensive income, balance sheet, statement of changes in equity, cash flow statement and notes, including summary of significant accounting policies. The Financial Statements are prepared in accordance with International Financial Reporting Standards as adopted by the EU and Danish disclosure requirements for listed companies.

Management's Responsibility for the Financial Statements

Management is responsible for the preparation of Financial Statements that give a true and fair view in accordance with International Financial Reporting Standards as adopted by the EU and Danish disclosure requirements for listed companies, and for such internal control as Management determines is necessary to enable the preparation of Financial Statements that are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on the Financial Statements based on our audit. We conducted our audit in accordance with International Standards on Auditing and additional requirements under Danish audit regulation. This requires that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the Financial Statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Financial Statements. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the Financial Statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company's preparation of Financial Statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by Management, as well as evaluating the overall presentation of the Financial Statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

The audit has not resulted in any qualification.

Opinion

In our opinion, the Financial Statements give a true and fair view of the Company's financial position at 30 September 2015 and of the results of the Company's operations and cash flows for the financial year 1 October 2014 – 30 September 2015 in accordance with International Financial Reporting Standards as adopted by the EU and Danish disclosure requirements for listed companies.

Statement on Management's Review

We have read Management's Review in accordance with the Danish Financial Statements Act. We have not performed any procedures additional to the audit of the Financial Statements. On this basis, in our opinion, the information provided in Management's Review is consistent with the Financial Statements.

Hellerup, 16 December 2015

PricewaterhouseCoopers
Statsautoriseret Revisionspartnerselskab

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Jens Otto Damgaard
State Authorised Public Accountant

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Lasse Hartlev
State Authorised Public Accountant

RIAS ANNUAL REPORT 2014/15




RIAS

for some it is just plastic
- for us it represents 100,000 opportunities

RIAS

RIAS A/S
Industrivej 11
DK - 4000 Roskilde
Tlf. +45 46 77 00 00
Fax +45 46 77 00 10
www.rias.dk
CVR nr. DK 44065118