RoodMicrotec N.V. — Interim / Quarterly Report 2012

Aug 31, 2012

PRESS RELEASE

Zwolle, 31 August 2012

INTERIM REPORT 2012

Summary HY1 2012

(x EUR 1,000)	H1 2012	H1 2011
Sales	5,688	8,634
Gross margin as % of net sales	82%	79%
EBITDA	189	1,398
EBITDA as % of net sales	3%	16%
EBIT	-278	771
EBIT as % of net sales	-5%	9%
Net result	-422	529
Net result as % of net sales	-7%	6%

Highlights HY1 2012 compared to HY1 2011

• The sales in the first half of 2012 of € 5.688 million fell by 34.1% compared to the first half of 2011 (HY1 2011: € 8.634 million).
• Qualification & Reliability Investigation grew by 2.7% compared to the first half of 2011, while sales of the business units Test, Test Engineering, Supply Chain Management and Failure & Technology Analysis fell by 39.9%, 30.9%, 53.7% and 11.9% respectively.
• Operating expenses fell by approx. € 1 million.
• Long-term liabilities decreased by € 0.3 million.
• Strong increase in the number of applications and orders, in particular in the last two months of the first half of 2012.

Philip Nijenhuis, RoodMicrotec CEO:

'In spite of the fact that RoodMicrotec's results are analogous to the developments in the global semiconductor market in the first half of the year, we are far from satisfied. In order to offset and exceed the decreasing share of the IDM market in our sales, we will focus even more strongly on our growth markets, such as OEM and the Fabless market. Furthermore, we will put more emphasis on Supply Chain Management, including services in the area of product engineering and design for testability (DFT).'

Key figures ( x EUR 1,000)	H1 2012	H1 2011	Delta (%)
Net sales	5,688	8,634	-34%
Gross Margin	4,688	6,858	-32%
Gross margin as % of net sales	82%	79%	4%
EBIT	-278	771
EBIT as % of net sales	-5%	9%
EBITDA	189	1,398	-86%
EBITDA as % of net sales	3%	16%	-79%
Net result	-422	529
Net result as % of net sales	-7%	6%
Cash flow	105	1,237	-84%
Cash flow operational	-39	1,061	-95%
Financial expenses	144	161	-11%
Tangible fixed assets	5,898	5,213	13%
Investments in tangible fixed assets	524	116	201%
Depreciation in tangible fixed assets	453	613	-26%
Total assets	12,421	13,199	-6%
Equity	5,614	6,060	-7%
Net debt	2,943	2,463	19%
Capital (Net debt + equity)	8,557	8,523	0%
Gearing ratio (net debt/capital)	34%	29%	19%
Solvency (equity/ liabilities+equity)	45%	46%	-2%
Debt ratio (Net debt /EBITDA*)	7.8	0.9	784%
EBITDA/interest	1.3	8.7	-85%
Net working capital	-1.007	20
Current ratio (current assets/current liabilities)	0.75	1.00	-26%
*EBITDA 12 months moving average
Data per share (x EUR 1)
Capital and reserves	0.16	0.17	-7%
EBIT	-0.01	0.02
Cash flow	0.01	0.03	-84%
Net result	-0.01	0.01
Share price: 30 june 2012	0.15	0.28	-46%
Share price: highest	0.23	0.29	-21%
Share price: lowest	0.15	0.16	-6%
Number of FTE's (permanent)
At 30 June 2012	107	113	-5%
Average	107	111	-4%
Sales (total)/Average FTE's (permanent)	106	156	-32%

Report of the board of management

1. GENERAL

The falling sales were mainly due to four factors. Firstly, to the general slump of the semiconductor industry in the first half of 2012 compared to the first half of 2011. Secondly, to customers reducing their stocks, which significantly impacted Supply Chain Management. Thirdly, to the diminished role of IDMs (Integrated Device Manufacturers) for RoodMicrotec. This could not yet be set off in the first half of 2012 by increased sales to OEMs and Fabless Companies. Due to a structural increase of sales to OEMs and Fabless Companies, we now service many more customers. This makes us less dependent on some larger IDMs, resulting to better risk spreading. Finally, various customers postponed projects due to the economic situation.

1.1. Developments by business unit (product /service group)

Qualification & Reliability Investigation grew by 2.7% compared to the first half of 2011, while sales of the business units Test, Test Engineering, Supply Chain Management and Failure & Technology Analysis fell by 39.9%, 30.9%, 53.7% and 11.9% respectively.

However, in the last two months of the reporting period we are seeing a strong increase in the number of applications and orders, which suggests that we are back on the way up.

(x EUR 1,000)	HY1 2012	HY1 2011	Change
Test	2,360	3,925	-39.9%
Supply Chain Management	992	2,142	-53.7%
Failure & Technology Analysis	778	883	-11.9%
Test Engineering	353	511	-30.9%
Qualification & Reliability Investigation	1,205	1,173	2.7%
Total	5,688	8,634	-34,1%

RoodMicrotec sales HY1 2012 vs HY1 2011

1.2. Personnel

The number of permanent staff members decreased by approx. 5% to 107 fte compared to 113 in 30 June 2011

1.3 Risk management

The various risks the company is exposed to are listed in RoodMicrotec's 2011 annual report. We strive to limit the risks, inter alia by periodical and systematic risk reviews of selected aspects. These reviews are conducted approx. 8 times every year. Corrective measures are taken where necessary. Due to the negative developments in the financial markets of recent times, the board of management is devoting extra attention on cash management. Otherwise, the management does not currently foresee any material changes in the risks in 2012.

2. NOTES TO THE FINANCIAL RESULTS

2.1. Sales and result

The sales in the first half of 2012 of € 5.688 million fell by 34.1% compared to the first half of 2011 (HY1 2011: € 8.634 million).

EBITDA was € 0.189 million (HY1 2011: € 1.398 million), or 3% of sales. EBIT was € -0.278 million (HY1 2011: € 0.771 million), or -5% of sales.

The net result fell to € -0.422 million (HY1 2011: € 0.529 million), or -7% of sales. This is equivalent to € -0.01 per share. Net financing costs were € 0.144 million, 10% down on the first half of 2011.

2.2. Cash flow

In the first half, we realised a cash flow (net result and depreciation) of € 0.045 million (HY1 2011: € 1.156 million) and a cash flow from operating activities of € -0.039 million (HY1 2011: € 1.061 million).

3. OUTLOOK 2012

After strong growth in the semiconductor market in the first half of 2011, a slump set in the second half of 2011 and the first half of 2012, which has affected RoodMicrotec. Due to the weak economic situation in the recent period there are clear signs of that there will be a recovery in the second half of 2012 and further growth in 2013.

Based on this outlook, order intake, increased stocks in our warehouse and agreements with our customers we expect a significant sales increase in the second half of 2012 compared to the first half of 2012. We also expect that this increase will bring about an improvement of the net result.

4. FINANCIAL AGENDA 2012/2013

31 August 2012	Conference call for press and analysts
15 November 2012	Publication trading update
10 January 2013	Publication sales figures full year 2012
21 February 2013	Publication annual figures 2012
21 February 2013	Conference call for press and analysts
8 March 2013	Publication annual report 2012
25 April 2013	Annual general meeting of shareholders
14 May 2013	Publication trading update
9 July 2013	Publication trade figures
29 August 2013	Publication interim report 2013
29 August 2013	Conference call for press and analysts
14 November 2013	Publication trading update

About RoodMicrotec

With 40 years' experience as an independent value-added service provider in the area of micro and optoelectronics, RoodMicrotec offers Fabless Companies, OEMs and other companies a onestop shopping proposition. With its powerful solutions RoodMicrotec has built up a strong position in Europe.

Our services comply with the industrial and quality requirements of the high reliability/space, automotive, telecommunications, medical, IT and electronics sectors. Certified by RoodMicrotec concerns inter alia certification of products to the stringent ISO/TS 16949 standard that applies to suppliers to the automotive industry. The company also has an

accredited laboratory for test activities and calibration to the ISO/IEC 17025 standard. Its value-added services include failure & technology analysis, qualification & burn-in, test &

product engineering, production test (including device programming and end-of-line service), ESD/ESDFOS assessment & training, quality & reliability consulting, supply chain management and total manufacturing solutions with partners.

RoodMicrotec has branches in Germany (Dresden, Nördlingen, Stuttgart) and the Netherlands (Zwolle).

Further information:

Philip Nijenhuis, CEO Telephone +31 38 4215216 Fax: +31 38 4216410 Postal address: RoodMicrotec N.V., PO Box 1042, 8001 BA Zwolle Email: investor-relations@roodmicrotec.com Web-site: www.roodmicrotec.com

Financial statements interim report 2012

		Page
1	Consolidated income statement	7
2	Consolidated statement of comprehensive result	7
3	Consolidated balance sheet	8
4	Statement of changes in equity	9
5	Consolidated cash flow statement	10
6	Notes to the consolidated financial statements	11
7	Statement from the board of management	16

1. CONSOLIDATED INCOME STATEMENT

(x EUR 1,000)	Unaudited	Unaudited
			Audited
	HY1 2012	HY1 2011	2011
NET SALES	5,688	8,634	15,717
Change in work in process capitalised	40	-246	121
Cost of raw materials and consumables	-1,040	-1,530	-3,442
GROSS MARGIN	4,688	6,858	12,342
Personnel expenses	3,108	3,786	7,215
Other operating expenses	1,391	1,674	3,262
OPERATING EXPENSES	4,499	5,460	10,477
EBITDA	189	1,398	1,865
Depreciation and amortisation	467	627	1,156
EBIT	-278	771	709
Financial expenses	-144	-161	-301
RESULT BEFORE TAX	-422	610	408
Taxes	0	-81	180
NET RESULT	-422	529	588
EARNINGS PER SHARE
Basic	-0.01	0.01	0.02
Diluted	-0.01	0.01	0.02

2. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Comprehensive result	-538	-278	563
Unrealised results	-116	-116	-233
Revaluation buildings			108
Income for the period	-422	529	588

3. CONSOLIDATED BALANCE SHEET

(x EUR 1,000)	30-06-2012	30-06-2011	31-12-2011
ASSETS
Tangible fixed assets	5,898	5,213	5,732
Intangible fixed assets	1,769	1,797	1,783
Deferred tax assets	558	507	558
Financial assets	1,201	1,623	1,720
Non-current assets	9,426	9,140	9,793
Inventories	583	357	402
Trade account and other receivables	2,368	3,286	2,431
Cash and cash equivalents	44	416	345
Current assets	2,995	4,059	3,178
TOTAL ASSETS	12,421	13,199	12,971
EQUITY AND LIABILITIES
Issued capital	3,935	3,935	3,935
Share premium	17,737	17,695	17,723
Revaluation reserve	1,880	1,504	1,885
Retained earnings	-19,932	-19,068	-19,399
Mezzanine capital	1,994	1,994	1,994
Equity and reserves attributable to
equity holders of the company	5,614	6,060	6,138
Interest-bearing loans and borrowings	1,024	1,143	1,077
Deferred tax liabilities	114	326	114
Retirement benefit obligations	1,667	1,631	1,633
Non-current liabilities	2,805	3,100	2,824
Bank overdrafts	1,255	522	1,115
Current portion of long-term debt	708	1,214	839
Trade account and other payables	1,877	2,096	1,846
Tax liabilities	162	207	209
Current liabilities	4,002	4,039	4,009
TOTAL EQUITY AND LIABILITIES	12,421	13,199	12,971

4. STATEMENT OF CHANGES IN EQUITY

	Number of	Issued	Share	Revaluation	Retained	Mezzanine	Equity
(x EUR 1,000)	shares	capital	premium	reserve	earnings		attributable
	(x 1,000)						to
							shareholders
Balance at 1 January 2011	35,769	3,935	17,695	1,552	-19,529	1,994	5,647
Earnings for the period *	-	-	-	-	529	-	529
Depreciation buildings	-	-	-	-48	48	-	-
Employee options granted	-	-	-	-	-	-	-
Mezzanine compensation	-	-	-	-	-116	116	-
Mezzanine compensation payment	-	-	-	-	-	-116	-116
Balance at 30 June 2011	35,769	3,935	17,695	1,504	-19,068	1,994	6,060
Balance at 1 July 2011
Recognised for the period	-	-	-	-	59	-	59
Revaluation buildings	-	-	-	358	-250	-	108
Depreciation on buildings	-	-	-	23	-24	-	-1
Options exercised	-	-	-	-	-	-	-
Employee options granted	-	-	28	-	-	-	28
Mezzanine capital	-	-	-	-	-116	116	-
Mezzanine capital compensation	-	-	-	-	-	-116	-116
Balance at 31 December 2011	35,769	3,935	17,723	1,885	-19,399	1,994	6,138
Balance at 1 January 2012	35,769	3,935	17,723	1,885	-19,399	1,994	6,138
Earnings for the period *	-	-	-	-	-422	-	-422
Depreciation on buildings	-	-	-	-5	5	-	-
Employee options granted	-	-	14	-	-	-	14
Mezzanine compensation	-	-	-	-	-116	116	-
Mezzanine compensation payment	-	-	-	-	-	-116	-116
Balance at 30 June 2012	35,769	3,935	17,737	1,880	-19,932	1,994	5,614

At 30 June 2012 the authorised share capital comprised 50,000,000 ordinary shares (30 June 2011: 50,000,000). The shares have a nominal value of EUR 0.11 each. At 30 June 2012, 35,769,184 ordinary shares were in issue (30 June 2011: 35,769,184).

* In the half year figures, profits/losses have been accounted as if added to or deducted from the retained earnings. However, in accordance with a resolution of the AGM, the actual addition to or deduction from the retained earnings is made at year-end.

5. CONSOLIDATED CASH FLOW STATEMENT

(x EUR 1,000)	HY1 2012	HY1 2011	2011
EBITDA	189	1,398	1,865
Adjustments for: - Share-based payments
	14	-	28
- Increase/decrease pension provision	36	46	48
- Accrued interest	-	-	-41
- Other	-	-	-9
Changes in working capital:
- Inventories	-181	297	252
- Trade account and other receivables	63	-246	609
- Trade account and other payables	-16	-273	-551
Cash flow from operating activities	105	1,222	2,201
Interest paid	-144	-161	-262
Income tax paid	-	-	-
Net cash flow from operating activities	-39	1,061	1,939
Cash flow from investment activities
Investments in tangible fixed assets	-525	-116	-1,024
Investments in long-term pension assets	-	-	21
Income from financial assets	422	42	-55
Net cash flow from operating activities	-102	-74	-1,058
Cash flow from financing activities
Income from issuance of ordinary shares	-	-	-
Income from Mezzanine capital	-	-	-
Mezzanine capital compensation paid	-116	-116	-233
Income from borrowings	187	242	215
Repayment of borrowings	-371	-874	-1,288
Net cash flow from financing activities	-300	-748	1,306
Net cash flow	-441	239	-425
Cash -/- bank overdrafts at beginning of period	-770	-345	-345
Cash -/- bank overdrafts at end of period	-1,211	-106	-770
Net cash flow	-441	239	-425

6. Notes to the consolidated financial statements

General information

RoodMicrotec N.V. is a company with its registered office in Zwolle, the Netherlands. The consolidated interim financial statements of the company for the period ended 30 June 2012 comprise the company and its subsidiaries (jointly referred to as the 'Group'). The Group includes the wholly-owned subsidiaries RoodMicrotec Nördlingen GmbH + Co. KG (Nördlingen, Germany), RoodMicrotec Holding GmbH (Nördlingen, Germany), RoodMicrotec Beteiligungs GmbH (Nördlingen, Germany), RoodMicrotec Stuttgart GmbH (Stuttgart, Germany), RoodMicrotec Dresden GmbH (Dresden, Germany) and RoodMicrotec International B.V. (Zwolle, The Netherlands).

Summary of significant accounting policies

These consolidated financial statements have been prepared in accordance with IAS 34 (interim financial reporting). They do not include all the information required for full annual financial statements, and should therefore be read in conjunction with the consolidated financial statements of the Group as at and for the year ended 31 December 2011.

The accounting policies applied in these consolidated interim financial statements are the same as those applied in its consolidated financial statements as at and for the year ended 31 December 2011.

The consolidated interim financial statements and the reconciliations included in this report and its enclosures have not been audited by the external auditors.

Segment reporting

The Group operates in one business segment. Sales are reported in various product/service groups, and sales are fundamental to RoodMicrotec's decision-making. A consolidated income statement is prepared every month based on which an analysis and a management report are communicated. If necessary, specific consolidated reports are prepared ad-hoc per product/service group; these are not part of the internal management reports.

Financial risk management

The activities are exposed to a variety of financial risks: market risks (including currency risk and interest rate risk), credit risks and liquidity risks. The overall risk management programme focuses on the unpredictability of markets (debtor management) and tries to minimise potential adverse effects on the Group's financial performance by intensifying cash management. Derivative financial instruments are used to a limited extent. These financial instruments include US dollar hedges and interest swaps.

Overview of interest-bearing loans and borrowings

This note provides information about the contractual terms of the interest-bearing loans and borrowings.

(x EUR 1,000)

	30-06-12	30-06-11	31-12-11
Secured bank loans	1,251	1,500	1,240
Lease	332	332	426
Subordinated loans	-	-	-
Other	149	286	250
	1,732	2,118	1,916
Less: current portion of long-term debts	-708	-975	-839
Total	1,024	1,143	1,077

Terms, repayment schedule and interest

(x EUR 1,000)

	Total	Current	Non-current	1 – 2	2 - 5	5<
				years	years	years
Secured bank loans	1,251	417	834	468	306	60
Lease	332	142	190	81	109	-
Other loans	149	149	-	-	-	-
Total loans	1,732	708	1,024	549	415	60
Bank overdraft	1,255	1,255	-	-	-	-
Trade account and other	1,877	1,877	-	-	-	-
Taxes	162	162	-	-	-	-
Total other liabilities	3,294	3,294	-	-	-	-
Total liabilities	5,026	4,003	1,024	549	415	-
Interest leases	28	14	14	8	6	-
Interest loans	115	73	42	16	20	6
Total interest	143	87	56	24	26	6

The fair values of the interest-bearing loans and borrowings do not materially differ from the book value. The interest rates of the interest-bearing loans and borrowings are fixed during the term of the contracts.

Secured bank loans

The bank loans and the current liabilities to credit institutions are secured by a mortgage on land and buildings with a carrying amount of EUR 3,323,397, with pledges on machinery and equipment and pledges on trade receivables and inventories and a corporate guarantee of EUR 578,750.

Interest rates

All of the Group's long-term borrowings have a fixed interest rate. The bank overdrafts have a floating rate. The Group makes limited use of floating-to-fixed interest rate swaps. Generally, the Group raises new long-term borrowings at fixed rates.

The table below sets out the Group's borrowing positions:

(x EUR 1,000)	Fixed rate	Floating rate
Long-term borrowings from banks	1,251	0
Long-term borrowings from other parties	149	0
Bank overdrafts	0	1,255
Balance at end of period	1,400	1,255

The fixed-rate borrowings are defined as having a fixed rate over the period of the loan.

The average interests paid were as follows:

	HY1 2012	HY1 2011
Bank overdrafts	6.67% - 9.10%	6.67% - 8.50%
Bank loans	3.50% - 6.67%	4.75% - 6.67%
Lease	4.41% - 6.69%	4.41% - 6.69%
Other loans	8.00%	5.00% - 6.00%

Statement of cash and cash equivalents

(x EUR 1,000)

	30-06	30-06	31-12
	2012	2011	2011
Cash at bank	44	416	345
Bank overdrafts	-1,255	-522	-1,115
Total	-1,211	-106	-770

Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and the availability of funding through an adequate credit facility. Management monitors rolling forecasts of the Group's liquidity reserve and cash and cash equivalents. Furthermore, liquidity planning is one of the major elements in the Group's budget cycle. Monitoring sales forecasts form an important part of this planning.

Statement of trade and other receivables

Within its customer portfolio, the Group is exposed to credit risk and currency risk. In particular, the management has set up stringent credit control policies to reduce the credit risk and foreign exchange risk as much as possible. Furthermore, the foreign exchange risk is mitigated by exchange rate clauses in most of the Group's contracts and dollar hedges. Finally, with some US dollar denominated customers procurement is performed in US dollars.

The table below shows the Group's outstanding trade receivables positions: (x EUR 1,000)

	30-06	30-06	31-12
	2012	2011	2011
Not overdue	1,032	2,067	1,390
< 30 days outstanding	577	559	498
30 - 60 days outstanding	125	12	75
> 60 days outstanding	129	159	198
Provisions bad debtors	-59	-26	-81
Trade account receivables	1,804	2,771	2,080
Other receivables	564	515	351
Total	2,368	3,286	3,040

Net sales

(x EUR 1,000)

	HY1 2012	HY1 2011	2010
Test	2,360	3,925	7,264
Supply Chain Management	992	2,142	3,556
Failure & Technology Analysis	778	883	1,667
Test Engineering	353	511	887
Qualification & Reliability	1,205	1,173	2,343
Total	5,688	8,634	15,717

Currency risk

Due to the Group's international activities, currency risks cannot be excluded. The value of the customer orders that are concluded in other currencies than euros are negligible.

7. Statement from the board of management

This statement is based on Article 5:25c, paragraph 2C of the Financial Supervision Act. The statements following this law are obliged as a ruling for the interim financial statements.

Our opinion of the interim financial statements is that it gives a true and fair view of the assets, liabilities, financial position and the result of RoodMicrotec N.V. and the companies included in the consolidation.

The interim financial statements gives a true and fair view of the situation on balance sheet date and the developments during the first half year of 2012 of RoodMicrotec N.V. and the group companies for which the financial information is recognised in its financial statements. The most important risks facing RoodMicrotec N.V. as described in the annual report 2011 have not changed materially in the first half of 2012. Due to the negative developments in the financial markets of recent times, the board of management is devoting extra attention on cash management. Otherwise, the risks are not expected to change materially in the second half of 2012.

The members of the board of management have signed the annual report and financial statements in fulfilment of their legal obligations on the grounds of Article 5:25c, paragraph 2C of the Financial Supervision Act.

Zwolle, 31 August 2012

Board of management Philip M.G. Nijenhuis, Chief Executive Officer