INTERIM REPORT Q1 2023/2024

OTHER FINANCIAL INFORMATION

Profitability, financial position and cash flow
The return on equity at the end of the period was 30 percent (30), and return on capital employed was 22 percent (21). Return on working capital P/WC (EBITA in relation to working capital) amounted to 66 percent (68).

At the end of the period the equity ratio amounted to 38 percent (34). Equity per share, excluding non-controlling interest, totalled SEK 21.95 (16.50). The Group's net debt at the end of the period amounted to SEK 4,310 million (4,305), excluding pension liabilities of SEK 219 million (248). The net debt/equity ratio, calculated on the basis of net debt excluding provisions for pensions amounted to 0.7 (0.9).

Cash and cash equivalents consisting of cash and bank equivalents and approved but non-utilised credit facilities amounted to SEK 2,030 million (1,902) at 30 June 2023.

Cash flow from operating activities amounted to SEK 547 million (281) during the period. Company acquisitions and disposals including settlement of contingent consideration regarding acquisitions implemented in previous years amounted to SEK 534 million (778). Investments in non-current assets totalled SEK 33 million (36) and disposal of non-current assets amounted to SEK 2 million (1). Repurchase of call options amounted to SEK 1 million (3) and exercised call options totalled SEK 0 million (11). 

Employees
At the end of the period, the number of employees was 4,108 compared to 3,911 at the beginning of the financial year. During the period, completed acquisitions resulted in an increase of the number of employees by 149. The average number of employees in the latest twelve month period was 3,882.

Ownership structure
At the end of the period the share capital amounted to SEK 51.1 million.

Class of shares Number of shares Number of votes Percentage of capital Percentage of votes
Class A shares, 10 votes per share 12,885,744 128,857,440 4.7% 33.1%
Class B shares, 1 vote per share 259,908,240 259,908,240 95.3% 66.9%
Total number of shares before repurchases 272,793,984 388,765,680 100.0% 100.0%
Repurchased class B shares -3,227,772 1.2% 0.8%
Total number of shares after repurchases 269,566,212

Addtech has three outstanding call option programmes for a total of 2,593,980 shares. Call options issued on repurchased shares entail a dilution effect of about 0.1 percent during the latest twelve month period. Addtech's own shareholdings fully meet the needs of the outstanding call option programmes.

 

Outstanding programme Number of options Corresponding number of shares Proportion of total shares Exercise price per option Exercise price per share Expiration period
2022/2026 825,910 825,910 0.3% 180.10 180.10 8 Sep 2025 - 10 Jun 2026
2021/2025 768,070 768,070 0.3% 214.40 214.40 9 Sep 2024 - 11 Jun 2025
2020/2024 250,000 1,000,000 0.4% 538.10 134.53 4 Sep 2023 - 5 Jun 2024
Total 1,843,980 2,593,980

Acquisitions and disposals

On 4 April, 90 percent of the shares in INDAG Maschinenbau GmbH, Germany, was acquired to become part of the Process Technology business area. INDAG produces and sells dynamic inline mixers to the process industry with a main focus on the food and chemical segments. The company has 40 employees and sales of around EUR 5 million.

On 26 April, Clyde Holding Ltd., Great Britain, was acquired to become part of the Process Technology business area. Clyde is a leading supplier of products and systems for pneumatic conveying primarily to the process and energy industries. The company operates globally and has extensive experience of complex projects where they also offer aftermarket services. The company has 49 employees and sales of around GBP 12 million.

On 5 May, 90 percent of the shares in Feritech Global Ltd., Great Britain, was acquired to become part of the Industrial Solutions business area. Feritech is a leader in the design and manufacture of bespoke technical solutions for the geotechnical subsea sector. The company has a broad offering and operates globally mainly towards the expansion of offshore wind power. The company has 21 employees and sales of around GBP 4.5 million.

On 1 June, Electrum Automation AB, Sweden, was acquired to become part of the Electrification business area. Electrum develop, produce and sell mobile electronics and complete solutions to leading manufacturers of machines and vehicles. The company has 22 employees and sales of around SEK 80 million.

On 1 June, Darby Manufacturing Ltd., Canada, was acquired to become part of the Industrial Solutions business area. Darby is a leading supplier of driver’s seats for special vehicles in the North American market. The company offers both standard and specially adapted driver’s seats from leading manufacturers in Europe and the US. The company has 14 employees and sales of around CAD 6.5 million.

On 26 June, S. Tygesen Energi A/S, Denmark, was acquired to become part of the Energy business area. Tygesen sells equipment and electricity transmission materials for electrical distribution networks, transmission networks, railways and stations in Denmark. The company also operates in Greenland, Iceland and the Faroe Islands. The company has 3 employees and sales of around DKK 50 million.

The purchase price allocation calculations for the acquisitions completed during the period 1 April - 30 June 2022 have now been finalised. No significant adjustments have been made to the calculations. Acquisitions completed as of the 2022/2023 financial year are distributed among the Group’s business areas as follows:

Acquisitions 2022/2023 Closing Acquired share, % Net sales, SEKm* Number of employees* Business Area
Intertrafo Oy, Finland April, 2022 100 30 15 Energy
Electric Control Systems Automation AS, Norway April, 2022 100 75 31 Process Technology
Impulseradar Sweden AB, Sweden April, 2022 88 80 27 Industrial Solutions
C.K. Environment A/S, Denmark May, 2022 100 40 14 Process Technology
Arruti Group, Spain June, 2022 100 280 90 Energy
Gotapack International AB, Sweden July, 2022 100 25 5 Process Technology
Allied Insulators Ltd., Great Britain August, 2022 100 75 15 Energy
Advanced Valve Solutions B.V., Netherlands December, 2022 100 140 27 Process Technology
MCS Europe Group B.V., Netherlands January, 2023 100 75 19 Automation
Drivhuset AB, Sweden January, 2023 100 35 7 Industrial Solutions
Acquisitions 2023/2024 Closing Acquired share, % Net sales, SEKm* Number of employees* Business Area
INDAG Maschinenbau GmbH, Germany April, 2023 90 55 40 Process Technology
Clyde Holding Ltd., Great Britain April, 2023 100 150 49 Process Technology
Feritech Global Ltd., Great Britain May, 2023 90 55 21 Industrial Solutions
Electrum Automation AB, Sweden June, 2023 100 80 22 Electrification
Darby Manufacturing Ltd., Canada June, 2023 100 50 14 Industrial Solutions
S. Tygesen Energi A/S, Denmark June, 2023 100 75 3 Energy
* Refers to assessed condition at the time of acquisition on a full-year basis.

 

 

If all acquisitions which have taken effect during the period had been completed on 1 April 2023, their impact would have been an estimated SEK 115 million on Group net sales, about SEK 19 million on operating profit and about SEK 14 million on profit after tax for the period.

Addtech normally employs an acquisition structure comprising basic purchase consideration and contingent consideration. The outcome of contingent purchase considerations is determined by the future earnings reached by the companies and is subject to a fixed maximum level. Of considerations not yet paid for acquisitions during the financial year, the discounted value amounts to SEK 154 million. The contingent purchase considerations fall due for payment within four years and the outcome is subject to a maximum of SEK 195 million. 

Transaction costs for acquisitions that resulted in an ownership transfer during the period, amounted to SEK 16 million (3) and are reported under Selling expenses.

Revaluation of contingent consideration had a marginally positive net effect of SEK 0 million (4) during the period. The impact on profits are reported under Other operating income and Other operating expenses, respectively.

According to the preliminary acquisitions analyses, the assets and liabilities included in the acquisitions were as follows, during the period:

Fair value
SEKm
30 Jun 2023 30 Jun 2022
Intangible non-current assets 307 368
Other non-current assets 84 32
Inventories 85 121
Other current assets 238 241
Deferred tax liability/tax asset -80 -88
Other liabilities -129 -110
Acquired net assets 505 564
Goodwill 1) 308 366
Non-controlling interests 2) -36 -28
Consideration 3) 777 902
Less: cash and cash equivalents in acquired businesses -106 -71
Less: consideration not yet paid -181 -175
Effect on the Group’s cash and cash equivalents 490 656
1) Goodwill is justified by expected future sales trend and profitability as well as the personnel included in the acquired companies.
2) Non-controlling interests have been measured at fair value, which entails that goodwill is also reported for non-controlling interests.
3) The consideration is stated excluding transaction costs for the acquisitions.

 

Parent Company
Parent Company net sales during the period amounted to SEK 24 million (20) and profit after financial items was SEK -38 million (-38). Net investments in non-current assets were SEK 0 million (0). The Parent Company's financial net assets was SEK 460 million (-2) at the end of the period.

 

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