INTERIM REPORT Q2 2023/2024

OTHER FINANCIAL INFORMATION

Profitability, financial position and cash flow
The return on equity at the end of the period was 31 percent (31) and return on capital employed was 23 percent (21). Return on working capital P/WC (EBITA in relation to working capital) amounted to 67 percent (66).

At the end of the period the equity ratio amounted to 36 percent (32). Equity per share, excluding non-controlling interest, totalled SEK 20.35 (15.95). The Group's net debt at the end of the period amounted to SEK 4,714 million (5,011), excluding pension liabilities of SEK 199 million (224). The net debt/equity ratio, calculated on the basis of net debt excluding provisions for pensions amounted to 0.8 (1.1).

Cash and cash equivalents consisting of cash and bank equivalents and approved but non-utilised credit facilities amounted to SEK 1,569 million (1,277) at 30 September 2023.

Cash flow from operating activities amounted to SEK 1,150 million (524) during the period. Company acquisitions and disposals including settlement of contingent consideration regarding acquisitions implemented in previous years amounted to SEK 717 million (982). Investments in non-current assets totalled SEK 74 million (65) and disposal of non-current assets amounted to SEK 5 million (3). Repurchase of treasury shares amounted to SEK 0 million (31) and repurchase of call options amounted to SEK 32 million (58). Exercised and issued call options totalled SEK 1 million (11). During the second quarter, dividend of SEK 2.50 (1.80) per share was paid, totalling SEK 674 million (485). 

Employees
At the end of the period, the number of employees was 4,155 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 3,966.

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

In accordance with a resolution of the August 2023 AGM, about 100 members of management were offered the opportunity to acquire 1,000,000 call options on repurchased Class B shares. In total, 674,500 options were subscribed for. Addtech has four outstanding call option programmes for a total of 2,676,060 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
2023/2027 674,500 674,500 0.2% 221.00 221.00 7 Sep 2026 - 9 Jun 2027
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 101,895 407,580 0.1% 538.10 134.53 4 Sep 2023 - 5 Jun 2024
Total 2,370,375 2,676,060

Acquisitions and disposals

During the period, 1 April to 30 June 2023 the following acquisitions were completed; Electrum Automation AB, Sweden, was acquired to become part of the Electrification business area. S. Tygesen Energi A/S, Denmark, was acquired to become part of the Energy business area. Feritech Global Ltd., Great Britain, and Darby Manufacturing Ltd., Canada, were acquired to become part of the Industrial Solutions business area. INDAG Maschinenbau GmbH, Germany, and Clyde Holding Ltd., Great Britain, were acquired to become part of the Process Technology business area. 

During the second quarter, no company acquisitions took place.

The purchase price allocation calculations for the acquisitions completed during the period 1 April - 30 September 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 255 million on Group net sales, about SEK 35 million on operating profit and about SEK 25 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 160 million. The contingent purchase considerations fall due for payment within four years and the outcome is subject to a maximum of SEK 202 million. 

Transaction costs for acquisitions that resulted in an ownership transfer during the period, amounted to SEK 17 million (6) and are reported under Selling expenses.

Revaluation of contingent consideration had a marginally negative net effect of SEK 0 million (+4) during the period. The impact on profits is 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 Sep 2023 30 Sep 2022
Intangible non-current assets 344 433
Other non-current assets 87 34
Inventories 88 141
Other current assets 266 303
Deferred tax liability/tax asset -93 -100
Other liabilities -147 -126
Acquired net assets 545 685
Goodwill 1) 347 425
Non-controlling interests 2) -37 -28
Consideration 3) 855 1,082
Less: cash and cash equivalents in acquired businesses -113 -113
Less: consideration not yet paid -152 -130
Effect on the Group’s cash and cash equivalents 590 839
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 47 million (41) and profit after financial items was SEK -1 million (-50). Net investments in non-current assets were SEK 0 million (0). The Parent Company's financial net debt was SEK 155 million (591) at the end of the period.

 

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