Espoo, Finland, 2013-11-21 08:00 CET (GLOBE NEWSWIRE) --
EFORE PLC Interim Report November 21, 2013 9.00 a.m.
Figures in brackets, unless otherwise stated, refer to the same period in the previous year
November – October in brief
- Net sales totaled EUR 66.6 million (EUR 78.1 million)
- Results from operating activities amounted to EUR -6.4 million (EUR -2.6 million)
- Results from operating activities without one-time items were EUR -4.8 million (EUR -1.3 million)
- Result before taxes was EUR -6.5 million (EUR -3.0 million)
- Result for the period was EUR -6.2 million (EUR -2.3 million)
- Earnings per share were EUR -0.15 (EUR -0.06)
- Roal Group has been consolidated to Efore Group from July 1, 2013
August – October in brief
- Net sales totaled EUR 21.3 million (EUR 22.8 million)
- Results from operating activities amounted to EUR -1.2 million (EUR -0.7 million)
- Results from operating activities without one-time items were EUR -1.1 million (EUR 0.8 million)
- Result before taxes was EUR -1.3 million (EUR -0.5 million)
- Result for the period was EUR -1.2 million (EUR -0.1 million)
- Earnings per share were EUR -0.03 (EUR 0.00)
Vesa Vähämöttönen, Efore’s President and CEO:
“Efore’s (without Roal) profitability and efficiency improvement program has progressed as planned and Efore’s (without Roal) fourth quarter was on break-even level.
Demand of the Group’s industrial sector was clearly lower than forecasted during the fourth quarter and the company has started a profitability and efficiency improvement program in this sector for matching the cost base with the demand.
Work to achieve synergy benefits started during the fourth quarter. Short term target is to achieve annual savings of EUR 1.5 million in material purchases via increased purchasing power and wider utilization of product platforms.”
NOVEMBER – OCTOBER NET SALES AND FINANCIAL DEVELOPMENT
Net sales for the period under the review totaled EUR 66.6 million (EUR 78.1 million). Net sales by customer group were as follows: Telecommunication 60.8 % (76.6 %) and industrial 39.2 % (23.4 %). Geographically Efore’s deliveries were to the following areas: EMEA EUR 34.7 million (EUR 42.0 million), APAC EUR 17.6 million (EUR 23.8 million), Finland EUR 9.3 million (EUR 11.1 million) and the Americas EUR 4.9 million (EUR 1.3 million) which totaled EUR 66.6 million (EUR 78.1 million). Final geographical distribution of Efore’s products deviates from the before mentioned as Efore’s customers distribute further the products from the logistics centres to other markets.
Roal Group has been consolidated to Efore Group from July 1, 2013.
The results from operating activities amounted to EUR -6.4 million (EUR -2.6 million).
Results from operating activities include one-time items related to the profitability and efficiency improvement program as well as costs of the acquisition EUR 1.6 million.
AUGUST – OCTOBER NET SALES AND FINANCIAL DEVELOPMENT
Net sales for the fourth quarter totaled EUR 21.3 million (EUR 22.8 million). Net sales by customer group were as follows: Telecommunication 51.1 % (71.0 %) and industrial 48.9 % (29.0 %). Geographically Efore’s deliveries were to the following areas: EMEA EUR 10.2 million (EUR 12.3 million), APAC EUR 5.8 million (EUR 5.7 million), Finland EUR 2.1 million (EUR 4.3 million) and the Americas EUR 3.2 million (EUR 0.4 million) which totaled EUR 21.3 million (EUR 22.8 million). Final geographical distribution of Efore’s products deviates from the before mentioned as Efore’s customers distribute further the products from the logistics centres to other markets.
The results from operating activities amounted to EUR -1.2 million (EUR -0.7 million).
Efore’s (without Roal) profitability and efficiency improvement program has progressed as planned and Efore’s (without Roal) fourth quarter was on break-even level. As a result of ROAL acquisition amortization of the intangible assets and selling of fair valued finished goods inventory without margin reduced the result of the fourth quarter by EUR 0.3 million.
Demand of the Group’s industrial sector was clearly lower than forecasted during the fourth quarter and the company has started a profitability and efficiency improvement program in this sector for matching the cost base with the demand.
BUSINESS DEVELOPMENT
Investment in product and technology development during the period under review was EUR 6.5 million (EUR 7.3 million) representing 9.7 % (9.4 %) of net sales.
There was no significant improvement in demand of telecom sector.
Industrial sector net sales were nearly at the same level with telecom sector during the fourth quarter.
Efore’s (without Roal) profitability and efficiency improvement program started in March 2013 is progressing as planned. Efore is targeting to annual cost base reduction of total EUR 1.8 million by the end of the year.
Annual estimated synergy benefits from material purchases are EUR 1.5 million and are estimated to materialize fully during the second half of 2014.
BUSINESS ACQUISITIONS
Efore Group acquired the entire share capital of Roal Electronics S.p.A. in July 2013. Roal is established in 1985 and it employs approximately 350 people. Roal Group’s headquarters and R&D are based in Italy and the production unit in Tunisia. Sales and marketing operations are located in Europe, United States and China. The Roal Group's net sales amounted to EUR 39.5 million in 2012.
Roal acquisition matches well to Efore’s strategic goals as Roal designs and manufactures similar products with Efore but for different customers and segments. Roal has a strong expertise and close customer relationships in LED drivers which is the fastest growing power products market. Other segments are power products for instrumentation devices, medical equipment and household appliances.
Similarity of products and operation models enables to reach synergy benefits. Production capacities, production locations and supply chains can be optimized. In addition, the transaction generates synergy benefits in procurement, logistics, IT and in other support functions. Annual estimated synergy benefits from material purchases are EUR 1.5 million and can be materialized after 12 months. No significant integration costs are expected.
The purchase price amounted to EUR 9.7 million. 60 per cent of the purchase price was paid in cash and 40 per cent in Efore shares. Shares were valued at EUR 0.74 per share. Purchase price paid in Efore shares was equivalent to 5 243 243 Efore shares. Efore board decided to use the AGM authorization to assign the shares to the sellers.
The deal was financed with long and short term loans and cash reserves.
Other details concerning the acquisition are shown in table section.
INVESTMENTS
Group investments without Roal acquisition in fixed assets during the period under review amounted to EUR 2.4 million (EUR 1.7 million) of which product development costs were EUR 0.4 million.
At the end of the period under review capitalized product development costs (incl. Roal) amounted to EUR 2.6 million (EUR 0.6 million).
FINANCIAL POSITION
Interest-bearing liabilities exceeded the consolidated interest-bearing cash reserves by EUR 5.0 million (EUR -2.3 million) at the end of the period under review. The consolidated net financial expenses were EUR -0.2 million (EUR -0.4 million). The cash flow from business operations was EUR -1.7 million (EUR 2.6 million). The cash flow after investments was EUR -7.3 million (EUR 1.0 million).
The Group's solvency ratio was 39.5 % (47.7 %) and the gearing was 21.6 % (-11.3 %).
The Group's financial position was strengthened by EUR 5.5 million equity raise in October 2013.
Liquid assets excluding undrawn credit facilities totaled EUR 7.9 million (EUR 4.5 million) at the end of the period under review. The balance sheet total was EUR 59.1 million (EUR 43.3 million).
PERSONNEL
The number of the Group’s own personnel including temporary personnel averaged 817 (888) during the period under review and at the end of the period under review it was 945 (804).
EXTRAORDINARY GENERAL MEETING
Efore’s extraordinary general meeting was held on August 26, 2013 in Helsinki.
A separate stock exchange release about the authorisations given and other decisions made by the Extraordinary General Meeting was published on August 27, 2013.
SHARES, SHARE CAPITAL AND SHAREHOLDERS
Efore’s Board of Directors used an autohorization granted by Extraordinary General Meeting on August 26, 2013 and executed a share issue directed for subscription by the public in Finland in order to strengthen company’s financial position.
In the share issue, a maximum of 8,000,000 new shares in the Company were offered for subscription, at the subscription price of 0.69 euros per share. New shares corresponding to subscriptions have been entered into the Trade Register on 18 October 2013. The new shares will be traded on the main list of the NASDAQ OMX Helsinki Ltd together with the old shares as of 21 October 2013.
Moreover, trading of the 5,243,243 new shares entered into the Trade Register on 12 July, 2013 begun at the same time. These shares were assigned as a part of the acquisition published on 10 July, 2013 when Efore acquired the entire share capital of Roal Electronics S.p.A. The shares are subject to a lock-up period of 12 months after the closing of the deal as announced on 10 July, 2013.
At the end of the period under review the number of the Group's own shares was 1.143.753. In addition to this Efore Management Oy, a company belonging to Efore group owned 2.358.242 pcs of Efore shares.
The highest share price during the period under review was EUR 0.80 and the lowest price was EUR 0.66. The average price during the period under review was EUR 0.72 and the closing price was EUR 0.72. The market capitalization calculated at the final trading price during the period under review was EUR 37.6 million.
The total number of Efore shares traded on the Nasdaq OMX Helsinki during the period under review was 6.8 million and their turnover value was EUR 4.9 million. This accounted for 12.2 % of the total number of shares 55,772,891 pcs. The number of shareholders totaled 3054 (3235) at the end of the period under review.
FLAGGING NOTIFICATIONS
Following the directed share issue, the following changes in holdings exceeding the notification limit have taken effect.
Evli Pankki Oyj’s share of the total number of shares and voting rights in Efore Plc went below 10 per cent on October 10, 2013.
Sievi Capital Oyj's share of the total number of shares and voting rights in Efore Plc went over 15 per cent on October 10, 2013.
ACCOUNTING POLICIES
The report has been drawn up in accordance with IAS 34 Standard on Interim Financial Reporting and the Group's accounting principles presented in the 2012 annual report. The information in this release is unaudited.
All the figures in the report have been rounded up/down, for which reason the total of the individual figures when added together may be different from the total shown. In addition, Efore Plc. has adopted new and or amended IFRS-standards that have been presented in the previous Financial Statements. These changes have no any major effect on the Interim Report.
SHORT-TERM RISKS AND FACTORS OF UNCERTAINTY
The market typical fluctuation in demand can cause rapid changes in Efore’s business. Business risks are related to the success of key customers in their markets and to Efore's delivery capability for the key customers.
Progress of Efore’s product development projects depends on the customers’ own project schedules and the establishment of the whole market.
Expanding the company’s product range to standard products in industrial sector means growth of product liability risk. Progress of the EV power products sales depends on the development of the whole market.
It has been recognized that global economic development may have an effect on Efore’s business environment
A more comprehensive report on risk management is presented on the company's web-sites.
LONG TERM TARGETS
Efore Pls published its long term financial targets on September 10, 2013.
Efore Group's long term financial target is to reach 10% EBIT level and an average annual net sales growth of 5-10%. Target is to grow especially in industrial sector. Market driven product platforms and better R&D investment utilization are key factors to support company's target to improve profitability.
On short term Efore is focusing to improve its profitability. Target is to reach at least 6% EBIT level at the end of 2015.
OUTLOOK
Long-term demand of wireless network equipment is expected to grow depending however on global economic development. Industrial sector offers several growth areas for Efore. Roal acquisition is a key part of Efore's strategy to grow industrial business sector and balance its businesses.
Achieving the synergy benefits from Roal acquisition and getting new products into volume deliveries as forecasted are essential for the growth and profitability improvement of the company.
In the near future, Efore is concentrating to materialize synergy benefits after the acquisition and to complete the profitability and efficiency improvement program.
FINANCIAL ESTIMATE FOR THE FISCAL YEAR 2013
Net sales of new Efore Group for fiscal year 2013 is estimated to be at least EUR 80 million.
EVENTS AFTER THE PERIOD UNDER REVIEW
Efore has an Extraordinary General Meeting on December 3, 2013. A notice of the meeting was published on November 11, 2013.
TABLES
| CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME | ||||
| EUR million | Aug./13- | Aug./12- | Nov./12- | Nov./11- |
| Oct./13 | Oct./ 12 | Oct./ 13 | Oct./ 12 | |
| 3 months | 3 months | 12 months | 12 months | |
| Net sales | 21,3 | 22,8 | 66,6 | 78,1 |
| Change in inventories of | ||||
| finished goods and work in progress | -1,1 | 0,2 | 0,0 | 2,3 |
| Work performed for own purposes and | ||||
| capitalised | 0,2 | 0,0 | 0,3 | 0,0 |
| Other operating income | 0,3 | 0,0 | 0,7 | 0,6 |
| Materials and services | -13,3 | -15,5 | -46,9 | -55,9 |
| Employee benefits expenses | -4,9 | -4,4 | -15,5 | -15,9 |
| Depreciation | -0,9 | -0,8 | -2,6 | -3,0 |
| Impairment | -0,1 | 0,0 | -0,1 | 0,0 |
| Other operating expenses | -2,7 | -2,9 | -8,9 | -8,8 |
| RESULTS FROM OPERATING ACTIVITIES | -1,2 | -0,7 | -6,4 | -2,6 |
| % net sales | -5,8 | -3,0 | -9,6 | -3,3 |
| Financing income | 0,3 | 0,7 | 1,4 | 1,7 |
| Financing expenses | -0,4 | -0,5 | -1,5 | -2,1 |
| RESULT BEFORE TAX | -1,3 | -0,5 | -6,5 | -3,0 |
| % net sales | -6,0 | -2,3 | -9,8 | -3,9 |
| Tax on income from operations | 0,1 | 0,4 | 0,3 | 0,7 |
| RESULT FOR THE PERIOD | -1,2 | -0,1 | -6,2 | -2,3 |
| OTHER COMPREHENSIVE INCOME: | ||||
| Items that may be reclassified subsequently to profit or loss | ||||
| Translation differences | -0,4 | -0,5 | -0,5 | 1,4 |
| Total comprehensive income | -1,6 | -0,7 | -6,7 | -0,9 |
| NET PROFITT/lOSS ATTRIBUTABLE | ||||
| To equity holders of the parent | -1,2 | -0,1 | -6,2 | -2,3 |
| To non-controlling interest | 0,0 | 0,0 | -0,1 | -0,1 |
| TOTAL COMPREHENSIVE INCOME | ||||
| ATTRIBUTABLE TO: | ||||
| Equity holders of the parent | -1,6 | -0,7 | -6,6 | -0,9 |
| Non-controlling interest | 0,0 | 0,0 | -0,1 | -0,1 |
| EARNINGS PER SHARE CALCULATED ON PROFIT ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT: | ||||
| Earnings per share, basic,eur | -0,03 | 0,00 | -0,15 | -0,06 |
| Earnings per share, diluted, eur | -0,03 | 0,00 | -0,15 | -0,06 |
| INFORMATION ABOUT GEOGRAPHICAL | Aug./13- | Aug./12- | Nov./12- | Nov./11- |
| AREAS, EUR million | Oct./13 | Oct./ 12 | Oct./ 13 | Oct./ 12 |
| 3 months | 3 months | 12 months | 12 months | |
| Americas | 3,2 | 0,4 | 4,9 | 1,3 |
| EMEA | 10,2 | 12,3 | 34,7 | 42,0 |
| FINLAND | 2,1 | 4,3 | 9,3 | 11,1 |
| APAC | 5,8 | 5,7 | 17,6 | 23,8 |
| Total | 21,3 | 22,8 | 66,6 | 78,1 |
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION | |||
| EUR million | Oct. 31, | Oct. 31, | change |
| 2013 | 2012 | % | |
| ASSETS | |||
| NON-CURRENT ASSETS | |||
| Intangible assets | 5,9 | 0,9 | |
| Goodwill | 1,1 | 0,0 | |
| Tangible assets | 8,2 | 6,1 | |
| Avaiable-for-sale-investments | 0,0 | 0,0 | |
| Trade receivables and other receivables, non-current | 0,0 | 0,6 | |
| Other long-term investments | 0,0 | 0,0 | |
| Deferred tax asset | 2,5 | 0,9 | |
| NON-CURRENT ASSETS | 17,7 | 8,6 | 106,8 |
| CURRENT ASSETS | |||
| Inventories | 16,6 | 14,2 | |
| Trade receivables and other receivables | 15,9 | 16,0 | |
| Tax receivable, income tax | 0,9 | 0,0 | |
| Cash and cash equivalents | 7,9 | 4,5 | |
| CURRENT ASSETS | 41,3 | 34,7 | 19,2 |
| ASSETS | 59,1 | 43,3 | 36,4 |
| EQUITY AND LIABILITIES | |||
| EQUITY | |||
| Share capital | 15,0 | 15,0 | |
| Treasury shares | -2,4 | -2,5 | |
| Other reserves | 29,1 | 19,8 | |
| Translation differences | 1,5 | 2,0 | |
| Retained earnings | -20,0 | -13,9 | |
| Equity attributable to equity holders of the parent | 23,1 | 20,4 | |
| Equity attributable to non-controlling interests | 0,2 | 0,2 | |
| EQUITY | 23,3 | 20,7 | 12,8 |
| NON-CURRENT LIABILITIES | |||
| Deferred tax liabilities | 1,0 | 0,0 | |
| Interest-bearing liabilities | 5,5 | 1,5 | |
| Interest-free liabilities | 0,0 | 0,0 | |
| Pension liabilities | 1,6 | 0,0 | |
| Ohter provisions | 0,1 | 0,0 | |
| NON-CURRENT LIABILITIES | 8,3 | 1,5 | 445,0 |
| CURRENT LIABILITIES | |||
| Interest-bearing liabilities | 7,5 | 0,6 | |
| Trade payables and other liabilities | 19,6 | 20,4 | |
| Tax liabilities | 0,3 | 0,0 | |
| Provisions | 0,0 | 0,1 | |
| CURRENT LIABILITIES | 27,4 | 21,1 | |
| LIABILITIES | 35,8 | 22,6 | |
| TOTAL EQUITY AND LIABILITIES | 59,1 | 43,3 | 36,4 |
| GROUP KEY FIGURES, EUR million | Aug./13- | Aug./12- | Nov./12- | Nov./11- |
| Oct./13 | Oct./ 12 | Oct./ 13 | Oct./ 12 | |
| 3 months | 3 months | 12 months | 12 months | |
| Earnings per share, basic,eur | -0,03 | 0,00 | -0,15 | -0,06 |
| Earnings per share, diluted, eur | -0,03 | 0,00 | -0,15 | -0,06 |
| Equity per share, eur | 0,44 | 0,52 | 0,44 | 0,52 |
| Solvency ratio,% | 39,5 | 47,7 | 39,5 | 47,7 |
| Return on equity-%(ROE) | -22,5 | -2,7 | -28,2 | -10,5 |
| Return on investment-%(ROI) | -11,6 | -7,5 | -19,6 | -9,9 |
| Gearing, % | 21,6 | -11,3 | 21,6 | -11,3 |
| Net interest-bearing liabilities | 5,0 | -2,3 | 5,0 | -2,3 |
| Investments (intangible and tangible assets) | 0,9 | 0,4 | 2,4 | 1,8 |
| as percentage of net sales | 4,1 | 1,6 | 3,6 | 2,4 |
| Average personnel | 945 | 864 | 817 | 888 |
| CONSOLIDATED STATEMENT OF CASH FLOWS | Nov./12- | Nov./11- | change |
| EUR million | Oct./13 | Oct./12 | % |
| Cash flows from operating activities | |||
| Cash receipts from customers | 79,8 | 83,9 | |
| Cash paid to suppliers and employees | -81,3 | -81,3 | |
| Cash generated from operations | -1,4 | 2,7 | |
| Interest paid | -0,3 | -0,3 | |
| Interest received | 0,0 | 0,0 | |
| Other financial items | 0,1 | 0,5 | |
| Income taxes paid | -0,1 | -0,2 | |
| Net cash from operating activities (A) | -1,7 | 2,6 | -163,4 |
| Cash flows from investing activities | |||
| Purchase of tangible and intangible assets | -1,9 | -1,7 | |
| Proceeds from sale of tangible and intangible assets | 0,4 | 0,2 | |
| Acquisition of subsidiaries, net of cash acguired | -4,1 | 0,0 | |
| Purchase of investments | 0,0 | 0,0 | |
| Loans granted | 0,0 | 0,0 | |
| Proceeds from repayments of loans | 0,0 | 0,0 | |
| Income taxes paid | 0,0 | 0,0 | |
| Net cash used in investing activities (B) | -5,7 | -1,6 | 260,0 |
| Cash flows from financing activities | |||
| Proceeds from issue of share capital | 5,4 | 0,0 | |
| Capital invest by the minority | 0,0 | 0,0 | |
| Repurchase of own shares | 0,0 | -0,5 | |
| Proceedings from short-term borrowings | 8,7 | 1,8 | |
| Repayment of short-term borrowings | -4,8 | -5,5 | |
| Proceeds from long-term borrowings | 2,6 | 0,0 | |
| Repayment of long-term borrowings | -0,7 | -1,7 | |
| Financial leasing repayment | -0,1 | -0,2 | |
| Repayment of capital to shareholders | 0,0 | -2,1 | |
| Net cash used in financing activities (C) | 11,0 | -8,1 | |
| Net increase/decrease in cash and cash | |||
| equivalents (A+B+C) | 3,7 | -7,1 | |
| Cash and cash equivalents at beginning of period on Nov.1 | 4,5 | 11,2 | |
| Net increase/decrease in cash and cash equivalents | 3,7 | -7,1 | |
| Effects of exchange rate fluctuations on cash held | -0,3 | 0,4 | |
| Cash and cash equivalents at end of period on Oct. 31 | 7,9 | 4,5 | |
| GROUP CONTINGENT LIABILITIES | Oct. 31, | Oct. 31, | |
| EUR million | 2013 | 2012 | |
| Security and contingent liabilities | |||
| For others | |||
| Other contingent liabilities | 0,1 | 0,1 | |
| Operating lease commitments | |||
| Group as lessee | |||
| Non-cancellable minimum operating lease | |||
| payments: | |||
| Less than 1 year | 1,0 | 0,7 | |
| 1-5 years | 0,5 | 0,5 | |
| Fair values of derivate financial instruments | |||
| Currency derivatives, not hedge | |||
| Option contract | |||
| Nominal amount | 0,0 | 0,8 | |
| Negative fair value | 0,0 | 0,0 |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
A Share capital
B Treasury shares
C Unrestricted equity reserve
D Other reserves
E Translation differences
F Retained earnings
G Equity holders of the parent
H Non-controlling interests
I Total
| EUR million | A | B | C | D | E | F | G | H | I |
| Equity | 15,0 | -2,1 | 20,9 | 1,0 | 0,6 | -11,6 | 23,8 | 0,3 | 24,1 |
| Nov.1, 2011 | |||||||||
| Comprehensive income | 0,0 | 0,0 | 0,0 | 0,0 | 1,4 | -2,3 | -0,9 | -0,1 | -1,0 |
| Repayment of capital to shareholders | 0,0 | 0,0 | -2,1 | 0,0 | 0,0 | 0,0 | -2,1 | 0,0 | -2,1 |
| Capital invest by the minority | 0,0 | 0,0 | 0,0 | 0,0 | 0,0 | 0,0 | 0,0 | 0,0 | 0,0 |
| Repurchase of own shares | 0,0 | -0,5 | 0,0 | 0,0 | 0,0 | 0,0 | -0,5 | 0,0 | -0,5 |
| Disposal of treasury shares | 0,0 | 0,1 | 0,0 | 0,0 | 0,0 | 0,0 | 0,1 | 0,0 | 0,1 |
| Equity | 15,0 | -2,5 | 18,8 | 1,0 | 2,0 | -13,9 | 20,4 | 0,2 | 20,7 |
| Oct. 31, 2012 | |||||||||
| EUR million | A | B | C | D | E | F | G | H | I |
| Equity | 15,0 | -2,5 | 18,8 | 1,0 | 2,0 | -13,9 | 20,4 | 0,2 | 20,7 |
| Nov.1, 2012 | |||||||||
| Comprehensive income | 0,0 | 0,0 | 0,0 | 0,0 | -0,5 | -6,2 | -6,6 | -0,1 | -6,7 |
| Share-based incentive programme | 0,0 | 0,0 | 0,0 | 0,0 | 0,0 | 0,0 | 0,0 | 0,0 | 0,0 |
| Disposal of own shares | 0,0 | 0,1 | 0,0 | 0,0 | 0,0 | 0,0 | 0,1 | 0,0 | 0,1 |
| Directed share issue | 0,0 | 0,0 | 9,4 | 0,0 | 0,0 | 0,0 | 9,4 | 0,0 | 9,4 |
| Transaction costs for equity | 0,0 | 0,0 | -0,1 | 0,0 | 0,0 | 0,0 | -0,1 | 0,0 | -0,1 |
| Equity | 15,0 | -2,4 | 28,0 | 1,0 | 1,5 | -20,0 | 23,1 | 0,2 | 23,3 |
| Oct. 31, 2013 |
BUSINESS ACQUISITIONS
The purchase price amounted to EUR 9.7 million. 60 per cent of the purchase price was paid in cash and 40 per cent in Efore shares. Shares were valued at EUR 0.74 per share. Purchase price paid in Efore shares was equivalent to
5 243 243 Efore shares. Efore board decided to use the AGM authorization to assign the shares to the sellers.
Roal acquisition is a key part of Efore's strategy to grow industrial business sector and balance its businesses.
Intangible assets arising from business combinations have been recognized separately from goodwill at fair value at the time of acquisition. The Group has allocated EUR 2.0 million to intangible assets mainly related to customer base and product rights. Estimated fair value of the real estate in Italy is EUR 0.9 million lower than the book value was in the acquired company. The goodwill of EUR 1.1 million arose from the acquisition based on the anticipatory synergy benefits.
The Group has recognized EUR 1.0 million advisory fees related to the transaction. Fees are included in other operating costs.
Roal’s assets and liabilities used in a provisional purchase calculation are based on the situation on June 30, 2013 and on preliminary valuations. The final goodwill can deviate from the goodwill value shown in the provisional purchase calculation. It is supposed that there are no remarkable deviations between the final and provisional purchase calculations.
If Roal Group had been consolidated to Group financial statements as from November 1, 2012, net sales of the Group would have been 70 EUR million and the earlier consolidation as from November 1, 2012 would not have had any major effect on Efore Group’s result.
| Consideration transferred | EUR million |
| Cash | 5,8 |
| Fair value of shares issued | 3,9 |
| Total acquisition costs | 9,7 |
| Acquired assets and liabilities | Fair values used in consolidation, EUR million |
| Intangible assets | 4,5 |
| Tangible assets | 3,1 |
| Deferred tax assets | 1,6 |
| Inventories | 7,3 |
| Trade receivables and other receivables | 7,7 |
| Cash and cash equivalents | 1,7 |
| ASSETS TOTAL | 25,9 |
| Deferred tax liability | 1,1 |
| Pension obligations | 1,6 |
| Interest-bearing liabilities | 4,7 |
| Trade payables and other liabilities | 9,9 |
| LIABILITIES TOTAL | 17,3 |
| Total identifiable net assets | 8,6 |
| Goodwill | 1,1 |
| Total | 9,7 |
| 31.10.2013 | ||||
|
CALCULATION OF KEY FIGURES AND RATIOS |
||||
| Return on investment (ROI), % | = |
Profit before taxes+interest and other financing expenses / (Equity + interest-bearing liabilities, average ) |
x 100 | |
| Return on Equity (ROE), % | = | Profit/loss for the period / Equity (average ) | x 100 | |
| Current ratio | = | Current assets / Current liabilities | ||
| Solvency ratio, % | = | Equity / (Total assets - advance payments received - own shares*) | x 100 | |
| Net interest-bearing liabilities | = | Interest-bearing liabilities - financial assets at fair value through profit or loss - cash and cash equivalents | ||
| Gearing, % | = | Net interest-bearing liabilities / Equity | x 100 | |
| Earnings per share | = | Profit or loss attributable to ordinary equity holders of the parent entity/ The weighted average number of ordinary shares outstanding | ||
| Dividend per share | = | Dividend for the financial year / (Number of shares - own shares*) | ||
| Dividend payout ratio, % | = | Dividend per share / Earnings per share | x 100 | |
| Effective dividend yield, % | = | Dividend per share /Adjusted share price at balance sheet date | x 100 | |
| Equity per share | = | Equity - own shares* /Number of shares at balance sheet date | ||
| P/E-ratio | = | Adjusted share price at balance sheet date / Earnings per share | ||
| Market capitalization = | = | Adjusted share price at balance sheet date x outstanding number of shares at balance sheet date | ||
| Average personnel | = | The average number of employees at the end of each calendar month during the accounting period | ||
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All share-specific figures are based on the issue-adjusted number of shares. When calculating per share performance measures equity is the equity attributable to the shareholders of the parent company, when calculating other performance measures equity includes equity attributable to the shareholders of the parent company and non-controlling interests. |
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* There were own shares held by company October 31, 2013. |
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EFORE PLC
Board of Directors
For further information please contact Mr.Vesa Vähämöttönen, President and CEO, on November 21, 2013 at 9 – 11 a.m., tel. +358 9 4784 6312
Efore Plc will hold a news conference regarding the report for analysts and media on November 21, 2013 at 11 a.m. at Hotel Scandic Simonkenttä, Simonkatu 9, Helsinki.
DISTRIBUTION
Nasdaq OMX Helsinki Oy
Principal media
Efore Group
Efore Group is an international company which develops and produces demanding power products. Efore's head office is based in Finland and its production units are located in China and Tunis. Sales and marketing operations are located in Europe, United States and China. In the fiscal year ending in October 2012, consolidated net sales totaled EUR 78,1 million and the Group's personnel averaged 888. The company's share is quoted on the Nasdaq OMX Helsinki Ltd.
www.efore.com