Company Update - Kistefos · • This presentation has been prepared by Kistefos AS (the "Company")...
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November 2016 Company Update
Transcript of Company Update - Kistefos · • This presentation has been prepared by Kistefos AS (the "Company")...
November 2016Company Update
2
Disclaimer
• This presentation has been prepared by Kistefos AS (the "Company") for information purposes only. The presentation does not constitutean offering of securities of the Company or any affiliated company thereof
• The distribution of this presentation may, in certain jurisdictions, be restricted by law. Persons in possession of this presentation arerequired to inform themselves about and to observe any such restrictions. No action has been taken or will be taken in any jurisdiction bythe Company that would permit the possession or distribution of this presentation in any country or jurisdiction where specific action forthat purpose is required
• Unless otherwise indicated, the information contained in this presentation is current as of the date hereof. Neither the publication nordistribution of this presentation shall under any circumstances create any implication that there has been no change in the Company'saffairs since the date hereof or that the information in the presentation is correct as of any time since its date. The Company does notassume any obligation to update or revise any of the information set out herein
• This presentation may include certain forward-looking statements, estimates, predictions, influences and projections with respect toanticipated future performance and as to the market for products or services which may reflect various assumptions made by themanagement of the Company. These assumptions may or may not prove to be correct and no representation is made as to the accuracy ofsuch statements, estimates, projections, predictions and influences. These statements and forecasts involve risk and uncertainty becausethey relate to events and depend on circumstances that will occur in the future. The information and opinions contained in this presentationare subject to change without notice and the Company assumes no responsibility or obligation to update publicly or review any of theforward-looking statements contained herein
• No representation or warranty (expressed or implied) is made as to, and no reliance should be placed on, the fairness, accuracy orcompleteness of the information contained herein. Accordingly neither the Company nor any of its directors or employees will acceptliability whatsoever arising directly or indirectly from the use of this presentation
KISTEFOS OVERVIEW ADVANZIA BANK APPENDIXOTHER PORTFOLIO
COMPANIES FINANCIALS
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Kistefos in brief
Kistefos AS was established in 1998 when Mr. Christen Sveaas merged his various investment vehicles into one company
Kistefos has major investments in financial services, telecommunications, IT, commercial real estate development, logistics, offshore services and various financial investments
Value creation is achieved through financial and industrial expertise in core sectors and active ownership – investments range from start-ups to mature companies and the investment mandate is flexible with respect to horizon and asset classes
Experienced team and strong owner with proven track record in value creation and executing successful transactions across sectors
After successful exits in 2015 and 2016, Kistefos is well positioned to take on new investments which will continue to diversify and strengthen the portfolio
Kistefos’ investment portfolio is mainly focused towards Europe, and is managed from Oslo, Norway
The CompanyChristen Sveaas – Founder, chairman and owner
Founder & owner
Christen Sveaas has more than 35 years of experience with investment companies
Mr. Sveaas has had several board positions for among others Treschow-Fritzøe AS, Stolt-Nielsen AS and Orkla ASA
COB of Anders Sveaas Almennyttige Fond, Vice COB of the Kistefos Museum Foundation, Member of Dean’s Council at Harvard Kennedy School, Member of Tate International Council, Member of Art Basel Global Patrons Council and active within charity
Portfolio value distribution
~NOKbn 6.1
Financials
Logistics & offshore services
TMT
Other
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Company Description Industry Ownership
Advanzia Bank S.A. (“Advanzia”) is a credit card bank based in Luxembourg, offering no-fee credit cards and deposit accounts to customers within the EU. Germany is the main market, additional markets include France, Austria and Luxemburg. Financials
Viking Supply Ships (“VSS”) has world leading expertise in operations in areas with ice and extreme weather conditions.
Offshore services
Western Bulk Chartering (“WBC”) is one of the world’s leading logistics operators in the Handymax and Supramax market.
Logistics
Oslo Airport City was established in 2016 by a consortium of experienced entrepreneurs in real estate and land development by purchasing several prime located land areas in the Gardermoen area outside of Oslo. Built around the previous Kistefos companies of Bergmoen and Gardermoen Forum Real estate
Opplysningen 1881 is the leading Norwegian provider of directory services via phone and SMS.
TMT
Infront offers electronic trading solutions and real-time market data, news and analytics covering over 50 exchanges worldwide.
TMT
Kappa Bioscience develops and sells ultra high purity synthetic vitamin K2 (MK-7).Med. Tech.
Portfolio overview – key direct investments
Oslo Airport City
60.3%
70.4%
73.9%
30%
100%
31.1%
5
58.3%
Portfolio market value reaching in excess of NOK 6 billion
Portfolio values* Comments The charts to the left show the total portfolio market values
and the value adjusted equity (“VAE”) distribution for the investments of Kistefos AS per 30 June 2016
Advanzia valuation is based on a price-to-earnings multiple equal to the average of a peer group consisting of Bank Norwegian, Komplett Bank, Nordax Bank and Resurs Bank as of 30 June 2016, which read a 13.9x on a consensus 2016e basis
The value of the investment in Viking Supply Ships is adjusted according to prevalent vessel broker values relative to book values
Valuation of other portfolio companies are based on internal valuations
After 30 June 2016, significant values has been realized in Phonero and Bergmoen which has increased the financial flexibility, and increased the VAE by NOKm 390
KIST02 bond of net NOKm 668 and a NOKm 300 bank facility brings VAE to NOKbn 5.2 or NOKbn ~5.6 after sale of Phonero and Bergmoen
NOKbn ~6.1Financials
TMT (Telecom./Media/IT)
Other
Gross and net market values (NOKm)
Logistics & Offshore services
~6,100~5,200
668300 390
Portfolio market value KIST02 bond Bank debt Value adjusted equity
6 * Company’s own valuation
Recent realizations – Phonero
Sold to a company controlled by Norvestor V.I. LP, a fund administrated by Norvestor Equity AS
Kistefos had been an active owner in the company since its foundation in 2008 and contributed to both the strategic and operational development of the company
Kistefos received gross proceeds of approx. NOKm 750 for its share, which yielded a net profit of approx. NOKm 680. This resulted in a multiple of cost of 10.7x for Kistefos
NOKm 152 was re-invested in Phonero for a ownership share of 20.1%
Ownership
10.7xMultiple to cost
In November 2016, majority shareholder Norvestor agrees SPA with Telia to sell 100% of the share in Phonero
Kistefos will receive a gross compensation of approx. NOKm 400 which yield a net profit of approx. NOKm 250
Closing depending on final approval from Competition Authority
Multiple to cost of ~2.7x in 11 months
Sale of shares in Phonero – Part I (November 2015) Sale of shares in Phonero – Part II (November 2016)
2015 2016
Sale
Gross proceeds Performance
57%
NOKm 750Ownership
2.7xMultiple
to cost
Gross proceeds Performance
20.1%
Sale
NOKm 400
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Recent realizations – yA Bank, Bergmoen & CNEI
Sale of ownership in CNEI Sale of its ownership in CNEI I &
II, Chinese private equity funds investing in Chinese companies with exposure to domestic growth across a wide range of sectors and industries
The exit timing was ideal - just before the Chinese market turned
Gross proceeds from the sale was NOKm 218, resulting in a net profit of NOKm 32 after tax
CNEI
The sale resulted in gross proceeds of NOKm 461 and a net profit of NOKm 361 for Kistefos. This resulted in a multiple of cost of 6.7x for Kistefos
yA Bank’s profits increased by a factor of 6x during Kistefos’ involvement and push for growth
Sale of shares in yA Bank Sale of shares in Bergmoen/Gardermoen Forum Oslo Airport City was established in October 2016 by
purchasing Bergmoen AS and Gardermoen Forum AS which together owned 850,000 sq.m. of land close to Oslo Airport Gardermoen
Kistefos (through Kistefos Eiendom AS) owned 57% of the two companies
Kistefos received gross proceeds of approx. NOKm 392 for its share, which yielded an accounting gain of NOKm 220 on Group level
NOKm 205 of gross proceeds were paid as shares in Oslo Airport City, which is equivalent to an ownership of 30%
2015 2016
* = multiple calculated including dividend distributions received
Sale Sale Sale
Ownership Gross proceeds PerformanceOwnership Gross proceeds Performance Ownership Gross
proceeds Performance
N/A 29.9%NOKm 218
NOKm 461 NOKm 392
57%1.6x
Multiple to cost
6.7*xMultiple
to cost
1.8xMultiple to cost
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A proven track record of successful exits
Company Kistefos Ownership Exit year Gross Exit value
(Kistefos’ share)Multiple to cost Description
57% 2016 NOKm 392 1.8x Holder of 850,000 sq.m. of land close to Oslo Airport Sold to a consortium of investors with a reinvestment of NOKm 205 for a continued
30% ownership
20% 2016 NOKm 400 2.7x Sold to Telia Company AB Subject to approval from Competition Authority
57% 2015 NOKm 750 10.7x Second largest business telecom provider in the Norwegian market Sold to Norvestor, with re-investment of NOKm 152 for a continued 20.1% ownership
29.9% 2015 NOKm 461 6.7x Provides consumer loans and credit cards to Norwegian clients through a no-branch,
fully digital distribution model Sold to Resurs Bank, yielding a strong return to Kistefos
100% 2015 NOKm 218 1.6x Chinese private equity fund investing in Chinese companies with exposure to domestic growth across a wide range of sectors and industries
100% 2013 NOKm 317 3.7x Sells directory listings and banner advertising on www.1881.no Spin-off from Opplysningen 1881 ultimo 2010 Sold to Amedia AS, yielding strong return to Kistefos
100% 2012 NOKm 140 n/a Owns and operates seven large North Sea barges in the offshore markets for
construction, windmill projects and decommissioning Fleet sold to Ugland Shipping AS, yielding strong return to Kistefos
37% 2010 NOKm 43 1.3x Technology for processing real-time voice and video over IP networks Sold to Google
31% 2010 NOKm 97 ∞* Communication solutions for the enterprise market Acquired by Opplysningen 1881 in November 2009 and merged with Carrot Sold to Herkules Private Equity
70% 2007 NOKm 95 2.5x Telco operator and provider of value-added telecom services Merged into Opplysningen 1881
CNEI
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Advanzia Bank – proving long-term ownership and value creation
Gross loans and net profit (EURm) Growth & profitability Comments
Advanzia Bank is Kistefos’ most important investment
Kistefos has been majority shareholder since 2006 and has been instrumental in the long-term focus and development of the bank
Through active ownership including industry expertise and the right management, Advanzia has managed impressive and consistent value creation through economic cycles
23%2010-LTM CAGR
Active credit cards
26%2010-LTM CAGRCredit card loans
50100
150194
246
327
425
529
642
772
905
-4-8
-6
26
913
21
28
36
25
-20
-10
0
10
20
30
40
50
0
200
400
600
800
1000
2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 Q3'16
Gross loans (EURm) Net profit (EURm)
39%2010-LTM CAGR
Net profit
Q3’16*
10 * Q4 is historically the strongest quarter due to year-end dispositions
Acquisition of TDN Finans in April Acquisition of Six News and Six Edge in October to increase customer base Kistefos has increased its ownership share from 27.7% to 31.4% during 2016
Acquisition of Synthetica in May 2016 Kistefos has increased its ownership share from 54.5% to 58.3% during 2016 Further acquisitions are foreseen in the next twelve months
Obtained CE-marking in June 2016 after several years of clinical trials for its titanium implant solution Following the CE-marking, the company is initiating a commercialization process in selected countries
across Europe
The company had a strategic breakthrough in 2016 when the American company VASCO Data Security International Inc. (Nasdaq: VDSI) came in as a minority shareholder in the company
Focus on industrial development through active ownership...
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…while significantly de-risking shipping and offshore exposure
Company Key developments in 2016 Main terms – new capital
February: Kistefos purchased Western Bulk Chartering in a competitive bidding process
March: Bulk Invest ASA filed for bankruptcy
June/September: Offering of share subscription to former minority shareholders in Bulk Invest ASA
Continuous challenging market in 2H16
Equity issue of USDm 22 in 2016 of which Kistefos has contributed with USDm 12
Change of bond issuer to WBC from Kistefos Equity Operations AS
February: Stand-still agreement with banks
May: Long-term financing platform agreed with banks
September: Bondholders approve proposed plan
November: Concluded on an agreement with the bankruptcy estate of Norseman Offshore and new owners of Odin Viking
December: Estimated timing for equity issue and final approval of plan
Amortizations on bank facilities of in total USDm 215 extended until 31 March 2020
Bank covenant amendments providing ample room for operations in the prevailing market conditions
Redemption of 50% of the bonds in cash @ 35% of par
Remaining 50% of the bonds converted to shares in the listed parent company Viking Supply Ships AB (“VSS AB”) @55% of par (@ SEK 1.5/share)
Debt reduction of USDm ~50 in VSS AB
Contemplated equity issue of USDm min. 25.2 in VSS AB with Kistefos subscribing for at least its pro-rata portion
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Strong sector competence and a flexible, pragmatic approach…
Flexible investment mandate
Realizationsof values
Strong sector competence
Active investment management
Investment decisions
Focus on sectors with industry expertise and on keeping a diversified portfolio
Kistefos acts as an industrial investor, developing new platforms which gives opportunities for attractive bolt-on acquisitions
Investing in companies from early to mature stages as well as in turn-around cases
Opportunistic and pragmatic approach – flexible mandate with regards to industry exposure and investment period
Focus on securing a mix of cash flow generating investments and high potential investments
Prefers controlling stake in investments to drive industrial development
Active engagement through board representation with strong focus on both operational and strategic activities
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2013 2014 2015 H12016
…has given a strong track record of value creation…
Value adjusted equity development (NOKbn)* Comments
Strong value generation and realization in 2015 significantly increased the VAE
Both positive and negative development on individual assets, but the overall portfolio developed positively
“Flat” value creation in H1 2016, with a continued positive development in Advanzia Bank, whilst the bankruptcy in Bulk Invest has negatively impacted the VAE
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CAGR 24%
3.43.9
5.2 5.2
* Company’s own valuation
5678
37 45
30
179
87110
198
72
66
8
13
46
2013 2014 2015 Q3'16 YTDOpplysningen 1881 Advanzia Western Bulk Viking Supply Ships Phonero
…expressed by NOKbn 1.2 in dividends received since 2013…
Dividend history – portfolio companies (NOKm) Comments
Advanzia has become the most important source of dividends, contributing NOKm 110 to Kistefos in 2016 as of Q3, and NOKm ~400 since 2013
Levering its strong and consistent cash conversion, Opplysningen 1881 has been and remains another important liquidity source for Kistefos
Since 2011, Western Bulk and Viking Supply Ships have contributed with NOKm 400 in dividends
Average NOKm ~260 p.a.
292
342
236
155
15
…as well as realizing investments for NOKbn 2.7…
Realized investments (NOKm) Comments
Divestments of NOKbn ~2.7 since 2013 within IT/telecom, shipping & offshore, finance and real estate
Strong cash flow generation in 2015 utilized to repay debt at maturity
In addition, Phonero exit announced in November 2016 will further strengthen liquidity (subject to approval from NCA)
317610 631
2 0732 332
2 732
27321
750
187
400
461
218
2013 2014 2015 Q3'16 YTD 2017e SUM
CNEI
16
Sale of Phonero (2017e)
497332 300
200
614668
668
668
328
392
2013 2014 2015 H1'16KIST01 KIST02 KIST03 Bank
…using proceeds towards significant deleveraging
Outstanding debt in Kistefos AS (NOKm) Comments
Kistefos has reduced total bank and bond debt from NOKm 1,439 in 2013 to NOKm 968 as of H1 2016
KIST01 and KIST03 were repaid at maturity
Outstanding under KIST02 is NOKm 668, net of treasury bonds
NOKm 300 bank financing (to be reduced to NOKm 200 in December) is debt in a subsidiary with share pledge in Advanzia Bank and guarantee from Kistefos AS
1,439
1,592
668
968
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KISTEFOS OVERVIEW ADVANZIA BANK APPENDIXOTHER PORTFOLIO COMPANIES FINANCIALS
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50 100 150 194 246327
425529
642772
905
2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 Q3'16Gross loan balance (EURm)
Advanzia Bank – a growth story based on strong management and ownership
Advanzia Bank S.A. (“Advanzia”) is a Luxembourg based virtual bank, with no branches, offering no-fee credit cards and deposit accounts to customers through a pure digital distribution model
Advanzia has an EU cross-border banking license with current activity in Luxembourg, Germany, France and Austria
Advanzia was founded in 2005, the founders had a great track record from Bankia Bank (acquired by Santander early 2005) where Kistefos was a leading shareholder and driving force
Advanzia’s scalable platform secures stable operating costs – coupled with strong loan growth, this has allowed for high profitability and increasing return on equity
The Bank’s growth in Germany is superior compared to the general market growth and the bank has become the largest issuer of revolving MasterCard credit cards in the country
Company description Ownership overview
60,3%
7,8%4,9%
15,0%
12,0%
Kistefos
Skips AS Tudor (Wilhelmsen)
Sundt AS
Founders
Seed investors and other
Advanzia Bank
commences banking
operations
Advanzia enters France
Advanzia enters Austria
Advanzia managed well through the financial crisis,
while lowering funding costs
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565,800 active good credit card customers
Present since 2006
A snapshot of Advanzia Bank S.A.
HQ
598kActive credit
cards
20,800 active good credit card customers
Present since 2012
11,400 active good credit card customers
Present since 2015
EURm 905Gross loan
balance
EUR ~1,370
Avg. outstanding
18%Credit card
yield
EUR ~4,350
Avg. credit limit
36%Cost/Income
ratio
37%ROE
13.0%Tier1 ratio
Size
Risk
Perf
orm
ance
Solid
ity
Key figures (Q3’16/YTD)
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Advanzia credit highlights
Low-risk business model
Long track record & solid market
standing
Within consumer finance, the credit card business represents low risk as debt maturities revolve on a monthly basis with a relatively low average credit limit per customer of EUR ~4,350
Solely focusing on credit cards, Advanzia operates a low-risk business model spread on ~598k active non-delinquent credit card customers each representing only EUR ~1,370 in average loan balance
Advanced and proprietary scorecard model for granting revolving credit monitors and controls risk day-to-day
Advanzia Bank has a ten year track record within credit cards, and managed well through the financial crisis in 2008/09 with a positive net profit from 2009 and onwards
Advanzia is the market leader in Germany, and is gaining market share in Austria at a responsible pace –macroeconomic data in the key German market show fairly stable unemployment and GDP figures
Annual growth rates of 20-30% over the past 4-5 years proves a controlled and responsible growth strategy –further growth is supported by both Germany as well as new markets
Stellar financials
Impressive financials regarding both nominal figures and stability over a long period, with an ROE increasing from 26% in 2012 to ~48% in 2015 and a stable cost-income ratio of ~35% proving an efficient operation
Credit card yield has been stable at ~18% for several years, while the funding cost has fallen below 1%
Stable total loan losses of ~5% (4.7% as of YE 2015) has been targeted and reached since 2012 as an optimal risk/reward – balance sheet remains healthy with 15.0% Tier1 ratio as of YE 2015 and 13.0% as of Q3’16
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Stellar financial history of controlled and profitable growth
Key financial figures Comments Advanzia has delivered strong growth
combined with high margins and profitability, while maintaining a strong balance sheet
Strong growth figures with a CAGR of ~23% for gross loans, ~26% for NII and ~29% for net profit since Q3 2012
High customer acquisition costs implies higher potential underlying profits, as CAC can be cut to boost profits significantly
High and stable credit cards yield of ~18% and falling funding costs
Low cost/income in the mid 30s, Tier 1 capital ratio is at 13.0% as of Q3’16
Advanzia paid dividends of EURm 16 in 2015 and has as of Q3 paid a total of EURm 19.5 in dividends in 2016
Deposits are the primary source of funding and are precisely adjusted according to prevalent liquidity needs
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425 529 642 772 905
30%24% 21% 20% 21%
0%
10%
20%
30%
40%
0
500
1000
2012 2013 2014 2015 Q3'16Gross loans (EURm) Gross loans growth (%)
Active cards and deposit customers Gross loans & growth (YoY)
Net interest income & margins Profitability
Cost/income Capital adequacy
320 372 433 509598
23 24 25 27 30
2012 2013 2014 2015 Q3'16Credit card customers ('000) Deposit customers ('000)
54 72 91111 128
18,4% 18,4% 18,2% 18,1% 18.0%
13,0%
15,0%
17,0%
19,0%
0
50
100
150
200
2012 2013 2014 2015 Q3'16
NII (EURm) Credit card yield
1321 28
36 37
8 11 13 15 20
26,2%34,3%
39,5%47,5%
42,7%
15,0%
25,0%
35,0%
45,0%
55,0%
0
10
20
30
40
2012 2013 2014 2015 2016 YTDNet profit (EURm)Customer acquisition costROE
37,0%34,2%
32,0%33,6% 33,7%
2012 2013 2014 2015 Q3'16Cost/income
15,6% 16,1%12,2%
15,0%13,0%
2012 2013 2014 2015 Q3'16Tier 1 cap. Ratio (ex. int. profit)
(LTM)Q3’16 (LTM)
Q3’16 (LTM)
7,5
77,9
35,0
15,9
19,5
2013 2014 2015 Q3'16 YTD 2013-2016YTD
Significant dividend payments over the past years
Dividend history (EURm) Comments
Since 2013, Advanzia has paid nearly EURm 80 in dividends, of which Kistefos has received ~60.3%
Advanzia is now the key source of dividend for Kistefos, and is able to pay ample dividends through the bank’s stable and profitable growth profile
Through majority ownership, Kistefos has control over the dividend policy and annual distributions
Advanzia is well positioned to deliver significant dividends the coming years
35%
126%
45%
% of net profit
23
78%
Favorable growth drivers and high pricing in the sector
11.7
15.1
13.0
19.4
11.311.7
11.2
12.0
13.214.0
15.615.0
23.7
SkandiabankenDNB
TF BankHandelsbankenNordaxBank NorwegianKomplett BankCollector
NordeaResursSEBSwedbank
Danske Bank
P/E ‘16E
0.01.02.03.04.05.06.07.08.09.0
5% 10% 15% 20% 25% 30% 35% 40%
P/B ’15E
ROE15
High sector valuation…1
…and high ROE support underlying values
Advanzia – key value driving considerations
Strong track record with a proven business model allowing for scalability and flexibility
Unique growth position in core markets, creating basis for future profits
Robust profitability creating high risk-absorption – high net interest margin, low market risk, cost-efficient operations and stable credit quality
Resilient balance sheet with solid deposit cover ratio, equity level and loan loss allowance coverage
Solid credit practices and a sophisticated risk management framework with effective credit risk models and bad-debt collection procedures
Favorable legal environment protects creditors and supports high loan recovery rates
High quality and committed management team
Ideal footprint for expansion: portable USP & systems, scalable processes, business diversification, and low costs
Advanzia 47.5% ROE (2015)
Consumer banks:Average P/E’16
16.5
1 P/E from Factset as of 10/11/2016
Wholesale/saving banks:Average P/E’16
12.6
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KISTEFOS OVERVIEW ADVANZIA BANK APPENDIXOTHER PORTFOLIO COMPANIES FINANCIALS
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Western Bulk Chartering
Company description Key financials
Western Bulk Chartering AS (“WBC”) is an asset-light and trading oriented dry bulk operator, using its shipping experience, customer relationships, market intelligence and trading skills to generate a margin from a high-volume activity
The group provides vessels and transportation services for commodity producers, consumers and traders world-wide, while providing employment for vessel owners. The division currently operates a fleet between 130-150 vessels
WBC has over the last years delivered solid results despite the adverse market conditions. However, 2016 has been challenging, the decline was partially caused by the negative effects on WBC’s business from the Bulk Invest ASA bankruptcy, and partially by the difficult market with fewer opportunities for profitable spot business
WBC became a wholly owned subsidiary of Kistefos in February 2016. In June 2016, the company executed a private placement towards previous shareholders in Bulk Invest. In September the remaining shareholders in Bulk Invest ASA was given the opportunity to buy shares through a repair offering, in total USDm 22 in new equity was raised through these two equity issues
WBC had an equity position of USDm 16 in Q216, while the equity covenant of USDm 15 in the bond loan is applicable from 1.1.2017. Performance in H216 is expected to contribute negatively to the equity position at year-end 2016. WBC is assessing alternatives for addressing the situation
USDm* 2014 2015 H12016Revenues 1 289 989 295Net TC 26,2 44,5 0,9EBITDA -8,8 9,1 -10,5Adjusted net result -11,7 7,2 -10,4
Total assets 198 117 87Book equity 67 47 16
Ojada 8,1%
Other 18,0%
Kistefos 73,9%
* Adjusted: excluding certain one-off adjustments ( see page 3 in WBC’s Q2 report for further details)
Ownership structure
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Viking Supply Ships A/S
Company description Key financials
Viking Supply Ships (“VSS”) has world leading expertise in operations in areas with ice and extreme weather conditions
VSS owns three AHTS ice-breakers and four AHTS ice class vessels customized for operations in harsh and icy environments
In addition the company owns five PSVs and one regular AHTS on long term bareboat charter all of which are laid up due to the market conditions within the offshore services sector
In 2015 and 2016, the book value on the fleet of five PSVs has been written down by NOKm 410
During H2 2015 and 2016, VSS has been adversely affected by the worsening market for offshore supply vessels, and has entered into several agreements to strengthen its balance sheet:− Long-term financing platform agreed with its senior lenders
− Agreement with Bondholders in place
− Agreement with the bankruptcy estate of Norseman Offshore and new owners of Odin Viking in place
− Equity issue and final approval of restructuring plan expected in December
VSS anticipates the general offshore market to remain weak through 2017. There is however positive indications that the activity level within VSS core areas as the Barents Sea and Canada will increase, which will be of significant importance for VSS.
USDm 2012 2013 2014 2015 YTD per Q32016
Revenue 154 171 276 132 82EBITDA 34 51 114 35 26Profit after tax -27 -9 46 -42 -27
Total assets 748 691 632 467 444Book equity 304 283 272 175 152Equity ratio 41% 41% 43% 38% 34%
Lindén Urnes Jenny; 5,6%
Folke Patriksson; 3,5%
Ernström Finans AB; 2,8%
Others; 17,7%
Kistefos *; 70,4%
*Ownership Indirectly through Viking Invest AS
Ownership structure
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Opplysningen 1881
Company description Key financials
Opplysningen 1881 is the leading Norwegian provider of directory services via phone and SMS
The company is wholly owned by Kistefos
Opplysningen continues to deliver strong cash conversion and provide Kistefos with solid annual dividends
Volumes are declining as expected and in line with the general market conditions for its services
Initiatives are undertaken to provide new services in order to capitalize on one of the strongest Norwegian brands
Opplysningen launched “Opplysningen Eksperthjelp” in 2014 which offers expert services from lawyers, medical doctors and veterinarians via telephone and email
NOKm 2011 2012 2013 2014 2015* H12016
Revenue 480 444 421 344 291 138EBITDA 158 143 165 112 94 44EBITDA margin (%) 32.9 32.2 39.2 32.6 32.3 31.9Profit after tax* 90 91 111 73 45 16
* For 2015, profit after tax, equity and total assets are affected by the merger between Opplysningen 1881 AS and its parent company Telecom Holding AS. The merger resulted in the booking of intangible assets in Opplysningen with corresponding, non-cash effect, depreciations.
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Infront
Company description Key financials
Infront offers electronic trading solutions and real-time market data, news and analytics covering over 50 exchanges worldwide
The company is a supplier to more than 100 European banks, brokerage firms and exchanges
In April 2016, Infront acquired TDN Finans, a real-time supplier of financial news in Norway
In October 2016 Infront announced an extensive agreement with Six Financial Information, where Infront will gradually take over Six’s terminal users and news agency customers in the Nordics
Through the agreement with Six, Infront is well positioned to further grow revenues, while also reducing data costs
NOKm 2011 2012 2013 2014 2015
Revenue 188 169 171 182 193EBITDA 44 30 27 28 25Profit after tax 31 15 7 9 6
29
Ownership structure
Kistefos; 31,4%
Morten Lindeman;
29,8%
Kristian Nesbak; 28,9%
Others; 9,8%
Oslo Airport City
Company description Ownership structure
Oslo Airport City controls approximately 850,000 sq.m. of land for commercial property development purposes, next to Oslo Airport Gardermoen (OSL)
Oslo Airport City has partnered up with Vedal, one of Norway’s leading commercial developers, which will be responsible for the development and completion of future projects
Commercial properties will include a mix of office space, hotels/conference centers as well as logistic properties in separate areas
The first project is expected to be initiated within the next 3 years
Due to its location, increasing traffic figures and expansion plans, we expect OSL to attract a number of commercial players to Oslo Airport City over the next years
Others70,0 %
Kistefos30,0 %
30
Company Description Ownership
Kappa Bioscience develops and sells ultra high purity synthetic vitamin K2 (MK-7) With its strong positions in the U.S. and Europe, Kappa focuses on the worldwide food supplement and fortified
food markets in addition to potentially entering the pharmacy segment In 2016, Kappa Bioscience acquired Synthetica, a contract research company which develops new chemical
production processes for various companies Kappa Bioscience is now looking into further strengthening its position on the distribution side by making another
bolt-on acquisition
Promon is a “cyber security” company that develops and sells application security software in the B2B market Promon’s patented method for proactively detecting and blocking security threats enables protection of
applications and data on any potentially unsafe or unprotected device in any location In 2016, the company had a strategic break-through when the American company VASCO Data Security
International Inc. (Nasdaq: VDSI) came in as a minority investor
The operations of TransAtlantic comprises mainly of shipping services in the Baltic Sea and Northern Europe TransAtlantic has during 2016 divested three vessels The company now owns one vessel and have nine vessels on bareboat charters
Atex is a global software supplier (content management) to the media industry, headquartered in the UK and with major offices in Sweden, Italy and Australia
Atex generated revenues of USDm 24 in 2015 Atex delivered USDm 3,3 of positive EBITDA in 2015 and is also expected to deliver positive EBITDA in 2016 Kistefos will consider to divest its investment in 2017
The San Francisco based company provides cloud based phone services that adds a second line to mobile phones, tablets and computers with the simplicity of an app
OstomyCure is a Medical Technology company that has developed a revolutionary technology involving a titanium implant solution with lid which is intended to replace conventional ileostomies
OstomyCure’s technology called the TIES system (Transcutaneous Implant Evacuation System), received CE marking in June 2016
The company addresses a market which is estimated at USDm 2,000 per year
Portfolio overview – direct investments
58.3%
31.5%
70.4%
85.3%
47.1%
66.6%
31
KISTEFOS OVERVIEW ADVANZIA BANK APPENDIXOTHER PORTFOLIO COMPANIES FINANCIALS
32
Kistefos AS – significant deleveraging over the past years
Key financials – Kistefos AS Comments
H1 2016 significantly impacted by the bankruptcy in Bulk Invest, with an impact of NOKm -136 on a parent level
NOKbn 1.2 in aggregated net income/equity contribution since 2013
Solid balance sheet with robust credit metrics; 12% net interest-bearing debt to total assets and 67% book equity ratio as of H1 2016
Key credit metrics
33
46% 47%
59%67%
30% 32%
9% 12%
2013 2014 2015 H1 2016Book equity ratio NIBD/total assets
P&L (NOKm) 2013 2014 2015 H1 2016OPERATING RESULT -64 -68 -87 -54Income from sub's and ass. companies 355 161 955 0Net gains/value change (losses) 50 36 13 -136Net interest -104 -121 -117 -36Other financial 2 190 91 55Net income 258 220 873 -158
Balance sheet (NOKm) 2013 2014 2015 H1 2016Investments in subsidiaries 1,925 2,586 2,309 2,174Total fixed assets 2,549 2,783 2,376 2,501Total stock-in-trade and receivables 250 134 944 92Shares and other financial instruments 784 827 580 612Cash and cash equivalents 288 267 287 242TOTAL ASSETS 3,871 4,011 4,187 3,447Total equity 1,780 1,874 2,472 2,314Interest-bearing debt 1,439 1,552 668 668Non-interest-bearing debt 652 585 1,048 466
Key ratios and metricsBook equity ratio 46% 47% 59% 67%Market adjusted equity 4,700Market adjusted equity ratio 80%IBD/total assets 37% 39% 16% 19%NIBD/total assets 30% 32% 9% 12%
Kistefos Group – deleveraging and strong financials
Key financials – group consolidated Comments
H1 2016 significantly impacted by the bankruptcy in Bulk Invest, with an impact of NOKm -280 on a group level
Western Bulk Chartering impacted by challenging market and the bankruptcy in Bulk Invest
VSS negatively impacted by offshore supply market but financial restructuring now in process of being concluded –write downs of PSV vessels of NOKm 143 in H1 2016
Positive development in un-consolidated group companies
Key credit metrics
29%26%
35% 33%37% 36%
32%
27%
2013 2014 2015 H1 2016Book equity ratio NIBD/total assets
*Advanzia Bank S.A. is currently not consolidated in the group accounts, but will be consolidated in the future.
P&L (NOKm) 2013 2014 2015 H1 2016Total operating income 10,488 12,120 12,241 3,095EBITDA 635 714 973 -321EBIT 304 515 560 -565Net interest -310 -290 -252 -96Other financial -228 31 314 43Net income -317 253 557 -616
Balance sheet (NOKm) 2013 2014 2015 H1 2016Total tangible fixed assets 4,058 4,231 4,222 3,672Total fixed assets 4,788 5,489 5,273 4,457Cash and cash equivalents 1,392 1,521 980 775TOTAL ASSETS 8,625 10,005 8,396 7,085Total equity 2,533 2,628 2,908 2,331Interest-bearing debt 4,563 5,173 3,701 2,685Non-interest-bearing debt 1,530 2,204 1,787 2,070
Key ratios and metricsBook equity ratio 29% 26% 35% 33%IBD/total assets 53% 52% 44% 38%NIBD/total assets 37% 36% 32% 27%
34
KISTEFOS OVERVIEW ADVANZIA BANK APPENDIXOTHER PORTFOLIO COMPANIES FINANCIALS
35
Simplified legal structure
70.4% 73,9% 30%
100% 100%
100% 31.1%
100% 60.3%
20.1%
100%
100%100%
Not consolidated in the Kistefos Group
Consolidated in the Kistefos Group
100%
Kistefos AS
Viking Supply Ships
AB
Viking Supply
Ships A/S
Kistefos Equity
Holdings AS
Kistefos Eiendom AS
Oslo Airport City
Kistefos Venture
Capital AS
Opplysningen 1881 AS
Advanzia Holding AS
Advanzia Bank S.A.
Viking Invest AS
Infront ASTelecom
Holding 1 AS
Phonero AS
Trans-Atlantic AB
Western Bulk
CharteringAS
100%
Kistefos Equity
Operations AS
Other
36 * Phonero AS is sold subject to to approval from Competition Authorities
Debt overview
70.4%
73,9%
100%
100%
100%
100%
100%Debt: NOKm 667.5 bond, net
Kistefos AS
Viking Supply Ships
AB
Viking Supply
Ships A/S
Kistefos Equity
Holdings AS
Kistefos Venture
Capital AS
Opplysningen 1881 AS
Advanzia Holding AS
Viking Invest AS
Western Bulk
CharteringAS
100%
Kistefos Equity
Operations AS
Total NOKm 200m total debt following placement of the bond• Term loan maturing in April-18• Share pledge in Advanzia Bank shares• Distribution restrictions (allowing up to EUR 25m p.a.) • Additional NOKm 300 committed as support of the KIST02 refinancing, giving
a potential total facility of NOKm 500, pending certain conditions• Guarantee from Kistefos AS
100% Total NOKm 140m of debt• «Soft» guarantee from Kistefos AS
Total USDm 32 of debt• NOKm 300 unsecured bond loan, maturing in April
2019• Bank credit facility of USDm 6, undrawn as of
30.6.2016. Secured with a pledge over WB’s account receivables and bank accounts and a guarantee from Kistefos AS
Total USDm 261.5 of debt• Bank facilities of USDm 215 maturing in March 2020• USDm 22.6 in other short-term debt to credit
institutions• Outstanding bond debt of USDm 23.9, which is
currently being restructured. Please see slide 16 for more information
100%
37
Kistefos Board of Directors
Christen Sveaas Executive Chairman and
Owner of Kistefos AS
Christen Sveaas is the founder and sole owner of Kistefos
Mr. Sveaas has held several board positions including chairman of the Board at Treschow-Fritzøe AS, Board member of Stolt-Nielsen SA (NYSE listed), Orkla ASA, SkipsKredittforeningen AS, Vestenfjeldske Bykreditt AS, Tschudi & Eitzen Shipping AS, and he has served as senior advisor to EQT, Stockholm, Sweden
Mr. Sveaas is presently Executive Chairman of Kistefos AS and A/S Kistefos Træsliberi, Vice Chairman of the board of The Kistefos Museum Foundation and Chairman of Anders Sveaas' Allmennyttige Fond, a Norwegian charitable foundation. He is member of Dean's Council’s Executive Committee, Harvard Kennedy School, Boston, USA
Mr. Sveaas is educated at University of St. Gallen, Switzerland. Lic. Oec. HSG; equivalent to an MBA
Erik WahlstrømMember since 1989
Member of the Board since 1989
Erik Wahlstrøm has practiced law since 1976, served as member of several public law commissions, lectured in tax-law and published several publications. He has previously been chairman of the Norwegian Shareholder Association and the Norwegian Taxpayer Association.
Mr. Wahlstrøm is the chairman of the Kistefos-Museum and serves as member of board of AS Kistefos Træsliberi and Anders Sveaas' Allmennyttige Fond a Norwegian charitable foundation
Tom RuudMember since 2010
Tom Ruud served as CEO of Kistefos Group for the period 2013-2015. Before joining Kistefos Ruud was a member of the Group Executive management of the Umoe Group. Prior to that Ruud was a member of the Group Executive management of Nordea bank AB in Stockholm, the largest Nordic financial services group. Before that Ruud was the Group President and CEO of Kreditkassen and Group President and CEO of Aker Norcem, both major listed Norwegian companies at that time. Ruud has been chairman or board member in a large number of listed and private companies and organizations both in Norway and internationally over the past 30 years. Tom Ruud is currently a Board Member of Kistefos AS and Advanzia Bank S.A.
Tom Ruud is a Civil Engineer from Norwegian University of Science and Technology (1974)
Member of the Board since 2011• Martin Reimers is a Professor in Applied Mathematics at the University of Oslo (UiO). He was educated at the Norwegian University of Science and Technology (NTNU) and
at the University of California, Berkeley. He holds an MSc (Sivilingeniør) degree in Industrial Mathematics and a PhD in Applied Mathematics from UiO. Dr. Reimers has worked in applied mathematics and computer science since 1996; as a research scientist at SINTEF, as a senior research scientist at the Norwegian startup-company SimSurgery AS and as a Professor at the Centre of Mathematics for Applications (CMA), a Centre of Excellence at the UiO. He is currently a Professor at the Department of Mathematics at UiO, and chairman of the board of Fridtjof Eiendom AS, a privately held real estate company.
Martin ReimersBoD member since 2011
Member of the Board since 2014
Ragnhild Wiborg has over 30 years of experience from the financial markets and has an extensive network both within the international and Nordic business communities. She is non-executive director of several Nordic Stock Exchange listed companies; RECSilicon ASA, Borregaard ASA, Gränges AB, Intrum Justitia AB, Skandiabanken ASA, EAM Solar and I.M. Skaugen ASA. Ms. Wiborg was previously partner, owner and fund manager in Consepio, Wiborg Kapitalförvaltning, CIO and portfolio manager in Odin Fund Management and has held several positions within Investment Banking in the Nordic and UK capital markets; Pareto Securities, ABGSundal&Collier, First Chicago (now JPMorgan) and Scandinavian Bank (now SEB)
Ragnhild Wiborg has a Bachelor in Economics and International Business from Stockholm School of Economics and Business Administration and Masterstudies from Fundacao Getulio Vargas (Sao Paulo, Brazil) She has also studied French and Political Science at the Sorbonne University
Ragnhild WiborgBoD member since 2014
38
Management & key investment team
Bengt A. RemCEO
Prior to joining Kistefos in 2015, Bengt A. Rem was CEO in Arctic Partners. His previous experience includes Executive Vice President & CFO as well as other leading positions in the industrial investment company Aker ASA, Head of the Department Responsible for Financial Instruments on the Oslo Stock Exchange and state authorized accountant in Arthur Andersen & Co
Mr. Rem holds a Master of Science in Business Administration and Finance from the Norwegian Business School (BI) and is a state authorized public accountant from the Norwegian School of Economics and Business Administration (NHH)
Mr. Rem represents Kistefos on the following boards: Advanzia Bank S.A., Viking Supply Ships AB, Western Bulk Chartering AS and Bergmoen AS
Tone H. BachkeCFO
Erik BorgenInvestment Director
Gunnar JacobsenInvestment Director
Prior to joining Kistefos as CFO in May 2015, Tone Bachke was CFO & Head of Staff at Fjords Processing, a portfolio company of the Norway-based oil-services investment company Akastor. Her previous experience includes 12 years in leading positions in the oil service company Aker Solutions, Analyst at DnB and Norske Conoco AS
Mrs. Bachke holds an MSc from the Norwegian School of Economics and Business Administration (NHH)
Mrs. Bachke represents Kistefos on the following board: Bergmoen AS and Gardermoen Forum AS
Mrs. Bachke has accepted another assignment outside Kistefos and will leave the company early 2017
Prior to joining Kistefos, Mr. Jacobsen was CEO of BlueCom, a Norwegian telecommunications company targeting primarily the residential market. His previous experience includes senior project management in Catch Communications, and different roles in Telenor
Mr. Jacobsen holds a Master of Science in Marketing and Management and a Master in Corporate Finance from the Norwegian School of Management (BI)
Mr. Jacobsen represents Kistefos AS on the following boards: Phonero AS, Opplysningen 1881 AS, Kappa AS, Atex Group, Infront AS, Direkt AB, Alliance Venture Spring
Prior to joining Kistefos in 2016, Mr. Borgen was a partner at the private equity firm HitecVision. His previous experience includes partner at Arctic Securities AS as well as other positions in leading global Investment Banking firms like Morgan Stanley and Perella Weinberg Partners.
Mr. Borgen holds an MSc in finance from the Norwegian School of Economics (NHH).
Mr. Borgen represents Kistefos on the following boards: Western Bulk Chartering AS, Viking Supply Ships AB, and Rognkallen AS
39
Advanzia Bank – management
Mark Hentgen (56) CEO
Previously, CEO of Fortis Consumer Finance Germany and MD at Von Essen Bank and General Manager BGL-Fortis Luxembourg; retail & commercial banking
28 years of financial services experience, whereof 10 in consumer finance
Employed in Advanzia since 2007
Tor Erland Fyksen (51)
Chief Risk Officer / Co-Founder
Co-founder, VP Operations of Bankia Bank ASA, Norway; Bankia was later sold to Santander Group and former VP Procurement Kværner Hydro, later sold to GE
27 years of international business experience within consumer finance/oil&gas/hydro power/media/consulting
Employed in Advanzia since inception (2005)
Previously, IT consultant for several German Companies
IT consultant – Quality Assurance and Project Management
19 years of IT services experience
Employed in Advanzia since April 2008
Georg Sanner (49) Chief
Operating Officer
David Voss (40) Chief Marketing
Officer
Pieter Verhoeckx (50) Chief
Customer Officer
Previously, Director at Lufthansa Airplus, responsible for credit cards and global bank partnerships
Management positions, UK and multinational credit cards, at GE Capital Bank
16 years of financial services experience
Employed in Advanzia since April 2014
Previously, Customers Relations Manager at Fortis Bank in Holland & Germany and Branch Manager positions within Fortis Bank Netherlands and Fortis Insurance
22 years of financial services experience
Employed in Advanzia since May 2008
Patrick Thilges (38)CFO
Previously controller at Arcelor Mittal and various finance positions within Advanzia
Took over as CFO from founder Eirik Holtedahl on the 15th of August, previous position in Advanzia as Senior Country Manager France
Employed in Advanzia since 2007
40
Advanzia:Offerings comprising both proprietary and partnership cards
Product area Product Countries Customers / partners (Q2’16) Marketing Awards / examples
Direct-to-customerCredit Cards
Zero feeGold-branded credit cards
Revolving credit~481,000 active
Internet direct and via affiliates/partnersEmail marketing
Handelsblatt Top Traveller Card
Börse Online specialist award
B2B Partner Cards Co-brand and white label credit card partnerships
~117,000 active140 partners
Online and offline via partners
Drivango,fluege.de,
E.ON
Consumer Deposits Competitive EUR deposit accounts for consumers
30,000 active(65,000 clients)
Internet direct and comparison sites
Stiftung Warentest award for permanently good offer
Professional Card Services
Complete card issuance, processing and servicing
solution
15 partners(since launch mid 2014) N/A N/A
41
P&L – Kistefos Group and Kistefos AS
Income Statement GROUP ISSUERNOK 1,000 2011 2012 2013 2014 2015 1H 2016 2011 2012 2013 2014 2015 1H 2016OPERATING INCOMEIncome 8,512,419 9,506,085 10,103,167 11,693,097 11,507,248 3,305,534 0 0 0 0 0 0Gain on disposal of fixed assets 14,177 77,066 0 10,321 682,419 -219,156 0 0 0 0 0 -32Other operating income 550,549 693,439 384,818 416,508 51,627 8,953 0 27,818 7,598 8,423 2,225 1,544Total operating income 9,077,145 10,276,590 10,487,985 12,119,926 12,241,294 3,095,332 0 27,818 7,598 8,423 2,225 1,513
OPERATING EXPENSESCost of goods 98,883 138,268 115,253 429,655 667,114 34,251 0 0 0 0 0 0Wages and salaries 510,883 579,023 522,327 533,716 575,538 174,642 47,644 37,484 46,753 47,444 55,720 35,599Operating expenses ships and barges 7,659,756 8,527,349 8,833,648 10,037,605 9,633,242 3,064,252 0 0 0 0 0 0Depreciation of fixed and intangible assets 398,362 250,826 331,167 198,965 412,727 243,126 175 110 75 72 574 356Other operating expenses 465,213 535,306 381,841 405,312 392,565 143,620 29,683 34,702 24,673 28,837 32,940 19,502Total operating expenses 9,133,097 10,030,772 10,184,236 11,605,253 11,681,185 3,659,890 77,502 72,296 71,501 76,354 89,235 55,457
OPERATING RESULT -55,952 245,819 303,749 514,673 560,109 -564,559 -77,502 -44,478 -63,903 -67,931 -87,010 -53,944
FINANCIAL INCOME AND EXPENSES
Income from investments in subsidiaries and associated comp. -13,419 7,249 1,001 -4,943 -51,308 0 -14,469 210,494 354,507 160,733 954,648 -268
Interest received from group companies 0 0 0 0 191 0 27,187 18,356 66,896 20,211 2,950 3,721Other interest received 18,651 18,857 20,158 17,575 23,728 10,797 11,089 5,569 6,271 3,472 3,027 -427Net gains (losses) on shares and other financial instruments -133,663 -9,136 3,247 -37,326 347,101 -448 -129,438 72,139 331,141 36,616 310,213 18Other financial income 44,481 78,731 126,815 285,863 203,406 139,546 14,852 87,309 34,014 198,199 99,245 59,906Change in value of shares and other financial instruments -25,307 -1,971 -266,780 2,801 -2,352 0 0 -6,497 -280,780 -660 -296,826 -135,577Interest paid to group companies 0 0 -10,376 0 0 0 -83,839 -72,572 -52,047 -12,734 -12,318 -9,640Other interest expenses -198,538 -317,055 -319,426 -307,360 -276,295 -107,043 -82,957 -115,044 -125,303 -131,885 -110,717 -29,689Other financial expenses -82,596 -75,257 -92,160 -215,621 -183,261 -95,425 -19,776 -10,603 -31,569 -7,854 -8,406 -2,815Net financial income / (expenses) -390,391 -298,581 -537,521 -259,011 61,209 -53,135 -277,352 189,151 303,129 266,098 941,816 -116,771
Operating result before tax -446,343 -52,763 -233,772 255,662 621,318 -617,694 -354,854 144,673 239,226 198,167 854,807 -170,716Tax 58,833 -40,035 -83,624 -2,787 -64,001 1,699 61,507 -9,057 18,873 22,136 18,085 12,747
NET INCOME -387,509 -92,798 -317,396 252,875 557,317 -615,995 -293,347 135,616 258,099 220,303 872,891 -157,968Minority’s share of net income -147,547 -121,678 -115,791 24,612 -183,770Majority’s share of net income -239,962 28,880 -201,605 228,263 741,087
42
Assets – Kistefos Group and Kistefos AS
Balance sheet (Assets) GROUP ISSUER
NOK 1,000 2011 2012 2013 2014 2015 1H 2016 2011 2012 2013 2014 2015 1H 2016FIXED ASSETSDeferred tax assets 82,873 97,076 55,495 68,225 25,447 51,400 0 0 0 2,421 6,607 19,354Goodwill (badwill) -188,917 -147,492 -125,113 69,132 -36,112 18,162 0 0 0 0 0 0Other intangible assets 668,458 638,091 440,165 595,279 343,322 324,733 0 0 0 0 0 0Total intangible assets 562,414 587,675 370,547 732,636 332,658 394,295 0 0 0 2,421 6,607 19,354
Real estate 493,613 297,901 299,304 366,219 458,838 458,923 0 0 0 0 0 0Ships, PSVs and AHTS 3,612,099 3,436,414 3,437,840 3,602,062 3,494,338 3,126,107 0 0 0 0 0 0Ships, industrial shipping 404,824 314,244 163,246 76,888 140,767 78,279 0 0 0 0 0 0Ships, bulk carriers 142,746 130,613 136,324 157,405 119,600 0 0 0 0 0 0 0Barges 59,914 0 0 0 0 0 0 0 0 0 0 0Operating equipment, FF&E, machines, etc. 59,319 52,448 20,998 28,864 8,606 8,473 2,868 366 291 219 4,215 3,740Total tangible fixed assets 4,772,515 4,231,620 4,057,712 4,231,438 4,222,149 3,671,782 2,868 366 291 219 4,215 3,740
Investments in subsidiaries 0 0 0 0 0 0 3,224,336 3,033,196 1,924,934 2,585,603 2,309,155 2,173,578Loans to group companies 0 0 0 14,494 60,192 0 405,828 678,916 597,764 167,517 47,295 297,703Investments in associated companies 58,878 60,073 64,858 95,470 65,569 3 0 0 0 0 0 0Restricted bank deposits 67,798 99,557 63,380 134,037 176,209 61,291 0 0 0 0 0 0Other long-term receivables 80,652 249,273 231,555 280,429 416,680 330,104 58,614 77,042 26,237 26,770 8,631 6,144Total financial fixed assets 207,328 408,903 359,793 524,430 718,649 391,397 3,688,778 3,789,154 2,548,935 2,779,890 2,365,081 2,477,424
Total fixed assets 5,542,257 5,228,198 4,788,052 5,488,504 5,273,456 4,457,474 3,691,646 3,789,520 2,549,226 2,782,529 2,375,903 2,500,519
CURRENT ASSETSInventory 29,258 75,799 81,554 65,160 72,881 207,285 0 0 0 0 0 0Accounts receivable 638,553 590,455 703,545 840,343 392,764 281,234 4,126 5,539 5,612 6,649 6,805 6,795Loans to group companies 0 77,789 13,003 19,633 11,670 13,709 268,312 452,886 226,920 114,309 773,655 0Other receivables 586,694 562,062 573,541 959,280 672,901 305,712 50,329 13,606 17,357 13,166 163,534 84,988Total stock-in-trade and receivables 1,254,506 1,306,105 1,371,643 1,884,416 1,150,217 807,940 322,768 472,031 249,889 134,124 943,994 91,783
Shares and other financial instruments 1,313,145 1,216,185 1,074,132 1,110,837 992,981 1,044,397 558,407 490,124 784,015 827,364 580,022 612,116Cash and cash equivalents 1,163,769 980,337 1,391,662 1,521,345 979,657 775,411 123,624 260,510 287,509 266,641 287,353 242,434Total current assets 3,731,419 3,502,627 3,837,436 4,516,598 3,122,856 2,627,748 1,004,799 1,222,665 1,321,414 1,228,129 1,811,369 946,333
TOTAL ASSETS 9,273,677 8,730,827 8,625,490 10,005,102 8,396,312 7,085,223 4,696,445 5,012,184 3,870,640 4,010,658 4,187,272 3,446,852
43
Equity & liabilities – Kistefos Group and Kistefos AS
Balance sheet (Equity and Liabilities) GROUP ISSUER
NOK 1,000 2011 2012 2013 2014 2015 1H 2016 2011 2012 2013 2014 2015 1H 2016EQUITY
Share capital 310,828 310,828 310,828 310,828 310,828 310,828 310,828 310,828 310,828 310,828 310,828 310,828
Fund for valuation differences 0 0 0 0 0 0 252,839 0 0 0 0 0
Other equity 971,408 983,010 1,264,290 1,304,672 1,891,651 1,479,918 802,570 1,211,661 1,468,894 1,563,234 2,160,946 2,002,978
Minority interest 1,028,060 811,819 958,205 1,012,546 705,537 539,908 0 0 0 0 0 0Total equity 2,310,293 2,105,657 2,533,323 2,628,046 2,908,016 2,330,654 1,366,237 1,522,489 1,779,722 1,874,062 2,471,774 2,313,806
LIABILITIES
Deferred tax 210,928 212,615 208,053 174,343 133,341 149,348 21,630 18,793 15,098 0 0 0Liabilities to financial institutions 4,750,096 3,954,560 2,865,104 3,268,087 2,564,856 36,337 1,526,635 1,342,531 497,679 292,204 0 0Unsecured bonds 0 735,032 1,697,483 1,756,077 1,136,605 2,648,492 0 454,500 941,500 1,259,500 667,500 667,500Liabilities to group companies 32,755 0 0 0 0 1,674,286 1,354,190 577,861 306,523 633,471 379,083Other long-term liabilities 123,870 271,256 97,547 192,550 235,136 1,141,078 12,504 63,321 2,898 4,952 1,578 1,456Total long-term liabilities 5,117,649 5,173,463 4,868,187 5,391,057 4,069,938 4,046,819 3,235,055 3,233,335 2,035,036 1,863,179 1,302,548 1,048,039
Liabilities to financial institutions 138,582 26,069 0 148,883 0 0 0 0 0 0 0 0Trade creditors 408,108 295,120 316,770 535,433 190,484 140,533 1,596 2,423 1,273 1,747 956 786Tax payable 51,939 21,684 15,158 15,155 16,549 14,930 0 0 0 0 0 0Government taxes, holiday pay, tax deductions 32,720 34,898 19,446 48,146 28,138 14,675 6,744 2,100 2,564 2,493 3,397 3,926Provisions for dividends 0 0 0 125,000 278,000 63,473 0 0 0 125,000 278,000 63,473Liabilities to group companies 53,492 85,601 0 7,942 0 0 76,014 221,797 40,840 46,970 33,458 0Other short-term liabilities 1,160,906 988,334 872,607 1,105,441 905,189 474,141 10,799 30,042 11,206 97,207 97,138 16,822Total short-term liabilities 1,845,746 1,451,706 1,223,981 1,986,000 1,418,359 707,751 95,153 256,362 55,883 273,417 412,950 85,007
Total liabilities 6,963,396 6,625,169 6,092,167 7,377,056 5,488,298 4,754,569 3,330,209 3,489,697 2,090,919 2,136,596 1,715,498 1,133,046
TOTAL EQUITY AND LIABILITIES 9,273,677 8,730,827 8,625,490 10,005,102 8,396,312 7,085,223 4,696,445 5,012,184 3,870,640 4,010,658 4,187,272 3,446,852
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Cash flow – Kistefos Group and Kistefos ASCash Flow Statement GROUP ISSUERNOK 1,000 2011 2012 2013 2014 2015 2011 2012 2013 2014 2015CASH FLOW FROM OPERATING ACTIVITIESPre-tax profit -503,023 -52,763 -317,852 255,662 621,318 -354,854 144,673 239,226 198,167 854,807Tax (paid)/repaid during the year 16,154 -51,939 0 0 0 0 0 0 0 0Depreciation and amortization 398,362 250,826 415,247 198,965 412,727 175 110 75 72 574Gain on disposal of fixed assets -14,177 -77,066 0 -10,321 -682,419 0 -6,304 0 0 0Net (gain)/losses on sales of shares and other financial instr. 133,663 9,136 -3,247 37,326 -347,101 129,438 762 -331,141 -36,616 -310,213Change in accounts receivable -149,435 48,098 -113,089 -136,798 447,578 3,324 -1,413 -74 -1,037 156Change in trade creditors 181,445 -112,988 21,649 218,663 -344,949 941 827 -1,150 474 -791Income from use of equity method 13,419 -7,249 -1,001 4,943 51,308 14,468 0 0 0 0Gain from booked dividends 0 0 0 0 0 0 -44,000 -11,458 11,458 0Income from investment in subsidiaries / associated companies 0 0 0 0 0 0 -210,494 -354,507 -99,627 -954,648Change in value of shares and other financial instruments 25,307 1,971 266,780 -2,801 2,352 -14,274 6,497 280,780 660 296,826Change in other receivables and other liabilities 345,653 -191,661 86,257 2,269 -50,162 7,308 34,556 131,205 -3,923 7,761A = Net cash flow from operating activities 447,368 -183,635 354,743 567,908 110,652 -213,474 -74,785 -47,043 69,628 -105,840
CASH FLOW FROM INVESTMENT ACTIVITIESReduction/(increase) operating equipment, FF&E, buildings/real-estate etc. -51,344 133,740 26,724 -41,452 -42,474 -493 8,695 0 0 0Reduction/(increase) ships -352,298 191,970 -63,897 -425,169 -218,890 0 0 0 0 0Reduction/(increase) intangible assets -659,687 30,367 265,699 -400,462 573,206 0 0 0 0 0Reduction/(increase) investments in subsidiaries/associated companies -28,175 6,054 -4,785 -90,612 29,901 -126,826 211,844 599,635 -50 -50Reduction/(increase) shares and other financial instruments -126,151 85,853 -135,265 -53,190 223,824 -46,700 68,283 -315,727 -37,184 353,311Change in restricted bank deposits -234,612 -31,759 36,177 -70,657 -42,172 0 0 0 0 0Change in other long-term receivables 258,728 -168,621 57,970 -48,874 -136,250 10,990 -18,427 0 0 18,139Cash in acquired and disposed of subsidiaries / associated companies -1,124 0 0 0 500,377 0 0 0 0 0Reduction/(increase) receivables for group companies 0 0 0 -21,124 -37,735 276,967 -82,168 228,677 -220,848 59,329B = Net cash flow from investment activities -1,194,663 247,604 182,923 -1,151,540 849,787 113,938 188,227 512,585 -258,082 430,729
CASH FLOW FROM FINANCIAL ACTIVITIESIncrease/(reduction) liabilities to financial institutions 1,141,258 -908,017 -1,089,456 402,984 -703,231 258,123 -184,104 -844,852 -205,475 -292,204Increase/(reduction) of unsecured bonds 0 735,000 962,451 58,594 -619,472 0 454,500 487,000 318,000 -592,000Increase/(reduction) liabilities and loans to group companies -79,540 -78,435 -66,423 7,942 -7942 -134,280 -337,314 0 -30,940 600,299Increase/(reduction) other long-term liabilities -22,270 147,386 -289,107 330,569 -129,700 2,103 70,061 -80,691 86,001 104,728Equity Issue / (dividends) -12,376 0 356,194 11,308 -152,374 -12,376 0 0 0 -125,000C = Net cash flow from financial activities 1,027,072 -104,066 -126,342 811,396 -1,612,718 113,570 3,143 -438,543 167,586 -304,177
OTHER CHANGESDividends from de-consolidated companies 0 0 0 0 50,994 0 0 0 0 0Other changes, principles, accounting and currency fluctuations 0 -143,334 0 -98,081 59,601 0 20,300 0 0 0D = Net other changes 0 -143,334 0 -98,081 110,595 0 20,300 0 0 0
A + B + C + D = Net change in bank deposits and cash 279,777 -183,431 411,325 129,683 -541,685 14,034 136,885 26,999 -20,868 20,713Bank deposits and cash as of per 1 January 883,992 1,163,769 980,338 1,391,663 1,521,344 109,590 123,624 260,510 287,509 266,641Bank deposits and cash as of per 31 December 1,163,769 980,337 1,391,663 1,521,344 979,657 123,624 260,509 287,509 266,641 287,353
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Visiting address: Dokkveien 1, N-0250 Oslo, Norway Tel: +47 23 11 70 00 Fax: +47 23 11 70 01 Email: [email protected]
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