Annual Report 2008 - euromaint.org Report 2008.pdf · EuroMaint has been owned by Ratos since 2007...
Transcript of Annual Report 2008 - euromaint.org Report 2008.pdf · EuroMaint has been owned by Ratos since 2007...
AnnualReport20082008
2
Group Overview 3
The CEO's comments 6
Business concept, vision, strategies and targets 8
EuroMaint's offering 10
SUBSIDIARIES
EuroMaint Industry 14
EuroMaint Rail 20
BOARD AND MANAGEMENT
The Board of Directors EuroMaint 28
Management teams 30
Financial Summary 32
Contents
EUROMAINT ANNUAL REPORT 2008
GROUP OVERVIEW
EuroMaint has operations in 15 locations in Sweden, plus in Jelgava, Latvia
and Detroit in the USA. Swedish and foreign customers are served from
these junctions.
The two subsidiaries, EuroMaint Industry and EuroMaint Rail, operate
within different customer segments. The collective main product is
a comprehensive service concept within maintenance and production stream-
lining. At Group level, industry-wide matters are pursued that promote
business development and contribute towards maintaining and developing
the position as a leading partner for industry and the rail transport sector.
EuroMaint Industry is a specialist at production streamlining within
the engineering industry. The Company develops and maintains production
equipment, components and processes.
EuroMaint Rail is Sweden's leading provider of technical maintenance
services for the rail transport sector. EuroMaint Rail maintains and refurbishes
all types of rolling stock and their components.
All operations within EuroMaint have the objective of increasing customers'
efficiency.
EuroMaint has been owned by Ratos since 2007 and at 31 December
2008, had approximately 1,750 employees. The Group's head office is
in Sundbyberg.
EuroMaint is a unique supplier of technical maintenance services and other services that support the effective utilisation of advanced production equipment. Customers are mainly within the engineering and rail transport industries in Sweden and abroad.
A leading and innovative partner for industry and the rail transport sector
GROUP KEY FIGURES 2008 2007 2006
Turnover, SEK million 2,324 2,067 2,037
Operating profit, SEK million 118 67 100
Cash flow, SEK million 87 -14 45
Operating margin, % 5 3 5
Equity/assets ratio, % 24 23 24
Average no. of employees 1,755 1,771 1,747
Sickness absence, % 3.8 4.7 4.7
3
CASH FLOW AFTER INVESTMENTS, SEK million
TURNOVER BROKEN DOWN BY INDUSTRY
Rail transport industry 85%
Engineering industry 15%
2004 2005 2006 2007 2008
87
-38
14
-14
0
-20
-40
20
40
60
80
45TURNOVER, SEK million OPERATING PROFIT, SEK million
2004 2005 2006 2007 2008 2004 2005 2006 2007 2008
2,32
4
118
1,49
3
1,87
2
114
47
2,03
7
100
2,06
7
1,400
1,200
1,600
1,800
2,000
2,200
2,400
40
20
60
80
100
120
140
67
EuroMaint carries out operations in Luleå, Vännäs, Sundsvall, Gävle, Borlänge, Örebro, Åmål, Hallsberg, Stockholm, Skövde, Linköping, Huskvarna, Göteborg, Nässjö and Malmö, as well as in Jelgava, Latvia and in Detroit, USA.
Sweden
Latvia
For 2007 and earlier, refer to the pro forma figures.
DefinitionsOperating margin = operating profit in relation to turnoverEquity/assets ratio = Equity and shareholder borrowing in relation to the balance sheet total
100
EuroMaint Industry develops and maintains production equipment, components and processes within the industry. The company has its head office in Skövde and operations are also carried out in Gävle, Gothenburg, Hallsberg, Huskvarna and Åmål as well as in Detroit in the USA.
Through efficient and innovative maintenance, EuroMaint Rail facilitates punctual and safe rail transport. The company has its head office in Solna and activities in 13 locations throughout Sweden, as well as in Jelgava, Latvia.
4
■ Seven-year contract with Swiss AAE EuroMaint Rail signed a seven-year contract with Swiss AAE regarding
the maintenance of 300 freight carriages in service between Luleå and
Borlänge, Sweden.
■ New CEO Ole Kjörrefjord took over as President and CEO of EuroMaint.
He had been Chairman of the board since 2007. In conjunction with him
becoming CEO, Wille Laurén has taken over as Chairman of the board.
■ Letter of intent with Husqvarna EuroMaint Industry has signed an agreement with Husqvarna about the
takeover of operations employing 64 people. The takeover took place on
1 January 2009.
■ Refurbishment of SJ's locomotive drawn passenger carriages EuroMaint Rail received the commission to modernise Swedish train
operator SJ's locomotive drawn passenger carriages from the 1980s.
The order is valued at SEK 350 million and the first refurbished carriages
will enter service in the summer of 2009.
■ New CEO of EuroMaint Rail EuroMaint strengthened its Group Management with the appointment
of Mats Önner as CEO of EuroMaint Rail and Ilona Östlund as
Corporate Communications Director.
■ Takeover of operations in Norrsundet, Gävle, Sweden EuroMaint Industry took over the operations of a maintenance depart-
ment at Stora Enso's facility in Norrsundet. In connection with the new
partnership, EuroMaint Industry is opening a local office in the area.
■ First workshop outside Sweden EuroMaint Rail opened its first workshop outside Sweden – in Jelgava,
Latvia.
■ Major contract for EuroMaint Industry EuroMaint Industry signed an agreement with Volvo Powertrain regarding
the delivery of equipment for quality assurance to the company's engine
factories in Brazil, France, Sweden and the USA. The framework agreement
relates to In Process Verification, IPV, equipment. The deal is valued at
approximately SEK 150 million and is the biggest to date in EuroMaint
Industry's history.
FOLLOWING THE YEAR-END
January 2009
■ Henrik Dagberg took over as Business Development Director
for EuroMaint.
■ EuroMaint Industry served redundancy notices to 36 employees at its
maintenance and tools operation in Hallsberg – a direct consequence
of the decline in the automotive industry.
■ EuroMaint Rail signed a seven-year contract with Arriva regarding the
maintenance of Kinnekulletåg, the regional commuter trains running
between Gothenburg and Örebro in Sweden. Arriva is taking over as
the rail operator from 1 June after receiving the commission from local
transport company Västtrafik.
■ EuroMaint Rail received a five-year commission from Veolia Transport to
handle the maintenance of Kustpilen, the 11 engine coaches that serve
the Linköping–Kalmar and Linköping–Västervik routes for local transport
company Östgötatrafiken.
■ EuroMaint announced that Åke Finn, the former CFO for EuroMaint,
would be leaving his position within the Group.
5
IMPORTANT EVENTS
6
Neither we nor our customes are immune to the downturn in the global
economy that we witnessed during the autumn of 2008. Compared with
many other industries however, the maintenance sector is less affected by
reduced demand. Furthermore, EuroMaint has focused on creating clear
results areas where competent managers, together with their employees,
can seize business opportunities and adapt their operations to suit the
customers' needs.
I became President and CEO at the end of 2008, but have observed
EuroMaint from very close quarters since 2007 when I became Chairman
of the board for the Group. EuroMaint is a Group with enormous potential.
During 2008, we increase our turnover by 12 per cent to SEK 2,324 million
and the profit increased by 75 per cent to SEK 118 million, the highest operating
profit ever.
Operating in a confidence sectorEuroMaint will be a leading and innovative partner that increases its customers'
efficiency. We operate in a confidence sector. Our customers hand over the
responsibility for their valuable production equipment to us and our services
are often entirely necessary in order for customers to achieve their business
objectives. This is a great responsibility and we view our task with the utmost
seriousness.
During 2008, we have received plenty of evidence that we are succeeding
at our task. EuroMaint Industry has expanded to new locations within
Sweden and EuroMaint Rail gained the extended confidence of a number of
important customers during the year.
Furthermore, we are making great strides in the important internal
improvement work that is required to increase our efficiency and to achieve
our long-term goals. With clearer budget responsibility, more efficient
processes and a strengthened organisation, EuroMaint Rail has improved
both its deliveries to customers and its financial results. EuroMaint Industry
has gone from zero profit to profit.
Renewed faith in EuroMaint RailEuroMaint Rail has gained a new CEO during the year – Mats Önner took
over on 1 September. The subsidiary has also been reorganised in order
to create four clear business areas with their own budget responsibility;
Availability, Components, Refurbishment and Work Machines. The aim is
to achieve more efficient and more industrialised processes, as well as
consistently high quality in all deliveries to customers.
During the first half of 2008, EuroMaint Rail received renewed orders from
Swedish train operator SJ for the maintenance of its high-speed X2 trains,
RC locomotives and a large number of passenger carriages. The renewed
contracts have only been extended for one year however, which means that
during the first quarter of 2009, we face several negotiations that are crucial
for the business. The good work that we have been able to demonstrate
during the second half of 2008 means however that we can confidently look
ahead to these new contract negotiations.
EuroMaint Rail has increased its turnover by 9 per cent, yet despite an
increased profit compared with the previous year, it did not fully achieve its
profit target for the year. The successful work of streamlining the business
was completed at the end of 2008 however, which means that there are good
possibilities of strengthening the profits in the future.
In 2008, EuroMaint Rail officially opened its first workshop overseas, in
Jelgava in Latvia. This was a strategically significant step in order to be able
to become an major supplier when the large railway market in the East is
deregulated.
The former subsidiary EuroMaint Tracksupport returned to the operations
within EuroMaint Rail during the year, where it formed the Work Machines
business area.
New operations for EuroMaint IndustryEuroMaint Industry has developed extremely positively during the year.
Strong leadership has created commitment among employees and
EuroMaint Industry has won a number of strategically important orders.
In December, a contract was signed with Husqvarna, the worlds leading
manufacturer of outdoor products, regarding the takeover of a department
that works with the maintenance of production equipment and the production
of die casting tools. From 1 January 2009, EuroMaint Industry formally took
over operations in Huskvarna that employ 64 people.
During the year, we have also acquired the maintenance staff from
Stora Enso's pulp and paper manufacturing works in Norrsundet. The deal
is an important step that is in line with our strategy of becoming established
near to our customers throughout Sweden. Turnover for EuroMaint Industry
increased by 34 per cent to SEK 363 million during 2008.
THE CEO'S COMMENTS
2008 was a successful year for EuroMaint; a year with good growth, improved profitability and a more stable platform for future expansion. We have strengthened our organisation and market position, and are better equipped for future challenges.
Platform for future expansion
7
Challenges in 2009EuroMaint's goal for the coming years is to profitably grow
– in terms of turnover, geographically and in new sectors.
In order to do this, we must demonstrate to existing and potential
customers that we are the most competent business partner.
EuroMaint Industry will utilise its knowledge via the expansion
into new sectors and areas within Sweden, as well as by increasing
its commissions overseas, partly via the office in Detroit.
For EuroMaint Rail, the challenge is to streamline and further
increase the quality of the maintenance work, and thereby protect
the large market share in Sweden. At the same time, EuroMaint Rail
will enter new markets.
2009 will be a year filled with challenges. The global recession
will affect us and our customers considerably more than it did
in 2008 and we must be prepared for this. On the one hand,
our customers within rail transport will benefit from more people
choosing to travel by train, which is an environmentally-friendly and
relatively cheap method of travel. On the other hand, the transport
of goods decreases during a recession, reducing the need for the
maintenace of freight trains. For EuroMaint Industry, we see the
potential for more companies considering the outsourcing of their
maintenance departments. At the same time, EuroMaint Industry
is affected by the significant decline within the automotive industry,
and decisions regarding new business are more difficult for customers
to make in a market that is uncertain.
Impressive competence within the companyI have been fortunate to have travelled to all of our facilities during
the year and I am particularly impressed by the competence, loyalty
and experience that I have encountered in the company. There
is enormous motivation and creativity within EuroMaint, which
provides us with a great platform for achieving our goal of being a
leading and innovative partner both in Sweden and abroad.
2009 looks as though it will be a year of global recession and
therefore it is more important than ever that we utilise our full potential
and remember to put our customers first in every stage of the work
we do. These characteristics certainly prevail within EuroMaint and
that gives me great confidence for the future.
Ole Kjörrefjord, President and CEO
8
BUSINESS CONCEPT, VISION, STRATEGIES AND TARGETS
EuroMaint's business concept is to offer cost-effective maintenance and technical solutions that increase the availability, reliability and working life of production equipment. The vision is to be a leading partner within the maintenance and service of production equipment in all industries and markets where the company is active.
The Group's competence and structural capital can be transferred to new industries and markets
EuroMaint has lengthy experience and broad competence within mainten ance.
In order to become a leader and retain our customers' confidence, the company
is working to continuously improve and develop new, innovative products.
EuroMaint is a value generating partner that increases its customers competi-
tiveness, which means that the Group's profitability is a result of the
customer's profitability.
GoalEuroMaint's overall goals are to:
• Achievegrowthinbothturnoverandprofitduring2009–2011
• Establishoperationsinmoreindustriesandgeographicalmarkets
outside Sweden
Growth strategiesEuroMaint's recognised developed management systems, processes and
approach – the Group's structural capital – can be transferred to more
industries in order to streamline the maintenance work and raise the utilisation
ratio of customers' production facilities.
Against this background, EuroMaint has the potential to grow
geographically as well as in new industries. A number of growth strategies
have been defined:
• Supplementaryassignmentsfromexistingcustomers
• Acquisitionsandtakeoversofoperationsincurrentmarketsandindustries
• Newcustomersandmarkets
• Newindustries
Supplementary assignments from existing customersA natural part of EuroMaint's growth strategy is to deepen the partnerships
with existing customers and constantly provide them with new maintenance
technology and efficient solutions.
EuroMaint Rail has a strong position on the Swedish market for the
maintenance of rolling stock with a market share of approximately 50 per cent,
and as a highly regarded maintenance partner, there are good opportunities
for receiving new assignments.
In 2008, Swedish train operator SJ took over as the operator for Norrlands-
trafiken the longdistance traffic operating between Stockholm and the
northern parts of Sweden, and agreed a contract in connection with this with
EuroMaint Rail as mainten ance provider. The five-year contract includes the
maintenance of locomotives and passenger carriages. The key reasons that
EuroMaint won the commission was because the company is nationwide
and because it deals with both light and heavy maintenance.
During 2008, EuroMaint Rail has also received several extended
agreements with SJ, and has been commissioned to modernise SJ's locomotive
drawn passenger carriages from the 1980s. Another example of strengthened
partnerships is the maintenance of approximately 300 of the Swiss company
AAE's freight carriages in service between Luleå and Borlänge, Sweden.
Acquisitions and operational takeoversMore and more companies are considering the outsourcing of their
mainten ance operations. A partnership with a company that specialises
in maintenance can increase efficiency and therefore competitiveness.
This creates business opportunities for EuroMaint's subsidiaries.
9
When EuroMaint takes over an existing business, the Group's work methods
should make the acquired business more effective so that profitability
increases for customers, and thereby for EuroMaint also. It should also be
possible to offer the overtaken operation's services to external customers.
During 2008, EuroMaint Industry agreed contracts regarding the takeover
of two business operations. Stora Enso's operations in Norrsundet were taken
over and the operations of Husqvarna's maintenance and tools departments in
Huskvarna were taken over at the start of 2009. In 2006, EuroMaint Rail took
over the maintenance activities for commuter train transport in Stockholm.
EuroMaint is also working continuously to evaluate potential acquisition
targets. There are possible acquisitions within the following segments:
• TrainmaintenancecompaniesinprioritisedEUcountries
• MaintenancecompaniesintheNordicregionthatstrengthenEuroMaint
Industry's market presence, particularly within the engineering and
process industries
In order for EuroMaint to be interested in an acquisition, the technical level
of the business should be sufficiently high so that the Group's structural
capital can be utilised effectively. Furthermore, there must be high availability
requirements on the fixed assets included in the maintenance obligations
being taken over.
Ratos is a strong and long-term owner of EuroMaint, guaranteeing the
availability of both knowledge and capital for company acquisitions.
New customers and marketsThe Swedish market for rail passenger transport is expected to be deregulated
in 2010 provided that Parliament decides to withdraw Swedish train operator
SJ's monopoly on the core rail network. Once the market has been deregu-
lated, opportunities to work with new operators will be presented while the
interest in strengthening competitiveness through effective maintenance
will increase further among current operators.
EuroMaint Rail's biggest growth opportunities exist outside Sweden,
however, which are being boosted by the continuing deregulation of the
railway markets within the EU. Prioritised growth markets for EuroMaint Rail
are the Nordic countries, Germany and the Baltic states. During the year, the
company opened its first workshop outside Sweden – in Jelgava in Latvia.
EuroMaint Industry is also seeking customers outside Sweden in order
to utilise its knowledge in other markets. EuroMaint Industry signed an
agreement with Volvo Powertrain in March regarding the delivery of equip-
ment for quality assurance to the company's engine factories in Brazil,
France, Sweden and the USA. The framework agreement is an important
step into the international market and constitutes the biggest deal to date for
EuroMaint Industry. A contract has also been signed with Tata-Cummins
regarding the delivery of comparable equipment to an engine factory in India.
New industriesEuroMaint has a strong position in the rail transport industry and is growing
within the engineering industry. The operational takeover from Stora Enso
in Norrsundet during 2008 means that EuroMaint has established itself in
a new industry – the paper and pulp industry.
EuroMaint's goal is to establish the company in new industries where
the Group's structural capital can contribute to increased efficiency and
quality in maintenance operations. Examples of such industries are the process
and energy industries, as well as defence, which are faced with structural
changes similar to those that the rail transport industry has undergone.
10
EUROMAINT'S OFFERING
The utilisation ratio of production equipment in the Swedish engineering
industry amounts to approximately 50 per cent on average. Within the paper
and pulp industry, the availability requirements are traditionally higher. Halts
in production are very costly and there is a great deal of dependence on
equipment that is very expensive to purchase. For the rail transport industry,
the availability is directly linked to customer needs – the availability require-
ment for rolling stock has increased further in recent years as traffic has
increased.
Experience and proximityEuroMaint's two subsidiaries originate from Swedish train operator SJ
and Volvo. EuroMaint, formerly SJ's machine division, was formed in 2001 in
connection with the corporatisation of Swedish State Railways. In 2005
EuroMaint acquired Euromation – one of Sweden's leading companies
within production streamlining for the engineering industry. The Group
has more than 150 years' experience of services for improving the efficiency
of advanced production equipment. The geographical proximity to customers
is also a competitive advantage, EuroMaint is currently present in 15 locations
in Sweden and in Detroit, USA and Jelgava, Latvia. Through its size and
experience, the Group has the qualified technical expertise with a unique
combination of both breadth and depth.
EuroMaint Rail offers many different types of services, from action-
based corrective maintenance, refurbishments and component processing
to the design of maintenance systems. EuroMaint Industry has a wide range
of services from corrective maintenance and maintenance to the design of
customised production equipment.
EuroMaint's services are designed to increase the availability, reliability
and working life of advanced production equipment and their components.
With EuroMaint's services, customers can attain a better utilisation ratio and
operational reliability in production.
Future prospects during recessionThe market for services that support the effective use of advanced production
equipment is somewhat less cyclical than the customers' market. In times of
economic growth, the customer's primary motivation is to increase the avail-
ability and operational reliability of existing equipment. During a slowdown,
the focus is mainly on the possibility of extending the working life of production
equipment and the potential to postpone new investments.
The Group expects that the market for technical maintenance services
will continue to grow in the coming years. Admittedly, in the recession that
began in large parts of the world during 2008, it is expected that the need
for more efficient use of production equipment will be lower than during
economic growth, but the existing equipment must be maintained and
falling demand means that the demands on quality delivery and stability
remain high.
In a recession, fewer decisions are taken regarding the purchase of new
equipment, which makes EuroMaint's offering to streamline existing equip-
ment appealing. The current economic climate also opens up opportunities
for further structural deals and business acquisitions as companies review
their costs while looking to secure access to key skills.
The downturn in the rail transport sector is expected to be less than for
the industry. Passenger transport by rail continues to increase, partly due to
increasing environmental awareness and since train travel can be a cheaper
option than flying. Freight transport decreases in keeping with declining
industrial demand, but even here there are environmental benefits that are
advantageous to the railways.
EuroMaint strengthens its customers competitiveness via services that increase the availability, operational reliability and working life of production equipment and components.
Services that support the effective use of advanced production equipment
11
Refurbishment of SJ's passenger carriagesEuroMaint Rail's refurbishment expertise is being
utilised for example by Swedish train operator SJ,
for whom the company is refurbishing its passenger
carriages from the 1980s (the so-called InterCity
trains). SJ is investing SEK 350 million to modernise
the trains which will have a new exterior profile as
well as a brighter Scandi navian decor with new
lighting in the carriages. EuroMaint Rail's refurbish-
ment commission is contributing to an extension of
the economic and commercial life and value of the
rolling stock. It is also raising the level of comfort
for SJ's customers and improving the working
environment for the onboard staff.
Takeover of operations from HusqvarnaOn 1 January 2009, EuroMaint Industry acquired
64 employees within production equipment main-
tenance and the production of die casting tools
from Husqvarna. This operational takover means
that Husqvarna can focus on its core competence
while maintaining key competence in connection
with its production facility in Huskvarna, Sweden.
EuroMaint Industry is driving and developing the
business forward, thereby ensuring efficient,
flexible maintenance operations for Husqvarna
and other engineering companies in the region.
12
EUROMAINT'S OFFERING
Turnkey service for the A-TrainA-Train, which operates the Arlanda Express
airport railway in Stockholm, Sweden, has awarded
EuroMaint Rail a comprehensive commission in
which the maintenance arrangement and reimburse-
ment is based on the customer's rolling stock
fleet being available for service. EuroMaint Rail
has taken over the operation of the maintenance
activity, which includes everything from manag-
ing the action-based corrective maintenance to
further development of the maintenance systems.
EuroMaint contributes with proactive maintenance
that guarantees high reliability and Sweden's highest
level of availability – 100 per cent availability for the
Arlanda Express.
Framework agreement with SSAB EuroMaint Industry's Group framework agreement
with SSAB regarding the service and refurbishment
of electric motors means that SSAB has access to
EuroMaint's experience and competence within the
component service. Through qualified reprocessing
of electric motors, the working life of the components
is extended, the customer avoids making new
investments and guarantees access to components
that are sometimes no longer standard.
13
Subsidiaries
14
EUROMAINT INDUSTRY – IN BRIEF
EuroMaint Industry is an independent partner that strengthens the industry's competitiveness by streamlining production. The Company develops and maintains production equipment, components and processes within the industry.
An independent partner that strengthens the industry's competitiveness
Through customised maintenance services, EuroMaint Industry helps
customers to increase the efficiency, durability and reliability of the production
process. The company's experienced production engineers, project managers
and designers offer the development, design and manufacture of customised
production equipment. Reliable solutions for changes to production processes
are also offered. With the component service, maintenance is supported by
spare parts, troubleshooting and repairs.
EuroMaint Industry's turnover increased by 34 per cent to SEK 363
million in 2008. The company has 300 employees. The head office is in
Skövde and operations are also carried out in Gävle, Gothenburg, Hallsberg,
Huskvarna and Åmål, Sweden, as well as in Detroit in the USA. EuroMaint
Industry has been part of EuroMaint since 2005 and originated with the Volvo
Group's sell-off of its maintenance operations in 2000.
■ Vision To be the industry's leading partner for efficient production.
■ Business concept To develope and maintain production equipment, components
and processes within the industry.
KEY FIGURES EUROMAINT INDUSTRY 2008 2007 2006
Turnover, SEK million 363 271 231
Operating profit, SEK million 13 0 -8
Cash flow, SEK million -14 -15 -27
Operating margin, % 3.6 0 negative
Equity/assets ratio, % 28 37 52
Average no. of employees 289 261 281
Sickness absence, % 3.2 3.1 2.5
TURNOVER, SEK million OPERATING PROFIT, SEK million
CASH FLOW AFTER INVESTMENTS, SEK million
2004 2005 2006 2007 2008 2004 2005 2006 2007 2008
2004 2005 2006 2007 2008
363
303
307
231
271 13
25
11
0
-8
-14
-15
-27
42
-30
150
100
200
250
300
350
400
-10
-15
0
10
15
20
25
-10
-20
-30
0
10
20
30
40
15
As of 1 January 2009, EuroMaint Industry has also been established
in the Småland region through the takeover of Husqvarna's maintenance
and tool departments. On the one hand, this gives us a local presence as well
as new competence within the maintenance and service of die casting tools.
Within the Automation business area, we have had the goals of
expanding abroad during the year as well as expanding industrially with
our special offering. In line with this ambition, we signed the largest contract
in EuroMaint Industry's history during the year; a framework agreement
worth SEK 150 million with Volvo Powertrain. The deal involves the supply
of IPV equipment (In Process Verification) to the company's factories in
Brazil, France, Sweden and the USA. Through the new IPV technology,
we can help customers to quality assure, environmentally improve and
cost-optimise their production processes.
During the year, we have noted an increased level of interest in
supplying and reprocessing existing components in order to maintain
the value of the investments made.
Within mechanical processing, we have undertaken industrial
diversification through assignments, which included the Norwegian
offshore industry.
Focus on customer needs in 2009EuroMaint Industry has solid foundations to stand on, a clear strategy and
focused and committed employees. We have taken some very important
steps in the company's development during the year.
The coming year will be marked by the recession and the increased
demands placed on us as a supplier. We will meet the challenge thanks
to sound knowledge in our areas of activity, combined with the creative
ability to adapt our offerings to customers' needs. We will manage the
recession through sustained delivery capabilities while developing our
skills so that we have consolidated our position as a strong partner for
when economic growth resumes.
We will also continue working to identify possible businesses for
acquisition in 2009.
Every day, I am heartened by the spirit, creativity and flexibility shown
by the employees in our organisation. The unique needs of our customers
are always at the forefront and that is the key to our future success.
Nicklas Falk, CEO EuroMaint Industry
During 2008, EuroMaint Industry's turnover increased by 34 per cent and
our profit has improved from SEK 0 to SEK 13 million.
Our vision is to be the leading partner for industrial companies that
want to streamline the use of their production resources. We can achieve
this thanks to efficient processes and the sound skills, involvement and
commitment of our employees.
During 2008, we have successfully achieved our strategic targets to:
• Expandourselvesindustrially
• ExpandgeographicallytoprioritisedindustryclustersinSweden
• Growthroughtheacquisitionofoperations
• PackagingourofferingwithintheAutomationandComponentServicing
business areas based on customer needs
This means that we have developed in line with our vision to become the
industry's leading partner for efficient production, which is very satisfying.
Strategically important milestonesWith the takeover of Stora Enso's operations in Norrsundet, Sweden,
we have established ourselves as a partner to the paper and pulp industry,
and increased our presence in the industry cluster in the Gävle region.
The addition of Norrsundet is an important element in our company's
growth ambitions regarding industrial diversification.
EUROMAINT INDUSTRY – THE CEO'S COMMENTS
EuroMaint Industry can look back on a successful year, winning several important business deals, expanding into new industries and markets, and having achieved our financial goals by a good margin. I am so very proud of the work being carried out within the company.
"I am so very proud of the work being carried out within the company"
16
EUROMAINT INDUSTRY – BUSINESS CONCEPT, VISION, STRATEGY AND OFFERING
EuroMaint Industry's vision is to be the industry's leading partner for efficient production. This means that the company should be a driving and developing player within its niche, have a significant market share and be a complete partner in the development and mainten-ance of production equipment, components and processes. EuroMaint Industry strives for long-term partnerships in which the company supports the customer in its development.
A leading partner for the industry
EuroMaint Industry's offering includes the maintenance of production
equipment, the improvement of production and maintenance routines,
the manufacture of production equipment and tools, plus the repair of
components and tools. Since 2008, operations have been run within
three interacting business areas with their own budget responsibility:
Engineering & Operational Reliability, Automation and Component Servicing.
Growth strategiesEuroMaint Industry's comprehensive growth strategy includes organic
growth mainly through commissions for new and existing customers within
industry in Sweden. Operational takeovers and company acquisitions are
also part of the company's growth strategy. The focus is primarily on
customers within the engineering, foodstuffs, timber, packaging, steel,
paper and pulp, energy and offshore industries.
The company should be a natural partner for companies that need to
streamline or change their production and can, thanks to its broad expertise,
be a leading advisor in the conversion of production. EuroMaint Industry
also has a goal of increasing the number of key customers.
EuroMaint Industry's overall goals are to:
• Increasethenumberofcustomersandstabledeals
• Bewell-positionedgeographically,withproximitytocustomers
• Increaseturnoverandprofitabilitywithevencoverage
• Maintainanddevelophigh,broadandflexiblecompetence
• Offerhighservicelevelsandquality
Be nearer to the customerFor maintenance operations, the focus is to continue the regional expansion
into selected locations in Sweden. This means getting closer to the customer
and being in strategically important regions such as Gävle, Hallsberg/Örebro,
Skövde, Gothenburg and Småland.
The takeover of Stora Enso's operations in Norrsundet in 2008 means
that the presence in Gävle has been strengthened in a strategically important
manner. The takeover means that EuroMaint Industry contributes to reliable
operations during the termination phase of the pulp mill. Around twenty
employees have transferred to EuroMaint Industry in association with
the deal and after the pulp mill has been closed down, the employees will
strengthen the company in the Gävle region and be able to work with other
industrial customers in the region.
During 2008, EuroMaint Industry has also established its first operations
in Gothenburg.
From 1 January 2009, EuroMaint Industry has also been present in
Huskvarna in Småland through the acquisition of 64 people from Husqvarna
who are working with the maintenance of production equipment and the
production of die casting tools.
An established supplier of special machinesEuroMaint Industry is a strong and established supplier of special machines,
primarily to the automotive industry. The goal is to establish itself as a supplier
to other industries in Sweden and to expand internationally through specialist
competence within the automotive industry. The international expansions
taking place partly through the Automation business area accompanying its
Swedish customers to their production facilities overseas, and partly through
the development of new customer groups abroad. Employees in Detroit are
leading the activities in the U.S. market. In order to expand in the European
market, EuroMaint Industry has been aided by the Swedish Trade Council
and others.
Within Automation, EuroMaint Industry has an important competitive
advantage through its broad competence. Among other things, the company
is working with equipment from all machine suppliers and can offer specialised
technologies such as IPV technology, In Process Verification, which is only
offered by a few suppliers around the world. In 2008, EuroMaint Industry
signed a global framework agreement with Volvo Powertrain regarding IPV
technology. The deal is valued at approximately SEK 150 million and is the
biggest to date in the company's history.
New production and reprocessingEuroMaint Industry also offers the new production of advanced mechanical
components. The Component Servicing business area also works with the
reprocessing of mechanical, electronic and technical components where
economies of scale and specialist skills are important competitive advantages.
Success factors are continuously improving delivery capability, trimming
internal processes, developing staff skills and strengthening relations with
so-called OEMs, Original Equipment Manufacturers, such as suppliers of
control systems.
EUROMAINT INDUSTRY'S OFFERING:
■ Development and maintenance of production processes
through methods and approaches for, e.g. process conversion,
new acquisition and maintenance. The goal is for the customer
to have undisrupted production, high operational reliability,
delivery accuracy and customer satisfaction.
■ Development and design of customised production equipment
Standard solutions are not always the best alternative. EuroMaint
Industry designs special equipment with high operational
reliability, based on the customer's unique needs. These include
flexible Automatic Guided Vehicles, AGV, which are an effective
tool during mounting applications, for example, or IPV, In Process
Verification.
■ From quick access to spare parts, troubleshooting and repairs
to the reprocessing of components. EuroMaint Industry helps
customers maintain the value of their production equipment.
The customer can also focus on their core business and avoid
capital tied-up in spare parts stock.
17
18
A large proportion of Swedish industrial companies maintenance and
production efficiency is still conducted internally. Large industrial companies
traditionally have a maintenance department in charge of the availability of
the production equipment.
In order to focus exclusively on its core business, many companies are
considering the corporatisation of their maintenance departments and,
in some cases, outsourcing them to external suppliers. The advantage of
placing the maintenance department with an outside company is that the
operational efficiency is stimulated with the introduction of a partner
relationship. Tougher competition in the industry means that more
companies are considering whether to transfer maintenance work to
someone else, but there is also great awareness that this requires a well
developed strategy in order for the outsourcing to pay dividends. The
demands on EuroMaint Industry are very high with regards to the takeover
of operations.
The suppliers in the maintenance market for industry can be roughly divided into four groups:
■ Volume suppliers – relatively large companies with a wide range of services.
These companies are price competitive and their services are not
industry specific.
■ Niche players – companies that position themselves through a unique
offering such as one product, service or competence area. For these
suppliers, customer proximity is important, the range is slightly smaller
than for volume suppliers and value creation for customers is the main
competitive tool. EuroMaint Industry belongs to this group.
■ Industry players – companies operating in a particular sector or industry
that create value through the highly specific skills they possess. Within this
group are companies with a combination of volume and niche strategies.
■ OEM companies, Original Equipment Manufacturers – manufacturers of
production facilities that also offer aftermarket services.
Part of a maintenance groupIn many ways, EuroMaint Industry is a unique player in this market. The
company is part of a maintenance group, which provides access to specialist
competence, proven processes and work methods and the ability to make
the investments necessary to always be able to offer a customised, innovative
and professional partnership.
EuroMaint Industry is an independent and comprehensive partner for
the development and maintenance of production equipment, components
and processes. The company offers technical breadth and specialist compe-
tence from long-term complete solutions to smaller part actions. Everything
from maintaining and developing production equipment, designing efficient
production equipment to providing new and existing machines with compo-
nents. In this way, EuroMaint Industry’s customers can reduce their capital
tied-up and focus on their core competence.
Active on the consolidation marketThe market for maintenance and production efficiency in Sweden is moving
towards consolidation. There are examples of major maintenance suppliers
in Sweden who have grown through the acquisitions of smaller, local suppliers.
EuroMaint Industry's business consists largely of operations taken over from
AB Volvo and Volvo Trucks.
EuroMaint Industry intends to be active in this process and is considering
acquisitions in order to grow and develop. Within the Engineering & Operational
Reliability business area, this primarily taking over existing operations from
industrial companies. For the Component Servicing business area, this could
be the acquisition of smaller companies facing a generational change of
ownership.
Customers in Sweden and abroadEuroMaint Industry's commissions are increasingly characterised by long-
term turnkey commitments. Customers are mostly industrial companies in
Sweden. Some examples are Arkivator, DIAB, Scania, Stora Enso, AB Volvo
and Volvo Cars. In the USA, Volvo Powertrain is the largest single customer.
During 2008, an important step was taken into the international market in
connection with an extensive framework agreement for IPV equipment,
In Process Verification, to Volvo Powertrain in several different countries.
EUROMAINT INDUSTRY – MARKET AND CUSTOMERS
Industrial production is becoming more and more automated, creating a greater demand for EuroMaint Industry's services. The market that EuroMaint Industry operates in is fragmented with several different types of players.
Unique supplier to a changing market
19
EUROMAINT INDUSTRY – EXAMPLES OF COMMISSIONS IN 2008
Framework agreement worth approx SEK 150 millionDuring 2008, EuroMaint Industry entered its
biggest framework agreement to date, valued at
approximately SEK 150 million. The deal comprises
the supply of equipment for quality assurance to
Volvo Powertrain in Brazil, France, Sweden and the
USA. The new technology, In Process Verification,
IPV, is used for the cold testing of engines and
means that the product is successively verified
throughout the production process. The improved
quality control means that costs for deficient quality
can be reduced significantly. Furthermore, Volvo
Powertrain reduces its emissions by 85 per cent
during engine trials.
The deal means a boost on the international
market while providing new jobs at home.
Takeover of operations in HuskvarnaIn October 2008, EuroMaint Industry signed
a letter of intent to acquire the mainten ance
and tool operations at Husqvarna's facility in
Huskvarna, Sweden. From 1 January, the opera-
tions together with 64 employees have been part
of the EuroMaint Group.
The operations in Huskvarna are focused on the
maintenance of processing machinery, die casting
machines and assembly equipment, maintenance
and tool services, as well as manufacturing that
includes die casting tools.
The establishment in Huskvarna provides
EuroMaint Industry with an important platform for
continued growth in Småland, which is an important
market with its many engineering companies.
Maintenance at Stora Enso's factories Since the summer of 2008, EuroMaint Industry
has had a local office in Norrsundet outside Gävle,
Sweden. The company has taken over the main-
tenance of Stora Enso's pulp mill. A service and
maintenance operation has been established in
Stora Enso's premises in Norrsundet and around
20 employees have a new employer.
EuroMaint Industry has been established
in the Gävle region since 2007 and has rapidly
established a large demand for services in mainten-
ance and production. Agreements with Forsmark,
Sandvik Materials Technology, and others had been
in place before then. The operations in Norrsundet
are an important piece of the puzzle in the
company's growth ambitions in the region.
20
EUROMAINT RAIL – IN BRIEF
EuroMaint Rail offers cost-effective maintenance solutions and the refurbishment of all types of vehicles in the rail transport industry. Through efficient and innovative maintenance, EuroMaint Rail creates possibilities for punctual and safe transport.
Cost-effective maintenance solutions for rolling stock
EuroMaint Rail assumes the overall responsibility for train maintenance and
rolling stock availability via availability contracts, which means that customers
have control over maintenance costs and can focus on their core business.
The availability of trains is becoming increasingly critical, which is why the
maintenance concept is focused on achieving the shortest possible downtime.
EuroMaint Rail's refurbishment services contribute to increased comfort,
longer working life and reduced maintenance costs for customers. EuroMaint
Rail also has the industry's most complete systems for material provision.
Lengthy experience of train maintenanceEuroMaint was formed in 2001 with more than 100 years' experience of
qualified maintenance from its origins within the Swedish State Railway.
Sweden's top specialists in the maintenance of rolling stock work within
EuroMaint Rail.
Operations are conducted in four interacting business areas:
Availability, Components, Refurbishment and Work Machines (previously
EuroMaint Tracksupport). EuroMaint Rail has approximately 1,450 employees
and had net sales of SEK 1,987 million (1,825) in 2008. The head office is in
Solna. The company has operations in 13 additional locations in Sweden,
and since 2008, in Jelgava in Latvia.
■ Business concept To strengthen the rail transport industry's competitiveness through
customised and innovative maintenance concepts.
KEY FIGURES EUROMAINT RAIL 2008 2007 2006
Turnover, SEK million 1,987 1,825 1,818
Operating profit, SEK million 87 63 108
Cash flow, SEK million 134 2 73
Operating margin, % 4 3 6
Equity/assets ratio, % 25 25 25
Average no. of employees 1,472 1,510 1,456
Sickness absence, % 5.5 5.7 5.2
TURNOVER, SEK million
1,98
7
1,49
3
1,71
0 1,81
8
1,82
5OPERATING PROFIT, SEK million
87100
47
63
108
CASH FLOW AFTER INVESTMENTS, SEK million
2004 2005 2006 2007 2008 2004 2005 2006 2007 2008
2004 2005 2006 2007 2008
134
-19
14
73
2
1,000
800
1,200
1,400
1,600
1,800
2,000
40
20
60
80
100
120
140
25
0
-25
50
75
100
125
150
2007 and 2008 include EuroMaint Tracksupport AB.
21
Clearer responsibilities and better planning Improving the way we measure and monitor the maintenance work and
creating an environment that promotes initiative and a focus on results
in the organisation has been high on my agenda since I took over.
We have improved our way of measuring activity by developing our
own key indicators and decentralising budgetary responsibility in order to
increase the quality and results focus at the front line, where our organi-
sation delivers and meets our customers.
High demands in 2009Great demands will be placed on the organisation in 2009. Competition
is increasing with more foreign suppliers in Sweden and we must become
even better at measuring and streamlining our internal processes, and
deliver the best quality to our customers. During the first quarter, several
new agreements must be signed, including those for the maintenance of SJ's
high-speed X2 trains and Swedish train operator Green Cargo's locomotives
and carriages. There are major deals and contracts among fierce competition.
The recession is naturally affecting the railway market and therefore
EuroMaint Rail, as well as other suppliers. It was mostly our customers
within freight transport that experienced a decline in 2008. For passenger
transport, the trend to some extent is in the opposite direction. More and
more people choose to travel by train, both for the sake of the environment
and for economic reasons. A recession does not mean that the mainten-
ance of trains and railway infrastructure can be postponed. Maintenance
must be done with the aim of prevention and refurbishment in order for
traffic to move as planned, with continued high quality and safety.
Ready for international expansionOver the last decade, the rail market in Sweden and Europe has changed
enormously towards a "normal" commercial market. All players have an
increased customer focus and a greater cost awareness. EuroMaint Rail
has come a long way in a short time and has developed into a profitable
company that operates in an almost entirely deregulated market. We
now have to continue along the path towards ever-higher quality, shorter
throughput times, reduction of capital tied-up, lower costs and even
greater professionalism. Our focus is to create the stability that provides
the conditions for profitability and growth. With this as a basis, we are
ready to seriously begin entering markets outside Sweden.
Mats Önner, CEO EuroMaint Rail
EuroMaint Rail has surpassed its turnover target – an increase of 8.9
per cent to SEK 1,987 million – however, despite a substantial increase
from the year before, it failed to achieve the profit targets in 2008. With
the good results we have seen over the last few months of the year, I am
convinced that there is great potential for even stronger results to come.
Renewed ordersAmong the renewed orders we have received during the year is the renewed
order from Swedish train operator SJ, when the contract for the mainten-
ance of the high-speed X2-train and a large number of passenger carriages
was extended by one year in May. Ahead of the new negotiations in 2009,
together with the client we have developed new key indicators for the
adequate measurement of maintenance in the future. SJ has also demon-
strated its confidence in us with the modernisation of 160 passenger
carriages for the so-called InterCity train.
Our partnership with local commuter train operator Stockholmståg
has worked well during the year. Availability of commuter trains in Stockholm
has increased steadily, despite some teething problems with the new
X60 train. By the end of the year, we were putting 160 trains into service
each morning.
EUROMAINT RAIL – THE CEO'S COMMENTS
EuroMaint Rail is a company with great potential, and competent and loyal employees. This picture has become clear to me since I took over as CEO in September. 2008 was a year that was characterised by great pressure from outside, with the renegotiation of several important contracts and internal challenges in terms of efficiency and long-term quality assurance.
"Stability, profitability, growth"
22
EUROMAINT RAIL – BUSINESS CONCEPT, VISION AND STRATEGY
EuroMaint Rail's business concept is to strengthen the rail transport industry's competitiveness through customised and innovative maintenance concepts and attractive and efficient refurbishments of rolling stock and their components.
Strengthening the rail transport industry's competitiveness
The company's vision is to be Europe's leading maintenance provider that
offers qualified maintenance services for all parts of the rail transport industry.
The company strengthens its customers' competitiveness by providing
concept development of maintenance and technical solutions, turnkey
maintenance contracts, as well as component servicing and qualified
refurbishments. EuroMaint Rail is working toward long-term partnerships.
Stability, profitability, growthAchieving stability, profitability and growth are the overall goals that
EuroMaint Rail focuses on in its operations.
EuroMaint Rail's strategies for growth involve creating the conditions
for new and extended assignments from customers in Sweden, and for inter-
national expansion to selected markets, such as the Baltic states, Denmark,
Norway and Germany. All growth takes place while maintaining profitability.
In order to create the best possible conditions for this expansion,
EuroMaint Rail must achieve stability in its business, which means that the
company's stakeholders know what to expect in every situation, in terms of
quality, delivery accuracy, work processes and financial performance.
In 2008, several major steps have been taken to improve stability.
A systematic HR programme has begun to develop leadership, clarify career
pathways and to safeguard the competence within the company. Through the
new unit, Rail Production System, RPS, Lean Production is being introduced
throughout the business. New management and governance procedures
mean that each workshop and each team can monitor their own activities.
Material control and production have improved, the capital tied-up has been
reduced and the focus on additional sales and customer value has increased.
23
Effective train maintenance is essential for a punctual and safe service.
EuroMaint Rail strengthens the rail transport industry's competitiveness by
offering operators and vehicle owners optimised maintenance that provides
increased transport safety, higher vehicle availability and better punctuality.
Through long experience and deep expertise, EuroMaint Rail can adapt its
offering according to customers' different needs.
AvailabilityFor EuroMaint Rail's customers, vehicle availability is a decisive success
factor. EuroMaint Rail's ambition is to offer maintenance, with maximum
possible availability. This means that the company offers, for example,
operational-pause based and split-based maintenance, i.e. the maintenance
is divided up and performed when the vehicles have maintenance planned
according to a schedule.
Some customers still prefer so-called action-based maintenance, especially
within the smaller partnership contracts. Action-based maintenance means
that the customer pays for each action carried out, instead of handing over
full responsibility for the maintenance to EuroMaint Rail. Action-based main-
tenance requires more input from the customer and makes it more difficult
to calculate the cost of maintenance.
EuroMaint Rails maintenance of rolling stock is increasingly governed
by contracts that are based on the customer paying for the number of kilo-
meters that the vehicles are available. Kilometer-based maintenance means
that the customer knows in advance what the maintenance costs will be to
operate the vehicles over a certain number of kilometers. EuroMaint Rail
takes full responsibility for the availability and the customer need not devote
resources to anticipating and planning maintenance, and can focus on their
core business instead.
The main proposal is availability contracts, where EuroMaint Rail is
responsible for maintaining the entire vehicle fleet and works actively with
technical analyses of vehicles and vehicle systems in order to offer opportunities
for customers to reduce the overall lifetime cost and increase reliability.
Kilometer-based maintenance requires extensive knowledge of the
expected maintenance for different types of vehicles. Customers benefit from
EuroMaint Rail's lengthy experience and great knowledge of the majority of
vehicles within the rail transport industry.
With workshops at strategic locations and mobile maintenance and
troubleshooting teams throughout the country, EuroMaint Rail can guarantee
maximum availability.
Refurbishment improves comfort, performance and safetyWithin the area of refurbishment, EuroMaint Rail is a complete partner that
can raise vehicle performance, enhance comfort, update designs, extend
working life, reduce future maintenance costs and increase the vehicles'
value. In this way, EuroMaint Rail contributes towards strengthening
customers' competitiveness.
EuroMaint Rail works in close cooperation with the customer in every
refurbishment commission. Alliances with strategic partners and cooperation
with local suppliers complement the company's core skills and contribute to
the overall offering. EuroMaint Rail assumes overall responsibility for both
large and small refurbishment projects.
Wide range of spare parts and componentsIn EuroMaint Rail's workshops, the reprocessing of components is carried
out as a competitive alternative to new purchases.
With more than 60,000 items in stock, EuroMaint Rail has Swedens
widest range of spare parts for the rail transport industry. With a central
warehouse in the middle of Sweden and local workshop assortments, the
company ensures minimal downtime for trains that are being maintained.
Material management and logistics systems are adapted to the rail transport
industry. EuroMaint Rail has an extensive network of subcontractors and is
working constantly to develop both supply channels and product ranges for
the lowest possible cost and highest level of delivery accuracy. EuroMaint
Rail can also take over responsibility for the customer's stock and combine
that with their resources within storage and logistics.
Customised maintenance of work machinesSince 2008, the former subsidiary EuroMaint Tracksupport has been part
of EuroMaint Rail as a separate business area. EuroMaint Rail offers the
customised maintenance of track-mounted work machines and hydraulic
equipment. Through advanced function and product knowledge, field service
and business acumen, EuroMaint Rail will also enhance customers' competi-
tiveness in this area.
Customer focused organisationThe organisation is customer focused and works with quality assured
processes that guarantee documentation, monitoring and delivery quality.
With workshops scattered throughout Sweden, EuroMaint Rail can
adapt maintenance solutions to each individual operator or vehicle owner,
and to each train's timetable. The key areas in Sweden are the areas with
growth in passenger traffic, such as Mälardalen, Västra Götaland and Skåne,
and in places that form the hub for freight services, mainly Luleå, Borlänge,
Hallsberg,Gothenburg and Malmö.
EUROMAINT RAIL – OFFERING
EuroMaint Rail offers comprehensive maintenance solutions to the entire rail transport industry. The company is Sweden's leading supplier of maintenance solutions and refurbishments and manages all types of rolling stock and their components.
Comprehensive maintenance solutions for the rail transport industry
24
EUROMAINT RAIL – MARKET AND CUSTOMERS
The rail industry in Sweden and Europe is changing. More players are establishing themselves on the Swedish market, which means that competition is intensifying. At the same time, Sweden and large parts of the world are in a recession. The tougher market conditions present a challenge, but they can also be something that can spur EuroMaint Rail to deliver the highest quality in all areas.
Tough competition in a changing market
The Swedish economy decelerated sharply towards the end of 2008, leading
to downward revised forecasts for both growth and employment in Sweden.
Both personal travel and freight transport by rail has increased steadily during
the past five years. The declining economic situation in 2008 has negatively
affected freight traffic as the demand for freight transport has declined.
Passenger transport has resisted the downturn better so far, thanks to price
and environmental awareness meaning that many people are choosing the
train over alternative methods of transport.
The increase in traffic that has characterised the last five years has led to
increasing demands on vehicle availability, which means that the capacity of
trains needs to be utilised as much as possible. Therefore, the maintenance
need for rolling stock in passenger transport has increased in recent years.
The market for EuroMaint Rail is expected to be less affected by the recession
than many other industries.
EuroMaint Rail's market share in terms of the maintenance of rolling
stock in Sweden amounts to nearly 50 per cent.
New conditions for Sweden's railwaysRail passenger traffic in Sweden is managed by a number of different operators.
Today there are around 40 operators within rail transport in Sweden and
that number is expected to increase in the coming years. Swedish train
operator SJ has a unique position with a market share of approximately
40 per cent of the total rail transport market. Up to and including 2008, SJ
has had exclusive rights to profitable inter-regional rail transport in Sweden.
On 1 January 2010, Sweden's railways are likely to be deregulated further
when the Swedish rail network opens up to competition.
Examples of international rail operators that are active in Sweden:
The British operators Arriva and First Group; the French companies Keolis
and Veolia Transport (formerly Connex), Germany's DB, Norway's NSB and
the Danish operator DSB.
In many European countries today, companies are competing to carry
out passenger transport. However, these are mainly for services procured
by the community, while the market for commercial passenger transport is
largely closed to everyone but the national railway companies. The deregulation
of the railways is at various stages in Europe. Sweden and the UK are the two
countries that have come furthest.
Freight transport in Sweden is conveyed on the main network by the
state-run train operator Green Cargo, which is one of EuroMaint Rail's
biggest customers. On the smaller networks, there are a number of private
operators.
Investigation on the future of passenger transportIn 2007, the Swedish government appointed a second railway investigation,
which has been tasked to propose ways to increase competition between
commercial operators in the rail passenger transport market. The investigation
submitted its report in October 2008, with the primary conclusion that SJ's
exclusive transportation right should be abolished. The overall objective
of the study was that passengers and society will receive greater benefit
through more choice, affordable travel and a greater offering. The second
railway investigation also proposed that further market opening should take
place concurrently with the relevant international passenger services within
the EU. ("Konkurrens på spåret", Järnvägsutredningen 2, SOU 2008:92)
Transport chief
Property owners
Passengers
Freight
Infrastructure
Authorities
Market
Condition
25
RAIL TRANSPORT INDUSTRY SUPPLIERS
The rail industry in Sweden consists of several suppliers who cooperate
to provide the best possible transport for passengers and freight.
■ Infrastructure – The Swedish Rail Administration (Banverket),
with sector responsibility for the railways, is responsible for
infrastructure, including the responsibility for operation and
management of the tracks, and for coordinating local, regional
and inter-regional railway traffic.
■ Condition – The Swedish Transport Agency's railway department
(previously the Railway Board) issues licenses for rail transport
operators and approves technical subsystems.
■ Transport chief – A number of players responsible for public
transport's performance in a county or nationally under Swedish
management.
■ Operator – There are about 40 operators of railway services in
Sweden. SJ is the largest in passenger transport and Green Cargo
dominate freight transport.
■ Vehicle owner – Vehicles can be leased from train leasing
companies such as the UK's Angel Trains or from Swedish Transitio.
■ Vehicle manufacturer – There are a few major manufacturers of
rolling stock. These suppliers are also increasingly seeking the
maintenance and repair of delivered vehicles .
■ Property owners – State run Jernhusen develops, manages and
owns stations and workshop areas related to the railways in
Sweden. The vast majority of premises where EuroMaint Rail has
workshops are owned by Jernhusen.
■ Maintenance company – A number of suppliers specialising in
the maintenance of rolling-stock. EuroMaint Rail is the leading
supplier in Sweden.
■ Refurbishment company – Vehicle manufacturers and a number
of other suppliers offer the refurbishment of vehicles. EuroMaint
Rail offers refurbishment and maintenance.
New demands on maintenance operationsIn addition to the market changes occuring as a result of changed regulations
on the market, EuroMaint Rail continues to examine important market trends:
• Operatorsaremovingforwardinthevaluechainandfocusingontheir
core business. To an increasing extent, they are handing the responsibility
for maintenance to specialist providers such as EuroMaint Rail.
• Requirementsfromcustomersareincreasing,withregardtowhenand
where maintenance should be carried out. Increased demand within rail
transport means that the vehicles must be more and more available,
meaning that maintenance must be carried out on-site and during off-peak
periods such as at weekends and during the night.
Swedish and foreign customers and competitorsEuroMaint Rail's biggest customers are: Banverket, Green Cargo, SJ,
Stockholmståg and TKAB. The foreign customers are notably Arriva, DSB,
NSB and Veolia.
Competitors in Sweden can be divided into three categories:
• Traditionalrailwayadministratorsandoperatorswhocarryout
maintenance in-house
• Independentmaintenanceprovidersthatalsoworkwithinotherindustries
• Vehiclemanufacturers
Operator Vehicle owner Vehicle manufacturer
Maintenance company Refurbishment company
26
EUROMAINT RAIL – EXAMPLES OF COMMISSIONS IN 2008
Extension of agreement with SJThe contract for the maintenance of SJ's 40 X2
trains, 450 passenger carriages and more than
100 RC locomotives was extended by one year in
June 2008. During the period until the next nego-
tiation takes place, SJ and EuroMaint Rail will work
together to develop new indicators for monitoring
maintenance work. The high-speed X2 trains within
SJ are between 10 and 20 years old and the need
for more extensive maintenance will increase as
the trains become older.
Seven-year contract with AAEDuring 2008, EuroMaint Rail strengthened its
partnership with Swiss AAE by signing a seven-year
contract regarding the maintenance of 300 freight
carriages in service between Luleå and Borlänge,
Sweden.
EuroMaint Rail's substantial experience
and expertise in the maintenance of carriages
was decisive for AAE in its choice of partner.
The maintenance of AAE's carriages will take
place at EuroMaint Rail's workshops in Luleå
and Borlänge and through the use of mobile units.
The agreement is of strategic importance for
EuroMaint Rail, since foreign partners are the key
to future international expansion.
Modernisation of SJ's locomotive drawn passenger carriagesEuroMaint Rail received the commission to
modernise SJ's locomotive drawn passenger
trains from the 1980s. The order is worth
SEK 350 million and the first refurbished carriages
will be put into service in 2009. The modernisation
includes mainly the interior and refreshing the
passenger areas to create a better travel experience.
EuroMaint Rail has previously delivered good quality
in its refurbishment commissions, which was
important for SJ in its choice of supplier.
27
Board and management
28
EUROMAINT BOARD OF DIRECTORS
WILLE LAURÉN1943BSc Economics, Turku School of EconomicsBoard member since 2007Previous employment:CFO ITT AEG Fläktgruppen and Vice President ABB SwedenCurrent employment:Self-employedOther assignments:Moventas AB, Ostnor AB and Nobia AB
KNUT HANSEN1957MSc Engineering, Chalmers University of TechnologyBoard member since 2007Previous employment:Project Engineer, Consafe Engineering, Business Controller Electrolux, President Electrolux Logistics and President of Nordwaggon ABCurrent employment:Head of Logistics, Stora Enso
HENRIK JOELSSON1969MSc Economics, Stockholm School of Economics MBA INSEAD FranceBoard member since 2007Previous employment:Management consultant at Bain & CompanyCurrent employment:Investment Manager, Ratos Other assignments:Board member of Anticimex Holding AB and other companies within the Anticimex Group, Bisnode AB as well as deputy board member of Camfil AB
OLE KJÖRREFJORD1955MBA, Harvard Business SchoolPrevious employment:McKinsey & Company, Stockholm/Los AngelesNorges Eksportråd, New YorkCurrent employment: President and CEO, EuroMaint ABOther assignments:Chairman of the Board of Hector Rail AB, Fleetech AB, Fleet 101 AB, Board member of Korsnäs AB
JONATHAN WALLIS1974MSc Economics, Stockholm School of Economics PhD Stockholm UniversityBoard member since 2007Previous employment:Bain & CompanyCurrent employment:Investment Manager, Ratos
29
PER GRANSTRÖM1964Board member since 2007Previous employment:Euromation AB, Volvo Personvagnar ABCurrent employment:EuroMaint Industry ABOther assignments:Chairman of the Local Union, IF Metall
BERTIL HALLÉN1954Board member since 2001Previous employment:Eriksberg's shipyard and SJCurrent employment:EuroMaint Rail ABOther assignments:Chairman of SEKO Gothenburg,Chairman of SEKO EuroMaint AB,Board member of Göteborgs Hamn AB
KARIN NYBERG1952Board member since 2008Previous employment:SJCurrent employment:EuroMaint Rail ABOther assignments:President TJ (Transport and Railway) Association at EuroMaintBoard member of Sacoförbundet Trafik och Järnväg
30
EuroMaint
EuroMaint Industry
MANAGEMENT GROUP
ARNE MOLANDER1964BSc EconomicsMarketing and Sales DirectorEmployed since 2007
URBAN EKMARK1964MSc Engineering, Technical LicentiatePersonnel, Quality and Environmental DirectorEmployed since 2000
PATRIK SAHLBERG1962BSc EngineeringBAM Automation and Vice President Employed since 1982
MAGNUS LARSSON1979MSc EngineeringBAM Component ServicingEmployed since 2007
ULF SANDÉN1959BSc EconomicsCFO and Vice President Employed since 1989
BO LENNARTSSON1952BSc EngineeringDirector of Training and Technical DevelopmentEmployed since 1973
PATRICK SVENSSON1967MSc Economics, BSc Engineering President EuroMaint Industry, Inc. Business Development DirectorEmployed since 2006
OLE KJÖRREFJORD1955MBAPresident and CEO, EuroMaintEmployed since 2008
HENRIK DAGBERG1972MBA, MSc Engineering Business Development Director EuroMaintEmployed since 2009
NICKLAS FALK1973BSc EngineeringCEO EuroMaint IndustryEmployed since 2003
URBAN FELTH1963MSc EconomicsCFO EuroMaintEmployed since 1984
KIM BERGHÄLL1966BSc EngineeringBAM Engineering & Operational ReliabilityEmployed since 2004
31
EuroMaint Rail
THOMAS ANDERSSON1953MSc EngineeringQuality and Environmental DirectorEmployed since 1991
TRYGVE ENGELBERT1950Ph.DRail Production Systems DirectorEmployed since 2009
STEFAN GREEN1954BSc EngineeringBAM Train RefurbishmentEmployed since 2005
ILONA ÖSTLUND1968MSc EconomicsCorporate Communications Director, EuroMaintEmployed since 2008
JOHAN JANSSON1971Technical college graduateBAM Work MachinesEmployed since 2008
MARK REHNSTRÖM1970BSc Economics and MBAActing CFOEmployed since 2008 (consultant)
MATS ÖNNER1956BSc Engineering and MBAActing BAM AvailabilityEmployed since 2008
INGELA ERLINGHULT1962 BAM ComponentsEmployed since 2009
LENA GELLERHED1968BSc EconomicsHR DirectorEmployed since 2007
MATS ÖNNER1956BSc Engineering and MBACEO EuroMaint Rail Employed since 2008
32
DES
IGN
AN
D P
ROD
UC
TIO
N: J
oint
ly E
uroM
aint
AB
and
Care
of H
aus,
Väs
terå
s. P
HO
TOG
RAPH
Y: L
asse
Fre
drik
sson
, Kas
per D
udzi
k an
d Eu
roM
aint
arc
hive
imag
es. R
EPRO
: Tur
bin,
Väs
terå
s. P
RIN
TED
BY:
Edi
ta, V
äste
rås
2009
.
FINANCIAL SUMMARY
The Group reformed in 2007, with EuroMaint AB as the new parent company,
legally recognised in the management report from 1 September 2007.
The parent company EuroMaint AB, reported legally from formation on
25 April 2007. In order to facilitate the development over time and thereby
create comparability, comparative figures for the new group are reported
and commented on the basis of pro formad figures in the report. The values
originating from the previous EuroMaint AB group are only adjusted for
the rise in interest expenses due to the amended loan situation following the
acquisition. Comparitive values for the 2006 balance sheet and cash flow
key ratios show unpro formad figures for the previous EuroMaint AB Group.
INCOME STATEMENT, SEK million 2008-01-01 2007-01-01 2006-01-01OPERATING INCOME 2008-12-31 2007-12-31* 2006-12-31*
Net turnover 2,316 2,064 2,034
Other operating income 8 3 3
TOTAL OPERATING INCOME 2,324 2,067 2,037
OPERATING EXPENSES
Cost of goods and services sold -835 -671 -610
Other external costs -426 -430 -463
Personnel costs -900 -872 -832
Depreciation -38 -27 -25
Amortisation -4 -2 -2
Other operating expenses -4 0 -5
TOTAL OPERATING EXPENSES -2,206 -2,000 -1,937
OPERATING PROFIT 118 67 100
FINANCIAL ITEMS
Financial income 3 7 3
Financial expenses -87 -86 -71
NET FINANCIAL ITEMS -84 -80 -68
Profit before tax 33 -13 32
Tax -11 5 -5
PROFIT/LOSS FOR THE YEAR 22 -8 27
*Pro forma
BALANCE SHEET, SEK milliom
ASSETS 2008-12-31 2007-12-31 2006-12-31*
FIXED ASSETS
Tangible fixed assets 208 196 131
Intangible fixed assets 706 710 42
Deferred tax assets 10 11 12
Other long-term receivables - - 21
TOTAL FIXED ASSETS 924 917 207
CURRENT ASSETS
Stock 264 280 269
Accounts Receivable 310 345 332
Receivables from Group companies - 2 4
Tax receivables 28 16 -
Other receivables 75 87 48
Completed, not invoiced 194 88 69
Prepaid expenses and accrued income 68 71 54
Cash and cash equivalents 33 - 45
TOTAL CURRENT ASSETS 973 889 821
TOTAL ASSETS 1,897 1,806 1,028
LIABILITIES AND EQUITY 2008-12-31 2007-12-31 2006-12-31*
EQUITY
Share capital 0 0 0
Other contributed capital/statutory reserve 208 208 395
Reserves -6 0 0
Accumulated profit/loss 1 -20 -146
TOTAL EQUITY 203 188 249
LONG-TERM LIABILITIES
Long-term interest bearing liabilities 746 776 270
Shareholder borrowing 244 218 0
Provisions for pensions and
similar obligations 19 35 42
Other provisions 19 16 21
Deferred tax liabilities 13 5 8
Other long-term liabilities 26 - 4
TOTAL LONG-TERM LIABILITIES 1,067 1,050 346
CURRENT LIABILITIES
Advance payment from customers 72 50 36
Accounts payable 236 202 123
Tax liabilities - - 21
Liabilities to Group companies 0 0 6
Liabilities to credit institutions, interest bearing - 23 0
Other short-term liabilities 30 44 12
Accrued liabilities/deferred income 289 250 234
TOTAL CURRENT LIABILITIES 627 568 433
TOTAL LIABILITIES 1,694 1,619 779
TOTAL EQUITY AND LIABILITIES 1,897 1,807 1,028
*Refers to unpro formad figures for EuroMaint AB Group.
www.euromaint.se
EuroMaint AB
SUNDBYBERGLandsvägen 50 A, SE-172 63 Sundbyberg, SwedenVisiting address: Landsvägen 50 A, fl. 5Tel: +46 8-762 51 00
EuroMaint Rail AB
SOLNABox 1555, SE-171 29 Solna, SwedenVisiting address: Svetsarvägen 10Tel: +46 8-762 51 00
EuroMaint Industry AB
SKÖVDESE-541 87 Skövde, SwedenVisiting address: Kavelbrovägen 2Tel: +46 500-91 70 00
Figures20082008
Contents
EUROMAINT ANNUAL REPORT 2008
Directors' report 4
Income Statement 6
Balance Sheet 7
Change in Equity 9
Cash Flow Statement 11
Notes 12
Auditors' Report 34
4 • EUROMAINT ANNUAL REPORT 2008
Directors' report
The Board of Directors and President of EuroMaint Gruppen AB, Corporate identification number 556731-5402, with headquarters in Stockholm, hereby submit the annual report for business activities during the financial year 2008.
OwnerEuroMaint Gruppen AB is wholly owned by the company EMaint AB, Corporate identification number 556731-5378, with headquarters in Stockholm, which is owned by Ratos AB. EuroMaint Gruppen AB acquired 100% of EuroMaint AB on 1 September 2008 from the previous owner AB Swedcarrier.
Operations and organisationEuroMaint is a strong and leading maintenance partner that combines innovative thinking with solid long-term experience in order to raise its customers’ efficiency. Through innovative technical system services, customised comprehensive solutions and partnerships, EuroMaint's companies offer maintenance and technical solutions that contribute to the competitiveness and success of their customers.
The collective main products are comprehensive maintenance solutions, with a Total Service Concept that includes prevention, repair, restoration and improved maintenance.
EuroMaint's companies are specialist companies that offer qualified maintenance services to manufacturing and rail transport industry. In 2008, EuroMaint had three subsidiaries: EuroMaint Industry AB, EuroMaint Rail AB and EuroMaint Tracksupport AB. At Group level, industry wide matters are pursued that promote the generation and identification of new activities, and help to maintain and develop its position as a leading maintenance partner. The Parent Company, EuroMaint Gruppen AB, owns, manages and administers securities in subsidiaries within the rail industry and the engineering and process industry, conducts consultancy work and associated activities in relation to these.
EuroMaint can be found throughout Sweden, from Luleå in the north to Malmö in the south, as well as in Jelgava, Latvia, and Detroit, USA. The head office is in Sundbyberg.
The Business EnvironmentCustomers want to increase their profitability and competitiveness through the improved availability, reliability and longevity of their production equipment – irrespective of the industry concerned. EuroMaint develops its maintenance in step with changing requirements in order to be a world class supplier.
Various means of potential growthWorld class key activities in the domestic market is a necessary basis for the expansion planned by EuroMaint. Central to this process is the ability to show tangible benefits for new customers that choose EuroMaint as maintenance partner. EuroMaint's business model demonstrates that, as an independent partner, it has the same objectives as the client with regards to the optimi-sation of operations for increased profitability, and that the high quality seen domestically can also be transferred to new markets. Another form of inter-nationalisation is taking place in the Baltic region, where the establishment of a workshop is opening for new customers in a growing market. Another way is for business in other countries, such as Norway, is being carried out in Swedish workshops. Growth may even occur through acquisitions and busi-ness takeovers in other industries where EuroMaint sees that synergies can be utilised within the maintenance group.
EmployeesDuring the period, EuroMaint Industry has signed a letter of intent with Husqvarna regarding the takover of activities and will therefore acquire 64 new employees. The takover took place on 1 January 2009.
Environmental impactThe main environmental impact common to all of EuroMaint Rail's product areas is on air and water, and to a lesser extent, land. The activities that are operated are classified as environmentally hazardous, and require reporting to the Environment Agency. The Environment Agency decides whether the degree of environmental hazards requires permits or reporting. If EuroMaint Rail does not receive the environmental permit required for production, this may result in a deterioration in the ability to fulfill commitments towards the Customer. If permission should occur, over a short period of time, there is the possibility to switch the use of workshops in order to limit the eco-nomic damage.
EuroMaint Rail's units are obliged to declare according to Ordinance(1998:899) concerning Environmentally Hazardous Activities and The Protection of Public Health, with the exception of the operations in Örebro which are subject to licence. Notifiable activity exercised by EuroMaint Rail are, e.g. vehicle cleaning, painting, de-icing, the handling of diesel fuel, etc. The licence requirement in Örebro is necessitated by the large workshop area as well as through extensive chemicals handling in connection with e.g. vehicle cleaning, painting, etc.
EuroMaint Tracksupport operates a notifiable operation in Åmål.EuroMaint Industry does not operate any licence obligated operations.
Throughout EuroMaint Industry, the operations have a limited environmen-tal impact and therefore the financial risk is small.
Noteworthy risksThe Group's companies have a customer structure in which a few customers dominate with regards to the proportion of the Group's turnover. The loss of a major customer or significant customer account would result in substantial demands on an adjustment of the company's administrative support func-tions to the reduced turnover. During a transitional period, the company's profitability would be reduced. Since customer relations often comprise several contractual areas with varying contractual lengths however, this risk is distributed over time.
EUROMAINT ANNUAL REPORT 2008 • 5
Financial instruments and risk managementThrough its operations, EuroMaint is exposed to financial risks, including the effect of changes to prices on the loan and capital markets, exchange rates and interest rates. The Group's overall risk management focuses on unpredictability of the financial markets, and strives to minimise potentially unfavourable influences on the Group’s financial results. Financial operations in the Group are centralised in the EuroMaint AB’s financial function. The financial function acts as an internal bank and is responsible for the sourcing of capital, cash management and financial risk management. The operations are regulated through the Group’s Financial regulations.
The following important financial risks are dealt with:
Market riskThe risk that the value of, or future cash flow from a financial instrument varies due to changes in market prices. Currency risk and interest rate risk constitute market risks.– Currency risksCurrency risk refers to the risk that exchange rate fluctuations negatively affect the Group's income statement, balance sheet and/or the cash flow. Currency risk exists both in the form of transaction risk and translation risk.– Interest rate riskInterest rate risk refers to the risk of a negative effect on the Group's profit due to changes in the market rates of interest.
Other risks– Credit riskCredit risk is the risk generated by the fact that the investor's opposite party's changes in an unpredictable manner thereby resulting in a loss for the Group.– Liquidity and refinancing riskRefinancing risk refers to the risk that the refinancing of mature loans is complicated or becomes costly and that EuroMaint therefore has difficulty fulfilling its payment obligations. Liquidity risk refers to the risk of difficulties fulfilling the obligations associated with financial liabilities.
For more information about financial risks, see note 22.
Future developmentThe trends in the maintenance sector are the progression from being a passive delivery organisation to becoming a proactive maintenance partner, from a cost-driven maintenance department to a value-creating maintenance provider and from pre-defined to condition-based maintenance.
EuroMaint’s business logic and EuroMaint's strategy is to develop partnerships with customers and establish a business relationship where efficient maintenance pays off, so that EuroMaint gets paid when customers earn money on their equipment, rather than for implementing specific work tasks. Hourly rates for maintenance carried out are being replaced by conceptualised turnkey services.
Significant events that occurred during the financial year or following the year-endIn December 2008, Ole Kjörrefjord who had previously been the Chairman of the board for the Group since 2007, became the new CEO of EuroMaint and President of the parent company, EuroMaint Gruppen AB. The departing CEO and President of the parent company, Pether Wallin, will remain available during 2009.
The decision was taken to integrate the subsidiary EuroMaint Tracksupport AB as a business area within the subsidiary EuroMaint Rail AB. EuroMaint Industry served redundancy notices to 36 employees at its maintenance and tools operation in Hallsberg – a direct consequence of the decline in the automotive industry.
Turnover and results
TurnoverTotal earnings amounted to SEK 2,324 million (741).
Operating profitOperating profit amounted to SEK 118 million (-2) giving an operating margin of 5% (0%). The previous year's operating profit was affected by items affect-ing comparability of SEK 25 million attributable to cost reduction programme as well as SEK 19 million attributable to the amended pension obligations within EuroMaint Rail.
Financial itemsNet financial income amounted to SEK -84 million (-26).
Cash flowCash flow for the period after investments amounted to SEK 87 million (-981).
Equity/assets ratio The equity/assets ratio amounted to 24% (23%). The equity/assets ratio is measured as equity and shareholder borrowing in relation to the balance sheet total.
Proposed appropriation of profitsThe parent company's result for the period was SEK -47,475,381.
Available for the Annual General Meeting, SEK:
Fair value reserve -12,999,185
Profit brought forward 250,217,943
Profit/loss for the year -47,475,381
TOTAL 189,743,377
The board proposes that the accumulated profit be appropriated as follows:
Carry forward 189,743,377
TOTAL 189,743,377
The income statement and balance sheet will be presented at the Annual General Meeting on 31 March 2009 for adoption.
6 • EUROMAINT ANNUAL REPORT 2008
Income Statement
SEK (000's) Note The Group The Group The Parent Company The Parent Company
2008-01-01 2007-09-01 2008-01-01 2007-04-25 2008-12-31 2007-12-31 2008-12-31 2007-12-31
OPERATING INCOME
Net turnover 25 2,315,946 739,852 4,458 1,512
Other operating income 7,909 1,634 - -
TOTAL OPERATING INCOME 2,323,855 741,486 4,458 1,512
OPERATING EXPENSES
Cost of goods and services sold -835,401 -253,480 - -
Other external costs 5, 19, 20 -425,713 -172,603 -469 -661
Personnel costs 6 -899,715 -306,176 -4,458 -1,439
Depreciation 7 -37,587 -9,484 - -
Amortisation 8 -3,987 -625 - -
Other operating expenses 4 -3,938 -1,425 - -
TOTAL OPERATING EXPENSES -2,206,341 -743,793 -4,927 -2,100
OPERATING PROFIT 117,514 -2,307 -469 -588
FINANCIAL ITEMS
Financial income 9 2,976 607 377 11
Financial expenses 9 -87,087 -27,089 -65,672 -20,559
NET FINANCIAL ITEMS -84,111 -26,482 -65,295 -20,548
PROFIT BEFORE TAX 33,403 -28,789 -65,764 -21,136
Tax 10 -10,979 -8,793 -18,289 5,918
NET PROFIT 22,424 -19,996 -47,475 -15,218
Parent company shareholders' share of
net profit 22,424 -19,996 -47,475 -15,218
EARNINGS PER SHARE,
UNDILUTED 224,2 -200,0 -474,8 -152,2
EUROMAINT ANNUAL REPORT 2008 • 7
Balance Sheet
The Group The Group The Parent Company The Parent Company
SEK (000's) Note 2008-12-31 2007-12-31 2008-12-31 2007-12-31
ASSETS
FIXED ASSETS
Tangible fixed assets 7, 20 208,053 195,942 - -
Intangible fixed assets 8 706,039 710,026 - -
Shares in Group companies 11 - - 935,200 935,200
Deferred tax assets 10 10,500 11,477 6,510 5,918
TOTAL FIXED ASSETS 924,592 917,445 941,710 941,118
CURRENT ASSETS
Stock 13 264,353 280,246 - -
Accounts receivable 14, 24 309,903 344,955 -1,084 1,004
Receivables from Group companies 14 - 1,757 - -
Tax receivables 14 28,400 16,026 - -
Other receivables 14 75,219 87,300 80,446 925
Completed, not invoiced 14, 26 193,458 87,691 - -
Prepaid expenses and accrued income 14 68,117 71,354 - -
Cash and cash equivalents 33,302 - 2,074 5,963
TOTAL CURRENT ASSETS 972,752 889,329 81,436 7,892
TOTAL ASSETS 1,897,344 1,806,774 1,023,146 949,010
LIABILITIES AND EQUITY
EQUITY
Share capital 100 100
Other contributed capital 208,000 208,000
Reserves -5,656 83
Profit brought forward including profit/loss for the year 849 -19,996
EQUITY ATTRIBUTABLE TO
PARENT COMPANY SHAREHOLDERS 203,293 188,187
RESTRICTED EQUITY
Share capital 100 100
NON-RESTRICTED EQUITY
Fair value reserve -12,999
Accumulated profit 250,217 208,000
Profit/loss for the year -47,475 -15,218
TOTAL EQUITY 189,843 192,882
8 • EUROMAINT ANNUAL REPORT 2008
Balance Sheet [ cont.]
The Group The Group The Parent Company The Parent Company
SEK (000's) Note 2008-12-31 2007-12-31 2008-12-31 2007-12-31
LONG-TERM LIABILITIES
Long-term interest bearing liabilities 15, 20 746,416 776,358 539,120 537,200
Shareholder borrowing 15 244,112 217,569 244,112 217,569
Provisions for pensions and similar obligations 12 19,033 35,164 - -
Other provisions 16 18,840 16,276 - -
Deferred tax liabilities 10 12,791 5,110 - -
Other long-term liabilities 26,090 - 26,090 -
TOTAL LONG-TERM LIABILITIES 1,067,282 1,050,477 809,322 754,769
CURRENT LIABILITIES
Advance payment from customers 17 71,770 50,420 - -
Accounts payable 17 235,877 201,591 - 814
Liabilities to Group companies 17 21 34 22,445 -
Liabilities to credit institutions, interest bearing 15 - 22,840 - -
Other short-term liabilities 17 30,152 43,623 1,061 -
Accrued liabilities/deferred income 17 288,949 249,602 475 545
TOTAL CURRENT LIABILITIES 626,769 568,110 23,981 1,359
TOTAL LIABILITIES 1,694,051 1,618,587 833,303 756,128
TOTAL EQUITY AND LIABILITIES 1,897,344 1,806,774 1,023,146 949,010
PLEDGED ASSETS AND
CONTINGENT LIABILITIES
Pledged assets, floating charges 18 93,287 63,653
Contingent liabilities 18 - -
EUROMAINT ANNUAL REPORT 2008 • 9
Change in Equity
1 January – 31 December 2008
SEK (000's)
EQUITY
THE GROUP
Opening equity 2008-01-01 100 208,000 83 -19,996 188,187
Appropriation of profits -19,996 19,996 -
Translation reserve* -1,077 -1,077
Valuation of hedging instruments -4,662 -4,662
Finance lease -1,579 -1,579
Profit/loss for the year 22,424 22,424
CLOSING EQUITY 2008-12-31 100 208,000 -21,575 -5,656 22,424 203,293
Company formation 2007-09-01 100 100
Unconditional shareholders' contribution 208,000 208,000
Translation reserve* 83 83
Profit/loss for the year -19,996 -19,996
CLOSING EQUITY 2007-12-31 100 208,000 83 -19,996 188,187
*Exchange rate differences when translating financial statements of foreign operations.
CHANGE IN TRANSLATION RESERVE Share capital
Opening translation reserve 2008-01-01 83
Change for the year from the translation
of companies -1,077
CLOSING TRANSLATION RESERVE 2008-12-31 -994
Opening translation reserve 01.09.07 -
Change for the year from the translation
of companies 83
CLOSING TRANSLATION RESERVE 2007-12-31 83
Share capital Other contributed capital
Accumulated profit
Reserves Profit for the year
Totalequity
10 • EUROMAINT ANNUAL REPORT 2008
Change in Equity [ cont.]
EQUITY RESTRICTED EQUITY NON-RESTRICTED EQUITY
PARENT COMPANY
Opening equity 2008-01-01 100 208,000 -15,218 192,882
Appropriation of profits -15,218 15,218 -
Valuation of hedging instruments -12,999 -12,999
Group contribution received 79,771 79,771
Tax on Group contribution received -22,336 -22,336
Profit/loss for the year -47,475 -47,475
CLOSING EQUITY 2008-12-31 100 250,217 -12,999 -47,475 189,843
Company formation 2007-04-25 100 100
Unconditional shareholders' contribution 208,000 208,000
Profit/loss for the year -15,218 -15,218
CLOSING EQUITY 2007-12-31 100 208,000 -15,218 192,882
The number of shares in the parent company amounts to 100,000.
The face value in the parent company is 1.
Share capital Accumulatedprofit
Fair value reserve
Profit for the year
Totalequity
EUROMAINT ANNUAL REPORT 2008 • 11
Cash Flow Statement
1 January – 31 December 2008 The Group The Group The Parent Company The Parent Company
SEK (000's) Note 2008-01-01 2007-09-01 2008-01-01 2007-04-25 2008-12-31 2007-12-31 2008-12-31 2007-12-31
OPERATING ACTIVITIES
Profit after financial items 33,403 -28,789 -65,764 -21,136
Depreciation/amortisation 41,574 10,109 - -
Other items not affecting liquidity 21 3,763 42,574 10,766 -
Income tax paid -14,113 -3,033 18,759 6,843
CASH FLOW FROM
OPERATING ACTIVITIES
BEFORE CHANGES IN WORKING CAPITAL 64,627 20,861 -36,239 -14,293
CHANGES IN WORKING CAPITAL
Increase (-)/Decrease(+) in stock 18,252 12,131 - -
Increase (-)/Decrease(+) in accounts receivable 36,810 -108,604 2,089 -
Increase (-)/Decrease(+) in other short-term receivables -93,391 -15,370 250 -8,773
Increase (+)/Decrease(-) in accounts payable 34,252 93,508 -814 814
Increase (+)/Decrease(-) in other short-term liabilities 67,146 -27,589 173 545
CASH FLOW FROM
OPERATING ACTIVITIES 127,696 -25,063 -34,541 -21,707
INVESTING ACTIVITIES
Acquisition of tangible and
intangible fixed assets 7 -40,822 -20,982 - -
Divestment of tangible and
intangible fixed assets 10 245 - -
Acquisition of subsidiary/business segment,
net liquidity impact - -935,200 - -935,200
Purchase of other financial assets - - - -
CASH FLOW FROM
INVESTING ACTIVITIES -40,812 -955,937 - -935,200
CASH FLOW FROM
OPERATIONAL ACTIVITIES 86,884 -981,000 -34,541 -956,907
FINANCING ACTIVITIES
New share issue - - - 100
Received shareholder contributions - 208,000 - 208,000
Borrowings 8,452 750,040 30,652 754,769
Amortisation loan -62,034 - - -
CASH FLOW FROM
FINANCING ACTIVITIES -53,582 958,040 30,652 962,869
Net change in cash and cash equivalents 33,302 -22,960 -3,889 5,963
Cash and cash equivalents at beginning of period - 22,960 5,963 -
CASH AND CASH EQUIVALENTS AT YEAR-END 21 33,302 - 2,074 5,963
12 • EUROMAINT ANNUAL REPORT 2008
Notes
This annual report has been adopted by the board and the President on 2 March 2009 and is proposed for final adoption by the Annual General Meeting on 31 March 2009.
Ratos formed EuroMaint Gruppen AB on 25 April 2007. EuroMaint Gruppen AB acquired EuroMaint AB on 1 September 2007. Disclosures in the financial state-ments for the previous year refer to the parent company for the period 25 April 2007 to 31 December 2007. Disclosures in the financial statements for the previous year for the Group relate to the period 1 September 2007, the date that the parent company acquired EuroMaint AB, up to 31 December 2007.
The parent company is a registered limited liability company with headquarters in Stockholm. The address of the headquarters is Landsvägen 50 A, SE 172 63 Sundbyberg, Sweden. The parent company of the largest group that EuroMaint AB, 556731-5402, is subsidiary of, and where the consolidated financial statements are prepared, is Ratos AB, 556008-3585, Stockholm.
The most important accounting principles applied in the preparation of these consolidated financial statements are listed below and have been applied consistently to all periods unless otherwise stated.
Statement of compliance with applicable regulationsEuroMaint Group's consolidated financial statements have been prepared in accord-ance with the Annual Accounts Act and International Financial Reporting Standards (IFRS) as adopted by the EU. The consolidated financial statements are also prepared pursuant to the Swedish Financial Reporting Board Recommendation RFR 1.1 (Supplementary accounting rules for Groups). The accounting policies relating to the parent company correspond with the principles for the Group except as shown below under the heading The parent company. The parent company's financial state-ments are prepared in accordance with the the Swedish Financial Reporting Board Recommendation RFR 2.1 (Accounting for legal entities) and the Annual Accounts Act.
Basis of preparationThe accounts are based on historical costs, except for certain financial instruments and investment property which are carried at fair value. In the case of stock, this is reported at the replacement cost.
Important estimates and assumptions for accounting purposesThe preparation of reports in accordance with IFRS requires the use of a number of estimates and assumptions about the future. The estimates for accounting purposes that result will, by definition, rarely correspond to the the actual results. EuroMaint's best assumption however is that there are no critical assessments that may significantly affect the evaluation of the company's financial position.
Uncertainty in estimates Some assumptions about the future and certain estimates and assumptions at the balance sheet date have special significance for the valuation of assets and liabilities in the balance sheet. Discussed below are the areas where the risk of changes in value during the following year are greatest due to the need to change assumptions or estimates.
Testing the write-down requirement for GoodwillGoodwill arising from business combinations represents the difference between the acquisition cost and the acquired identifiable net assets' fair value. The write-down requirement of goodwill is tested once a year. The recoverable amount (i.e. the higher of value in use and fair value less selling expenses) is normally established based on the value in use, derived using discounted cash flow calculations. This in turn requires that the expected future cash flow from the cash-generating unit is estimated and an appropriate discount rate is established for calculating the cash flow's present value.
Pension obligationsThe value of the pension obligations for defined benefit pension plans is based on actuarial calculations based on assumptions about discount rates, expected returns on plan assets, future salary increases, inflation and demographic conditions.
Obsolescence of stockIn value terms, stock consists mainly of items acquired according to an estimated maintenance plan for different train models. Since these cycles are long-term (5–12 years), there is an uncertainty in the assessment. The company has an obligation to stock items (spare parts) over a long period for individual train models, which have a very long economic and technical life.
Percentage of completion methodWith the percentage of completion method there is uncertainty in predicting the final financial outcome of a major refurbishment project, since the work continues over several years. Reconciliation is made therefore during the period from the beginning of the project until completion, but because this consumes both time and costs, this is only performed a certain number of times during the year.
Provisions for guarantees for work carried outSo-called availability work relates to the correction of errors in a completed service or a non-functioning product for a short time following the completion of the service. The cost of the work or the replacement of non-functioning products is included in the agreed deal.
For refurbishment work, there is a need for warranties as regards the customer, ranging from one up to two years. Since each refurbishment deal is a unique part of the company's operations and cannot be compared with any other refurbishment deal, the cost for warranties are difficult to assess. The company tries to estimate the warranty costs that may arise, and make provisions for this, but some uncertainty remains over the final outcome.
Consolidated financial statements EuroMaint Group's income statement and balance sheet omprise all the companies over which the parent company directly or indirectly exercises a controlling influence. A controlling influence means the right to directly or indirectly shape a company's financial and operating strategies in order to obtain economic benefits. A controlling influence arises when a shareholding totals more than half of the voting rights.
Intra-group transactions and balance sheet items, as well as profit on transactions between Group companies are eliminated. Losses are also eliminated, unless the transaction provides evidence that a write-down requirement exists for the transferred asset.
Business combinationsIFRS 3 requires that the fair value of identifiable assets and liabilities in the acquired business are fixed at the time of acquisition. Identifiable assets and liabilities also include assets, liabilities and provisions, including obligations and claims from third parties not reported in the acquired business's balance sheet. Provisions are not made for expenses relating to planned restructuring measures that are a result of the acquisition. The difference between the cost of the acquisition and the acquired share of the net assets of the acquired business is classified as goodwill and is recognised as an intangible asset on the balance sheet.
The useful life of each intangible asset is determined and the asset's fair value is amortised over its useful life. If the useful life is deemed to be indefinite, no amortisation takes place. An assessment that results in an intangible asset's useful life to be indefinite takes into account all relevant factors and is based upon there being no further foreseeable time limit for the the net cash flow that the asset generates. The useful life of goodwill is assumed to be indefinite and does not depreciate, but is tested for write-down requirement once a year.
Segment reportingSince the subsidiaries operate separate businesses with specific products and services, their operations have been selected as primary segments. Sales between the subsidiaries are based on market conditions. All assets and liabilities have been included for each subsidiary.
Segment information per line of business is shown in note 3.
NOTE 1 ACCOUNTING AND VALUATION PRINCIPLES
EUROMAINT ANNUAL REPORT 2008 • 13
NOTE 1 ACCOUNTING AND VALUATION PRINCIPLES cont .
Foreign currency – translationReceivables and liabilities in foreign currencies are translated at the closing day rate.
When establishing the consolidated financial statements, all items in the income statement for foreign subsidiaries are translated to Swedish kronor using the average exchange rates during the year. All balance sheet items are translated using the exchange rates at each balance sheet date. The changes in the Group's equity arising from different currency exchange rates at the balance sheet date compared with the price at the previous balance sheet date are shown in the translation difference directly in equity.
Functional currencyAll subsidiaries use the local currency as the functional currency. Transactions are reported at the transaction day rate, which is then translated. The functional currency of the parent company is SEK and the reporting currency for both the parent company and the Group is SEK.
Tangible fixed assetsTangible fixed assets are included at cost of acquisition, less accumulated depreciation and accumulated write-down.
Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is likely that future economic benefits asso-ciated with the asset will flow to the Group and the acquisition cost of the item can be measured reliably. All other types of repairs and maintenance are reported as expenses in the income statement during the period in which they arise.
Assets leased under finance lease contracts are reported as fixed assets in the balance sheet and are initially at the lower of the leased item's fair value and the present value of the minimum lease payments at the start of the contract. The obligation to pay future lease payments is recorded as long- and short-term debt. The leased assets are depreciated over the asset's useful life, while lease payments are reported as interest and the amortisation of debts.
Assets leased under operating leases are not reported in the balance sheet. Operating leases do not give rise to a liability either.
To allocate their acquisition cost down to the estimated residual value, the depreciation of tangible assets is made linearly according to plan over the remaining estimated useful life:
Category Depreciation year
Machinery and equipment 5–10
IT equipment 3
Improvements to property 5–10
The assets' residual values and useful lives are reviewed at each balance sheet date and are adjusted if necessary. An asset's carrying amount is written down immediately to its recoverable amount (the higher of net selling price and value in use) if the asset's carrying amount exceeds its estimated recoverable amount.
Profits and losses on divestments are determined by comparing the sales proceeds and the carrying value, and the result is reported in the income statement.
Intangible assetsGoodwillGoodwill represents the amount by which the cost of acquisition exceeds the fair value of the Group's share of the acquired subsidiary's identifiable net assets at the time of acquisition. Goodwill is recorderd as intangible assets. Profit or loss on the divest-ment of an entity includes the remaining carrying value of the goodwill relating to the divested entity.
Goodwill is allocated to cash generating units for the examination of any write-down requirement. The write-down requirement for goodwill is examined by the following procedure. The goodwill value as determined on the date of acquisition is allocated to cash generating units, or groups of cash generating units, which are expected to bring benefits to the company through synergies. Assets and liabilities that already exist in the Group at the time of acquisition can also be attributed to these cash-generating units. Any cash flow of this type that goodwill is allocated to corresponds to the lowest level within the Group at which goodwill is monitored in the company's management and is not a bigger part of the Group than one segment. A write-down requirement exists when the recoverable amount of a cash-generating unit (or groups of cash generating units) is less than the carrying value. A write-down is then recorded in the income statement.
Customer and market-related assetsAcquired intangible assets such as brands, customer related assets and other similar items are capitalised and carried at cost less accumulated depreciation and write-downs.
TechnologyResearch projects or patent rights acquired in a business combination are capitalised and carried at the cost of acquisition less depreciation and write-downs.
Category Depreciation year
Customer relations 8
Technology 3
Investment PropertyInvestment properties are reported at fair value, which is the market value as determined by external and internal valuers. Changes in fair value are reported in the income statement as a part of Other operating income.
Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is likely that future economic benefits associated with the asset will flow to the Group and the acquisition cost of the item can be measured reliably. The carrying value of the replaced part is removed from the balance sheet. All other types of repairs and maintenance are reported as expenses in the income statement during the period in which they arise.
Write-down of assets that are not financialAssets that have an indefinite useful life are not depreciated, but are tested annually for any write-down requirement. The assets which are depreciated are assessed in terms of any write-down requirement whenever events or changes in circumstances indicate that the carrying value is not recoverable. A write-down is made according to the amount by which the asset's carrying value exceeds its recoverable value. The recoverable amount is the higher of an asset's fair value less selling expenses and value in use. In assessing the write-down requirement, assets are grouped at the lowest levels where there are separate identifiable cash flows (cash generating units). An asset, except goodwill or financial assets, that has previously been depreciated is tested at each balance sheet date as to whether the reversal should be done.
>>>
14 • EUROMAINT ANNUAL REPORT 2008
Notes
Financial instrumentsFinancial instruments that are reported in the balance sheet include, on the asset side, cash, receivables, derivatives and other receivables. On the liability side are accounts payable, loans, derivatives and other liabilities.
A financial asset or financial liability is entered in the balance sheet when the company become a party to the instrument's contractual terms. Accounts receivable are entered in the balance sheet when the invoice has been sent. Liabilities are entered when the counterparty has delivered and a contractual obligation to pay exists, even if the invoice has not yet been received. Accounts payable are entered when the invoice has been received.
A financial asset is derecognised when the rights in the agreement have been realised, canceled or the company loses control over it. The same applies to part of a financial asset. A financial liability is derecognised when the obligation in the contract has been fulfilled or is otherwise extinguished. The same applies to part of a financial liability. The write-down requirement on accounts payable are assessed continuously.
Classification of financial instrumentsThe Group classifies its financial instruments according to the following categories: financial assets or financial liabilities held for trading and are measured at fair value through profit or loss, loans and receivables, liabilities valued at amortised cost and derivatives used for hedging purposes. The classification depends on the purpose for which the instrument was acquired. The classification is determined at the initial accounting and is reassessed at each reporting date.
Calculation of fair valueWhen the market is not active for a particular financial asset, fair values are calculated through valuation techniques, wherby the Group makes assumptions based on the market conditions prevailing at the balance sheet date. Market rates of interest form the basis for calculating the fair value of long-term loans. For other financial instruments where the market value is not specified, fair value is considered to correspond with the reported value.
Financial assets excluding derivativesAcquisitions and divestments of financial assets are reported on the trade date, which is the date on which the company commits to acquire or sell the asset. Financial assets are valued at the amortised cost of acquisition in the balance sheet.
Financial assets measured at fair value through the income statementThis category includes financial assets held for trading and those which, from the time of investment, are attributable to the category evaluated at fair value via the income statement. The Group's assets in this category consist of derivative instruments that are not identified as hedges. Assets in this category are classified as current assets if they are either held for trading or are expected to be realised within 12 months from the balance sheet date. Financial assets measured at fair value via the balance sheet are measured at fair value both initially and following the acquisition date. Realised and unrealised gains and losses arising from changes in fair value are included in the income statement as financial items in the period in which they occur.
Loan receivables and accounts receivable Loan receivables and accounts receivable are financial assets that are not derivatives, with fixed or determinable payments that are not quoted in an active market. Loan receivables and accounts receivable are reported initially at fair value and are subsequently measured at amortised cost using the effective interest method, less any provisions for depreciation. A provision for depreciation of accounts receivable is established when there is objective evidence that the Group will not be able to receive the amounts due under the receivables' original terms. The reserve size is the difference between the asset's carrying value and the value of estimated future cash flows. Depreciation is reported in the income statement.
NOTE 1 ACCOUNTING AND VALUATION PRINCIPLES [cont . ]
Financial liabilities measured at fair value via the income statementThis category includes derivatives with negative fair value that are not used for hedge accounting, and financial liabilities that are held for trading. The liabilities are valued continuously at fair value and value changes are reported in the income statement as a financial item.
Synthetic optionsSynthetic option programmes with market premiums are reported and valued in accordance with IAS 39. Received premiums are reported as financial liabilities. When a valuation of the options at fair value through an option pricing model corresponds to the premium the company has received, this means that there is no cost to the company initially.
The liability is continuously revalued at fair value by applying an option pricing model, taking the existing conditions into account. Changes in value over the option's term are reported as a financial item, as well as other income and expenses regarding financial assets and liabilities. If a synthetic option is exercised by the holder, the financial liability, as previously revalued at fair value is settled. Any realised profit is reported in the income statement as a financial item. If the synthetic options mature without value, the reported liability is recorded as income.
BorrowingLoans are reported initially at the principal loan amount and are subsequently reported at amortised cost. Borrowings are classified as current liabilities if payment of the liability is to be made within 12 months following the balance sheet date.
Accounts payableAccounts payable are initially reported at fair value and are subsequently measured at amortised cost using the effective interest method.
Derivatives and hedge accountingThe Group uses derivative instruments in the form of futures to hedge parts of their exposure to currency risks in the continuous payment flows. Hedge accounting is applied from 1 January 2008. The effective portion of the hedging instrument's change in value is thereby reported as equity, other changes in value are reported in the income statement. In order to meet the requirements for hedge accounting under IAS 39, there needs to be a clear link to the hedged item. It also demands that the hedge effectively protects the hedged item, that the hedge documentation is prepared, and that efficiency can be shown to be high through efficiency measurement.
The accumulated amount in equity is reversed in the income statement in the periods when the hedged item affects the result, for example, when the forecast external sale has taken place. When a hedging instrument expires, is sold or when the hedge no longer meets the conditions for hedge accounting, the accumulated gains or losses remain in equity and are taken up as income, while the forecast transaction is ultimately reported in the income statement. If a forecast transaction is no longer expected, the cumulative gain or loss reported in equity is immediately transferred to the income statement.
Derivatives with positive values are reported as assets and derivatives with negative values as liabilities. The fair value corresponds to Swedbank's measurement on the balance sheet date.
The Group uses interest rate swaps to hedge parts of borrowings with variable interest rates. Changes in value are reported via equity.
Cash and cash equivalentsCash and cash equivalents include cash and bank deposits.
EUROMAINT ANNUAL REPORT 2008 • 15
NOTE 1 ACCOUNTING AND VALUATION PRINCIPLES [cont . ]
StockStocks and inventories are reported at replacement value. The replacement value is considered to be the lower of the cost of acquisition or fair value, which means that the company applies the lowest value principle.
Contingent liabilitiesContingent liabilities on the balance sheet date are in accordance with information from PRI.
ClassificationThe fixed assets, long-term liabilities and provisions consist essentially of amounts that are expected to be recovered or paid after more than 12 months following the balance sheet date. Current assets and current liabilities consist essentially of amounts that are expected to be recovered or paid within 12 months following the balance sheet date.
Income TaxesIncome taxes are included in the consolidated financial statements with both current and deferred tax. Group companies are taxable in accordance with the existing legislation in each country.
A current tax liability or asset is reported as the tax estimated to be paid or received for the current or previous years.
Deferred tax is reported at all temporary differences arising from the difference between the tax value of assets and liabilities and their carrying amounts in the consoli-dated financial statements. Deferred tax is calculated by applying the tax rates and tax laws that have been decided or announced at the balance sheet date and are expected to apply when the deferred tax asset is realised or the deferred tax liability is settled.
Deferred tax assets are reported for deductible temporary differences and unused tax loss carryforwards to the extent it is likely that future taxable profits will be available against which the temporary differences or unused deductions may be utilised.
Remuneration to employeesPension obligationsGroup companies have various pension plans. The pension plans are financed through the payment of insurance premiums or through provisions in the balance sheet. The Group has both defined benefit and defined contribution pension plans.
A defined contribution pension plan is a pension plan for which the Group does not have any further payment obligations once the charges are fully paid. Defined contribution pension plans in the Group are PA-03, Option ITP-S, and ITP in Alecta which is reported as a defined contribution plan due to lack of the information required to report the plan as a defined benefit plan. The charges are reported as personnel costs. Prepaid contributions are reported as an asset to the extent that a cash refund or reduction of future payments can be credited by the Group.
A defined benefit pension plan means that the employee is guaranteed a pension equivalent to a certain percentage of the final salary. The liability reported in the balance sheet for defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets.
The present value of the defined benefit obligation is determined by discounting the estimated future cash flows using the interest rate on government bonds with maturities comparable to the current pension liability. Actuarial gains and losses that arise from experience-based adjustments and changes in actuarial assumptions in excess of the greater of ten per cent of the value of plan assets and ten per cent of the defined benefit obligation, are taken up as costs or income over the employees' estimated average remaining service (the ten per cent corridor). Costs relating to past service are reported directly in the income statement, unless the changes in the pension plan are conditional on the employees remaining in service for a specified period (the vesting period).
In such cases cost relating to past service can be allocated on a straight-line basis over the vesting period.
For EuroMaint Gruppen AB's acquisition of EuroMaint AB, assets and liabilities that are attributable to post-employment benefits have been reported at the present value of obligations and plan assets, according to IAS 19 point 108. This means that actuarial gains and losses that were incurred before the acquisition have been accounted for in the consolidated balance sheet, including those that may be to attributable exceeding to "ten per cent corridor".
Short-term benefits Short-term employee benefits are calculated without discounting, and are reported as a cost once the related services have been received. A provision is reported for the expected cost of profit-sharing and bonus payments when the Group has a valid legal or constructive obligation to make such payments as a result of services received from employees and if the obligation can be estimated reliably.
Termination benefitsTermination benefits are payable for an employee's employment terminated before the normal retirement date or when an employee accepts voluntary departure from employ-ment in exchange for such compensation. The Group reports the liability or cost when it is demonstrably committed to either terminate the employee according to a detailed formal plan without the possibility of revocation, or to provide termination benefits as a result of an offer made to encourage voluntary departure from employment. Benefits that are due after 12 months from the balance sheet date or longer are discounted to the present value.
ProvisionsProvisions are reported when the Group has an existing legal or constructive obligation as a result of past events; it is more likely that an outflow of resources is required to settle the obligation than to not do so and the amount can be estimated reliably. No provisions are made for future operating losses. If there are a number of similar obligations, the likelihood is assessed as to whether these will require an outflow of resources to altogether settle this entire group of obligations. Where the effect of at what point in time the payment is material, the provisions are calculated by discounting the expected future cash flows at an interest rate before tax that reflects the current market estimates of the time value of money and, where applicable, the risks associated with the liability. The provision of guarantees, restructuring and pensions are reported under provisions.
Revenue recognitionRevenue is reported net of VAT, delivery discounts and similar revenue reductions. Net turnover includes sales of services within maintenance, the refurbishment of rolling stock, and the maintenance and implementation of production facilities for the engineering industry.
For maintenance deals, i.e. refurbishment deals, assignment income is reported in relation to the assignment's completion rate, which comprises terminated assignment expenditure compared to forecast assignment costs. This accounting is based on the view that the performance is fulfilled as the work is carried-out and means that the reported profits are gradually based on each assignment's completion rate when the assignment's final outcome can be reliably estimated.
For availability deals, known as kilometre contracts, revenue recognition is based on the number of kilometres that the vehicles have travelled.
For maintenance and the implementation of production facilities for the engineering sector, obligations exceeding one million kronor are also reported through gradual income recognition.
If an assignment's final outcome cannot be estimated reliably but a loss is not expected, revenue is reported as equivalent to costs incurred.
An anticipated loss for an assignment is charged in full immediately in the result for the period.
>>>
16 • EUROMAINT ANNUAL REPORT 2008
Notes
NOTE 1 ACCOUNTING AND VALUATION PRINCIPLES [cont . ]
Financial income and expensesFinancial income relates to the positive exchange rate differences, interest income on financial assets, pension assets and deposits. Financial costs are costs related to loans, pension liabilities, current bank charges and negative foreign exchange differences.
Lease contractsOperating leasesLeases in which a substantial part of risks and benefits of ownership are retained by the lessor are classified as operating leases. Payments that are made during the lease period are written-off in the income statement linearly over the lease period.
Finance leaseMinimum lease payments are allocated between interest expense and amortisation of outstanding liabilities. The interest charges may be allocated over the lease period so that each accounting period is charged with an amount equal to a fixed interest rate for the liability each accounting period. Variable charges are written-off in the periods they are incurred.
Cash Flow AnalysisThe indirect method is applied when reporting cash flow from operating activities.
Information about related partiesRelated parties refer to the companies where EuroMaint or parties related to EuroMaint can exercise a controlling or significant influence in terms of the operational and financial decisions. The related circle also includes the companies and individuals who have an opportunity to exercise a controlling or significant influence over EuroMaint Gruppen's financial and operational decisions. Related party transactions are reported in Note 2.Related individuals are defined as the Chairman and members of the board, the President and other senior executives, and close relatives of such individuals. The other senior executives are the four people who, together with the President repre-sent the Group Management. Remuneration to the board and Group Management is presented in Note 6.
New IFRS and interpretationIFRS 8 Operating segmentsThe standard became effective from 1 January 2009 and is valid for financial years begin-ning on or after that date. The standard deals with the classification of the company's operations in different segments. According to the standard, the company use the internal reporting structure as its starting point and determine the reporting segments after that. In the Annual Report for 2008, EuroMaint has reported under IFRS 8 but this has not had any impact on the Group's segment reporting.
Apart from IFRS 8, new standards and interpretation statements, which have been approved by the EU and first come into effect for and including the financial year 2009 and have not been applied in the preparation of these financial statements.
IFRS 2 Share-based paymentsThis standard clarifies, e.g. the conditions that constitute "the vesting conditions", that all other conditions are "non-vesting conditions" and how "non-vesting conditions" are presented. The change will apply to the financial year starting 1 January 2009 or later. This standard is not applied by the Group as there are no share-based payments.
IFRS 3 Business Combinations and the amended IAS 27 Consolidated Financial StatementsThe revision results in changes to consolidated financial statements and accounting for acquisitions. The revised standards will apply to financial years beginning on 1 July 2009 or later. These standards have not yet been applied by the Group.
IAS 1 Presentation of Financial StatementsThe amendments result in some changes to the presentation of the financial state-ments, and new, non-compulsory, designations for the reports are suggested. The change does not affect the determination of the amounts reported. The revised IAS 1 will apply to financial years starting on 1 January 2009 or later. This standard has not been applied early in the Group.
The Parent CompanyThe parent company's financial statements are prepared in accordance with the the Swedish Financial Reporting Board Recommendation RFR 2.1 (Accounting for legal entities) and the Annual Accounts Act.
Shareholder contributions and group contributionsThe company reports Group and shareholder contributions in accordance with the statement from the Swedish Financial Reporting Board (UFR 2). Shareholder contri-butions are entered directly in equity of the recipient and are capitalised in shares and participating right in the donor, to the extent that no write-down is necessary. Group contributions are reported according to their financial significance. This means that Group contributions that are issued and received in order to minimise the Group's total tax are reported directly in retained earnings after deductions for the current tax effect.
Group contributions that are equivalent to a dividend are reported as a dividend. This means that Group contributions received and their current tax effect are reported in the income statement. Issued Group contributions and their current tax effects are reported directly against retained earnings.
Group contributions that are equivalent to shareholders' contributions are reported, with regard to the current tax effect, by the recipient directly in retained earnings. The donor reports the Group contribution and its current tax effect as investing in shares in Group companies, to the extent that no write-down is necessary.
EUROMAINT ANNUAL REPORT 2008 • 17
NOTE 2 TRANSACTIONS WITH RELATED PARTIES
SEK (000's) The Group The Group The Parent Company The Parent Company
2008-01-01 2007-09-01 2008-01-01 2007-04-25 2008-12-31 2007-12-31 2008-12-31 2007-12-31
Sales of goods and services
DIAB 2,044 2,846 - -
Purchase of goods and services
Anticimex 14 - - -
Camfil 13 1 - -
GS-Hydro 3 2 - -
Lindab 84 100 - -
MCC 20 - - -
Loans to related parties
DIAB - 1,757 - -
Liabilities to related parties
Anticimex 2 - - -
Camfil 10 - - -
Lindab 9 34 - -
EMaint (Ratos) 244,112 217,569 244,112 217,569
The following table presents what transactions with related parties mainly consist of.
Income Costs
Anticimex Material purchase
Camfil Material purchase
GS-Hydro Material purchase
Lindab Material purchase
MCC Material purchase
DIAB Maintenance services
EMaint (Ratos) Interest expenses
Companies in Note 2 are companies within the Ratos Group.
18 • EUROMAINT ANNUAL REPORT 2008
NOTE 3 SEGMENT REPORTING
The EuroMaint Group is active in the maintenance industry. The Group has defined two segments which consist of maintenance and alterations within the rail transport industry and the maintenance and streamlining of the engineering sector, below headed Rail transport and Engineering. EuroMaint Rail AB, EuroMaint Rail SIA and EuroMaint Track Support AB are active within the rail transport segment. EuroMaint Industry AB and EuroMaint Industry Inc. are active within the engineering industry. Geographical distribution is not reported as such a distribution has not been assessed as being significant.
SEK (000's)1 January – 31 December 2008
Net turnover
External net turnover 1,958,058 363,321 -5,433 2,315,946
Internal net turnover 32,868 5,186 -38,054 -
TOTAL NET TURNOVER 1,990,926 368,507 -43,487 2,315,946
Profit/loss
Operating profit 86,841 12,843 17,830 117,514
Financial income 2,789 194 -7 2,976
Financial expenses -18,144 -1,662 -67,281 -87,087
Appropriations - -2,306 2,306 -
PROFIT BEFORE TAX 71,486 9,068 -47,152 33,403
Income tax -20,804 -2,536 12,361 -10,979
NET PROFIT 50,682 6,533 -34,791 22,424
Other information
Assets 1,073,449 160,064 663,831 1,897,344
Liabilities 807,658 115,186 771,207 1,694,051
Investments 32,772 4,178 3,872 40,822
Depreciation/amortisation 22,445 6,462 12,667 41,574
SEK (000's)1 January – 31 December 2007
Net turnover
External net turnover 637,330 104,141 -1,619 739,852
Internal net turnover 14,134 2,360 -16,494 -
TOTAL NET TURNOVER 651,464 106,501 -18,113 739,852
Profit/loss
Operating profit -1,085 1,019 -2,241 -2,307
Financial income 455 101 51 607
Financial expenses -6,613 -168 -20,308 -27,089
PROFIT BEFORE TAX -7,149 -1,097 -20,449 -28,789
Income tax 3,179 316 5,298 8,793
NET PROFIT -4,064 -781 -15,151 -19,996
Other information
Assets 1,010,070 128,819 667,885 1806774
Liabilities 755,498 81,641 781,448 1,618,587
Investments 20,241 358 383 20,982
Depreciation/amortisation 8,240 1,239 630 10,109
The Group usually reports sales and transfers between segments as if the sales and transfers are made to third parties at prevailing market prices.
Notes
Rail transport
Engineering Consolidation adjustments
The Group
Rail transport
Engineering industry
Consolidation adjustments
The Group
EUROMAINT ANNUAL REPORT 2008 • 19
NOTE 4 OTHER OPERATING INCOME AND OPERATING COSTS
SEK (000's) The Group The Group The Parent Company The Parent Company
2008-01-01 2007-09-01 2008-01-01 2007-04-25 2008-12-31 2007-12-31 2008-12-31 2007-12-31
Other operating income
Profit on the sale of fixed assets 55 12 - -
Exchange gains on receivables/liabilities of an operating nature 6,287 547 - -
Rental income 1,155 355 - -
Other 412 720 - -
TOTAL 7,909 1,634 - -
Other operating expenses
Loss on the sale of fixed assets -259 - - -
Currency loss of operating nature -3,679 -1,425 - -
TOTAL -3,938 -1,425 - -
NOTE 5 AUDITORS' FEES
SEK (000's) The Group The Group The Parent Company The Parent Company
2008-01-01 2007-09-01 2008-01-01 2007-04-25 2008-12-31 2007-12-31 2008-12-31 2007-12-31
KPMG
Auditing assignments 827 - - -
Other assignments 72 - - -
Ernst & Young
Auditing assignments 535 1,587 50 70
Other assignments 137 252 - -
TOTAL 1,571 1,839 50 70
Auditing assignments refer to the review of the financial statements and accounting as well as the administration by the board and the President, other duties which are incumbent on the company's auditors to perform as well as advice and other assistance as a result of observations made during the audit or the implementation of such other duties. Everything else falls under other assignments. The parent company's audit fees relating to 2008 are taken by the subsidiary EuroMaint AB.
20 • EUROMAINT ANNUAL REPORT 2008
Notes
NOTE 6 AVERAGE NUMBER OF EMPLOYEES AND PERSONNEL COSTS
The Group The Group The Parent Company The Parent Company
2008-01-01 2007-09-01 2008-01-01 2007-04-25 2008-12-31 2007-12-31 2008-12-31 2007-12-31
The average number of employees broken down by gender is
Sweden
Female 142 128 - -
Male 1,613 1,632 1 1
TOTAL 1,755 1,760 1 1
USA
Female 1 1 - -
Male 8 8 - -
TOTAL 9 9 - -
Latvia
Female 3 1 - -
Male 26 1 - -
TOTAL 29 2 - -
Board members and senior executives
Board members
Female 2 6 1 -
Male 21 32 7 8
TOTAL 23 38 8 8
The President and other senior executives
Female 4 4 - -
Male 20 20 1 1
TOTAL 24 24 1 1
Sickness absence – parent company As the parent company only has one employee, sickness absence is not reported.
EUROMAINT ANNUAL REPORT 2008 • 21
NOTE 6 AVERAGE NUMBER OF EMPLOYEES AND PERSONNEL COSTS [cont . ]
Personnel costs, SEK (000's) The Group The Group
2008-01-01 2007-09-01Salaries and other benefits in Sweden 2008-12-31 2007-12-31
The board and President 6,986 1,519
Including bonuses and comparable remuneration - -
Other employees 593,373 207,242
TOTAL SALARY AND OTHER BENEFITS 600,359 208,761
Payroll overheads 290,269 94,880
Of which pension expenses 69,045 18,024
Salaries and other benefits in USA
The board and President - -
Including bonuses and comparable remuneration - -
Other employees 5,439 2,627
TOTAL SALARY AND OTHER BENEFITS 5,439 2,627
Payroll overheads 1,127 612
Of which pension expenses 225 134
Salaries and other benefits in latvia
The board and President - -
Including bonuses and comparable remuneration - -
Other employees 3,751 252
TOTAL SALARY AND OTHER BENEFITS 3,751 252
Payroll overheads 921 59
Remuneration to senior executives
PARENT COMPANY 2008 2007SEK (000's)
President 2,605 148 1,500 607 773 81 487 210
In 2008 EuroMaint Gruppen had the President as the sole employee.
THE GROUP 2008 2007SEK (000's)
President 5,198 262 3,157 1,387 1,976 113 1,135 458
Other senior executives 14,889 1,041 9,068 3,903 5,501 387 3,288 1,379
Remuneration and other benefits during the period The Chairman of EuroMaint Gruppen AB 2008 received a fee of SEK 300,000 (300,000) and other members received SEK 150,000 (150,000). If employed by Ratos, no fee applies. Union representatives on the board have received the scanning fee of SEK 63,000 (63,000). The President of EuroMaint AB received a salary totalling SEK 2,605,000 (773,000) during the period and utilised a company car and other benefits totalling of SEK 148,000 (81,000).
The President's retirement age is 65 years. The President has a defined contribution pension promise of 30% of monthly pensionable remuneration. The notice period is twelve months for both the company and President and during this time, salary is paid with full deduction against other income. Upon termination, the company is also charged non-pensionable twelve months severance pay with full tax credit against other income. Other Presidents and other people in the company management have signed individual contracts regarding severance pay and notice. These amounted to a maximum of twelve months' salary with a full settlement against other income as well as twelve months' non-pensionable severance pay with full tax credit against other income. Some employees in EuroMaint have signed synthetic options. These are not bound to each employee's employment however.
Salary Other benefits Payroll overheads
Of which pen-sion expenses
Salary Other benefits Payroll overheads
Of which pen-sion expenses
Salary Other benefits Payroll overheads
Of which pen-sion expenses
Salary Other benefits Payroll overheads
Of which pen-sion expenses
22 • EUROMAINT ANNUAL REPORT 2008
Notes
NOTE 7 TANGIBLE FIXED ASSETS TANGIBLE FIXED ASSETS [cont . ]
SEK (000's)THE GROUP
2008-01-01 2007-09-01 2008-01-01 2007-09-01 2008-01-01 2007-09-01 2008-01-01 2007-09-01 2008-01-01 2007-09-01 2008-01-01 2007-09-01 2008-12-31 2007-12-31 2008-12-31 2007-12-31 2008-12-31 2007-12-31 2008-12-31 2007-12-31 2008-12-31 2007-12-31 2008-12-31 2007-12-31
Opening acquisition values 13,540 - 29,010 - 127,438 - 203,127 - 46,805 - 419,920 -
Acquisitions of subsidiaries - 13,540 - 24,604 - 127,118 - 170,617 - 41,997 - 377,876
Change in value of investment property - - - - - - - - - - - -
Sale of operations - - - - - - - - - - - -
Purchasing - - 1,076 4,406 15,589 1,498 2,491 10,270 21,666 4,808 40,822 20,982
Finance lease - - - - - - 7,333 29,157 - - 7,333 29,157
Sales/disposals - - - - -953 -1,178 -3,680 -6,917 - - -4,633 -8,095
Currency Adjustment - - 332 - 441 - 317 - 883 - 1 973 -
CLOSING ACCUMULATED ACQUISITION VALUES 13,540 13,540 30,418 29,010 142,515 127,438 209,588 203,127 69,354 46,805 465,415 419,920
Opening depreciation -5,365 - -10,862 - -95,772 - -111,980 - - - -223,979 -
Acquisitions of subsidiaries - -5,266 - -9,788 - -94,180 - -113,111 - - - -222,345
Sale of operations - - - - - -477 - 319 - - - -158
Depreciation for the period -248 -99 -3,398 -1,074 -8,205 -2,117 -14,962 -6,194 - - -26,813 -9,484
Finance lease - depreciation - - - - - - -10,773 - - - -10,773 -
Sales/disposals - - - - 730 1,002 3,634 7,006 - - 4,364 8,008
Currency Adjustment - - -41 - -37 - -83 - - - -161 -
Closing accumulated depreciation -5,613 -5,365 -14,301 -10,862 -103,284 -95,772 -134,164 -111,980 - - -257,362 -223,979
RESIDUAL VALUE ACCORDING TO PLAN 7,927 8,175 16,117 18,148 39,231 31,666 75,424 91,147 69,354 46,805 208,053 195,942 Buildings and land are included in the value: 2008 2007
Investment property with the following values:
Taxation value 255* 255*
Book value 7,080 7,080
Communications real estate with the following values:
Taxation value - -
Book value 847 1,095
*Including the building value of SEK 0 and land value of SEK 255,000.
Closing leasing debt includes guaranteed residual values. For future minimum lease charges, see note 20.Cost of acquisition for financial leasing in 2007 of SEK 29,157,000 is net of depreciation.
NOTE 8 INTANGIBLE FIXED ASSETS
SEK (000's)
THE GROUP 2008 2007
Opening accumulated acquisition values* 692,110 10,938 6,847 709,895 - - - -
Acquisitions of subsidiaries - - - - 692,110 10,938 6,847 709,895
CLOSING ACCUMULATED ACQUISITION VALUES 692,110 10,938 6,847 709,895 692,110 10,938 6,847 709,895
Opening accumulated depreciation - -625 756 131 - - - -
Depreciation for the year - -1,875 -1,356 -3,231 - -625 - -625
Exchange rate difference - - -756 -756 - - 756 756
CLOSING ACCUMULATED DEPRECIATION - -2,500 -1,356 -3,856 - -625 756 131
NET BOOK VALUE 692,110 8,438 5,491 706,039 692,110 10,313 7,603 710,026
The greater part of goodwill is attributable to EuroMaint Rail AB and a smaller part to EuroMaint Industry AB. All intangible assets are acquired. For information with respect to depreciation, see note 1. *Opening accumulated acquisition values for 2007 refer to the time of the Group's formation on 01-09-2007.
Buildings and land Buildings and land Improvements to property
Improvementsto property
Plant and
machinery
Plant and machinery
Equipment, tools, fixtures and
fittings
Equipment, tools, fixtures and
fittings
Construction in progress
Construction in progress
Total Total
Goodwill Customer relations
Technology Total Goodwill Customer relations
Technology Total
EUROMAINT ANNUAL REPORT 2008 • 23
NOTE 7 TANGIBLE FIXED ASSETS TANGIBLE FIXED ASSETS [cont . ]
SEK (000's)THE GROUP
2008-01-01 2007-09-01 2008-01-01 2007-09-01 2008-01-01 2007-09-01 2008-01-01 2007-09-01 2008-01-01 2007-09-01 2008-01-01 2007-09-01 2008-12-31 2007-12-31 2008-12-31 2007-12-31 2008-12-31 2007-12-31 2008-12-31 2007-12-31 2008-12-31 2007-12-31 2008-12-31 2007-12-31
Opening acquisition values 13,540 - 29,010 - 127,438 - 203,127 - 46,805 - 419,920 -
Acquisitions of subsidiaries - 13,540 - 24,604 - 127,118 - 170,617 - 41,997 - 377,876
Change in value of investment property - - - - - - - - - - - -
Sale of operations - - - - - - - - - - - -
Purchasing - - 1,076 4,406 15,589 1,498 2,491 10,270 21,666 4,808 40,822 20,982
Finance lease - - - - - - 7,333 29,157 - - 7,333 29,157
Sales/disposals - - - - -953 -1,178 -3,680 -6,917 - - -4,633 -8,095
Currency Adjustment - - 332 - 441 - 317 - 883 - 1 973 -
CLOSING ACCUMULATED ACQUISITION VALUES 13,540 13,540 30,418 29,010 142,515 127,438 209,588 203,127 69,354 46,805 465,415 419,920
Opening depreciation -5,365 - -10,862 - -95,772 - -111,980 - - - -223,979 -
Acquisitions of subsidiaries - -5,266 - -9,788 - -94,180 - -113,111 - - - -222,345
Sale of operations - - - - - -477 - 319 - - - -158
Depreciation for the period -248 -99 -3,398 -1,074 -8,205 -2,117 -14,962 -6,194 - - -26,813 -9,484
Finance lease - depreciation - - - - - - -10,773 - - - -10,773 -
Sales/disposals - - - - 730 1,002 3,634 7,006 - - 4,364 8,008
Currency Adjustment - - -41 - -37 - -83 - - - -161 -
Closing accumulated depreciation -5,613 -5,365 -14,301 -10,862 -103,284 -95,772 -134,164 -111,980 - - -257,362 -223,979
RESIDUAL VALUE ACCORDING TO PLAN 7,927 8,175 16,117 18,148 39,231 31,666 75,424 91,147 69,354 46,805 208,053 195,942 Buildings and land are included in the value: 2008 2007
Investment property with the following values:
Taxation value 255* 255*
Book value 7,080 7,080
Communications real estate with the following values:
Taxation value - -
Book value 847 1,095
*Including the building value of SEK 0 and land value of SEK 255,000.
Closing leasing debt includes guaranteed residual values. For future minimum lease charges, see note 20.Cost of acquisition for financial leasing in 2007 of SEK 29,157,000 is net of depreciation.
NOTE 9 FINANCIAL INCOME AND EXPENSES
SEK (000's) The Group The Group The Parent Company The Parent Company
2008-01-01 2007-09-01 2008-01-01 2007-04-25
2008-12-31 2007-12-31 2008-12-31 2007-12-31
Interest income 2,574 607 329 11
Other financial income 402 - 48 -
FINANCIAL INCOME 2,976 607 377 11
Interest expenses -84,820* -26,077 -65,672* -20,559
Net exchange rate changes -2 267 -1 012 - -
FINANCIAL EXPENSES -87,087 -27,089 -65,672 -20,559
NET FINANCIAL ITEMS -84,111 -26,482 -65,295 -20,548
*Of interest costs for the parent company and the Group SEK -26 543 are interest expenses attributable to the shareholder loan.>>>
Buildings and land Buildings and land Improvements to property
Improvementsto property
Plant and
machinery
Plant and machinery
Equipment, tools, fixtures and
fittings
Equipment, tools, fixtures and
fittings
Construction in progress
Construction in progress
Total Total
24 • EUROMAINT ANNUAL REPORT 2008
Notes
NOTE 9 FINANCIAL INCOME AND EXPENSES [cont . ]
INCOME AND EXPENSES BY FINANCIAL CATEGORY
SEK (000's)
THE GROUP 2008
INCOME BY CATEGORY
Interest income -715 3,039 - 250
Other financial income - 402 - -
TOTAL -715 3,441 - 250
EXPENSES BY CATEGORY
Interest expenses 951 - -87,142 1,371
Net exchange rate changes - -2,267 - -
951 -2,267 -87,037 1,371
Write-down of financial assets:
Accounts Receivable -1 431
THE GROUP 2007 INCOME BY CATEGORY
Interest income 715 -108 - -
Other financial income - - - -
TOTAL 715 -108 -
EXPENSES BY CATEGORY
Interest expenses -2,978 - -23,099 -
Net exchange rate changes - -1,012 - -
-2,978 -1,012 -23,099 -
Write-down of financial assets:
Accounts Receivable -3
SEK (000's)
PARENT COMPANY 2008
INCOME BY CATEGORY
Interest income - 79 - 250
Other financial income - 48 - -
TOTAL - 127 - 250
EXPENSES BY CATEGORY
Interest expenses - - -67,043 1,371
Net exchange rate changes - - - -
- - -67,043 1,371Write-down of financial assets:
Accounts receivable -
PARENT COMPANY 2007
INCOME BY CATEGORY
Interest income - 11 - -
Other financial income - - - -
TOTAL - 11 - -
EXPENSES BY CATEGORY
Interest expenses - - -20,599 -
Net exchange rate changes - - - -
- - -20,599 -
Write-down of financial assets:
Accounts Receivable -
Financial assets/liabilities are measured at fair value in the income statement
– Held for tradingLoan receivables and
accounts receivableLiabilities valued at
amortised costDerivatives used for
hedging purposes
Financial assets/liabilities are measured at fair value in the income statement
– Held for tradingLoan receivables and
accounts receivableLiabilities valued at
amortised costDerivatives used for
hedging purposes
Financial assets/liabilities are measured at fair value in the income statement
– Held for tradingLoan receivables and
accounts receivableLiabilities valued at
amortised costDerivatives used for
hedging purposes
Financial assets/liabilities are measured at fair value in the income statement
– Held for tradingLoan receivables and
accounts receivableLiabilities valued at
amortised costDerivatives used for
hedging purposes
EUROMAINT ANNUAL REPORT 2008 • 25
NOTE 10 TAX
SEK (000's) The Group The Group The Parent Company The Parent Company
Total reported tax 2008-01-01 2007-09-01 2008-01-01 2007-04-25
2008-12-31 2007-12-31 2008-12-31 2007-12-31
Current tax -4,349 6,413 22,336 -
Deferred tax -6,630 2,380 -4,047 5,918
TOTAL -10,979 8,793 18,289 5,918
Differences between the reported tax and estimated tax are based on current tax rate consisting of the following components:
Unlike estimated tax with the current tax rate
Reported profit before tax 33,404 -28,789 -65,764 -21,136
Tax according to current tax rate, 28% -9,353 8,061 18,414 5,918
Effects of non-taxable income and non-deductible expenses
Non-deductible expenses -1,041 - -5 -
Non-taxable income 2,912 818 1 -
Effect of deficit utilised from previous years -3,926 - - -
Deficit in subsidiaries 623 - - -
Effect of changed tax rate -120 - -121 -
Difference between Swedish and foreign tax -74 -86 - -
TOTAL -10,979 8,793 18,289 5,918
The Group's effective tax for 2008 amounts to 32.9% (-30.5%) of taxable profit.The parent company's effective tax for 2008 amounts to -27.8% (-28.9%) of taxable profit.
Deferred tax assets and liabilities are attributable to the following:Changes in deferred tax assets and deferred tax liabilities related to the hedging instrument are reported via equity, other changes have been reported in the income statement.
The Group The Group The Parent Company The Parent Company
Deferred tax assets 2008-12-31 2007-12-31 2008-12-31 2007-12-31
Provisions for pension obligations 1,992 3,918 - -
Deferred tax attributable to deficits 3,510 5,918 1,871 5,918
Hedging instruments (via equity) 4,762 - 4,639 -
Other provisions 236 1,641 - -
Other - - - -
PROVISIONS AT YEAR END 10,500 11,477 6,510 5,918
Deferred tax liabilities
Provisions for pension obligations 4,162 - - -
Hedging instruments (via equity) 3,089 - - -
Deferred tax in untaxed reserves 5,540 5,110 - -
PROVISIONS AT YEAR END 12,791 5,110 - -
Changes to deferred tax assets and liabilities are attributable to the following:
Change in deferred tax asset
Opening value 11,477 - 5,918 -
Deferred tax attributable to deficits -2,409 5,918 -4,047 5,918
Deferred tax attributable to other provisions -1,405 1,641 - -
Valuation of hedging instruments 4,763 - 4,639 -
Provisions for pension obligations -1,926 3,918 - -
CLOSING VALUE 10,500 11,477 6,510 5,918
Change in deferred tax liability
Opening value 5,110 - - -
Provisions for pension obligations 4,162 - - -
Valuation of hedging instruments 3,089 - - -
Change in deferred tax in untaxed reserves 430 5,110 - -
CLOSING VALUE 12,791 5,110 - -
26 • EUROMAINT ANNUAL REPORT 2008
Notes
NOTE 12 PENSIONS AND SIMILAR OBLIGATIONS
In accordance with IAS19, Employee Benefits, actuaries on behalf of EuroMaint have calculated the Group's pension liability and the amount that should currently be should be set aside for pensions for the Group's employees. Pension plans in EuroMaint include both defined benefit and defined contribution plans.
Defined-contribution pension obligations Defined-contribution pension promises comprise the so-called Alternative ITP, indi-vidual pension promises made to senior executives, and PA-03. On 25 April 2006, the Confederation of Swedish Enterprise and PTK agreed changes to the ITP plan. The new ITP agreement (ITP1) came into force on 1 July 2007 and is a defined contribution pension plan. Those covered by ITP1 are thoise born in 1979 or later.
Defined benefit pension obligations ITP pensionThe old ITP plan (ITP2), applicable up to and including 30 June 2007, is a defined benefit pension plan that includes retirement, family and disability pension. Employees covered by ITP2 may either be insured by Alecta (ITP2) or by Skandia (ITP-S) and were born in 1978 or earlier. Certain obligations for retirement pensions and family pensions for salaried employees in Sweden are secured through insurance with Alecta. According to a statement from the Swedish Financial Reporting Board, UFR 3, this is a defined benefit plan that includes several employers. For the period 1 January 2008 to 31 December 2008, the company has not had access to such information that makes it possible to report this plan as a defined benefit plan. The pension plan according ITP2 which is secured by an insurance plan with Alecta is therefore reported as a defined contribution plan.
Alecta's surplus can be distributed to policyholders and/or those insured. At the end of the third quarter of 2008, Alecta's surplus in the form of level 1 collective consolidation amounted to 126.0% (164.0%). The collective consolidation level comprises the market value of Alecta's assets as a percentage of the insurance obligations calculated in accordance with Alecta's technical insurance calculation basis, which does not comply with IAS 19.
Pension according to the transitional provisions as well as professional and occupational disability annuities. Employees previously covered by the state pension plan PA-91, formerly employed by the SJ group, have the possibility of early retirement under the transitional provisions. The pension is paid from 60 years at the earliest and the pension level depends on salary and length of service. Professional and occupational disability annuities are paid continuously until the employee dies. EuroMaint is responsible for the costs for this annuity from an including the end of the year 2000/01, and previously the obligation lies with Swedish State Railways.
KPA pensionDefined-benefit pensions and annuities under state pension rules for former employees earned prior to 1992 have been redeemed in the life insurance company KPA. Premiums for this of SEK 125 million were paid in 1999. The National Government Employee Pensions Board is responsible for the calculation of benefits and administers the payment of pensions, whereby funds are continuously taken out of the insurance. The policy agrees to settle the difference in the cost of pensions paid that from the benefit amount which was the basis of the redemption premium in 1999. Such a cost adjustment is normally handled by crediting funds from the surplus held by the Group to KPA.
NOTE 11 SHARES IN GROUP COMPANIES
EuroMaint AB 556084-8458 Stockholm 1,000 100 935,200 935,200
EuroMaint Rail AB 556032-2918 Stockholm 190,000 100
EuroMaint Bemanning AB 556670-3095 Stockholm 1,000 100
EuroMaint GmbH HRB 103498 B Berlin 1 100
EuroMaint SIA 40003885784 Riga 15,000 100
EuroMaint Tracksupport AB 556673-4363 Stockholm 1,000 100
EuroMaint Industry AB 556232-0134 Skövde 100,000 100
EuroMaint Industry Inc. 42-1733397 Delaware 1,000 100
Company's name Corporate Id. No.
Registered office No. of shares
Capital and
votes %
Book value 31-12-2008
Book value 31-12-2007
EUROMAINT ANNUAL REPORT 2008 • 27
NOTE 12 PENSIONS AND SIMILAR OBLIGATIONS cont .
SEK (000's)
THE GROUP
2008-01-01 2007-09-011)
Reported pension cost in the income statement 2008-12-31 2007-12-31
Cost of earned benefits -5,323 -1,707
Interest expense -12,252 -3,564
Expected return on plan assets 9,844 3,475
Change in the write-down of pension assets (IAS 19 point 58b) 4,957 -
Amortisation of actuarial profit/loss (+/-) -4,600 -
Change in payroll tax on change in pension liability 6,248 -
COST OF DEFINED BENEFIT PENSIONS -1,126 -1,796
Cost of defined contribution pensions -50,938 -3,465
COST REPORTED IN THE INCOME STATEMENT -52,064 -5,261
SEK (000's)
THE GROUP
2008-01-01 2007-09-011)
Reconciliation of changes in plan assets 2008-12-31 2007-12-31
Fair value of plan assets at the start of the year2) 282,202 261,453
Expected return during the year 9,844 3,475
Premiums paid 10,240 3,379
Remuneration paid -14,419 -3,305
Actuarial gain during the year -6,518 2,659
PLAN ASSETS FAIR VALUE AT THE YEAR-END 281,349 267,661
1) 2007 refers to the period between 1 September and 31 December and the opening values and changes indicated are calculated.
2) Plan assets opening fair value have been affected by the reversal of 2007 reduction in assets by SEK 14,541,000.
Plan assets are invested in pension schemes at Skandia and KPA. Insurance policies contain a mixture of shares and bonds. At 2008-12-31, 41% (41%) were in bonds, 45% (45%) in shares, 10% (10%) in property and (4%) in other. The return during the year amounted on average to 2.0% compared with the period from 1 September to 31 December 2007 when the return was 6.6%.
For the financial year 2009, the company estimates that the costs of defined ben-efit and defined contribution pensions will be slightly higher than in 2008.
SEK (000's)
THE GROUP
Calculation Assumptions 2008-12-31 2007-12-31
Discount rate 4.30% 3.80%
Expected return on plan assets 4.00% 4.00%
Expected salary increase 3.00% 2.50%
Increase in outgoing pensions 2.00% 1.80%
Employee turnover 3.40% 3.40%
Increase in income base amounts 2.00% 2.80%
Expected average remaining service for employees 14 years 14 years
The discount rate is based on government bonds with the same duration as the Group's pension obligations. The expected return on plan assets is based on the portfolio allocation which the insurance companies report. Long-term inflation measures based on market expectations, which can be seen between real and nominal bonds.
SEK (000's)
THE GROUP
The following defined benefit plans
are reported in the balance sheet:
Pension liability/asset in the balance sheet (+/-) Plan 2008-12-31 2007-12-311)
Funded pension obligation -6,455 -45
Unfunded pension obligation 16,152 22,585
Professional and occupational disability annuities, unfunded 9,336 12,624
TOTAL 19,033 35,164
SEK (000's)
THE GROUP
Specification of the booked net debt in the balance sheet 2008-12-31 2007-12-311)
Net debt at beginning of year -35,164 -20,968
Retained actuarial gains/losses on acquisition - -16,910
Net cost of defined benefit pension -1,126 -1,797
Reported in the balance sheet as increase in pension liability - 78
Remuneration paid 21,435 4,359
Premiums 10,240 3,379
Compensation -14,418 -3,305
NET DEBT AT THE YEAR-END -19,033 -35,164
SEK (000's)
THE GROUP
2008-01-01 2007-09-011)
Actuarial profits and losses 2008-12-31 2007-12-31
Actuarial losses at the start of the year -78 -
Amortisation of actuarial loss 4,600 -
Actuarial loss on the present value of obligations
that occurred during the year -36,733 -139
Actuarial loss of change in assumptions -38,109 -
Actuarial gains/losses on plan assets
that occurred during the year (+/-) -6,518 61
ACTUARIAL LOSS AT THE YEAR-END
WHICH IS INCLUDED IN THE PENSION LIABILITY -76,838 -78
SEK (000's)
THE GROUP
Provisions for pensions and similar obligations in the balance sheet 2008-12-31 2007-12-311)
Present value of funded obligations 333,631 267,616
Fair value of plan assets -281,349 -267,661
Receivable/liability (-/+) 52,282 -45
Present value of unfunded obligations 34,005 35,209
Retained actuarial gains/losses (+/-) -76,838 -
Write-down of assets under IAS 19 point 58b 9,584 -
ALLOCATED IN THE BALANCE SHEET FOR
PENSIONS AND SIMILAR OBLIGATIONS 19,033 35,164
28 • EUROMAINT ANNUAL REPORT 2008
Notes
NOTE 13 STOCK
SEK (000's)
THE GROUP 2008-12-31 2007-12-31
Gross Stock 360,650 376,834
Obsolescence reserve -96,297 -96,588
Net stock 264,353 280,246
Distributed according to below
Exchange Articles 67,990 74,100
Spare parts 151,692 149,921
Other 44,671 56,225
TOTAL 264,353 280,246
All companies use an obsolescence scale tailored to each company's specific circumstances. At 31 December 2008 the acquisition cost for stock amounted to SEK 248 million (261). The booked value on the written-down stock was SEK 21 million (21) at the year end. Net write-down of stock amounted to SEK 2 million (2). The part of the cost of goods sold that has been reported by the abstraction of stock during the period was SEK 544 million (142).
NOTE 14 ACCOUNTS RECEIVABLE AND OTHER RECEIVABLES
SEK (000's) The Group The Group The Parent Company The Parent Company
2008-12-31 2007-12-31 2008-12-31 2007-12-31
Accounts receivable 309,903 344,955 -1,084 1,004
Receivables from Group companies - 1,757 - -
Tax assets 28,400 16,026 - -
Other receivables 75,219 87,300 80,446 925
Completed, not invoiced 193,458 87,691 - -
Prepaid expenses and accrued income 68,117 71,354 - -
TOTAL 675,097 609,083 79,362 1,929
Specification of Prepaid expenses and accrued income
Prepaid rent 25,035 20,749 - -
Accrued income maintenance measures 33,444 32,512 - -
Other 9,638 18,093 - -
TOTAL 68,117 71,354 - -
NOTE 15 INTEREST BEARING LIABILITIES
Fair value of liabilities with floating interest rates are equal to their carrying value. The carrying amounts and fair value of long-term borrowings is as follows:
SEK (000's)
THE GROUP
Fair value Book value Fair value Book value Long-term 2008-12-31 2008-12-31 2007-12-31 2007-12-31
Bank loan 730,000 730,000 760,000 760,000
Shareholder borrowing 244,112 244,112 217,569 217,569
Financial lease liability 27,296 27,296 29,157 29,157
Other* -10,880 -10,880 -12,800 -12,800
TOTAL 990,528 990,528 993,926 993,926
*Other relates to bank charges for the borrowed loan. These are amortised over the term and are returned during the term of the loan.
Short-term
Bank overdraft facility - - 22,840 22,840
TOTAL - - 22,840 22,840
Dedicated bank overdraft facility 160,000 - 122,500 -
EUROMAINT ANNUAL REPORT 2008 • 29
NOTE 15 INTEREST BEARING LIABILITIES cont .
NOTE 17 ACCOUNTS PAYABLE AND OTHER LIABILITIES
SEK (000's) The Group The Group The Parent Company The Parent Company
2008-12-31 2007-12-31 2008-12-31 2007-12-31
Advance payment from customers 71,770 50,420 - -
Accounts payable 235,877 201,591 - 814
Liabilities to Group companies 21 34 22,445 -
Accrued liabilities and deferred income* 288,949 249,602 475 545
Other liabilities 30,152 43,623 1,061 -
TOTAL 626,769 545,270 23,981 1,359
*Specification of Accrued liabilities and deferred income
Personnel costs 106,682 105,197 299 -
Product Liabilities 34,840 21,576 - -
Accrued costs maintenance measures 84,395 25,142 176 -
Other 63,032 97,687 - 545
TOTAL 288,949 249,602 475 545
NOTE 16 OTHER PROVISIONS
SEK (000's)
THE GROUP
Provision warrantees 2008-12-31 2007-12-31
Provisions at beginning of year* 16,276 19,798
Provisions for the year 14,764 -
Utilisation during the year -200 -
Reversal of provisions -12,000 -3,522
PROVISIONS AT YEAR END 18,840 16,276
These provisions relate to warranties for refurbished vehicles and all are considered to be long-term. Discounting of the warrantees have not taken place where outflow is expected within two years. Provisions for restructuring is reported when a detailed and formal restructuring plan has been established by the Group and when this has either started or has been made publicly known. Provision for warranties starts to be calculated when a service is completed or the goods have been released to the customer. In order to estimate the amounts, historical data on repairs and exchanges are mostly used. Since warranty periods are mainly longer than twelve months, they are classified throughout the provision for warranties as long-term.
*The provision in 2007 relates to the formation of the Group.
The total loan facility with Swedbank includes SEK 960,000,000 (960,000,000), and other institutions SEK 0 (0). SEK 200,000,000 of the framework refers to a so-called revolving facility to cover the bank overdraft and warranty. Of this, SEK 160,000,000 is dedicated to the overdraft facility (SEK and foreign currency) and SEK 8,335,000 (36,196,000) is utilised for issued bank guarantees. Interest on the shareholder loan amounts to 12% and is tied to the repayment. The Group's exposure, with respect to external borrowing, to changes in interest and the contractual timing of interest rate renegotiation is as follows:All loans with Swedbank run for 3 months. To achieve the effect of a larger proportion of tied interest rates, agreements regarding interest rate swap contracts have been entered into with Swedbank Finans. Swap contracts of SEK 380,000,00, were entered on 27 December 2007 and extend to 31 December 2010, provide an equivalent fixed rate of 4.6125%. At 31 December 2008 the swap contractamounted to SEK 365,000,000. During 2009, a further SEK 22.5 million will be redeemed.
The average term in months for outstanding external bank loans is therefore: 14
Weighted average interest rates including interest margins on the balance sheet date were: 5.35%
The Group The Group
Interest rate duration 2008-12-31 2007-12-31
1 year or less 365,000 380,000
1–5 years 365,000 380,000
TOTAL 730,000 760,000
Relating to maturity bank loans and shareholder loans, see note 22.Relating to financial leasing agreements, see note 20.
30 • EUROMAINT ANNUAL REPORT 2008
Notes
NOTE 19 OPERATING LEASES
SEK (000's)
THE GROUP
Future minimum lease charges 2008-12-31 2007-12-31
Within 1 year 56 10,347
between 1–5 years 51 11,544
More than 5 years - 1,476
TOTAL 107 23,367
Expensed lease rentals 162 3,718
TOTAL 162 3,718
The rental of certain vehicles is reported under the Group's operating leases.At the beginning of 2008 the majority of lease agreements were reclassified from operating leases to finance leases.
NOTE 21 CASH FLOW STATEMENT, OTHER NON LIQUIDITY AFFECTING ITEMS
SEK (000's) The Group The Group The Parent Company The Parent Company
Capital gain/Capital loss 2008-12-31 2007-12-31 2008-12-31 2007-12-31
Change in personnel-related reserves -19,900 44,000 - -
Change in the pension provision -16,131 366 - -
Change in other provisions and reserves 2,564 -3,522 - -
Unpaid interest on loans 26,543 8,569 - -
Other items 10,687 -6,839 10,766 -
TOTAL 3,763 42,574 10,766 -
Operating activities include interest paid on SEK -54,896,000 (-14,886,000) and interest received on SEK 855,000 (1,249,000).Cash and cash equivalents comprise cash and deposits held with banks and similar institutions with maturities within three months from the date of acquisition and short-term liquid investments with a maturity from the date of acquisition of less than three months, which is only exposed to an insignificant risk of changes in value.
NOTE 20 FINANCE LEASE
SEK (000's)
THE GROUP
Future minimum lease charges 2008-12-31 2007-12-31
Within 1 year 9,528 -
between 1–5 years 9,868 -
More than 5 years 991 -
TOTAL 20,399 -
Future minimum lease charges exclude guaranteed residual values as these do not constitute a future payment. Guaranteed residual values are included in the closing lease liabilities however.
Expensed lease rentals 11,409 -
TOTAL 11,409 -
No variable fees are included in net income. The hire of vehicles, computers and some office equipment is reported under the Group's financial leasing. At the beginning of 2008, the majority of lease agreements were reclassified from operating leases to finance leases, therefore, no comparative figures can be given.
For the majority of the financial leasing contracts, at the end of the contract EuroMaint can either allocate a purchaser for the equipment for SEK 1,000, excluding VAT, return the equipment to the lessor or extend the contract (the new rental then becomes a quarterly rent per year as previously).
NOTE 18 PLEDGED ASSETS AND CONTINGENT LIABILITIES
SEK (000's) The Group The Group The Parent Company The Parent Company
Pledged assets 2008-12-31 2007-12-31 2008-12-31 2007-12-31
Pledged shares in subsidiaries (net assets)* 93,287 63,653 93,287 63,653
Pledged floating charges on assets 25,190 25,190 - -
Contingent liabilities
Pension obligations, FPG/PRI 30 30 - -
TOTAL 118,507 88,873 93,287 63,653
Floating charges on assets and shares in subsidiaries (EuroMaint AB, EuroMaint Rail AB and EuroMaint Industry AB) are pledged in Swedbank as security for their total credit commitment. Pledged shares have been recorded at the value of net assets in the Group for the current subsidiaries.
*In the carrying amount for pledged shares the consolidated goodwill of SEK 692 million has not included.
EUROMAINT ANNUAL REPORT 2008 • 31
NOTE 22 FINANCIAL RISKS AND FINANCE POLICY
Through its operations, EuroMaint is exposed to financial risks, including the effect of changes to prices on the loan and capital markets, exchange rates and interest rates. The Group's overall risk management focuses on unpredictability of the financial markets, and strives to minimise potentially unfavourable influences on the Group’s financial results. Financial operations in the Group are centralised in EuroMaint AB's financial function. The financial function acts as an internal bank and is responsible for the sourcing of capital, cash management and financial risk management. The operations are regulated through the Group’s Financial regulations.
The following important financial risks are dealt with:
Market riskThe risk that the value of, or future cash flow from a financial instrument varies due to changes in market prices. Currency risk and interest rate risk constitute market risks.
Currency risksCurrency risk refers to the risk that exchange rate fluctuations negatively affect the Group's income statement, balance sheet and/or the cash flow. Currency risk exists both in the form of transaction risk and translation risk.
EuroMaint is to some extent exposed to currency risks and transaction risks because of relatively large volumes purchased in foreign currency and small customer billing in the cor-responding currencies. Purchases made in foreign currencies for major projects are hedged at 100% or are agreed with variable currency clauses during the tender/contract work. Financial regulations also specify that the current net flows should be hedged at least to the specified levels during a rolling 12 month forecast period, which usually takes place by means of currency futures. Hedging is done quarterly with levels of 40% to 70% for the coming quarters 1–4. The currencies EuroMaint is exposed to are EUR, NOK, USD, GBP, DKK, LVL and CHF. The biggest currency exposure EuroMaint has is on its material purchases in EUR. The net flow is approximately EUR 16 million (12) per year, which means that a 5% deteriora-tion of the exchange rate will result in increased purchases before hedging of approximately EUR 800,000 (600,000) before tax or equivalent to approximately SEK 8.7 million (5.5) before tax. Currency hedges are made against this net flow amounting to an annual average of 50% of the amount. Exposure in NOK is mainly billing in connection with refurbish-mentbusiness and the fixed parts are hedged at 100% with currency futures. Exposure relating to the transaction risk attributable to the other currencies are not significant.
Currency risk in the form of translation risk is attributable to the currencies EUR, LVL and USD. The translation differences are judged as being small, however.
Interest rate riskInterest rate risk refers to the risk of a negative effect on the Group's profit due to changes in the market rates of interest.
EuroMaint affected by the general rate adjustments on its external debt portfolio. To counter these, 50% of the value of bank loans have been hedged with a 3 year interest rate swap. The underlying loans run for 3 months. Interest rate swaps provide a base rate of 4.6125% during the 3-year period. With the current size of the loan portfolio and 50% assurance level (interest swap), an increase in interest rates of 1% unit increases the annual interest expense for EuroMaint by SEK 3.65 million before taxes. The share-holder loan carries a fixed rate of 12% until the loan is repaid.
Other risks
Credit riskCredit risk is the risk generated by the fact that the investor's opposite party's changes in an unpredictable manner thereby resulting in a loss for the Group.
EuroMaint have procedures in place to minimize the ongoing customer credit risk in the operations. These routines relate, for example to credit testing, advances and warranty management, and ongoing credit monitoring. Identified customer losses during 2008 amounted to SEK 1,232,000 (3,000). At balance sheet date, EuroMaint had indirect collateral of approximately SEK 72 million (50) in the form of advances from customers The Group considers that there are no significant concentrations of credit risk in respect of the financial assets.
Age analysis, due non-impaired accounts receivable Book value
Not due 266,080
Due 0–60 days 33,495
Due 61–180 days 2,491
Due 181–365 days 1,301
More than 1 year 6,536
TOTAL ACCOUNTS RECEIVABLE 309,903
Financial assets that are either due for payment or the write-down is deemed to have a good credit quality.
Liquidity and refinancing riskRefinancing risk refers to the risk that the refinancing of mature loans is complicated or becomes costly and that EuroMaint therefore has difficulty fulfilling its payment obligations. Liquidity risk refers to the risk of difficulties fulfilling the obligations associated with financial liabilities.
EuroMaint's policy is to always have the available cash and secured refinancing to the extent required for the activity. At 31 December 2008 there was a framework loan with Swedbank of SEK 960 million (960) including a bank overdraft with a framework of SEK 160 million (SEK 122.5 million). At 31 December 2008, EuroMaint fulfilled all the requirements of the financial ratios related to the financing agreement.
Due dates on bank loans and shareholder loans: Book value
Within 1 year 45,000
1–5 years 180,000
5 years or later 749,000
TOTAL 974,000
Relating to financial leasing due dates, see note 20.
SEK (000's)
Fair value of derivative instruments at the balance sheet date 2008-12-31 2007-12-31
Contracts with positive fair values:
Currency hedging (due date within 1 year) 11,302 715
Contracts with negative fair values:
Interest rate swap (due date 1-5 years) 17,638 -
Currency hedging (due date within 1 year) 2,027 2,978
The nominal amount of outstanding derivatives at 31 December 2008 is NOK 121,690,000 (Sales) and EUR 6,900,000 (Purchase)
As of 1 January 2008 derivative instruments are classified as hedging instruments. Within this, changes in value are reported via equity. The fair value on the derivative contract corresponds to Swedbank's measurement.
NOTE 23 INFORMATION ON FAIR VALUE REL ATING TO FINANCIAL INS TRUMENTS
Fair values of all financial instruments are consistent with book value, as all interest including interest on loans are deemed marketable.
32 • EUROMAINT ANNUAL REPORT 2008
Notes
NOTE 25 NET TURNOVER
SEK (000's) The Group The Group The Parent Company The Parent Company
2008-12-31 2007-12-31 2008-12-31 2007-12-31
Sale of services 2,090,423 674,607 4,458 1,512
Sale of goods 225,523 65,245 - -
TOTAL 2,315,946 739,852 4,458 1,512
NOTE 24 FINANCIAL INSTRUMENTS
SEK (000's), THE GROUP 2008
ASSETS BY CATEGORY
At 31 December 2008
Assets in the balance sheet Held for trading Book value Book value
Accounts receivable - 309,903 -
Other receivables - 63,917 -
Derivative instruments - - 11,302
TOTAL - 373,820 11,302
FINANCIAL INSTRUMENTS, LIABILITIES BY CATEGORY
At 31 December 2008
Liabilities in the balance sheet Held for trading Book value Book value
Long-term interest bearing liabilities - 746,416 -
Shareholder borrowing - 244,112 -
Derivative instruments, long-term - - 17,638
Syntethtic options and shares 8,452 - -
Accounts payable - 235,898 -
Derivative instruments, short-term 2,027 - -
TOTAL 10,479 1,226,426 17,638
SEK (000's), THE GROUP 2007
ASSETS BY CATEGORY
At 31 December 2007
Assets in the balance sheet Held for trading Book value Book value
Accounts receivable - 346,712 -
Other receivables - 20,375 -
Derivative instruments 715 - -
Prepaid expenses and accrued income - 54 -
TOTAL 715 367,141 -
FINANCIAL INSTRUMENTS, LIABILITIES BY CATEGORY
At 31 December 2007
Liabilities in the balance sheet Held for trading Book value Book value
Long-term interest bearing liabilities - 776,358 -
Shareholder borrowing - 217,569 -
Accounts payable - 201,625 -
Liabilities to credit institutions, non-interest bearing - 22,840 -
Derivative instruments, short-term 2,978 - -
Accrued costs and deferred income - 430 -
TOTAL 2,978 1,218,822 -
Financial assets measured at fair value via the income statement
Loan receivables and accounts receivable
Derivatives used for hedging purposes
Financial assets measured at fair value via the income statement
Loan receivables and accounts receivable
Derivatives used for hedging purposes
Financial assets measured at fair value via the income statement
Loan receivables and accounts receivable
Derivatives used for hedging purposes
Financial assets measured at fair value via the income statement
Loan receivables and accounts receivable
Derivatives used for hedging purposes
EUROMAINT ANNUAL REPORT 2008 • 33
NOTE 24 FINANCIAL INSTRUMENTS cont .
NOTE 26 INCURRED NON INVOICABLE
SEK (000's) The Group The Group The Parent Company The Parent Company
Assets in the balance sheet 2008-12-31 2007-12-31 2008-12-31 2007-12-31
Accrued income 251,222 88,624 - -
Invoiced revenue - 133,110 -39,929 - -
Work in progress 75,346 38,996 - -
TOTAL 193,458 87,691 - -
For contracts reported according to percentage of completion accounting method determines the degree of completion in relation to the abandoned assignment charges compared to forecast assignment charges incurred. Information about the total assignment revenue and costs incurred are recorded in the income statement during the period, provided these data were judged sensitive.
SEK (000's), PARENT COMPANY 2008
ASSETS BY CATEGORY
At 31 December 2008
Assets in the balance sheet Held for trading Book value Book value
Accounts receivable - -1,084 -
Other receivables - 80,446 -
TOTAL - 79,362 -
FINANCIAL INSTRUMENTS, LIABILITIES BY CATEGORY
At 31 December 2008
Liabilities in the balance sheet Held for trading Book value Book value
Long-term interest bearing liabilities - 539,120 -
Shareholder borrowing - 244,112 -
Derivative instruments, long-term - - 17,638
Syntethtic options and shares 8,452 - -
Liabilities to group companies, non-interest bearing - 22,445 -
TOTAL 8,452 805,677 17,638
SEK (000's), PARENT COMPANY 2007
ASSETS BY CATEGORY
At 31 December 2007
Assets in the balance sheet Held for trading Book value Book value
Accounts receivable - 1,004 -
Other receivables - 925 -
TOTAL - 1,929 -
FINANCIAL INSTRUMENTS, LIABILITIES BY CATEGORY
At 31 December 2007
Liabilities in the balance sheet Held for trading Book value Book value
Long-term interest bearing liabilities - 537,200 -
Shareholder borrowing - 217,569 -
Accounts payable - 814 -
TOTAL - 755,583 -
Financial assets measured at fair value via the income statement
Loan receivables and accounts receivable
Derivatives used for hedging purposes
Financial assets measured at fair value via the income statement
Loan receivables and accounts receivable
Derivatives used for hedging purposes
Financial assets measured at fair value via the income statement
Loan receivables and accounts receivable
Derivatives used for hedging purposes
Financial assets measured at fair value via the income statement
Loan receivables and accounts receivable
Derivatives used for hedging purposes
34 • EUROMAINT ANNUAL REPORT 2008
Stockholm 2 March 2009
Wille Laurén Knut Hansen Henrik Joelsson Jonathan Wallis Chairman of the board
Per Granström Bertil Hallén Karin Nyberg
Ole Kjörrefjord President and CEO
To the annual meeting of the shareholders of EuroMaint Gruppen ABCorporate identity number 556731-5402
We have audited the annual accounts, the consolidated accounts, the accounting records and the administration of the board of directors and the managing director of EuroMaint Gruppen AB for the year 2008. The annual accounts and the consolidated accounts of the company are included in the printed version of this document on pages 3–34. The board of directors and the managing director are responsible for these accounts and the administration of the company as well as for the application of the Annual Accounts Act when preparing the annual accounts and the application of international financial reporting standards IFRSs as adopted by the EU and the Annual Accounts Act when preparing the consolidated accounts. Our responsibility is to express an opinion on the annual accounts, the consolidated accounts and the administration based on our audit.
We conducted our audit in accordance with generally accepted auditing standards in Sweden. Those standards require that we plan and perform the audit to obtain reasonable assurance that the annual accounts and the consolidated accounts are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the accounts. An audit also includes assessing the accounting principles used and their application by the board of directors and the managing director and significant estimates made by the board of directors and the managing director when preparing the annual accounts and the consoli-dated accounts as well as evaluating the overall presentation of information in the annual accounts and the consolidated accounts. As a basis for our opinion concerning discharge from liability, we examined significant decisions, actions taken and circumstances of the company in order to be able to determine the liability, if any, to the company of any board member or the managing director. We also examined whether any board member
or the managing director has, in any other way, acted in contravention of the Companies Act, the Annual Accounts Act or the Articles of Association. We believe that our audit provides a reasonable basis for our opinion set out below.
The annual accounts have been prepared in accordance with the Annual Accounts Act and give a true and fair view of the company’s financial position and results of operations in accordance with generally accepted accounting principles in Sweden. The consolidated accounts have been prepared in accordance with international financial reporting standards IFRSs as adopted by the EU and the Annual Accounts Act and give a true and fair view of the group’s financial position and results of operations. The statutory administration report is consistent with the other parts of the annual accounts and the consolidated accounts.
We recommend to the annual meeting of shareholders that the income statements and balance sheets of the parent company and the group be adopted, that the profit of the parent company be dealt with in accordance with the proposal in the statutory administration report and that the members of the board of directors and the managing director be discharged from liability for the financial year.
Stockholm 2 March 2009KPMG AB
Fredrik SjölanderAuthorized Public Accountant
Auditors' Report
DES
IGN
AN
D P
ROD
UC
TIO
N: J
oint
ly E
uroM
aint
AB
and
Care
of H
aus,
Väs
terå
s. P
HO
TOG
RAPH
Y: L
asse
Fre
drik
sson
. REP
RO: T
urbi
n, V
äste
rås.
PRI
NTE
D B
Y: E
dita
, Väs
terå
s 20
09.
EUROMAINT ANNUAL REPORT 2008 • 36
www.euromaint.se
EuroMaint AB
SUNDBYBERGLandsvägen 50 A, SE-172 63 Sundbyberg, SwedenVisiting address: Landsvägen 50 A, fl.5 Tel: +46 8-762 51 00
EuroMaint Industry AB
SKÖVDESE-541 87 Skövde, SwedenVisiting address: Kavelbrovägen 2Tel: +46 500-91 70 00
EuroMaint Rail AB
SOLNABox 1555, SE-171 29 Solna, SwedenVisiting address: Svetsarvägen 10Tel: +46 8-762 51 00