Overview of the year 2023

Pasi Päivärinta, interim CFO

Annual General Meeting, 12 June 2024

2

Summary of the year 2023

Eventful year with all-time high results

  • Both profitability and revenue at record-high levels.
  • Significant currency impact due to the devaluation of the Swedish and Norwegian currencies.
  • Strategy implementation and acquisitions according to plan.
  • Progress in sustainability - SBTi targets submitted for validation.
  • The public tender offer by Triton/Crayfish BidCo Oy for all shares of Caverion Corporation completed in November 2023.

Revenue

2,490.9 EURm

(2,352.1)

Adjusted EBITA

123.7 EURm (105.8) 5.0% margin (4.5%)

Revenue growth

5.6% organic (8.6%)

5.9% total (9.9%)

Operating cash flow

165.9 EURm (144.3)

before financial and tax items

Order backlog

1,908.7 EURm

(1,943.3), -1.8%

Revenue distribution

Services 65.1% (66.8%) Projects 34.9% (33.2%)

3

Revenue

Record-high revenue in 2023

Group revenue, EUR million

2022: 2,352.1

2023: 2,490.9 (2,352.1)

Revenue development in 2023, EUR million, %

+5.6%

+4.1%

-3.7%

  • Revenue: EUR 2,490.9 (2,352.1) million, up by +5.9% (+9.6% in locals)
  • Currency devaluation in Sweden and Norway impacted reported revenue by - 3.7%, equalling EUR 87 million.
  • Organic growth: +5.6%

4

Revenue

Growth in both Services and Projects in 2023

Revenue breakdown by business unit in 2023, EUR million

65.1% Services EUR 1,620.6m(66.8%) Projects EUR 870.5m

34.9%

(33.2%)

Revenue breakdown by division in 2023, EUR million

Absolute growth

Organic growth

  • Business unit revenues:
    • Services +3.2% (+7.3% locals; +4.4% organic)
    • Projects +11.3% (+14.2% locals; +7.9% organic)
  • Growth in local currencies in Sweden, Finland, Germany, Norway, Austria and Denmark.
  • Organic growth was strong especially in Divisions Denmark and Sweden.

5

Profitability

The devaluation of SEK and NOK had a negative impact on adjusted EBITA in 2023

  • Adjusted EBITA: EUR 123.7 (105.8) million, up by 16.9%, adjusted EBITA margin 5.0% (4.5%)
  • EBITA: EUR 93.2 (86.1) million, up by 8.2%, EBITA margin 3.7% (3.7%)
    • EBITA was negatively impacted by the cost reimbursement of EUR 10.0 million to the Bain Consortium booked in Q2/2023 and other transaction costs related to the public tender offers totaling EUR 10.2 million

2022: 105.8 (4.5%)

2023: 123.7 (5.0%)

2022: 86.1 (3.7%)

2023: 93.2 (3.7%)

Adjusted EBITA = EBITA before items affecting comparability (IAC)

6

Cash flow

Strong operating cash flow in 2023

Operating cash flow before financial and tax items, EUR million

﴿ Operating cash flow before financial and tax items

2022: 144.3

2023: 165.9

increased to EUR 165.9 (144.3) million.

  • Cash conversion (LTM) 107.5% (100.6%)

﴿ Change in working capital of EUR 14.0m (9.4m)

  • Free cash flow: EUR 111.6 (32.9) million
    ﴿ Cash flow impact of acquisitions of EUR -29.7m(-85.3m)

﴿ Capex: EUR 43.1 (112.8) million, representing 1.7% (4.8%) of revenue

  • Acquisitions EUR 31.4m (98.8m)
  • IT investments EUR 5.3m (8.5m)
  • Other investments EUR 6.4m (5.5m)

Free cash flow = Operating cash flow before financial and tax items - Taxes paid - Net cash used in investing activities (net, including acquisitions and disposals).

7

Leverage

Net debt impacted by the change of control on 31 October 2023

Net debt and leverage

274

303

333

4,0x

300

237

3,0x

185

215

201

205

3,5x

250

147

141

2,5x

126

1,9x

200

98

1,8x

1,7x

1,5x

1,5x

1,4x

1,0x

150

2,0x

1,1x

1,0x

0,9x

1,2x

1,2x

1,3x

100

0,8x

0,5x

50

0,0x

-0,5x

0

-1,0x

Q1/21

Q2/21

Q3/21

Q4/21

Q1/22

Q2/22

Q3/22

Q4/22

Q1/23

Q2/23

Q3/23

Q4/23

Net debt incl. lease liabilities (EURm)

Net debt / Adjusted EBITDA (LTM)

Debt maturity structure on 31 December 2023, EUR million

Lease liabilities

Existing debt

RCF (undrawn)

﴿ Interest-bearing net debt incl. lease liabilities at the end of

December: EUR 236.8m (200.9m), excl. lease liabilities: EUR

90.4m (63.4m).

﴿ Caverion has on 31 October 2023 become an additional

borrower in Senior Facilities Agreement executed between

Crayfish Bidco Oy and a group of banks. The new facility

consists of term loan facility of EUR 410 million, revolving

credit facility of EUR 75 million and committed guarantee

facility of EUR 65 million.

﴿ 3-year term loan facility has been allocated partly to

purchase Caverion shares and partly to refinance the

existing debt outstanding on 31 October 2023.

﴿ Caverion refinanced its EUR 50 million term loan from the new

long term loan facility and cancelled the unutilized EUR 100

million revolving credit facility with initial termination date on

15 January 2025.

﴿ The change of control event on 31 October 2023 enabled the

85

48

2024

2

35

2025

75

50

24

2026

3

15 11 15

0

2027 2028 2029->

noteholders of EUR 75 million senior unsecured bond due 25

February 2027 to submit valid repurchase instructions for EUR

72.1 million in principal amount of the notes, which Caverion

repurchased on 29 January 2024. On 4 March 2024, Caverion

redeemed the remaining notes in accordance with clean-up

call condition of the notes.

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About 15,000 skilled professionals at the core of our business

Employees by division Q4/2023

Finland 21%

Sweden 18%

Norway 16%

Germany 15%

Industry 12%

Austria 7%

Denmark 5%

Number of employees

(end of period)

14 298

14 490

14 815

  • Accident frequency rate* was 4.1 (4.0) at the end of December.
  • Caverion cares for the safety, health and wellbeing of its employees and will continue to a have high ambition and strong focus on improving them.

Baltic countries 5% Group Services 1%

Q4/21Q4/22Q4/23

*Occupational safety is measured using a common indicator (number of accidents per one million working hours). Last 12 months.

9

Progress in our sustainability targets

Decreasing Caverion's carbon footprint

Total carbon footprint defined and measured (%)

Increasing Caverion's carbon handprint

5 times carbon handprint over footprint (Scope 1-2)

All of our offering has a defined carbon handprint (%)

Caring for our employees

Lost Time Injury Frequency Rate (LTIFR)* Share of female employees (%)

Our employees trained in sustainability (%)**

Ensuring sustainable value chain operations

Supplier Code of Conduct sign-off rate (%)***

All tender requests include sustainability criteria (%)

2025

2021 2022 2023 target

80%

100%

100%

100%

>2x >3x >3x >5x

20% 25% 25% 100%

4.0

4.0

4.1

<2

11%

11%

11%

15%

N/A

30%

97%

100%

66% 74% 80% >90%

- - - 100%

By 2030, our positive carbon handprint is 10x

greater than our own carbon footprint

  • LTIFR refers to the amount or number of lost time injuries per 1,000,000 hours worked.
  • Number of employees (excl. temporary, inactive, etc. employees) who have conducted Sustainability eLearning.
  • Share of purchase volume of suppliers who have approved Caverion SCoC or who have a CoC/SCoC which Caverion has approved.

10

Public tender offer by Triton/Crayfish BidCo Oy was completed in November 2023

New Board of Directors elected by the EGM in November 2023.

At the end of November 2023, Crayfish BidCo Oy commenced redemption proceedings in respect of the remaining minority shares in Caverion Corporation. Triton's shareholding at the end of December 2023 was approximately 94% (including treasury shares).

Key events in 2024

  • In April, Caverion Corporation and Assemblin Group combined to form Assemblin Caverion Group.
  • In May, the arbitral tribunal confirmed Crayfish BidCo ' '
    Caverion shares was suspended.
  • The delisting of the Caverion shares will be announced separately.

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Disclaimer

Caverion Oyj published this content on 13 June 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 June 2024 09:37:04 UTC.