- Group sales as expected at EUR 865.1 million
- Significantly increased profitability of the existing portfolio with Adjusted EBITDA of EUR 14.5 million and Group Adjusted EBITDA of EUR 4.5 million
- Management Board and Supervisory Board propose dividend of EUR 1.00 per share as in the previous year
- Mutares plans change of legal form to a partnership limited by shares (Kommanditgesellschaft auf Aktien)
- Further transactions and significant operational progress expected in 2019
Munich, April 08, 2019 – Mutares AG (ISIN: DE000A2NB650), an investment group focused on the takeover of companies in special situations, today publishes a preview of the consolidated results for the 2018 fiscal year. The Group looks back on a transaction-rich 2018 fiscal year with two profitable exits and four acquisitions to further develop its portfolio. Mutares Group generated consolidated sales of EUR 865.1 million (previous year: EUR 899.7 million) and Adjusted EBITDA at group level of EUR 4.5 million (previous year: EUR -27.9 million). The Adjusted EBITDA for the continued portfolio as of December 31, 2018, amounts to EUR 14.5 million (previous year: EUR ‑7.3 million). As of December 31, 2018, the Group’s cash and cash equivalents amounted to EUR 108.1 million (previous year: EUR 98.9 million) and its equity ratio to solid 33% (previous year: 25%).
Sales developed as expected; full effect of acquisitions expected in 2019
In the past fiscal year, Mutares’ investments generated consolidated sales of EUR 865.1 million (previous year: EUR 899.7 million). The deconsolidation of Zanders and Artmadis in particular contributed to the decline of around 4% compared to the previous fiscal year. The new portfolio entry Gemini Rail Group and the strategic add-ons Kalzip (Donges Group), STF and KSS (both Balcke-Dürr Group) were not included in the consolidated fiscal statements until the third quarter of 2018 at the earliest following the completion of the acquisitions. The acquisitions already completed in the 2019 fiscal year, Normek and FDT (Donges Group), will be included in group figures accordingly from the first quarter of 2019.
Increased profitability based on significant operational progress
The operating result (EBITDA) of the Mutares Group amounted to EUR 49.1 million in 2018 (previous year: EUR 67.1 million). Adjusted EBITDA increased extraordinarily to EUR 4.5 million (previous year: EUR -27.9 million). This was mainly due to good operational progress achieved in the portfolio companies, in particular at the Balcke-Duerr Group, which successfully completed large parts of its optimization program at the end of 2017.
Key Group Figures:
|EUR million||FY 2018||FY 2017|
|Income from bargain purchases||-32.3||-87.3|
|Restructuring and other non-recurring expenses||28.6||23.2|
|Cash and cash equivalents at Dec. 31, 2018||108.1||98.9|
|Equity ratio at Dec. 31, 2018||33%||25%|
Management Board approves attractive long-term dividend policy and dividend proposal of EUR 1.00 per share for 2018
At its meeting today, the Management Board of Mutares AG decided on an attractive long-term dividend policy. In addition, the Management Board and Supervisory Board also resolved today to propose a dividend of EUR 1.00 per share to the Ordinary Annual General Meeting for the distribution of the retained earnings (EUR 20.0 million) of Mutares AG for the 2018 fiscal year.
Mutares plans change of legal form to a partnership limited by shares (Kommanditgesellschaft auf Aktien)
The Management Board and Supervisory Board of Mutares AG decided today to propose to the Annual General Meeting of the Company on May 23, 2019, to convert the Company into a partnership limited by shares (KGaA).
The proposed transformation of the company’s legal form is intended to secure the continuation of the company’s long-term growth strategy. The transformation of legal form into an SE & Co. KGaA creates the structural prerequisites for maintaining the decisive competitive advantage of the bodies’ ability to act and make decisions quickly in the future.
As part of the transformation of legal form, the future Mutares Management SE, a European stock corporation (Societas Europea, SE), whose management body is the Executive Board, is to enter the KGaA as a general partner and take over the management and representation of the Company in the future. The largest shareholder and CEO of the Company, Robin Laik, the shareholder ELBER GmbH and the Company itself will hold an interest in the General Partner.
The proposed change of legal form does not affect the legal and economic identity of the Mutares. The Company’s share capital remains unchanged, as does the number of no-par value shares issued. The shareholders will hold the same number of no-par value shares in KGaA as before the transformation of legal form in Mutares AG. The shares of the future Mutares SE & Co. KGaA will continue to be admitted to stock exchange trading. The current ISIN DE000A2NB650 and GSIN A2NB65 remain unchanged.
A detailed description of the legal and economic consequences of the transformation of legal form as well as the future participation of the shareholders can be found in the transformation report prepared by the Management Board, which will be made available to the shareholders with the convening of the Annual General Meeting. The proposed change of legal form requires the approval of the Annual General Meeting of the Company. The transformation of legal form will therefore be resolved at the Annual General Meeting on May 23, 2019.
Successful start to the current fiscal year and strong outlook for 2019
For Mutares, the current year has already started extremely successfully with two strategic acquisitions for the Donges Group. The Management Board is targeting at least three further transactions in the 2019 fiscal year.
As previously announced, the five segments of the portfolio will be combined into three segments: Automotive & Mobility, Engineering & Technology and Goods & Services. By this change, the transaction focus will be clarified, and the business models of the individual investments in the portfolio will be better reflected. With the publication of the 2018 Annual Report, this will be the last time that reporting will be based on the previous five segments. From the first quarter 2019 on, reporting will be based on the new segment structure.
Mutares AG will publish its annual report for the fiscal year 2018 on April 16, 2019 and explain it in a conference call for analysts, investors and journalists starting at 2:00 pm on the same day. Details will be published at the same time as the annual report.