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Annual Report 2008 (pdf) - Euromaint

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<strong>Annual</strong><br />

<strong>Report</strong><br />

<strong>2008</strong><br />

<strong>2008</strong>


2<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

Contents<br />

Group Overview 3<br />

The CEO's comments 6<br />

Business concept, vision, strategies and targets 8<br />

EuroMaint's offering 10<br />

SUBSIDIARIES<br />

EuroMaint Industry 14<br />

EuroMaint Rail 20<br />

BOARD AND MANAGEMENT<br />

The Board of Directors EuroMaint 28<br />

Management teams 30<br />

Financial Summary 32


3<br />

GROUP OVERVIEW<br />

A leading and innovative partner for<br />

industry and the rail transport sector<br />

EuroMaint is a unique supplier of technical maintenance services and other<br />

services that support the effective utilisation of advanced production equipment.<br />

Customers are mainly within the engineering and rail transport industries<br />

in Sweden and abroad.<br />

EuroMaint has operations in 15 locations in Sweden, plus in Jelgava, Latvia<br />

and Detroit in the USA. Swedish and foreign customers are served from<br />

these junctions.<br />

The two subsidiaries, EuroMaint Industry and EuroMaint Rail, operate<br />

within different customer segments. The collective main product is<br />

a comprehensive service concept within maintenance and production streamlining.<br />

At Group level, industry-wide matters are pursued that promote<br />

business development and contribute towards maintaining and developing<br />

the position as a leading partner for industry and the rail transport sector.<br />

EuroMaint Industry is a specialist at production streamlining within<br />

the engineering industry. The Company develops and maintains production<br />

equipment, components and processes.<br />

EuroMaint Rail is Sweden's leading provider of technical maintenance<br />

services for the rail transport sector. EuroMaint Rail maintains and refurbishes<br />

all types of rolling stock and their components.<br />

All operations within EuroMaint have the objective of increasing customers'<br />

efficiency.<br />

EuroMaint has been owned by Ratos since 2007 and at 31 December<br />

<strong>2008</strong>, had approximately 1,750 employees. The Group's head office is<br />

in Sundbyberg.<br />

EuroMaint carries out operations<br />

in Luleå, Vännäs, Sundsvall,<br />

Gävle, Borlänge, Örebro,<br />

Åmål, Hallsberg,<br />

Stockholm, Skövde,<br />

Linköping, Huskvarna,<br />

Göteborg, Nässjö and<br />

Malmö, as well as in<br />

Jelgava, Latvia and<br />

in Detroit, USA.<br />

Sweden<br />

Latvia<br />

GROUP KEY FIGURES <strong>2008</strong> 2007 2006<br />

Turnover, SEK million 2,324 2,067 2,037<br />

Operating profit, SEK million 118 67 100<br />

Cash flow, SEK million 87 -14 45<br />

Operating margin, % 5 3 5<br />

Equity/assets ratio, % 24 23 24<br />

Average no. of employees 1,755 1,771 1,747<br />

Sickness absence, % 3.8 4.7 4.7<br />

Definitions<br />

Operating margin = operating profit in relation to turnover<br />

Equity/assets ratio = Equity and shareholder borrowing in relation to the balance sheet total<br />

2,400<br />

2,200<br />

2,000<br />

1,800<br />

1,600<br />

1,400<br />

1,200<br />

100<br />

80<br />

60<br />

40<br />

20<br />

0<br />

-20<br />

-40<br />

TURNOVER, SEK million OPERATING PROFIT, SEK million<br />

1,493<br />

2004 2005 2006 2007 <strong>2008</strong> 2004 2005 2006 2007 <strong>2008</strong><br />

CASH FLOW AFTER<br />

INVESTMENTS, SEK million<br />

14<br />

1,872<br />

-38<br />

2,037<br />

45<br />

2,067<br />

-14<br />

2,324<br />

87<br />

2004 2005 2006 2007 <strong>2008</strong><br />

For 2007 and earlier, refer to the pro forma figures.<br />

140<br />

120<br />

100<br />

80<br />

60<br />

40<br />

20<br />

47<br />

114<br />

100<br />

67<br />

TURNOVER<br />

BROKEN DOWN BY INDUSTRY<br />

Rail transport industry 85%<br />

Engineering industry 15%<br />

118


4<br />

EuroMaint Industry develops and maintains production equipment, components and processes within the industry.<br />

The company has its head office in Skövde and operations are also carried out in Gävle, Gothenburg, Hallsberg,<br />

Huskvarna and Åmål as well as in Detroit in the USA.<br />

Through efficient and innovative maintenance, EuroMaint Rail facilitates punctual and safe rail transport.<br />

The company has its head office in Solna and activities in 13 locations throughout Sweden, as well as in Jelgava, Latvia.


IMPORTANT EVENTS<br />

■ Seven-year contract with Swiss AAE<br />

EuroMaint Rail signed a seven-year contract with Swiss AAE regarding<br />

the maintenance of 300 freight carriages in service between Luleå and<br />

Borlänge, Sweden.<br />

■ New CEO<br />

Ole Kjörrefjord took over as President and CEO of EuroMaint.<br />

He had been Chairman of the board since 2007. In conjunction with him<br />

becoming CEO, Wille Laurén has taken over as Chairman of the board.<br />

■ Letter of intent with Husqvarna<br />

EuroMaint Industry has signed an agreement with Husqvarna about the<br />

takeover of operations employing 64 people. The takeover took place on<br />

1 January 2009.<br />

■ Refurbishment of SJ's locomotive drawn passenger carriages<br />

EuroMaint Rail received the commission to modernise Swedish train<br />

operator SJ's locomotive drawn passenger carriages from the 1980s.<br />

The order is valued at SEK 350 million and the first refurbished carriages<br />

will enter service in the summer of 2009.<br />

■ New CEO of EuroMaint Rail<br />

EuroMaint strengthened its Group Management with the appointment<br />

of Mats Önner as CEO of EuroMaint Rail and Ilona Östlund as<br />

Corporate Communications Director.<br />

■ Takeover of operations in Norrsundet, Gävle, Sweden<br />

EuroMaint Industry took over the operations of a maintenance department<br />

at Stora Enso's facility in Norrsundet. In connection with the new<br />

partnership, EuroMaint Industry is opening a local office in the area.<br />

■ First workshop outside Sweden<br />

EuroMaint Rail opened its first workshop outside Sweden – in Jelgava,<br />

Latvia.<br />

■ Major contract for EuroMaint Industry<br />

EuroMaint Industry signed an agreement with Volvo Powertrain regarding<br />

the delivery of equipment for quality assurance to the company's engine<br />

factories in Brazil, France, Sweden and the USA. The framework agreement<br />

relates to In Process Verification, IPV, equipment. The deal is valued at<br />

approximately SEK 150 million and is the biggest to date in EuroMaint<br />

Industry's history.<br />

FOLLOWING THE YEAR-END<br />

January 2009<br />

■ Henrik Dagberg took over as Business Development Director<br />

for EuroMaint.<br />

■ EuroMaint Industry served redundancy notices to 36 employees at its<br />

maintenance and tools operation in Hallsberg – a direct consequence<br />

of the decline in the automotive industry.<br />

■ EuroMaint Rail signed a seven-year contract with Arriva regarding the<br />

maintenance of Kinnekulletåg, the regional commuter trains running<br />

between Gothenburg and Örebro in Sweden. Arriva is taking over as<br />

the rail operator from 1 June after receiving the commission from local<br />

transport company Västtrafik.<br />

■ EuroMaint Rail received a five-year commission from Veolia Transport to<br />

handle the maintenance of Kustpilen, the 11 engine coaches that serve<br />

the Linköping–Kalmar and Linköping–Västervik routes for local transport<br />

company Östgötatrafiken.<br />

■ EuroMaint announced that Åke Finn, the former CFO for EuroMaint,<br />

would be leaving his position within the Group.<br />

5


6<br />

THE CEO'S COMMENTS<br />

Platform for future expansion<br />

<strong>2008</strong> was a successful year for EuroMaint; a year with good growth, improved<br />

profitability and a more stable platform for future expansion. We have<br />

strengthened our organisation and market position, and are better equipped<br />

for future challenges.<br />

Neither we nor our customes are immune to the downturn in the global<br />

economy that we witnessed during the autumn of <strong>2008</strong>. Compared with<br />

many other industries however, the maintenance sector is less affected by<br />

reduced demand. Furthermore, EuroMaint has focused on creating clear<br />

results areas where competent managers, together with their employees,<br />

can seize business opportunities and adapt their operations to suit the<br />

customers' needs.<br />

I became President and CEO at the end of <strong>2008</strong>, but have observed<br />

EuroMaint from very close quarters since 2007 when I became Chairman<br />

of the board for the Group. EuroMaint is a Group with enormous potential.<br />

During <strong>2008</strong>, we increase our turnover by 12 per cent to SEK 2,324 million<br />

and the profit increased by 75 per cent to SEK 118 million, the highest operating<br />

profit ever.<br />

Operating in a confidence sector<br />

EuroMaint will be a leading and innovative partner that increases its customers'<br />

efficiency. We operate in a confidence sector. Our customers hand over the<br />

responsibility for their valuable production equipment to us and our services<br />

are often entirely necessary in order for customers to achieve their business<br />

objectives. This is a great responsibility and we view our task with the utmost<br />

seriousness.<br />

During <strong>2008</strong>, we have received plenty of evidence that we are succeeding<br />

at our task. EuroMaint Industry has expanded to new locations within<br />

Sweden and EuroMaint Rail gained the extended confidence of a number of<br />

important customers during the year.<br />

Furthermore, we are making great strides in the important internal<br />

improvement work that is required to increase our efficiency and to achieve<br />

our long-term goals. With clearer budget responsibility, more efficient<br />

processes and a strengthened organisation, EuroMaint Rail has improved<br />

both its deliveries to customers and its financial results. EuroMaint Industry<br />

has gone from zero profit to profit.<br />

Renewed faith in EuroMaint Rail<br />

EuroMaint Rail has gained a new CEO during the year – Mats Önner took<br />

over on 1 September. The subsidiary has also been reorganised in order<br />

to create four clear business areas with their own budget responsibility;<br />

Availability, Components, Refurbishment and Work Machines. The aim is<br />

to achieve more efficient and more industrialised processes, as well as<br />

consistently high quality in all deliveries to customers.<br />

During the first half of <strong>2008</strong>, EuroMaint Rail received renewed orders from<br />

Swedish train operator SJ for the maintenance of its high-speed X2 trains,<br />

RC locomotives and a large number of passenger carriages. The renewed<br />

contracts have only been extended for one year however, which means that<br />

during the first quarter of 2009, we face several negotiations that are crucial<br />

for the business. The good work that we have been able to demonstrate<br />

during the second half of <strong>2008</strong> means however that we can confidently look<br />

ahead to these new contract negotiations.<br />

EuroMaint Rail has increased its turnover by 9 per cent, yet despite an<br />

increased profit compared with the previous year, it did not fully achieve its<br />

profit target for the year. The successful work of streamlining the business<br />

was completed at the end of <strong>2008</strong> however, which means that there are good<br />

possibilities of strengthening the profits in the future.<br />

In <strong>2008</strong>, EuroMaint Rail officially opened its first workshop overseas, in<br />

Jelgava in Latvia. This was a strategically significant step in order to be able<br />

to become an major supplier when the large railway market in the East is<br />

deregulated.<br />

The former subsidiary EuroMaint Tracksupport returned to the operations<br />

within EuroMaint Rail during the year, where it formed the Work Machines<br />

business area.<br />

New operations for EuroMaint Industry<br />

EuroMaint Industry has developed extremely positively during the year.<br />

Strong leadership has created commitment among employees and<br />

EuroMaint Industry has won a number of strategically important orders.<br />

In December, a contract was signed with Husqvarna, the worlds leading<br />

manufacturer of outdoor products, regarding the takeover of a department<br />

that works with the maintenance of production equipment and the production<br />

of die casting tools. From 1 January 2009, EuroMaint Industry formally took<br />

over operations in Huskvarna that employ 64 people.<br />

During the year, we have also acquired the maintenance staff from<br />

Stora Enso's pulp and paper manufacturing works in Norrsundet. The deal<br />

is an important step that is in line with our strategy of becoming established<br />

near to our customers throughout Sweden. Turnover for EuroMaint Industry<br />

increased by 34 per cent to SEK 363 million during <strong>2008</strong>.


Challenges in 2009<br />

EuroMaint's goal for the coming years is to profitably grow<br />

– in terms of turnover, geographically and in new sectors.<br />

In order to do this, we must demonstrate to existing and potential<br />

customers that we are the most competent business partner.<br />

EuroMaint Industry will utilise its knowledge via the expansion<br />

into new sectors and areas within Sweden, as well as by increasing<br />

its commissions overseas, partly via the office in Detroit.<br />

For EuroMaint Rail, the challenge is to streamline and further<br />

increase the quality of the maintenance work, and thereby protect<br />

the large market share in Sweden. At the same time, EuroMaint Rail<br />

will enter new markets.<br />

2009 will be a year filled with challenges. The global recession<br />

will affect us and our customers considerably more than it did<br />

in <strong>2008</strong> and we must be prepared for this. On the one hand,<br />

our customers within rail transport will benefit from more people<br />

choosing to travel by train, which is an environmentally-friendly and<br />

relatively cheap method of travel. On the other hand, the transport<br />

of goods decreases during a recession, reducing the need for the<br />

maintenace of freight trains. For EuroMaint Industry, we see the<br />

potential for more companies considering the outsourcing of their<br />

maintenance departments. At the same time, EuroMaint Industry<br />

is affected by the significant decline within the automotive industry,<br />

and decisions regarding new business are more difficult for customers<br />

to make in a market that is uncertain.<br />

Impressive competence within the company<br />

I have been fortunate to have travelled to all of our facilities during<br />

the year and I am particularly impressed by the competence, loyalty<br />

and experience that I have encountered in the company. There<br />

is enormous motivation and creativity within EuroMaint, which<br />

provides us with a great platform for achieving our goal of being a<br />

leading and innovative partner both in Sweden and abroad.<br />

2009 looks as though it will be a year of global recession and<br />

therefore it is more important than ever that we utilise our full potential<br />

and remember to put our customers first in every stage of the work<br />

we do. These characteristics certainly prevail within EuroMaint and<br />

that gives me great confidence for the future.<br />

Ole Kjörrefjord, President and CEO<br />

7


8<br />

BUSINESS CONCEPT, VISION, STRATEGIES AND TARGETS<br />

The Group's competence and structural capital<br />

can be transferred to new industries and markets<br />

EuroMaint's business concept is to offer cost-effective maintenance and technical<br />

solutions that increase the availability, reliability and working life of production<br />

equipment. The vision is to be a leading partner within the maintenance and service<br />

of production equipment in all industries and markets where the company is active.<br />

EuroMaint has lengthy experience and broad competence within mainten ance.<br />

In order to become a leader and retain our customers' confidence, the company<br />

is working to continuously improve and develop new, innovative products.<br />

EuroMaint is a value generating partner that increases its customers competitiveness,<br />

which means that the Group's profitability is a result of the<br />

customer's profitability.<br />

Goal<br />

EuroMaint's overall goals are to:<br />

• Achieve growth in both turnover and profit during 2009–2011<br />

• Establish operations in more industries and geographical markets<br />

outside Sweden<br />

Growth strategies<br />

EuroMaint's recognised developed management systems, processes and<br />

approach – the Group's structural capital – can be transferred to more<br />

industries in order to streamline the maintenance work and raise the utilisation<br />

ratio of customers' production facilities.<br />

Against this background, EuroMaint has the potential to grow<br />

geographically as well as in new industries. A number of growth strategies<br />

have been defined:<br />

• Supplementary assignments from existing customers<br />

• Acquisitions and takeovers of operations in current markets and industries<br />

• New customers and markets<br />

• New industries<br />

Supplementary assignments from existing customers<br />

A natural part of EuroMaint's growth strategy is to deepen the partnerships<br />

with existing customers and constantly provide them with new maintenance<br />

technology and efficient solutions.<br />

EuroMaint Rail has a strong position on the Swedish market for the<br />

maintenance of rolling stock with a market share of approximately 50 per cent,<br />

and as a highly regarded maintenance partner, there are good opportunities<br />

for receiving new assignments.<br />

In <strong>2008</strong>, Swedish train operator SJ took over as the operator for Norrlandstrafiken<br />

the longdistance traffic operating between Stockholm and the<br />

northern parts of Sweden, and agreed a contract in connection with this with<br />

EuroMaint Rail as mainten ance provider. The five-year contract includes the<br />

maintenance of locomotives and passenger carriages. The key reasons that<br />

EuroMaint won the commission was because the company is nationwide<br />

and because it deals with both light and heavy maintenance.<br />

During <strong>2008</strong>, EuroMaint Rail has also received several extended<br />

agreements with SJ, and has been commissioned to modernise SJ's locomotive<br />

drawn passenger carriages from the 1980s. Another example of strengthened<br />

partnerships is the maintenance of approximately 300 of the Swiss company<br />

AAE's freight carriages in service between Luleå and Borlänge, Sweden.<br />

Acquisitions and operational takeovers<br />

More and more companies are considering the outsourcing of their<br />

mainten ance operations. A partnership with a company that specialises<br />

in maintenance can increase efficiency and therefore competitiveness.<br />

This creates business opportunities for EuroMaint's subsidiaries.


When EuroMaint takes over an existing business, the Group's work methods<br />

should make the acquired business more effective so that profitability<br />

increases for customers, and thereby for EuroMaint also. It should also be<br />

possible to offer the overtaken operation's services to external customers.<br />

During <strong>2008</strong>, EuroMaint Industry agreed contracts regarding the takeover<br />

of two business operations. Stora Enso's operations in Norrsundet were taken<br />

over and the operations of Husqvarna's maintenance and tools departments in<br />

Huskvarna were taken over at the start of 2009. In 2006, EuroMaint Rail took<br />

over the maintenance activities for commuter train transport in Stockholm.<br />

EuroMaint is also working continuously to evaluate potential acquisition<br />

targets. There are possible acquisitions within the following segments:<br />

• Train maintenance companies in prioritised EU countries<br />

• Maintenance companies in the Nordic region that strengthen EuroMaint<br />

Industry's market presence, particularly within the engineering and<br />

process industries<br />

In order for EuroMaint to be interested in an acquisition, the technical level<br />

of the business should be sufficiently high so that the Group's structural<br />

capital can be utilised effectively. Furthermore, there must be high availability<br />

requirements on the fixed assets included in the maintenance obligations<br />

being taken over.<br />

Ratos is a strong and long-term owner of EuroMaint, guaranteeing the<br />

availability of both knowledge and capital for company acquisitions.<br />

New customers and markets<br />

The Swedish market for rail passenger transport is expected to be deregulated<br />

in 2010 provided that Parliament decides to withdraw Swedish train operator<br />

SJ's monopoly on the core rail network. Once the market has been deregulated,<br />

opportunities to work with new operators will be presented while the<br />

interest in strengthening competitiveness through effective maintenance<br />

will increase further among current operators.<br />

EuroMaint Rail's biggest growth opportunities exist outside Sweden,<br />

however, which are being boosted by the continuing deregulation of the<br />

railway markets within the EU. Prioritised growth markets for EuroMaint Rail<br />

are the Nordic countries, Germany and the Baltic states. During the year, the<br />

company opened its first workshop outside Sweden – in Jelgava in Latvia.<br />

EuroMaint Industry is also seeking customers outside Sweden in order<br />

to utilise its knowledge in other markets. EuroMaint Industry signed an<br />

agreement with Volvo Powertrain in March regarding the delivery of equipment<br />

for quality assurance to the company's engine factories in Brazil,<br />

France, Sweden and the USA. The framework agreement is an important<br />

step into the international market and constitutes the biggest deal to date for<br />

EuroMaint Industry. A contract has also been signed with Tata-Cummins<br />

regarding the delivery of comparable equipment to an engine factory in India.<br />

New industries<br />

EuroMaint has a strong position in the rail transport industry and is growing<br />

within the engineering industry. The operational takeover from Stora Enso<br />

in Norrsundet during <strong>2008</strong> means that EuroMaint has established itself in<br />

a new industry – the paper and pulp industry.<br />

EuroMaint's goal is to establish the company in new industries where<br />

the Group's structural capital can contribute to increased efficiency and<br />

quality in maintenance operations. Examples of such industries are the process<br />

and energy industries, as well as defence, which are faced with structural<br />

changes similar to those that the rail transport industry has undergone.<br />

9


10<br />

EUROMAINT'S OFFERING<br />

Services that support the effective use<br />

of advanced production equipment<br />

EuroMaint strengthens its customers competitiveness via services that increase<br />

the availability, operational reliability and working life of production equipment<br />

and components.<br />

The utilisation ratio of production equipment in the Swedish engineering<br />

industry amounts to approximately 50 per cent on average. Within the paper<br />

and pulp industry, the availability requirements are traditionally higher. Halts<br />

in production are very costly and there is a great deal of dependence on<br />

equipment that is very expensive to purchase. For the rail transport industry,<br />

the availability is directly linked to customer needs – the availability requirement<br />

for rolling stock has increased further in recent years as traffic has<br />

increased.<br />

Experience and proximity<br />

EuroMaint's two subsidiaries originate from Swedish train operator SJ<br />

and Volvo. EuroMaint, formerly SJ's machine division, was formed in 2001 in<br />

connection with the corporatisation of Swedish State Railways. In 2005<br />

EuroMaint acquired Euromation – one of Sweden's leading companies<br />

within production streamlining for the engineering industry. The Group<br />

has more than 150 years' experience of services for improving the efficiency<br />

of advanced production equipment. The geographical proximity to customers<br />

is also a competitive advantage, EuroMaint is currently present in 15 locations<br />

in Sweden and in Detroit, USA and Jelgava, Latvia. Through its size and<br />

experience, the Group has the qualified technical expertise with a unique<br />

combination of both breadth and depth.<br />

EuroMaint Rail offers many different types of services, from actionbased<br />

corrective maintenance, refurbishments and component processing<br />

to the design of maintenance systems. EuroMaint Industry has a wide range<br />

of services from corrective maintenance and maintenance to the design of<br />

customised production equipment.<br />

EuroMaint's services are designed to increase the availability, reliability<br />

and working life of advanced production equipment and their components.<br />

With EuroMaint's services, customers can attain a better utilisation ratio and<br />

operational reliability in production.<br />

Future prospects during recession<br />

The market for services that support the effective use of advanced production<br />

equipment is somewhat less cyclical than the customers' market. In times of<br />

economic growth, the customer's primary motivation is to increase the availability<br />

and operational reliability of existing equipment. During a slowdown,<br />

the focus is mainly on the possibility of extending the working life of production<br />

equipment and the potential to postpone new investments.<br />

The Group expects that the market for technical maintenance services<br />

will continue to grow in the coming years. Admittedly, in the recession that<br />

began in large parts of the world during <strong>2008</strong>, it is expected that the need<br />

for more efficient use of production equipment will be lower than during<br />

economic growth, but the existing equipment must be maintained and<br />

falling demand means that the demands on quality delivery and stability<br />

remain high.<br />

In a recession, fewer decisions are taken regarding the purchase of new<br />

equipment, which makes EuroMaint's offering to streamline existing equipment<br />

appealing. The current economic climate also opens up opportunities<br />

for further structural deals and business acquisitions as companies review<br />

their costs while looking to secure access to key skills.<br />

The downturn in the rail transport sector is expected to be less than for<br />

the industry. Passenger transport by rail continues to increase, partly due to<br />

increasing environmental awareness and since train travel can be a cheaper<br />

option than flying. Freight transport decreases in keeping with declining<br />

industrial demand, but even here there are environmental benefits that are<br />

advantageous to the railways.


Takeover of operations from Husqvarna<br />

On 1 January 2009, EuroMaint Industry acquired<br />

64 employees within production equipment maintenance<br />

and the production of die casting tools<br />

from Husqvarna. This operational takover means<br />

that Husqvarna can focus on its core competence<br />

while maintaining key competence in connection<br />

with its production facility in Huskvarna, Sweden.<br />

EuroMaint Industry is driving and developing the<br />

business forward, thereby ensuring efficient,<br />

flexible maintenance operations for Husqvarna<br />

and other engineering companies in the region.<br />

Refurbishment of SJ's passenger carriages<br />

EuroMaint Rail's refurbishment expertise is being<br />

utilised for example by Swedish train operator SJ,<br />

for whom the company is refurbishing its passenger<br />

carriages from the 1980s (the so-called InterCity<br />

trains). SJ is investing SEK 350 million to modernise<br />

the trains which will have a new exterior profile as<br />

well as a brighter Scandi navian decor with new<br />

lighting in the carriages. EuroMaint Rail's refurbishment<br />

commission is contributing to an extension of<br />

the economic and commercial life and value of the<br />

rolling stock. It is also raising the level of comfort<br />

for SJ's customers and improving the working<br />

environment for the onboard staff.<br />

11


12<br />

EUROMAINT'S OFFERING<br />

Framework agreement with SSAB<br />

EuroMaint Industry's Group framework agreement<br />

with SSAB regarding the service and refurbishment<br />

of electric motors means that SSAB has access to<br />

EuroMaint's experience and competence within the<br />

component service. Through qualified reprocessing<br />

of electric motors, the working life of the components<br />

is extended, the customer avoids making new<br />

investments and guarantees access to components<br />

that are sometimes no longer standard.<br />

Turnkey service for the A-Train<br />

A-Train, which operates the Arlanda Express<br />

airport railway in Stockholm, Sweden, has awarded<br />

EuroMaint Rail a comprehensive commission in<br />

which the maintenance arrangement and reimbursement<br />

is based on the customer's rolling stock<br />

fleet being available for service. EuroMaint Rail<br />

has taken over the operation of the maintenance<br />

activity, which includes everything from managing<br />

the action-based corrective maintenance to<br />

further development of the maintenance systems.<br />

EuroMaint contributes with proactive maintenance<br />

that guarantees high reliability and Sweden's highest<br />

level of availability – 100 per cent availability for the<br />

Arlanda Express.


Subsidiaries<br />

13


14<br />

EUROMAINT INDUSTRY – IN BRIEF<br />

An independent partner that strengthens<br />

the industry's competitiveness<br />

EuroMaint Industry is an independent partner that strengthens the industry's<br />

competitiveness by streamlining production. The Company develops and<br />

maintains production equipment, components and processes within the industry.<br />

Through customised maintenance services, EuroMaint Industry helps<br />

customers to increase the efficiency, durability and reliability of the production<br />

process. The company's experienced production engineers, project managers<br />

and designers offer the development, design and manufacture of customised<br />

production equipment. Reliable solutions for changes to production processes<br />

are also offered. With the component service, maintenance is supported by<br />

spare parts, troubleshooting and repairs.<br />

EuroMaint Industry's turnover increased by 34 per cent to SEK 363<br />

million in <strong>2008</strong>. The company has 300 employees. The head office is in<br />

Skövde and operations are also carried out in Gävle, Gothenburg, Hallsberg,<br />

Huskvarna and Åmål, Sweden, as well as in Detroit in the USA. EuroMaint<br />

Industry has been part of EuroMaint since 2005 and originated with the Volvo<br />

Group's sell-off of its maintenance operations in 2000.<br />

■ Vision<br />

To be the industry's leading partner for efficient production.<br />

■ Business concept<br />

To develope and maintain production equipment, components<br />

and processes within the industry.<br />

KEY FIGURES EUROMAINT INDUSTRY <strong>2008</strong> 2007 2006<br />

Turnover, SEK million 363 271 231<br />

Operating profit, SEK million 13 0 -8<br />

Cash flow, SEK million -14 -15 -27<br />

Operating margin, % 3.6 0 negative<br />

Equity/assets ratio, % 28 37 52<br />

Average no. of employees 289 261 281<br />

Sickness absence, % 3.2 3.1 2.5<br />

400<br />

350<br />

300<br />

250<br />

200<br />

150<br />

100<br />

40<br />

30<br />

20<br />

10<br />

0<br />

-10<br />

-20<br />

-30<br />

TURNOVER, SEK million OPERATING PROFIT, SEK million<br />

303<br />

307<br />

231<br />

271<br />

363<br />

2004 2005 2006 2007 <strong>2008</strong> 2004 2005 2006 2007 <strong>2008</strong><br />

CASH FLOW AFTER<br />

INVESTMENTS, SEK million<br />

-30<br />

42<br />

-27<br />

-15<br />

-14<br />

2004 2005 2006 2007 <strong>2008</strong><br />

25<br />

20<br />

15<br />

10<br />

0<br />

-10<br />

-15<br />

11<br />

25<br />

-8<br />

0<br />

13


EUROMAINT INDUSTRY – THE CEO'S COMMENTS<br />

"I am so very proud of the work being<br />

carried out within the company"<br />

EuroMaint Industry can look back on a successful year, winning several important<br />

business deals, expanding into new industries and markets, and having achieved our<br />

financial goals by a good margin. I am so very proud of the work being carried out<br />

within the company.<br />

During <strong>2008</strong>, EuroMaint Industry's turnover increased by 34 per cent and<br />

our profit has improved from SEK 0 to SEK 13 million.<br />

Our vision is to be the leading partner for industrial companies that<br />

want to streamline the use of their production resources. We can achieve<br />

this thanks to efficient processes and the sound skills, involvement and<br />

commitment of our employees.<br />

During <strong>2008</strong>, we have successfully achieved our strategic targets to:<br />

• Expand ourselves industrially<br />

• Expand geographically to prioritised industry clusters in Sweden<br />

• Grow through the acquisition of operations<br />

• Packaging our offering within the Automation and Component Servicing<br />

business areas based on customer needs<br />

This means that we have developed in line with our vision to become the<br />

industry's leading partner for efficient production, which is very satisfying.<br />

Strategically important milestones<br />

With the takeover of Stora Enso's operations in Norrsundet, Sweden,<br />

we have established ourselves as a partner to the paper and pulp industry,<br />

and increased our presence in the industry cluster in the Gävle region.<br />

The addition of Norrsundet is an important element in our company's<br />

growth ambitions regarding industrial diversification.<br />

As of 1 January 2009, EuroMaint Industry has also been established<br />

in the Småland region through the takeover of Husqvarna's maintenance<br />

and tool departments. On the one hand, this gives us a local presence as well<br />

as new competence within the maintenance and service of die casting tools.<br />

Within the Automation business area, we have had the goals of<br />

expanding abroad during the year as well as expanding industrially with<br />

our special offering. In line with this ambition, we signed the largest contract<br />

in EuroMaint Industry's history during the year; a framework agreement<br />

worth SEK 150 million with Volvo Powertrain. The deal involves the supply<br />

of IPV equipment (In Process Verification) to the company's factories in<br />

Brazil, France, Sweden and the USA. Through the new IPV technology,<br />

we can help customers to quality assure, environmentally improve and<br />

cost-optimise their production processes.<br />

During the year, we have noted an increased level of interest in<br />

supplying and reprocessing existing components in order to maintain<br />

the value of the investments made.<br />

Within mechanical processing, we have undertaken industrial<br />

diversification through assignments, which included the Norwegian<br />

offshore industry.<br />

Focus on customer needs in 2009<br />

EuroMaint Industry has solid foundations to stand on, a clear strategy and<br />

focused and committed employees. We have taken some very important<br />

steps in the company's development during the year.<br />

The coming year will be marked by the recession and the increased<br />

demands placed on us as a supplier. We will meet the challenge thanks<br />

to sound knowledge in our areas of activity, combined with the creative<br />

ability to adapt our offerings to customers' needs. We will manage the<br />

recession through sustained delivery capabilities while developing our<br />

skills so that we have consolidated our position as a strong partner for<br />

when economic growth resumes.<br />

We will also continue working to identify possible businesses for<br />

acquisition in 2009.<br />

Every day, I am heartened by the spirit, creativity and flexibility shown<br />

by the employees in our organisation. The unique needs of our customers<br />

are always at the forefront and that is the key to our future success.<br />

Nicklas Falk, CEO EuroMaint Industry<br />

15


16<br />

EUROMAINT INDUSTRY – BUSINESS CONCEPT, VISION, STRATEGY AND OFFERING<br />

A leading partner for the industry<br />

EuroMaint Industry's vision is to be the industry's leading partner for efficient production.<br />

This means that the company should be a driving and developing player within its niche,<br />

have a significant market share and be a complete partner in the development and maintenance<br />

of production equipment, components and processes. EuroMaint Industry strives for<br />

long-term partnerships in which the company supports the customer in its development.<br />

EuroMaint Industry's offering includes the maintenance of production<br />

equipment, the improvement of production and maintenance routines,<br />

the manufacture of production equipment and tools, plus the repair of<br />

components and tools. Since <strong>2008</strong>, operations have been run within<br />

three interacting business areas with their own budget responsibility:<br />

Engineering & Operational Reliability, Automation and Component Servicing.<br />

Growth strategies<br />

EuroMaint Industry's comprehensive growth strategy includes organic<br />

growth mainly through commissions for new and existing customers within<br />

industry in Sweden. Operational takeovers and company acquisitions are<br />

also part of the company's growth strategy. The focus is primarily on<br />

customers within the engineering, foodstuffs, timber, packaging, steel,<br />

paper and pulp, energy and offshore industries.<br />

The company should be a natural partner for companies that need to<br />

streamline or change their production and can, thanks to its broad expertise,<br />

be a leading advisor in the conversion of production. EuroMaint Industry<br />

also has a goal of increasing the number of key customers.<br />

EuroMaint Industry's overall goals are to:<br />

• Increase the number of customers and stable deals<br />

• Be well-positioned geographically, with proximity to customers<br />

• Increase turnover and profitability with even coverage<br />

• Maintain and develop high, broad and flexible competence<br />

• Offer high service levels and quality<br />

Be nearer to the customer<br />

For maintenance operations, the focus is to continue the regional expansion<br />

into selected locations in Sweden. This means getting closer to the customer<br />

and being in strategically important regions such as Gävle, Hallsberg/Örebro,<br />

Skövde, Gothenburg and Småland.<br />

The takeover of Stora Enso's operations in Norrsundet in <strong>2008</strong> means<br />

that the presence in Gävle has been strengthened in a strategically important<br />

manner. The takeover means that EuroMaint Industry contributes to reliable<br />

operations during the termination phase of the pulp mill. Around twenty<br />

employees have transferred to EuroMaint Industry in association with<br />

the deal and after the pulp mill has been closed down, the employees will<br />

strengthen the company in the Gävle region and be able to work with other<br />

industrial customers in the region.<br />

During <strong>2008</strong>, EuroMaint Industry has also established its first operations<br />

in Gothenburg.<br />

From 1 January 2009, EuroMaint Industry has also been present in<br />

Huskvarna in Småland through the acquisition of 64 people from Husqvarna<br />

who are working with the maintenance of production equipment and the<br />

production of die casting tools.<br />

An established supplier of special machines<br />

EuroMaint Industry is a strong and established supplier of special machines,<br />

primarily to the automotive industry. The goal is to establish itself as a supplier<br />

to other industries in Sweden and to expand internationally through specialist<br />

competence within the automotive industry. The international expansions<br />

taking place partly through the Automation business area accompanying its<br />

Swedish customers to their production facilities overseas, and partly through<br />

the development of new customer groups abroad. Employees in Detroit are<br />

leading the activities in the U.S. market. In order to expand in the European<br />

market, EuroMaint Industry has been aided by the Swedish Trade Council<br />

and others.


Within Automation, EuroMaint Industry has an important competitive<br />

advantage through its broad competence. Among other things, the company<br />

is working with equipment from all machine suppliers and can offer specialised<br />

technologies such as IPV technology, In Process Verification, which is only<br />

offered by a few suppliers around the world. In <strong>2008</strong>, EuroMaint Industry<br />

signed a global framework agreement with Volvo Powertrain regarding IPV<br />

technology. The deal is valued at approximately SEK 150 million and is the<br />

biggest to date in the company's history.<br />

New production and reprocessing<br />

EuroMaint Industry also offers the new production of advanced mechanical<br />

components. The Component Servicing business area also works with the<br />

reprocessing of mechanical, electronic and technical components where<br />

economies of scale and specialist skills are important competitive advantages.<br />

Success factors are continuously improving delivery capability, trimming<br />

internal processes, developing staff skills and strengthening relations with<br />

so-called OEMs, Original Equipment Manufacturers, such as suppliers of<br />

control systems.<br />

EUROMAINT INDUSTRY'S OFFERING:<br />

■ Development and maintenance of production processes<br />

through methods and approaches for, e.g. process conversion,<br />

new acquisition and maintenance. The goal is for the customer<br />

to have undisrupted production, high operational reliability,<br />

delivery accuracy and customer satisfaction.<br />

■ Development and design of customised production equipment<br />

Standard solutions are not always the best alternative. EuroMaint<br />

Industry designs special equipment with high operational<br />

reliability, based on the customer's unique needs. These include<br />

flexible Automatic Guided Vehicles, AGV, which are an effective<br />

tool during mounting applications, for example, or IPV, In Process<br />

Verification.<br />

■ From quick access to spare parts, troubleshooting and repairs<br />

to the reprocessing of components. EuroMaint Industry helps<br />

customers maintain the value of their production equipment.<br />

The customer can also focus on their core business and avoid<br />

capital tied-up in spare parts stock.<br />

17


18<br />

EUROMAINT INDUSTRY – MARKET AND CUSTOMERS<br />

Unique supplier to a changing market<br />

Industrial production is becoming more and more automated, creating a greater<br />

demand for EuroMaint Industry's services. The market that EuroMaint Industry<br />

operates in is fragmented with several different types of players.<br />

A large proportion of Swedish industrial companies maintenance and<br />

production efficiency is still conducted internally. Large industrial companies<br />

traditionally have a maintenance department in charge of the availability of<br />

the production equipment.<br />

In order to focus exclusively on its core business, many companies are<br />

considering the corporatisation of their maintenance departments and,<br />

in some cases, outsourcing them to external suppliers. The advantage of<br />

placing the maintenance department with an outside company is that the<br />

operational efficiency is stimulated with the introduction of a partner<br />

relationship. Tougher competition in the industry means that more<br />

companies are considering whether to transfer maintenance work to<br />

someone else, but there is also great awareness that this requires a well<br />

developed strategy in order for the outsourcing to pay dividends. The<br />

demands on EuroMaint Industry are very high with regards to the takeover<br />

of operations.<br />

The suppliers in the maintenance market for industry<br />

can be roughly divided into four groups:<br />

■ Volume suppliers – relatively large companies with a wide range of services.<br />

These companies are price competitive and their services are not<br />

industry specific.<br />

■ Niche players – companies that position themselves through a unique<br />

offering such as one product, service or competence area. For these<br />

suppliers, customer proximity is important, the range is slightly smaller<br />

than for volume suppliers and value creation for customers is the main<br />

competitive tool. EuroMaint Industry belongs to this group.<br />

■ Industry players – companies operating in a particular sector or industry<br />

that create value through the highly specific skills they possess. Within this<br />

group are companies with a combination of volume and niche strategies.<br />

■ OEM companies, Original Equipment Manufacturers – manufacturers of<br />

production facilities that also offer aftermarket services.<br />

Part of a maintenance group<br />

In many ways, EuroMaint Industry is a unique player in this market. The<br />

company is part of a maintenance group, which provides access to specialist<br />

competence, proven processes and work methods and the ability to make<br />

the investments necessary to always be able to offer a customised, innovative<br />

and professional partnership.<br />

EuroMaint Industry is an independent and comprehensive partner for<br />

the development and maintenance of production equipment, components<br />

and processes. The company offers technical breadth and specialist competence<br />

from long-term complete solutions to smaller part actions. Everything<br />

from maintaining and developing production equipment, designing efficient<br />

production equipment to providing new and existing machines with components.<br />

In this way, EuroMaint Industry’s customers can reduce their capital<br />

tied-up and focus on their core competence.<br />

Active on the consolidation market<br />

The market for maintenance and production efficiency in Sweden is moving<br />

towards consolidation. There are examples of major maintenance suppliers<br />

in Sweden who have grown through the acquisitions of smaller, local suppliers.<br />

EuroMaint Industry's business consists largely of operations taken over from<br />

AB Volvo and Volvo Trucks.<br />

EuroMaint Industry intends to be active in this process and is considering<br />

acquisitions in order to grow and develop. Within the Engineering & Operational<br />

Reliability business area, this primarily taking over existing operations from<br />

industrial companies. For the Component Servicing business area, this could<br />

be the acquisition of smaller companies facing a generational change of<br />

ownership.<br />

Customers in Sweden and abroad<br />

EuroMaint Industry's commissions are increasingly characterised by longterm<br />

turnkey commitments. Customers are mostly industrial companies in<br />

Sweden. Some examples are Arkivator, DIAB, Scania, Stora Enso, AB Volvo<br />

and Volvo Cars. In the USA, Volvo Powertrain is the largest single customer.<br />

During <strong>2008</strong>, an important step was taken into the international market in<br />

connection with an extensive framework agreement for IPV equipment,<br />

In Process Verification, to Volvo Powertrain in several different countries.


EUROMAINT INDUSTRY – EXAMPLES OF COMMISSIONS IN <strong>2008</strong><br />

Framework agreement worth approx<br />

SEK 150 million<br />

During <strong>2008</strong>, EuroMaint Industry entered its<br />

biggest framework agreement to date, valued at<br />

approximately SEK 150 million. The deal comprises<br />

the supply of equipment for quality assurance to<br />

Volvo Powertrain in Brazil, France, Sweden and the<br />

USA. The new technology, In Process Verification,<br />

IPV, is used for the cold testing of engines and<br />

means that the product is successively verified<br />

throughout the production process. The improved<br />

quality control means that costs for deficient quality<br />

can be reduced significantly. Furthermore, Volvo<br />

Powertrain reduces its emissions by 85 per cent<br />

during engine trials.<br />

The deal means a boost on the international<br />

market while providing new jobs at home.<br />

Maintenance at Stora Enso's factories<br />

Since the summer of <strong>2008</strong>, EuroMaint Industry<br />

has had a local office in Norrsundet outside Gävle,<br />

Sweden. The company has taken over the maintenance<br />

of Stora Enso's pulp mill. A service and<br />

maintenance operation has been established in<br />

Stora Enso's premises in Norrsundet and around<br />

20 employees have a new employer.<br />

EuroMaint Industry has been established<br />

in the Gävle region since 2007 and has rapidly<br />

established a large demand for services in maintenance<br />

and production. Agreements with Forsmark,<br />

Sandvik Materials Technology, and others had been<br />

in place before then. The operations in Norrsundet<br />

are an important piece of the puzzle in the<br />

company's growth ambitions in the region.<br />

Takeover of operations in Huskvarna<br />

In October <strong>2008</strong>, EuroMaint Industry signed<br />

a letter of intent to acquire the mainten ance<br />

and tool operations at Husqvarna's facility in<br />

Huskvarna, Sweden. From 1 January, the operations<br />

together with 64 employees have been part<br />

of the EuroMaint Group.<br />

The operations in Huskvarna are focused on the<br />

maintenance of processing machinery, die casting<br />

machines and assembly equipment, maintenance<br />

and tool services, as well as manufacturing that<br />

includes die casting tools.<br />

The establishment in Huskvarna provides<br />

EuroMaint Industry with an important platform for<br />

continued growth in Småland, which is an important<br />

market with its many engineering companies.<br />

19


20<br />

EUROMAINT RAIL – IN BRIEF<br />

Cost-effective maintenance solutions for rolling stock<br />

EuroMaint Rail offers cost-effective maintenance solutions and the refurbishment<br />

of all types of vehicles in the rail transport industry. Through efficient and<br />

innovative maintenance, EuroMaint Rail creates possibilities for punctual<br />

and safe transport.<br />

EuroMaint Rail assumes the overall responsibility for train maintenance and<br />

rolling stock availability via availability contracts, which means that customers<br />

have control over maintenance costs and can focus on their core business.<br />

The availability of trains is becoming increasingly critical, which is why the<br />

maintenance concept is focused on achieving the shortest possible downtime.<br />

EuroMaint Rail's refurbishment services contribute to increased comfort,<br />

longer working life and reduced maintenance costs for customers. EuroMaint<br />

Rail also has the industry's most complete systems for material provision.<br />

Lengthy experience of train maintenance<br />

EuroMaint was formed in 2001 with more than 100 years' experience of<br />

qualified maintenance from its origins within the Swedish State Railway.<br />

Sweden's top specialists in the maintenance of rolling stock work within<br />

EuroMaint Rail.<br />

Operations are conducted in four interacting business areas:<br />

Availability, Components, Refurbishment and Work Machines (previously<br />

EuroMaint Tracksupport). EuroMaint Rail has approximately 1,450 employees<br />

and had net sales of SEK 1,987 million (1,825) in <strong>2008</strong>. The head office is in<br />

Solna. The company has operations in 13 additional locations in Sweden,<br />

and since <strong>2008</strong>, in Jelgava in Latvia.<br />

■ Business concept<br />

To strengthen the rail transport industry's competitiveness through<br />

customised and innovative maintenance concepts.<br />

KEY FIGURES EUROMAINT RAIL <strong>2008</strong> 2007 2006<br />

Turnover, SEK million 1,987 1,825 1,818<br />

Operating profit, SEK million 87 63 108<br />

Cash flow, SEK million 134 2 73<br />

Operating margin, % 4 3 6<br />

Equity/assets ratio, % 25 25 25<br />

Average no. of employees 1,472 1,510 1,456<br />

Sickness absence, % 5.5 5.7 5.2<br />

TURNOVER, SEK million<br />

2,000<br />

1,800<br />

1,600<br />

1,400<br />

1,200<br />

1,000<br />

800<br />

150<br />

125<br />

100<br />

75<br />

50<br />

25<br />

0<br />

-25<br />

1,493<br />

1,710<br />

1,818<br />

1,825<br />

1,987<br />

CASH FLOW AFTER<br />

INVESTMENTS, SEK million<br />

OPERATING PROFIT, SEK million<br />

2004 2005 2006 2007 <strong>2008</strong> 2004 2005 2006 2007 <strong>2008</strong><br />

14<br />

-19<br />

73<br />

2<br />

134<br />

2004 2005 2006 2007 <strong>2008</strong><br />

2007 and <strong>2008</strong> include EuroMaint Tracksupport AB.<br />

140<br />

120<br />

100<br />

80<br />

60<br />

40<br />

20<br />

47<br />

100<br />

108<br />

63<br />

87


EUROMAINT RAIL – THE CEO'S COMMENTS<br />

"Stability, profitability, growth"<br />

EuroMaint Rail is a company with great potential, and competent and loyal<br />

employees. This picture has become clear to me since I took over as CEO in<br />

September. <strong>2008</strong> was a year that was characterised by great pressure from<br />

outside, with the renegotiation of several important contracts and internal<br />

challenges in terms of efficiency and long-term quality assurance.<br />

EuroMaint Rail has surpassed its turnover target – an increase of 8.9<br />

per cent to SEK 1,987 million – however, despite a substantial increase<br />

from the year before, it failed to achieve the profit targets in <strong>2008</strong>. With<br />

the good results we have seen over the last few months of the year, I am<br />

convinced that there is great potential for even stronger results to come.<br />

Renewed orders<br />

Among the renewed orders we have received during the year is the renewed<br />

order from Swedish train operator SJ, when the contract for the maintenance<br />

of the high-speed X2-train and a large number of passenger carriages<br />

was extended by one year in May. Ahead of the new negotiations in 2009,<br />

together with the client we have developed new key indicators for the<br />

adequate measurement of maintenance in the future. SJ has also demonstrated<br />

its confidence in us with the modernisation of 160 passenger<br />

carriages for the so-called InterCity train.<br />

Our partnership with local commuter train operator Stockholmståg<br />

has worked well during the year. Availability of commuter trains in Stockholm<br />

has increased steadily, despite some teething problems with the new<br />

X60 train. By the end of the year, we were putting 160 trains into service<br />

each morning.<br />

Clearer responsibilities and better planning<br />

Improving the way we measure and monitor the maintenance work and<br />

creating an environment that promotes initiative and a focus on results<br />

in the organisation has been high on my agenda since I took over.<br />

We have improved our way of measuring activity by developing our<br />

own key indicators and decentralising budgetary responsibility in order to<br />

increase the quality and results focus at the front line, where our organisation<br />

delivers and meets our customers.<br />

High demands in 2009<br />

Great demands will be placed on the organisation in 2009. Competition<br />

is increasing with more foreign suppliers in Sweden and we must become<br />

even better at measuring and streamlining our internal processes, and<br />

deliver the best quality to our customers. During the first quarter, several<br />

new agreements must be signed, including those for the maintenance of SJ's<br />

high-speed X2 trains and Swedish train operator Green Cargo's locomotives<br />

and carriages. There are major deals and contracts among fierce competition.<br />

The recession is naturally affecting the railway market and therefore<br />

EuroMaint Rail, as well as other suppliers. It was mostly our customers<br />

within freight transport that experienced a decline in <strong>2008</strong>. For passenger<br />

transport, the trend to some extent is in the opposite direction. More and<br />

more people choose to travel by train, both for the sake of the environment<br />

and for economic reasons. A recession does not mean that the maintenance<br />

of trains and railway infrastructure can be postponed. Maintenance<br />

must be done with the aim of prevention and refurbishment in order for<br />

traffic to move as planned, with continued high quality and safety.<br />

Ready for international expansion<br />

Over the last decade, the rail market in Sweden and Europe has changed<br />

enormously towards a "normal" commercial market. All players have an<br />

increased customer focus and a greater cost awareness. EuroMaint Rail<br />

has come a long way in a short time and has developed into a profitable<br />

company that operates in an almost entirely deregulated market. We<br />

now have to continue along the path towards ever-higher quality, shorter<br />

throughput times, reduction of capital tied-up, lower costs and even<br />

greater professionalism. Our focus is to create the stability that provides<br />

the conditions for profitability and growth. With this as a basis, we are<br />

ready to seriously begin entering markets outside Sweden.<br />

Mats Önner, CEO EuroMaint Rail<br />

21


22<br />

EUROMAINT RAIL – BUSINESS CONCEPT, VISION AND STRATEGY<br />

Strengthening the rail transport<br />

industry's competitiveness<br />

EuroMaint Rail's business concept is to strengthen the rail transport industry's<br />

competitiveness through customised and innovative maintenance concepts and<br />

attractive and efficient refurbishments of rolling stock and their components.<br />

The company's vision is to be Europe's leading maintenance provider that<br />

offers qualified maintenance services for all parts of the rail transport industry.<br />

The company strengthens its customers' competitiveness by providing<br />

concept development of maintenance and technical solutions, turnkey<br />

maintenance contracts, as well as component servicing and qualified<br />

refurbishments. EuroMaint Rail is working toward long-term partnerships.<br />

Stability, profitability, growth<br />

Achieving stability, profitability and growth are the overall goals that<br />

EuroMaint Rail focuses on in its operations.<br />

EuroMaint Rail's strategies for growth involve creating the conditions<br />

for new and extended assignments from customers in Sweden, and for international<br />

expansion to selected markets, such as the Baltic states, Denmark,<br />

Norway and Germany. All growth takes place while maintaining profitability.<br />

In order to create the best possible conditions for this expansion,<br />

EuroMaint Rail must achieve stability in its business, which means that the<br />

company's stakeholders know what to expect in every situation, in terms of<br />

quality, delivery accuracy, work processes and financial performance.<br />

In <strong>2008</strong>, several major steps have been taken to improve stability.<br />

A systematic HR programme has begun to develop leadership, clarify career<br />

pathways and to safeguard the competence within the company. Through the<br />

new unit, Rail Production System, RPS, Lean Production is being introduced<br />

throughout the business. New management and governance procedures<br />

mean that each workshop and each team can monitor their own activities.<br />

Material control and production have improved, the capital tied-up has been<br />

reduced and the focus on additional sales and customer value has increased.


EUROMAINT RAIL – OFFERING<br />

Comprehensive maintenance solutions<br />

for the rail transport industry<br />

EuroMaint Rail offers comprehensive maintenance solutions to the<br />

entire rail transport industry. The company is Sweden's leading supplier<br />

of maintenance solutions and refurbishments and manages all types of<br />

rolling stock and their components.<br />

Effective train maintenance is essential for a punctual and safe service.<br />

EuroMaint Rail strengthens the rail transport industry's competitiveness by<br />

offering operators and vehicle owners optimised maintenance that provides<br />

increased transport safety, higher vehicle availability and better punctuality.<br />

Through long experience and deep expertise, EuroMaint Rail can adapt its<br />

offering according to customers' different needs.<br />

Availability<br />

For EuroMaint Rail's customers, vehicle availability is a decisive success<br />

factor. EuroMaint Rail's ambition is to offer maintenance, with maximum<br />

possible availability. This means that the company offers, for example,<br />

operational-pause based and split-based maintenance, i.e. the maintenance<br />

is divided up and performed when the vehicles have maintenance planned<br />

according to a schedule.<br />

Some customers still prefer so-called action-based maintenance, especially<br />

within the smaller partnership contracts. Action-based maintenance means<br />

that the customer pays for each action carried out, instead of handing over<br />

full responsibility for the maintenance to EuroMaint Rail. Action-based maintenance<br />

requires more input from the customer and makes it more difficult<br />

to calculate the cost of maintenance.<br />

EuroMaint Rails maintenance of rolling stock is increasingly governed<br />

by contracts that are based on the customer paying for the number of kilometers<br />

that the vehicles are available. Kilometer-based maintenance means<br />

that the customer knows in advance what the maintenance costs will be to<br />

operate the vehicles over a certain number of kilometers. EuroMaint Rail<br />

takes full responsibility for the availability and the customer need not devote<br />

resources to anticipating and planning maintenance, and can focus on their<br />

core business instead.<br />

The main proposal is availability contracts, where EuroMaint Rail is<br />

responsible for maintaining the entire vehicle fleet and works actively with<br />

technical analyses of vehicles and vehicle systems in order to offer opportunities<br />

for customers to reduce the overall lifetime cost and increase reliability.<br />

Kilometer-based maintenance requires extensive knowledge of the<br />

expected maintenance for different types of vehicles. Customers benefit from<br />

EuroMaint Rail's lengthy experience and great knowledge of the majority of<br />

vehicles within the rail transport industry.<br />

With workshops at strategic locations and mobile maintenance and<br />

troubleshooting teams throughout the country, EuroMaint Rail can guarantee<br />

maximum availability.<br />

Refurbishment improves comfort, performance and safety<br />

Within the area of refurbishment, EuroMaint Rail is a complete partner that<br />

can raise vehicle performance, enhance comfort, update designs, extend<br />

working life, reduce future maintenance costs and increase the vehicles'<br />

value. In this way, EuroMaint Rail contributes towards strengthening<br />

customers' competitiveness.<br />

EuroMaint Rail works in close cooperation with the customer in every<br />

refurbishment commission. Alliances with strategic partners and cooperation<br />

with local suppliers complement the company's core skills and contribute to<br />

the overall offering. EuroMaint Rail assumes overall responsibility for both<br />

large and small refurbishment projects.<br />

Wide range of spare parts and components<br />

In EuroMaint Rail's workshops, the reprocessing of components is carried<br />

out as a competitive alternative to new purchases.<br />

With more than 60,000 items in stock, EuroMaint Rail has Swedens<br />

widest range of spare parts for the rail transport industry. With a central<br />

warehouse in the middle of Sweden and local workshop assortments, the<br />

company ensures minimal downtime for trains that are being maintained.<br />

Material management and logistics systems are adapted to the rail transport<br />

industry. EuroMaint Rail has an extensive network of subcontractors and is<br />

working constantly to develop both supply channels and product ranges for<br />

the lowest possible cost and highest level of delivery accuracy. EuroMaint<br />

Rail can also take over responsibility for the customer's stock and combine<br />

that with their resources within storage and logistics.<br />

Customised maintenance of work machines<br />

Since <strong>2008</strong>, the former subsidiary EuroMaint Tracksupport has been part<br />

of EuroMaint Rail as a separate business area. EuroMaint Rail offers the<br />

customised maintenance of track-mounted work machines and hydraulic<br />

equipment. Through advanced function and product knowledge, field service<br />

and business acumen, EuroMaint Rail will also enhance customers' competitiveness<br />

in this area.<br />

Customer focused organisation<br />

The organisation is customer focused and works with quality assured<br />

processes that guarantee documentation, monitoring and delivery quality.<br />

With workshops scattered throughout Sweden, EuroMaint Rail can<br />

adapt maintenance solutions to each individual operator or vehicle owner,<br />

and to each train's timetable. The key areas in Sweden are the areas with<br />

growth in passenger traffic, such as Mälardalen, Västra Götaland and Skåne,<br />

and in places that form the hub for freight services, mainly Luleå, Borlänge,<br />

Hallsberg,Gothenburg and Malmö.<br />

23


24<br />

EUROMAINT RAIL – MARKET AND CUSTOMERS<br />

Tough competition in a changing market<br />

The rail industry in Sweden and Europe is changing. More players are establishing<br />

themselves on the Swedish market, which means that competition is intensifying.<br />

At the same time, Sweden and large parts of the world are in a recession.<br />

The tougher market conditions present a challenge, but they can also be something<br />

that can spur EuroMaint Rail to deliver the highest quality in all areas.<br />

The Swedish economy decelerated sharply towards the end of <strong>2008</strong>, leading<br />

to downward revised forecasts for both growth and employment in Sweden.<br />

Both personal travel and freight transport by rail has increased steadily during<br />

the past five years. The declining economic situation in <strong>2008</strong> has negatively<br />

affected freight traffic as the demand for freight transport has declined.<br />

Passenger transport has resisted the downturn better so far, thanks to price<br />

and environmental awareness meaning that many people are choosing the<br />

train over alternative methods of transport.<br />

The increase in traffic that has characterised the last five years has led to<br />

increasing demands on vehicle availability, which means that the capacity of<br />

trains needs to be utilised as much as possible. Therefore, the maintenance<br />

need for rolling stock in passenger transport has increased in recent years.<br />

The market for EuroMaint Rail is expected to be less affected by the recession<br />

than many other industries.<br />

EuroMaint Rail's market share in terms of the maintenance of rolling<br />

stock in Sweden amounts to nearly 50 per cent.<br />

New conditions for Sweden's railways<br />

Rail passenger traffic in Sweden is managed by a number of different operators.<br />

Today there are around 40 operators within rail transport in Sweden and<br />

that number is expected to increase in the coming years. Swedish train<br />

operator SJ has a unique position with a market share of approximately<br />

40 per cent of the total rail transport market. Up to and including <strong>2008</strong>, SJ<br />

has had exclusive rights to profitable inter-regional rail transport in Sweden.<br />

On 1 January 2010, Sweden's railways are likely to be deregulated further<br />

when the Swedish rail network opens up to competition.<br />

Examples of international rail operators that are active in Sweden:<br />

The British operators Arriva and First Group; the French companies Keolis<br />

and Veolia Transport (formerly Connex), Germany's DB, Norway's NSB and<br />

the Danish operator DSB.<br />

In many European countries today, companies are competing to carry<br />

out passenger transport. However, these are mainly for services procured<br />

by the community, while the market for commercial passenger transport is<br />

largely closed to everyone but the national railway companies. The deregulation<br />

of the railways is at various stages in Europe. Sweden and the UK are the two<br />

countries that have come furthest.<br />

Freight transport in Sweden is conveyed on the main network by the<br />

state-run train operator Green Cargo, which is one of EuroMaint Rail's<br />

biggest customers. On the smaller networks, there are a number of private<br />

operators.<br />

Authorities<br />

Market<br />

Infrastructure<br />

Freight<br />

Passengers<br />

Investigation on the future of passenger transport<br />

In 2007, the Swedish government appointed a second railway investigation,<br />

which has been tasked to propose ways to increase competition between<br />

commercial operators in the rail passenger transport market. The investigation<br />

submitted its report in October <strong>2008</strong>, with the primary conclusion that SJ's<br />

exclusive transportation right should be abolished. The overall objective<br />

of the study was that passengers and society will receive greater benefit<br />

through more choice, affordable travel and a greater offering. The second<br />

railway investigation also proposed that further market opening should take<br />

place concurrently with the relevant international passenger services within<br />

the EU. ("Konkurrens på spåret", Järnvägsutredningen 2, SOU <strong>2008</strong>:92)<br />

Condition<br />

Transport chief<br />

Property owners


Operator Vehicle owner Vehicle manufacturer<br />

Maintenance company Refurbishment company<br />

New demands on maintenance operations<br />

In addition to the market changes occuring as a result of changed regulations<br />

on the market, EuroMaint Rail continues to examine important market trends:<br />

• Operators are moving forward in the value chain and focusing on their<br />

core business. To an increasing extent, they are handing the responsibility<br />

for maintenance to specialist providers such as EuroMaint Rail.<br />

• Requirements from customers are increasing, with regard to when and<br />

where maintenance should be carried out. Increased demand within rail<br />

transport means that the vehicles must be more and more available,<br />

meaning that maintenance must be carried out on-site and during off-peak<br />

periods such as at weekends and during the night.<br />

Swedish and foreign customers and competitors<br />

EuroMaint Rail's biggest customers are: Banverket, Green Cargo, SJ,<br />

Stockholmståg and TKAB. The foreign customers are notably Arriva, DSB,<br />

NSB and Veolia.<br />

Competitors in Sweden can be divided into three categories:<br />

• Traditional railway administrators and operators who carry out<br />

maintenance in-house<br />

• Independent maintenance providers that also work within other industries<br />

• Vehicle manufacturers<br />

RAIL TRANSPORT INDUSTRY SUPPLIERS<br />

The rail industry in Sweden consists of several suppliers who cooperate<br />

to provide the best possible transport for passengers and freight.<br />

■ Infrastructure – The Swedish Rail Administration (Banverket),<br />

with sector responsibility for the railways, is responsible for<br />

infrastructure, including the responsibility for operation and<br />

management of the tracks, and for coordinating local, regional<br />

and inter-regional railway traffic.<br />

■ Condition – The Swedish Transport Agency's railway department<br />

(previously the Railway Board) issues licenses for rail transport<br />

operators and approves technical subsystems.<br />

■ Transport chief – A number of players responsible for public<br />

transport's performance in a county or nationally under Swedish<br />

management.<br />

■ Operator – There are about 40 operators of railway services in<br />

Sweden. SJ is the largest in passenger transport and Green Cargo<br />

dominate freight transport.<br />

■ Vehicle owner – Vehicles can be leased from train leasing<br />

companies such as the UK's Angel Trains or from Swedish Transitio.<br />

■ Vehicle manufacturer – There are a few major manufacturers of<br />

rolling stock. These suppliers are also increasingly seeking the<br />

maintenance and repair of delivered vehicles .<br />

■ Property owners – State run Jernhusen develops, manages and<br />

owns stations and workshop areas related to the railways in<br />

Sweden. The vast majority of premises where EuroMaint Rail has<br />

workshops are owned by Jernhusen.<br />

■ Maintenance company – A number of suppliers specialising in<br />

the maintenance of rolling-stock. EuroMaint Rail is the leading<br />

supplier in Sweden.<br />

■ Refurbishment company – Vehicle manufacturers and a number<br />

of other suppliers offer the refurbishment of vehicles. EuroMaint<br />

Rail offers refurbishment and maintenance.<br />

25


26<br />

EUROMAINT RAIL – EXAMPLES OF COMMISSIONS IN <strong>2008</strong><br />

Extension of agreement with SJ<br />

The contract for the maintenance of SJ's 40 X2<br />

trains, 450 passenger carriages and more than<br />

100 RC locomotives was extended by one year in<br />

June <strong>2008</strong>. During the period until the next negotiation<br />

takes place, SJ and EuroMaint Rail will work<br />

together to develop new indicators for monitoring<br />

maintenance work. The high-speed X2 trains within<br />

SJ are between 10 and 20 years old and the need<br />

for more extensive maintenance will increase as<br />

the trains become older.<br />

Seven-year contract with AAE<br />

During <strong>2008</strong>, EuroMaint Rail strengthened its<br />

partnership with Swiss AAE by signing a seven-year<br />

contract regarding the maintenance of 300 freight<br />

carriages in service between Luleå and Borlänge,<br />

Sweden.<br />

EuroMaint Rail's substantial experience<br />

and expertise in the maintenance of carriages<br />

was decisive for AAE in its choice of partner.<br />

The maintenance of AAE's carriages will take<br />

place at EuroMaint Rail's workshops in Luleå<br />

and Borlänge and through the use of mobile units.<br />

The agreement is of strategic importance for<br />

EuroMaint Rail, since foreign partners are the key<br />

to future international expansion.<br />

Modernisation of SJ's locomotive drawn<br />

passenger carriages<br />

EuroMaint Rail received the commission to<br />

modernise SJ's locomotive drawn passenger<br />

trains from the 1980s. The order is worth<br />

SEK 350 million and the first refurbished carriages<br />

will be put into service in 2009. The modernisation<br />

includes mainly the interior and refreshing the<br />

passenger areas to create a better travel experience.<br />

EuroMaint Rail has previously delivered good quality<br />

in its refurbishment commissions, which was<br />

important for SJ in its choice of supplier.


Board and management<br />

27


28<br />

EUROMAINT BOARD OF DIRECTORS<br />

WILLE LAURÉN<br />

1943<br />

BSc Economics, Turku School of Economics<br />

Board member since 2007<br />

Previous employment:<br />

CFO ITT AEG Fläktgruppen and Vice President ABB<br />

Sweden<br />

Current employment:<br />

Self-employed<br />

Other assignments:<br />

Moventas AB, Ostnor AB and Nobia AB<br />

KNUT HANSEN<br />

1957<br />

MSc Engineering, Chalmers University of Technology<br />

Board member since 2007<br />

Previous employment:<br />

Project Engineer, Consafe Engineering,<br />

Business Controller Electrolux, President Electrolux<br />

Logistics and President of Nordwaggon AB<br />

Current employment:<br />

Head of Logistics, Stora Enso<br />

OLE KJÖRREFJORD<br />

1955<br />

MBA, Harvard Business School<br />

Previous employment:<br />

McKinsey & Company, Stockholm/Los Angeles<br />

Norges Eksportråd, New York<br />

Current employment:<br />

President and CEO, EuroMaint AB<br />

Other assignments:<br />

Chairman of the Board of Hector Rail AB, Fleetech AB,<br />

Fleet 101 AB, Board member of Korsnäs AB<br />

HENRIK JOELSSON<br />

1969<br />

MSc Economics, Stockholm School of Economics<br />

MBA INSEAD France<br />

Board member since 2007<br />

Previous employment:<br />

Management consultant at Bain & Company<br />

Current employment:<br />

Investment Manager, Ratos<br />

Other assignments:<br />

Board member of Anticimex Holding AB and other<br />

companies within the Anticimex Group, Bisnode AB<br />

as well as deputy board member of Camfil AB<br />

JONATHAN WALLIS<br />

1974<br />

MSc Economics, Stockholm School of Economics<br />

PhD Stockholm University<br />

Board member since 2007<br />

Previous employment:<br />

Bain & Company<br />

Current employment:<br />

Investment Manager, Ratos


PER GRANSTRÖM<br />

1964<br />

Board member since 2007<br />

Previous employment:<br />

Euromation AB, Volvo Personvagnar AB<br />

Current employment:<br />

EuroMaint Industry AB<br />

Other assignments:<br />

Chairman of the Local Union, IF Metall<br />

BERTIL HALLÉN<br />

1954<br />

Board member since 2001<br />

Previous employment:<br />

Eriksberg's shipyard and SJ<br />

Current employment:<br />

EuroMaint Rail AB<br />

Other assignments:<br />

Chairman of SEKO Gothenburg,<br />

Chairman of SEKO EuroMaint AB,<br />

Board member of Göteborgs Hamn AB<br />

KARIN NYBERG<br />

1952<br />

Board member since <strong>2008</strong><br />

Previous employment:<br />

SJ<br />

Current employment:<br />

EuroMaint Rail AB<br />

Other assignments:<br />

President TJ (Transport and Railway)<br />

Association at EuroMaint<br />

Board member of Sacoförbundet Trafik och Järnväg<br />

29


30<br />

MANAGEMENT GROUP<br />

EuroMaint<br />

OLE KJÖRREFJORD<br />

1955<br />

MBA<br />

President and CEO, EuroMaint<br />

Employed since <strong>2008</strong><br />

EuroMaint Industry<br />

KIM BERGHÄLL<br />

1966<br />

BSc Engineering<br />

BAM Engineering & Operational Reliability<br />

Employed since 2004<br />

ARNE MOLANDER<br />

1964<br />

BSc Economics<br />

Marketing and Sales Director<br />

Employed since 2007<br />

HENRIK DAGBERG<br />

1972<br />

MBA, MSc Engineering<br />

Business Development Director EuroMaint<br />

Employed since 2009<br />

URBAN EKMARK<br />

1964<br />

MSc Engineering, Technical Licentiate<br />

Personnel, Quality and Environmental<br />

Director<br />

Employed since 2000<br />

PATRIK SAHLBERG<br />

1962<br />

BSc Engineering<br />

BAM Automation<br />

and Vice President<br />

Employed since 1982<br />

NICKLAS FALK<br />

1973<br />

BSc Engineering<br />

CEO EuroMaint Industry<br />

Employed since 2003<br />

MAGNUS LARSSON<br />

1979<br />

MSc Engineering<br />

BAM Component Servicing<br />

Employed since 2007<br />

ULF SANDÉN<br />

1959<br />

BSc Economics<br />

CFO and Vice President<br />

Employed since 1989<br />

URBAN FELTH<br />

1963<br />

MSc Economics<br />

CFO EuroMaint<br />

Employed since 1984<br />

BO LENNARTSSON<br />

1952<br />

BSc Engineering<br />

Director of Training and<br />

Technical Development<br />

Employed since 1973<br />

PATRICK SVENSSON<br />

1967<br />

MSc Economics, BSc Engineering<br />

President EuroMaint Industry, Inc.<br />

Business Development Director<br />

Employed since 2006


MATS ÖNNER<br />

1956<br />

BSc Engineering and MBA<br />

CEO EuroMaint Rail<br />

Employed since <strong>2008</strong><br />

EuroMaint Rail<br />

THOMAS ANDERSSON<br />

1953<br />

MSc Engineering<br />

Quality and Environmental Director<br />

Employed since 1991<br />

STEFAN GREEN<br />

1954<br />

BSc Engineering<br />

BAM Train Refurbishment<br />

Employed since 2005<br />

ILONA ÖSTLUND<br />

1968<br />

MSc Economics<br />

Corporate Communications Director, EuroMaint<br />

Employed since <strong>2008</strong><br />

TRYGVE ENGELBERT<br />

1950<br />

Ph.D<br />

Rail Production Systems Director<br />

Employed since 2009<br />

JOHAN JANSSON<br />

1971<br />

Technical college graduate<br />

BAM Work Machines<br />

Employed since <strong>2008</strong><br />

INGELA ERLINGHULT<br />

1962<br />

BAM Components<br />

Employed since 2009<br />

MARK REHNSTRÖM<br />

1970<br />

BSc Economics and MBA<br />

Acting CFO<br />

Employed since <strong>2008</strong> (consultant)<br />

LENA GELLERHED<br />

1968<br />

BSc Economics<br />

HR Director<br />

Employed since 2007<br />

MATS ÖNNER<br />

1956<br />

BSc Engineering and MBA<br />

Acting BAM Availability<br />

Employed since <strong>2008</strong><br />

31


32<br />

FINANCIAL SUMMARY<br />

The Group reformed in 2007, with EuroMaint AB as the new parent company,<br />

legally recognised in the management report from 1 September 2007.<br />

The parent company EuroMaint AB, reported legally from formation on<br />

25 April 2007. In order to facilitate the development over time and thereby<br />

create comparability, comparative figures for the new group are reported<br />

and commented on the basis of pro formad figures in the report. The values<br />

originating from the previous EuroMaint AB group are only adjusted for<br />

the rise in interest expenses due to the amended loan situation following the<br />

acquisition. Comparitive values for the 2006 balance sheet and cash flow<br />

key ratios show unpro formad figures for the previous EuroMaint AB Group.<br />

INCOME STATEMENT, SEK million<br />

<strong>2008</strong>-01-01 2007-01-01 2006-01-01<br />

OPERATING INCOME <strong>2008</strong>-12-31 2007-12-31* 2006-12-31*<br />

Net turnover 2,316 2,064 2,034<br />

Other operating income 8 3 3<br />

TOTAL OPERATING INCOME 2,324 2,067 2,037<br />

OPERATING EXPENSES<br />

Cost of goods and services sold -835 -671 -610<br />

Other external costs -426 -430 -463<br />

Personnel costs -900 -872 -832<br />

Depreciation -38 -27 -25<br />

Amortisation -4 -2 -2<br />

Other operating expenses -4 0 -5<br />

TOTAL OPERATING EXPENSES -2,206 -2,000 -1,937<br />

OPERATING PROFIT 118 67 100<br />

FINANCIAL ITEMS<br />

Financial income 3 7 3<br />

Financial expenses -87 -86 -71<br />

NET FINANCIAL ITEMS -84 -80 -68<br />

Profit before tax 33 -13 32<br />

Tax -11 5 -5<br />

PROFIT/LOSS FOR THE YEAR 22 -8 27<br />

*Pro forma<br />

BALANCE SHEET, SEK milliom<br />

ASSETS <strong>2008</strong>-12-31 2007-12-31 2006-12-31*<br />

FIXED ASSETS<br />

Tangible fixed assets 208 196 131<br />

Intangible fixed assets 706 710 42<br />

Deferred tax assets 10 11 12<br />

Other long-term receivables - - 21<br />

TOTAL FIXED ASSETS 924 917 207<br />

CURRENT ASSETS<br />

Stock 264 280 269<br />

Accounts Receivable 310 345 332<br />

Receivables from Group companies - 2 4<br />

Tax receivables 28 16 -<br />

Other receivables 75 87 48<br />

Completed, not invoiced 194 88 69<br />

Prepaid expenses and accrued income 68 71 54<br />

Cash and cash equivalents 33 - 45<br />

TOTAL CURRENT ASSETS 973 889 821<br />

TOTAL ASSETS 1,897 1,806 1,028<br />

LIABILITIES AND EQUITY<br />

EQUITY<br />

<strong>2008</strong>-12-31 2007-12-31 2006-12-31*<br />

Share capital 0 0 0<br />

Other contributed capital/statutory reserve 208 208 395<br />

Reserves -6 0 0<br />

Accumulated profit/loss 1 -20 -146<br />

TOTAL EQUITY 203 188 249<br />

LONG-TERM LIABILITIES<br />

Long-term interest bearing liabilities 746 776 270<br />

Shareholder borrowing<br />

Provisions for pensions and<br />

244 218 0<br />

similar obligations 19 35 42<br />

Other provisions 19 16 21<br />

Deferred tax liabilities 13 5 8<br />

Other long-term liabilities 26 - 4<br />

TOTAL LONG-TERM LIABILITIES 1,067 1,050 346<br />

CURRENT LIABILITIES<br />

Advance payment from customers 72 50 36<br />

Accounts payable 236 202 123<br />

Tax liabilities - - 21<br />

Liabilities to Group companies 0 0 6<br />

Liabilities to credit institutions, interest bearing - 23 0<br />

Other short-term liabilities 30 44 12<br />

Accrued liabilities/deferred income 289 250 234<br />

TOTAL CURRENT LIABILITIES 627 568 433<br />

TOTAL LIABILITIES 1,694 1,619 779<br />

TOTAL EQUITY AND LIABILITIES 1,897 1,807 1,028<br />

*Refers to unpro formad figures for EuroMaint AB Group.<br />

DESIGN AND PRODUCTION: Jointly EuroMaint AB and Care of Haus, Västerås. PHOTOGRAPHY: Lasse Fredriksson, Kasper Dudzik and EuroMaint archive images. REPRO: Turbin, Västerås. PRINTED BY: Edita, Västerås 2009.


EuroMaint AB<br />

SUNDBYBERG<br />

Landsvägen 50 A,<br />

SE-172 63 Sundbyberg, Sweden<br />

Visiting address:<br />

Landsvägen 50 A, fl. 5<br />

Tel: +46 8-762 51 00<br />

EuroMaint Industry AB<br />

SKÖVDE<br />

SE-541 87 Skövde,<br />

Sweden<br />

Visiting address:<br />

Kavelbrovägen 2<br />

Tel: +46 500-91 70 00<br />

EuroMaint Rail AB<br />

SOLNA<br />

Box 1555,<br />

SE-171 29 Solna, Sweden<br />

Visiting address:<br />

Svetsarvägen 10<br />

Tel: +46 8-762 51 00<br />

www.euromaint.se


Figures<br />

<strong>2008</strong><br />

<strong>2008</strong>


EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

Contents<br />

Directors' report 4<br />

Income Statement 6<br />

Balance Sheet 7<br />

Change in Equity 9<br />

Cash Flow Statement 11<br />

Notes 12<br />

Auditors' <strong>Report</strong> 34


Directors' report<br />

The Board of Directors and President of EuroMaint Gruppen AB, Corporate<br />

identification number 556731-5402, with headquarters in Stockholm, hereby<br />

submit the annual report for business activities during the financial year <strong>2008</strong>.<br />

Owner<br />

EuroMaint Gruppen AB is wholly owned by the company EMaint AB, Corporate<br />

identification number 556731-5378, with headquarters in Stockholm, which is<br />

owned by Ratos AB. EuroMaint Gruppen AB acquired 100% of EuroMaint AB<br />

on 1 September <strong>2008</strong> from the previous owner AB Swedcarrier.<br />

Operations and organisation<br />

EuroMaint is a strong and leading maintenance partner that combines<br />

innovative thinking with solid long-term experience in order to raise its<br />

customers’ efficiency. Through innovative technical system services,<br />

customised comprehensive solutions and partnerships, EuroMaint's<br />

companies offer maintenance and technical solutions that contribute to the<br />

competitiveness and success of their customers.<br />

The collective main products are comprehensive maintenance solutions,<br />

with a Total Service Concept that includes prevention, repair, restoration<br />

and improved maintenance.<br />

EuroMaint's companies are specialist companies that offer qualified<br />

maintenance services to manufacturing and rail transport industry. In <strong>2008</strong>,<br />

EuroMaint had three subsidiaries: EuroMaint Industry AB, EuroMaint Rail AB<br />

and EuroMaint Tracksupport AB. At Group level, industry wide matters are<br />

pursued that promote the generation and identification of new activities,<br />

and help to maintain and develop its position as a leading maintenance<br />

partner. The Parent Company, EuroMaint Gruppen AB, owns, manages and<br />

administers securities in subsidiaries within the rail industry and the<br />

engineering and process industry, conducts consultancy work and associated<br />

activities in relation to these.<br />

EuroMaint can be found throughout Sweden, from Luleå in the north<br />

to Malmö in the south, as well as in Jelgava, Latvia, and Detroit, USA.<br />

The head office is in Sundbyberg.<br />

The Business Environment<br />

Customers want to increase their profitability and competitiveness through<br />

the improved availability, reliability and longevity of their production<br />

equipment – irrespective of the industry concerned. EuroMaint develops<br />

its maintenance in step with changing requirements in order to be a world<br />

class supplier.<br />

Various means of potential growth<br />

World class key activities in the domestic market is a necessary basis for the<br />

expansion planned by EuroMaint. Central to this process is the ability to show<br />

tangible benefits for new customers that choose EuroMaint as maintenance<br />

partner. EuroMaint's business model demonstrates that, as an independent<br />

partner, it has the same objectives as the client with regards to the optimisation<br />

of operations for increased profitability, and that the high quality seen<br />

domestically can also be transferred to new markets. Another form of internationalisation<br />

is taking place in the Baltic region, where the establishment of<br />

a workshop is opening for new customers in a growing market. Another way is<br />

for business in other countries, such as Norway, is being carried out in<br />

Swedish workshops. Growth may even occur through acquisitions and business<br />

takeovers in other industries where EuroMaint sees that synergies can<br />

be utilised within the maintenance group.<br />

4 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

Employees<br />

During the period, EuroMaint Industry has signed a letter of intent with<br />

Husqvarna regarding the takover of activities and will therefore acquire 64<br />

new employees. The takover took place on 1 January 2009.<br />

Environmental impact<br />

The main environmental impact common to all of EuroMaint Rail's product<br />

areas is on air and water, and to a lesser extent, land. The activities that are<br />

operated are classified as environmentally hazardous, and require reporting<br />

to the Environment Agency. The Environment Agency decides whether the<br />

degree of environmental hazards requires permits or reporting. If EuroMaint<br />

Rail does not receive the environmental permit required for production, this<br />

may result in a deterioration in the ability to fulfill commitments towards the<br />

Customer. If permission should occur, over a short period of time, there is<br />

the possibility to switch the use of workshops in order to limit the economic<br />

damage.<br />

EuroMaint Rail's units are obliged to declare according to<br />

Ordinance(1998:899) concerning Environmentally Hazardous Activities<br />

and The Protection of Public Health, with the exception of the operations in<br />

Örebro which are subject to licence. Notifiable activity exercised by EuroMaint<br />

Rail are, e.g. vehicle cleaning, painting, de-icing, the handling of diesel fuel,<br />

etc. The licence requirement in Örebro is necessitated by the large workshop<br />

area as well as through extensive chemicals handling in connection with e.g.<br />

vehicle cleaning, painting, etc.<br />

EuroMaint Tracksupport operates a notifiable operation in Åmål.<br />

EuroMaint Industry does not operate any licence obligated operations.<br />

Throughout EuroMaint Industry, the operations have a limited environmental<br />

impact and therefore the financial risk is small.<br />

Noteworthy risks<br />

The Group's companies have a customer structure in which a few customers<br />

dominate with regards to the proportion of the Group's turnover. The loss of<br />

a major customer or significant customer account would result in substantial<br />

demands on an adjustment of the company's administrative support functions<br />

to the reduced turnover. During a transitional period, the company's<br />

profitability would be reduced. Since customer relations often comprise<br />

several contractual areas with varying contractual lengths however, this risk<br />

is distributed over time.


Financial instruments and risk management<br />

Through its operations, EuroMaint is exposed to financial risks, including<br />

the effect of changes to prices on the loan and capital markets, exchange<br />

rates and interest rates. The Group's overall risk management focuses on<br />

unpredictability of the financial markets, and strives to minimise potentially<br />

unfavourable influences on the Group’s financial results. Financial operations<br />

in the Group are centralised in the EuroMaint AB’s financial function.<br />

The financial function acts as an internal bank and is responsible for the sourcing<br />

of capital, cash management and financial risk management. The operations<br />

are regulated through the Group’s Financial regulations.<br />

The following important financial risks are dealt with:<br />

Market risk<br />

The risk that the value of, or future cash flow from a financial instrument varies<br />

due to changes in market prices. Currency risk and interest rate risk constitute<br />

market risks.<br />

– Currency risks<br />

Currency risk refers to the risk that exchange rate fluctuations negatively<br />

affect the Group's income statement, balance sheet and/or the cash flow.<br />

Currency risk exists both in the form of transaction risk and translation risk.<br />

– Interest rate risk<br />

Interest rate risk refers to the risk of a negative effect on the Group's profit<br />

due to changes in the market rates of interest.<br />

Other risks<br />

– Credit risk<br />

Credit risk is the risk generated by the fact that the investor's opposite party's<br />

changes in an unpredictable manner thereby resulting in a loss for the Group.<br />

– Liquidity and refinancing risk<br />

Refinancing risk refers to the risk that the refinancing of mature loans is<br />

complicated or becomes costly and that EuroMaint therefore has difficulty<br />

fulfilling its payment obligations. Liquidity risk refers to the risk of difficulties<br />

fulfilling the obligations associated with financial liabilities.<br />

For more information about financial risks, see note 22.<br />

Future development<br />

The trends in the maintenance sector are the progression from being a<br />

passive delivery organisation to becoming a proactive maintenance partner,<br />

from a cost-driven maintenance department to a value-creating maintenance<br />

provider and from pre-defined to condition-based maintenance.<br />

EuroMaint’s business logic and EuroMaint's strategy is to develop<br />

partnerships with customers and establish a business relationship where<br />

efficient maintenance pays off, so that EuroMaint gets paid when customers<br />

earn money on their equipment, rather than for implementing specific<br />

work tasks. Hourly rates for maintenance carried out are being replaced by<br />

conceptualised turnkey services.<br />

Significant events that occurred during the financial year<br />

or following the year-end<br />

In December <strong>2008</strong>, Ole Kjörrefjord who had previously been the Chairman<br />

of the board for the Group since 2007, became the new CEO of EuroMaint<br />

and President of the parent company, EuroMaint Gruppen AB. The departing<br />

CEO and President of the parent company, Pether Wallin, will remain available<br />

during 2009.<br />

The decision was taken to integrate the subsidiary EuroMaint<br />

Tracksupport AB as a business area within the subsidiary EuroMaint Rail AB.<br />

EuroMaint Industry served redundancy notices to 36 employees at its<br />

maintenance and tools operation in Hallsberg – a direct consequence of the<br />

decline in the automotive industry.<br />

Turnover and results<br />

Turnover<br />

Total earnings amounted to SEK 2,324 million (741).<br />

Operating profit<br />

Operating profit amounted to SEK 118 million (-2) giving an operating margin<br />

of 5% (0%). The previous year's operating profit was affected by items affecting<br />

comparability of SEK 25 million attributable to cost reduction programme<br />

as well as SEK 19 million attributable to the amended pension obligations<br />

within EuroMaint Rail.<br />

Financial items<br />

Net financial income amounted to SEK -84 million (-26).<br />

Cash flow<br />

Cash flow for the period after investments amounted to SEK 87 million (-981).<br />

Equity/assets ratio<br />

The equity/assets ratio amounted to 24% (23%). The equity/assets ratio is<br />

measured as equity and shareholder borrowing in relation to the balance<br />

sheet total.<br />

Proposed appropriation of profits<br />

The parent company's result for the period was SEK -47,475,381.<br />

Available for the <strong>Annual</strong> General Meeting, SEK:<br />

Fair value reserve -12,999,185<br />

Profit brought forward 250,217,943<br />

Profit/loss for the year -47,475,381<br />

TOTAL 189,743,377<br />

The board proposes that the accumulated profit be appropriated as follows:<br />

Carry forward 189,743,377<br />

TOTAL 189,743,377<br />

The income statement and balance sheet will be presented at the <strong>Annual</strong><br />

General Meeting on 31 March 2009 for adoption.<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 5


Income Statement<br />

SEK (000's) Note The Group The Group The Parent Company The Parent Company<br />

6 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

<strong>2008</strong>-01-01 2007-09-01 <strong>2008</strong>-01-01 2007-04-25<br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

OPERATING INCOME<br />

Net turnover 25 2,315,946 739,852 4,458 1,512<br />

Other operating income 7,909 1,634 - -<br />

TOTAL OPERATING INCOME 2,323,855 741,486 4,458 1,512<br />

OPERATING EXPENSES<br />

Cost of goods and services sold -835,401 -253,480 - -<br />

Other external costs 5, 19, 20 -425,713 -172,603 -469 -661<br />

Personnel costs 6 -899,715 -306,176 -4,458 -1,439<br />

Depreciation 7 -37,587 -9,484 - -<br />

Amortisation 8 -3,987 -625 - -<br />

Other operating expenses 4 -3,938 -1,425 - -<br />

TOTAL OPERATING EXPENSES -2,206,341 -743,793 -4,927 -2,100<br />

OPERATING PROFIT 117,514 -2,307 -469 -588<br />

FINANCIAL ITEMS<br />

Financial income 9 2,976 607 377 11<br />

Financial expenses 9 -87,087 -27,089 -65,672 -20,559<br />

NET FINANCIAL ITEMS -84,111 -26,482 -65,295 -20,548<br />

PROFIT BEFORE TAX 33,403 -28,789 -65,764 -21,136<br />

Tax 10 -10,979 -8,793 -18,289 5,918<br />

NET PROFIT 22,424 -19,996 -47,475 -15,218<br />

Parent company shareholders' share of<br />

net profit 22,424 -19,996 -47,475 -15,218<br />

EARNINGS PER SHARE,<br />

UNDILUTED 224,2 -200,0 -474,8 -152,2


Balance Sheet<br />

The Group The Group The Parent Company The Parent Company<br />

SEK (000's) Note <strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

ASSETS<br />

FIXED ASSETS<br />

Tangible fixed assets 7, 20 208,053 195,942 - -<br />

Intangible fixed assets 8 706,039 710,026 - -<br />

Shares in Group companies 11 - - 935,200 935,200<br />

Deferred tax assets 10 10,500 11,477 6,510 5,918<br />

TOTAL FIXED ASSETS 924,592 917,445 941,710 941,118<br />

CURRENT ASSETS<br />

Stock 13 264,353 280,246 - -<br />

Accounts receivable 14, 24 309,903 344,955 -1,084 1,004<br />

Receivables from Group companies 14 - 1,757 - -<br />

Tax receivables 14 28,400 16,026 - -<br />

Other receivables 14 75,219 87,300 80,446 925<br />

Completed, not invoiced 14, 26 193,458 87,691 - -<br />

Prepaid expenses and accrued income 14 68,117 71,354 - -<br />

Cash and cash equivalents 33,302 - 2,074 5,963<br />

TOTAL CURRENT ASSETS 972,752 889,329 81,436 7,892<br />

TOTAL ASSETS 1,897,344 1,806,774 1,023,146 949,010<br />

LIABILITIES AND EQUITY<br />

EQUITY<br />

Share capital 100 100<br />

Other contributed capital 208,000 208,000<br />

Reserves -5,656 83<br />

Profit brought forward including profit/loss for the year 849 -19,996<br />

EQUITY ATTRIBUTABLE TO<br />

PARENT COMPANY SHAREHOLDERS 203,293 188,187<br />

RESTRICTED EQUITY<br />

Share capital 100 100<br />

NON-RESTRICTED EQUITY<br />

Fair value reserve -12,999<br />

Accumulated profit 250,217 208,000<br />

Profit/loss for the year -47,475 -15,218<br />

TOTAL EQUITY 189,843 192,882<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 7


Balance Sheet [cont.]<br />

8 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

The Group The Group The Parent Company The Parent Company<br />

SEK (000's) Note <strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

LONG-TERM LIABILITIES<br />

Long-term interest bearing liabilities 15, 20 746,416 776,358 539,120 537,200<br />

Shareholder borrowing 15 244,112 217,569 244,112 217,569<br />

Provisions for pensions and similar obligations 12 19,033 35,164 - -<br />

Other provisions 16 18,840 16,276 - -<br />

Deferred tax liabilities 10 12,791 5,110 - -<br />

Other long-term liabilities 26,090 - 26,090 -<br />

TOTAL LONG-TERM LIABILITIES 1,067,282 1,050,477 809,322 754,769<br />

CURRENT LIABILITIES<br />

Advance payment from customers 17 71,770 50,420 - -<br />

Accounts payable 17 235,877 201,591 - 814<br />

Liabilities to Group companies 17 21 34 22,445 -<br />

Liabilities to credit institutions, interest bearing 15 - 22,840 - -<br />

Other short-term liabilities 17 30,152 43,623 1,061 -<br />

Accrued liabilities/deferred income 17 288,949 249,602 475 545<br />

TOTAL CURRENT LIABILITIES 626,769 568,110 23,981 1,359<br />

TOTAL LIABILITIES 1,694,051 1,618,587 833,303 756,128<br />

TOTAL EQUITY AND LIABILITIES 1,897,344 1,806,774 1,023,146 949,010<br />

PLEDGED ASSETS AND<br />

CONTINGENT LIABILITIES<br />

Pledged assets, floating charges 18 93,287 63,653<br />

Contingent liabilities 18 - -


Change in Equity<br />

1 January – 31 December <strong>2008</strong><br />

SEK (000's)<br />

EQUITY<br />

THE GROUP<br />

Opening equity <strong>2008</strong>-01-01 100 208,000 83 -19,996 188,187<br />

Appropriation of profits -19,996 19,996 -<br />

Translation reserve* -1,077 -1,077<br />

Valuation of hedging instruments -4,662 -4,662<br />

Finance lease -1,579 -1,579<br />

Profit/loss for the year 22,424 22,424<br />

CLOSING EQUITY <strong>2008</strong>-12-31 100 208,000 -21,575 -5,656 22,424 203,293<br />

Company formation 2007-09-01 100 100<br />

Unconditional shareholders' contribution 208,000 208,000<br />

Translation reserve* 83 83<br />

Profit/loss for the year -19,996 -19,996<br />

CLOSING EQUITY 2007-12-31 100 208,000 83 -19,996 188,187<br />

*Exchange rate differences when translating financial statements of foreign operations.<br />

CHANGE IN TRANSLATION RESERVE Share capital<br />

Opening translation reserve <strong>2008</strong>-01-01<br />

Change for the year from the translation<br />

83<br />

of companies -1,077<br />

CLOSING TRANSLATION RESERVE <strong>2008</strong>-12-31 -994<br />

Opening translation reserve 01.09.07<br />

Change for the year from the translation<br />

-<br />

of companies 83<br />

CLOSING TRANSLATION RESERVE 2007-12-31 83<br />

Share capital Other contributed<br />

capital<br />

Accumulated<br />

profit<br />

Reserves Profit for<br />

the year<br />

Total<br />

equity<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 9


Change in Equity [cont.]<br />

EQUITY RESTRICTED EQUITY NON-RESTRICTED EQUITY<br />

PARENT COMPANY<br />

Share capital Accumulated Fair value Profit for<br />

Total<br />

profit<br />

reserve the year<br />

equity<br />

Opening equity <strong>2008</strong>-01-01 100 208,000 -15,218 192,882<br />

Appropriation of profits -15,218 15,218 -<br />

Valuation of hedging instruments -12,999 -12,999<br />

Group contribution received 79,771 79,771<br />

Tax on Group contribution received -22,336 -22,336<br />

Profit/loss for the year -47,475 -47,475<br />

CLOSING EQUITY <strong>2008</strong>-12-31 100 250,217 -12,999 -47,475 189,843<br />

Company formation 2007-04-25 100 100<br />

Unconditional shareholders' contribution 208,000 208,000<br />

Profit/loss for the year -15,218 -15,218<br />

CLOSING EQUITY 2007-12-31 100 208,000 -15,218 192,882<br />

The number of shares in the parent company amounts to 100,000.<br />

The face value in the parent company is 1.<br />

10 • EUROMAINT ANNUAL REPORT <strong>2008</strong>


Cash Flow Statement<br />

1 January – 31 December <strong>2008</strong> The Group The Group The Parent Company The Parent Company<br />

SEK (000's) Note <strong>2008</strong>-01-01 2007-09-01 <strong>2008</strong>-01-01 2007-04-25<br />

OPERATING ACTIVITIES<br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

Profit after financial items 33,403 -28,789 -65,764 -21,136<br />

Depreciation/amortisation 41,574 10,109 - -<br />

Other items not affecting liquidity 21 3,763 42,574 10,766 -<br />

Income tax paid -14,113 -3,033 18,759 6,843<br />

CASH FLOW FROM<br />

OPERATING ACTIVITIES<br />

BEFORE CHANGES IN WORKING CAPITAL 64,627 20,861 -36,239 -14,293<br />

CHANGES IN WORKING CAPITAL<br />

Increase (-)/Decrease(+) in stock 18,252 12,131 - -<br />

Increase (-)/Decrease(+) in accounts receivable 36,810 -108,604 2,089 -<br />

Increase (-)/Decrease(+) in other short-term receivables -93,391 -15,370 250 -8,773<br />

Increase (+)/Decrease(-) in accounts payable 34,252 93,508 -814 814<br />

Increase (+)/Decrease(-) in other short-term liabilities 67,146 -27,589 173 545<br />

CASH FLOW FROM<br />

OPERATING ACTIVITIES 127,696 -25,063 -34,541 -21,707<br />

INVESTING ACTIVITIES<br />

Acquisition of tangible and<br />

intangible fixed assets 7 -40,822 -20,982 - -<br />

Divestment of tangible and<br />

intangible fixed assets 10 245 - -<br />

Acquisition of subsidiary/business segment,<br />

net liquidity impact - -935,200 - -935,200<br />

Purchase of other financial assets - - - -<br />

CASH FLOW FROM<br />

INVESTING ACTIVITIES -40,812 -955,937 - -935,200<br />

CASH FLOW FROM<br />

OPERATIONAL ACTIVITIES 86,884 -981,000 -34,541 -956,907<br />

FINANCING ACTIVITIES<br />

New share issue - - - 100<br />

Received shareholder contributions - 208,000 - 208,000<br />

Borrowings 8,452 750,040 30,652 754,769<br />

Amortisation loan -62,034 - - -<br />

CASH FLOW FROM<br />

FINANCING ACTIVITIES -53,582 958,040 30,652 962,869<br />

Net change in cash and cash equivalents 33,302 -22,960 -3,889 5,963<br />

Cash and cash equivalents at beginning of period - 22,960 5,963 -<br />

CASH AND CASH EQUIVALENTS AT YEAR-END 21 33,302 - 2,074 5,963<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 11


Notes<br />

NOTE 1 ACCOUNTING AND VALUATION PRINCIPLES<br />

This annual report has been adopted by the board and the President on 2 March 2009<br />

and is proposed for final adoption by the <strong>Annual</strong> General Meeting on 31 March 2009.<br />

Ratos formed EuroMaint Gruppen AB on 25 April 2007. EuroMaint Gruppen AB<br />

acquired EuroMaint AB on 1 September 2007. Disclosures in the financial statements<br />

for the previous year refer to the parent company for the period 25 April 2007<br />

to 31 December 2007. Disclosures in the financial statements for the previous year for<br />

the Group relate to the period 1 September 2007, the date that the parent company<br />

acquired EuroMaint AB, up to 31 December 2007.<br />

The parent company is a registered limited liability company with headquarters<br />

in Stockholm. The address of the headquarters is Landsvägen 50 A, SE 172 63<br />

Sundbyberg, Sweden. The parent company of the largest group that EuroMaint AB,<br />

556731-5402, is subsidiary of, and where the consolidated financial statements are<br />

prepared, is Ratos AB, 556008-3585, Stockholm.<br />

The most important accounting principles applied in the preparation of these<br />

consolidated financial statements are listed below and have been applied consistently<br />

to all periods unless otherwise stated.<br />

Statement of compliance with applicable regulations<br />

EuroMaint Group's consolidated financial statements have been prepared in accordance<br />

with the <strong>Annual</strong> Accounts Act and International Financial <strong>Report</strong>ing Standards<br />

(IFRS) as adopted by the EU. The consolidated financial statements are also prepared<br />

pursuant to the Swedish Financial <strong>Report</strong>ing Board Recommendation RFR 1.1<br />

(Supplementary accounting rules for Groups). The accounting policies relating to<br />

the parent company correspond with the principles for the Group except as shown<br />

below under the heading The parent company. The parent company's financial statements<br />

are prepared in accordance with the the Swedish Financial <strong>Report</strong>ing Board<br />

Recommendation RFR 2.1 (Accounting for legal entities) and the <strong>Annual</strong> Accounts Act.<br />

Basis of preparation<br />

The accounts are based on historical costs, except for certain financial instruments and<br />

investment property which are carried at fair value. In the case of stock, this is reported<br />

at the replacement cost.<br />

Important estimates and assumptions for accounting purposes<br />

The preparation of reports in accordance with IFRS requires the use of a number of<br />

estimates and assumptions about the future. The estimates for accounting purposes<br />

that result will, by definition, rarely correspond to the the actual results. EuroMaint's<br />

best assumption however is that there are no critical assessments that may significantly<br />

affect the evaluation of the company's financial position.<br />

Uncertainty in estimates<br />

Some assumptions about the future and certain estimates and assumptions at the<br />

balance sheet date have special significance for the valuation of assets and liabilities in the<br />

balance sheet. Discussed below are the areas where the risk of changes in value during<br />

the following year are greatest due to the need to change assumptions or estimates.<br />

Testing the write-down requirement for Goodwill<br />

Goodwill arising from business combinations represents the difference between the<br />

acquisition cost and the acquired identifiable net assets' fair value. The write-down<br />

requirement of goodwill is tested once a year. The recoverable amount (i.e. the higher<br />

of value in use and fair value less selling expenses) is normally established based on<br />

the value in use, derived using discounted cash flow calculations. This in turn requires<br />

that the expected future cash flow from the cash-generating unit is estimated and an<br />

appropriate discount rate is established for calculating the cash flow's present value.<br />

Pension obligations<br />

The value of the pension obligations for defined benefit pension plans is based on<br />

actuarial calculations based on assumptions about discount rates, expected returns<br />

on plan assets, future salary increases, inflation and demographic conditions.<br />

12 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

Obsolescence of stock<br />

In value terms, stock consists mainly of items acquired according to an estimated<br />

maintenance plan for different train models. Since these cycles are long-term (5–12<br />

years), there is an uncertainty in the assessment. The company has an obligation to<br />

stock items (spare parts) over a long period for individual train models, which have<br />

a very long economic and technical life.<br />

Percentage of completion method<br />

With the percentage of completion method there is uncertainty in predicting the final<br />

financial outcome of a major refurbishment project, since the work continues over<br />

several years. Reconciliation is made therefore during the period from the beginning<br />

of the project until completion, but because this consumes both time and costs, this<br />

is only performed a certain number of times during the year.<br />

Provisions for guarantees for work carried out<br />

So-called availability work relates to the correction of errors in a completed service or a<br />

non-functioning product for a short time following the completion of the service. The cost<br />

of the work or the replacement of non-functioning products is included in the agreed deal.<br />

For refurbishment work, there is a need for warranties as regards the customer,<br />

ranging from one up to two years. Since each refurbishment deal is a unique part of the<br />

company's operations and cannot be compared with any other refurbishment deal, the<br />

cost for warranties are difficult to assess. The company tries to estimate the warranty<br />

costs that may arise, and make provisions for this, but some uncertainty remains over<br />

the final outcome.<br />

Consolidated financial statements<br />

EuroMaint Group's income statement and balance sheet omprise all the companies<br />

over which the parent company directly or indirectly exercises a controlling influence.<br />

A controlling influence means the right to directly or indirectly shape a company's<br />

financial and operating strategies in order to obtain economic benefits. A controlling<br />

influence arises when a shareholding totals more than half of the voting rights.<br />

Intra-group transactions and balance sheet items, as well as profit on transactions<br />

between Group companies are eliminated. Losses are also eliminated, unless the transaction<br />

provides evidence that a write-down requirement exists for the transferred asset.<br />

Business combinations<br />

IFRS 3 requires that the fair value of identifiable assets and liabilities in the acquired<br />

business are fixed at the time of acquisition. Identifiable assets and liabilities also<br />

include assets, liabilities and provisions, including obligations and claims from third<br />

parties not reported in the acquired business's balance sheet. Provisions are not<br />

made for expenses relating to planned restructuring measures that are a result of the<br />

acquisition. The difference between the cost of the acquisition and the acquired share<br />

of the net assets of the acquired business is classified as goodwill and is recognised<br />

as an intangible asset on the balance sheet.<br />

The useful life of each intangible asset is determined and the asset's fair value is<br />

amortised over its useful life. If the useful life is deemed to be indefinite, no amortisation<br />

takes place. An assessment that results in an intangible asset's useful life to be<br />

indefinite takes into account all relevant factors and is based upon there being no further<br />

foreseeable time limit for the the net cash flow that the asset generates. The useful<br />

life of goodwill is assumed to be indefinite and does not depreciate, but is tested for<br />

write-down requirement once a year.<br />

Segment reporting<br />

Since the subsidiaries operate separate businesses with specific products and services,<br />

their operations have been selected as primary segments. Sales between the subsidiaries<br />

are based on market conditions. All assets and liabilities have been included for each<br />

subsidiary.<br />

Segment information per line of business is shown in note 3.


NOTE 1 ACCOUNTING AND VALUATION PRINCIPLES cont.<br />

Foreign currency – translation<br />

Receivables and liabilities in foreign currencies are translated at the closing day rate.<br />

When establishing the consolidated financial statements, all items in the<br />

income statement for foreign subsidiaries are translated to Swedish kronor using the<br />

average exchange rates during the year. All balance sheet items are translated using<br />

the exchange rates at each balance sheet date. The changes in the Group's equity<br />

arising from different currency exchange rates at the balance sheet date compared<br />

with the price at the previous balance sheet date are shown in the translation<br />

difference directly in equity.<br />

Functional currency<br />

All subsidiaries use the local currency as the functional currency. Transactions are<br />

reported at the transaction day rate, which is then translated. The functional currency<br />

of the parent company is SEK and the reporting currency for both the parent company<br />

and the Group is SEK.<br />

Tangible fixed assets<br />

Tangible fixed assets are included at cost of acquisition, less accumulated depreciation<br />

and accumulated write-down.<br />

Subsequent costs are included in the asset's carrying amount or recognised as a<br />

separate asset, as appropriate, only when it is likely that future economic benefits associated<br />

with the asset will flow to the Group and the acquisition cost of the item can be<br />

measured reliably. All other types of repairs and maintenance are reported as expenses<br />

in the income statement during the period in which they arise.<br />

Assets leased under finance lease contracts are reported as fixed assets in the balance<br />

sheet and are initially at the lower of the leased item's fair value and the present value of<br />

the minimum lease payments at the start of the contract. The obligation to pay future lease<br />

payments is recorded as long- and short-term debt. The leased assets are depreciated over<br />

the asset's useful life, while lease payments are reported as interest and the amortisation<br />

of debts.<br />

Assets leased under operating leases are not reported in the balance sheet. Operating<br />

leases do not give rise to a liability either.<br />

To allocate their acquisition cost down to the estimated residual value, the depreciation<br />

of tangible assets is made linearly according to plan over the remaining estimated useful life:<br />

Category Depreciation year<br />

Machinery and equipment 5–10<br />

IT equipment 3<br />

Improvements to property 5–10<br />

The assets' residual values and useful lives are reviewed at each balance sheet date and<br />

are adjusted if necessary. An asset's carrying amount is written down immediately to its<br />

recoverable amount (the higher of net selling price and value in use) if the asset's carrying<br />

amount exceeds its estimated recoverable amount.<br />

Profits and losses on divestments are determined by comparing the sales proceeds<br />

and the carrying value, and the result is reported in the income statement.<br />

Intangible assets<br />

Goodwill<br />

Goodwill represents the amount by which the cost of acquisition exceeds the fair value<br />

of the Group's share of the acquired subsidiary's identifiable net assets at the time<br />

of acquisition. Goodwill is recorderd as intangible assets. Profit or loss on the divestment<br />

of an entity includes the remaining carrying value of the goodwill relating to the<br />

divested entity.<br />

Goodwill is allocated to cash generating units for the examination of any write-down<br />

requirement. The write-down requirement for goodwill is examined by the following<br />

procedure. The goodwill value as determined on the date of acquisition is allocated to<br />

cash generating units, or groups of cash generating units, which are expected to bring<br />

benefits to the company through synergies. Assets and liabilities that already exist in<br />

the Group at the time of acquisition can also be attributed to these cash-generating<br />

units. Any cash flow of this type that goodwill is allocated to corresponds to the lowest<br />

level within the Group at which goodwill is monitored in the company's management<br />

and is not a bigger part of the Group than one segment. A write-down requirement<br />

exists when the recoverable amount of a cash-generating unit (or groups of cash<br />

generating units) is less than the carrying value. A write-down is then recorded in the<br />

income statement.<br />

Customer and market-related assets<br />

Acquired intangible assets such as brands, customer related assets and other similar<br />

items are capitalised and carried at cost less accumulated depreciation and write-downs.<br />

Technology<br />

Research projects or patent rights acquired in a business combination are capitalised<br />

and carried at the cost of acquisition less depreciation and write-downs.<br />

Category Depreciation year<br />

Customer relations 8<br />

Technology 3<br />

Investment Property<br />

Investment properties are reported at fair value, which is the market value as determined<br />

by external and internal valuers. Changes in fair value are reported in the income<br />

statement as a part of Other operating income.<br />

Subsequent costs are included in the asset's carrying amount or recognised as<br />

a separate asset, as appropriate, only when it is likely that future economic benefits<br />

associated with the asset will flow to the Group and the acquisition cost of the item<br />

can be measured reliably. The carrying value of the replaced part is removed from the<br />

balance sheet. All other types of repairs and maintenance are reported as expenses in<br />

the income statement during the period in which they arise.<br />

Write-down of assets that are not financial<br />

Assets that have an indefinite useful life are not depreciated, but are tested annually for<br />

any write-down requirement. The assets which are depreciated are assessed in terms of<br />

any write-down requirement whenever events or changes in circumstances indicate that<br />

the carrying value is not recoverable. A write-down is made according to the amount by<br />

which the asset's carrying value exceeds its recoverable value. The recoverable amount<br />

is the higher of an asset's fair value less selling expenses and value in use. In assessing<br />

the write-down requirement, assets are grouped at the lowest levels where there are<br />

separate identifiable cash flows (cash generating units). An asset, except goodwill or<br />

financial assets, that has previously been depreciated is tested at each balance sheet<br />

date as to whether the reversal should be done.<br />

>>><br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 13


Notes<br />

NOTE 1 ACCOUNTING AND VALUATION PRINCIPLES [cont.]<br />

Financial instruments<br />

Financial instruments that are reported in the balance sheet include, on the asset side,<br />

cash, receivables, derivatives and other receivables. On the liability side are accounts<br />

payable, loans, derivatives and other liabilities.<br />

A financial asset or financial liability is entered in the balance sheet when the<br />

company become a party to the instrument's contractual terms. Accounts receivable<br />

are entered in the balance sheet when the invoice has been sent. Liabilities are entered<br />

when the counterparty has delivered and a contractual obligation to pay exists, even if<br />

the invoice has not yet been received. Accounts payable are entered when the invoice<br />

has been received.<br />

A financial asset is derecognised when the rights in the agreement have been realised,<br />

canceled or the company loses control over it. The same applies to part of a financial<br />

asset. A financial liability is derecognised when the obligation in the contract has been<br />

fulfilled or is otherwise extinguished. The same applies to part of a financial liability.<br />

The write-down requirement on accounts payable are assessed continuously.<br />

Classification of financial instruments<br />

The Group classifies its financial instruments according to the following categories:<br />

financial assets or financial liabilities held for trading and are measured at fair value<br />

through profit or loss, loans and receivables, liabilities valued at amortised cost and<br />

derivatives used for hedging purposes. The classification depends on the purpose<br />

for which the instrument was acquired. The classification is determined at the initial<br />

accounting and is reassessed at each reporting date.<br />

Calculation of fair value<br />

When the market is not active for a particular financial asset, fair values are calculated<br />

through valuation techniques, wherby the Group makes assumptions based on the market<br />

conditions prevailing at the balance sheet date. Market rates of interest form the basis<br />

for calculating the fair value of long-term loans. For other financial instruments where<br />

the market value is not specified, fair value is considered to correspond with the reported<br />

value.<br />

Financial assets excluding derivatives<br />

Acquisitions and divestments of financial assets are reported on the trade date, which<br />

is the date on which the company commits to acquire or sell the asset. Financial assets<br />

are valued at the amortised cost of acquisition in the balance sheet.<br />

Financial assets measured at fair value through the income statement<br />

This category includes financial assets held for trading and those which, from the time<br />

of investment, are attributable to the category evaluated at fair value via the income<br />

statement. The Group's assets in this category consist of derivative instruments that<br />

are not identified as hedges. Assets in this category are classified as current assets if<br />

they are either held for trading or are expected to be realised within 12 months from<br />

the balance sheet date. Financial assets measured at fair value via the balance sheet<br />

are measured at fair value both initially and following the acquisition date. Realised<br />

and unrealised gains and losses arising from changes in fair value are included in the<br />

income statement as financial items in the period in which they occur.<br />

Loan receivables and accounts receivable<br />

Loan receivables and accounts receivable are financial assets that are not derivatives,<br />

with fixed or determinable payments that are not quoted in an active market. Loan<br />

receivables and accounts receivable are reported initially at fair value and are subsequently<br />

measured at amortised cost using the effective interest method, less any provisions for<br />

depreciation. A provision for depreciation of accounts receivable is established when<br />

there is objective evidence that the Group will not be able to receive the amounts due<br />

under the receivables' original terms. The reserve size is the difference between the<br />

asset's carrying value and the value of estimated future cash flows. Depreciation is<br />

reported in the income statement.<br />

14 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

Financial liabilities measured at fair value via the income statement<br />

This category includes derivatives with negative fair value that are not used for hedge<br />

accounting, and financial liabilities that are held for trading. The liabilities are valued<br />

continuously at fair value and value changes are reported in the income statement as<br />

a financial item.<br />

Synthetic options<br />

Synthetic option programmes with market premiums are reported and valued in<br />

accordance with IAS 39. Received premiums are reported as financial liabilities.<br />

When a valuation of the options at fair value through an option pricing model<br />

corresponds to the premium the company has received, this means that there is no<br />

cost to the company initially.<br />

The liability is continuously revalued at fair value by applying an option pricing<br />

model, taking the existing conditions into account. Changes in value over the option's<br />

term are reported as a financial item, as well as other income and expenses regarding<br />

financial assets and liabilities. If a synthetic option is exercised by the holder, the financial<br />

liability, as previously revalued at fair value is settled. Any realised profit is reported in<br />

the income statement as a financial item. If the synthetic options mature without value,<br />

the reported liability is recorded as income.<br />

Borrowing<br />

Loans are reported initially at the principal loan amount and are subsequently reported at<br />

amortised cost. Borrowings are classified as current liabilities if payment of the liability<br />

is to be made within 12 months following the balance sheet date.<br />

Accounts payable<br />

Accounts payable are initially reported at fair value and are subsequently measured at<br />

amortised cost using the effective interest method.<br />

Derivatives and hedge accounting<br />

The Group uses derivative instruments in the form of futures to hedge parts of their exposure<br />

to currency risks in the continuous payment flows. Hedge accounting is applied from<br />

1 January <strong>2008</strong>. The effective portion of the hedging instrument's change in value is thereby<br />

reported as equity, other changes in value are reported in the income statement. In order to<br />

meet the requirements for hedge accounting under IAS 39, there needs to be a clear link to<br />

the hedged item. It also demands that the hedge effectively protects the hedged item, that<br />

the hedge documentation is prepared, and that efficiency can be shown to be high through<br />

efficiency measurement.<br />

The accumulated amount in equity is reversed in the income statement in<br />

the periods when the hedged item affects the result, for example, when the forecast<br />

external sale has taken place. When a hedging instrument expires, is sold or when the<br />

hedge no longer meets the conditions for hedge accounting, the accumulated gains<br />

or losses remain in equity and are taken up as income, while the forecast transaction<br />

is ultimately reported in the income statement. If a forecast transaction is no longer<br />

expected, the cumulative gain or loss reported in equity is immediately transferred to<br />

the income statement.<br />

Derivatives with positive values are reported as assets and derivatives with negative<br />

values as liabilities. The fair value corresponds to Swedbank's measurement on the balance<br />

sheet date.<br />

The Group uses interest rate swaps to hedge parts of borrowings with variable<br />

interest rates. Changes in value are reported via equity.<br />

Cash and cash equivalents<br />

Cash and cash equivalents include cash and bank deposits.


NOTE 1 ACCOUNTING AND VALUATION PRINCIPLES [cont.]<br />

Stock<br />

Stocks and inventories are reported at replacement value. The replacement value is<br />

considered to be the lower of the cost of acquisition or fair value, which means that the<br />

company applies the lowest value principle.<br />

Contingent liabilities<br />

Contingent liabilities on the balance sheet date are in accordance with information<br />

from PRI.<br />

Classification<br />

The fixed assets, long-term liabilities and provisions consist essentially of amounts that<br />

are expected to be recovered or paid after more than 12 months following the balance<br />

sheet date. Current assets and current liabilities consist essentially of amounts that are<br />

expected to be recovered or paid within 12 months following the balance sheet date.<br />

Income Taxes<br />

Income taxes are included in the consolidated financial statements with both current<br />

and deferred tax. Group companies are taxable in accordance with the existing legislation<br />

in each country.<br />

A current tax liability or asset is reported as the tax estimated to be paid or<br />

received for the current or previous years.<br />

Deferred tax is reported at all temporary differences arising from the difference<br />

between the tax value of assets and liabilities and their carrying amounts in the consolidated<br />

financial statements. Deferred tax is calculated by applying the tax rates and tax<br />

laws that have been decided or announced at the balance sheet date and are expected<br />

to apply when the deferred tax asset is realised or the deferred tax liability is settled.<br />

Deferred tax assets are reported for deductible temporary differences and unused<br />

tax loss carryforwards to the extent it is likely that future taxable profits will be available<br />

against which the temporary differences or unused deductions may be utilised.<br />

Remuneration to employees<br />

Pension obligations<br />

Group companies have various pension plans. The pension plans are financed<br />

through the payment of insurance premiums or through provisions in the balance<br />

sheet. The Group has both defined benefit and defined contribution pension plans.<br />

A defined contribution pension plan is a pension plan for which the Group does<br />

not have any further payment obligations once the charges are fully paid. Defined<br />

contribution pension plans in the Group are PA-03, Option ITP-S, and ITP in Alecta<br />

which is reported as a defined contribution plan due to lack of the information required<br />

to report the plan as a defined benefit plan. The charges are reported as personnel<br />

costs. Prepaid contributions are reported as an asset to the extent that a cash refund or<br />

reduction of future payments can be credited by the Group.<br />

A defined benefit pension plan means that the employee is guaranteed a pension<br />

equivalent to a certain percentage of the final salary. The liability reported in the balance<br />

sheet for defined benefit pension plans is the present value of the defined benefit<br />

obligation at the balance sheet date less the fair value of plan assets.<br />

The present value of the defined benefit obligation is determined by discounting<br />

the estimated future cash flows using the interest rate on government bonds with<br />

maturities comparable to the current pension liability. Actuarial gains and losses<br />

that arise from experience-based adjustments and changes in actuarial assumptions<br />

in excess of the greater of ten per cent of the value of plan assets and ten per cent of<br />

the defined benefit obligation, are taken up as costs or income over the employees'<br />

estimated average remaining service (the ten per cent corridor). Costs relating to past<br />

service are reported directly in the income statement, unless the changes in the<br />

pension plan are conditional on the employees remaining in service for a specified<br />

period (the vesting period).<br />

In such cases cost relating to past service can be allocated on a straight-line basis over<br />

the vesting period.<br />

For EuroMaint Gruppen AB's acquisition of EuroMaint AB, assets and liabilities<br />

that are attributable to post-employment benefits have been reported at the present<br />

value of obligations and plan assets, according to IAS 19 point 108. This means that<br />

actuarial gains and losses that were incurred before the acquisition have been accounted<br />

for in the consolidated balance sheet, including those that may be to attributable<br />

exceeding to "ten per cent corridor".<br />

Short-term benefits<br />

Short-term employee benefits are calculated without discounting, and are reported<br />

as a cost once the related services have been received. A provision is reported for the<br />

expected cost of profit-sharing and bonus payments when the Group has a valid legal<br />

or constructive obligation to make such payments as a result of services received from<br />

employees and if the obligation can be estimated reliably.<br />

Termination benefits<br />

Termination benefits are payable for an employee's employment terminated before the<br />

normal retirement date or when an employee accepts voluntary departure from employment<br />

in exchange for such compensation. The Group reports the liability or cost when<br />

it is demonstrably committed to either terminate the employee according to a detailed<br />

formal plan without the possibility of revocation, or to provide termination benefits as<br />

a result of an offer made to encourage voluntary departure from employment. Benefits<br />

that are due after 12 months from the balance sheet date or longer are discounted to<br />

the present value.<br />

Provisions<br />

Provisions are reported when the Group has an existing legal or constructive obligation<br />

as a result of past events; it is more likely that an outflow of resources is required to<br />

settle the obligation than to not do so and the amount can be estimated reliably. No<br />

provisions are made for future operating losses. If there are a number of similar obligations,<br />

the likelihood is assessed as to whether these will require an outflow of resources to<br />

altogether settle this entire group of obligations. Where the effect of at what point in<br />

time the payment is material, the provisions are calculated by discounting the expected<br />

future cash flows at an interest rate before tax that reflects the current market estimates<br />

of the time value of money and, where applicable, the risks associated with the liability.<br />

The provision of guarantees, restructuring and pensions are reported under provisions.<br />

Revenue recognition<br />

Revenue is reported net of VAT, delivery discounts and similar revenue reductions.<br />

Net turnover includes sales of services within maintenance, the refurbishment of<br />

rolling stock, and the maintenance and implementation of production facilities for the<br />

engineering industry.<br />

For maintenance deals, i.e. refurbishment deals, assignment income is reported in<br />

relation to the assignment's completion rate, which comprises terminated assignment<br />

expenditure compared to forecast assignment costs. This accounting is based on the<br />

view that the performance is fulfilled as the work is carried-out and means that the<br />

reported profits are gradually based on each assignment's completion rate when the<br />

assignment's final outcome can be reliably estimated.<br />

For availability deals, known as kilometre contracts, revenue recognition is based<br />

on the number of kilometres that the vehicles have travelled.<br />

For maintenance and the implementation of production facilities for the engineering<br />

sector, obligations exceeding one million kronor are also reported through gradual<br />

income recognition.<br />

If an assignment's final outcome cannot be estimated reliably but a loss is not<br />

expected, revenue is reported as equivalent to costs incurred.<br />

An anticipated loss for an assignment is charged in full immediately in the result for<br />

the period.<br />

>>><br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 15


Notes<br />

NOTE 1 ACCOUNTING AND VALUATION PRINCIPLES [cont.]<br />

Financial income and expenses<br />

Financial income relates to the positive exchange rate differences, interest income on<br />

financial assets, pension assets and deposits. Financial costs are costs related to loans,<br />

pension liabilities, current bank charges and negative foreign exchange differences.<br />

Lease contracts<br />

Operating leases<br />

Leases in which a substantial part of risks and benefits of ownership are retained by<br />

the lessor are classified as operating leases. Payments that are made during the lease<br />

period are written-off in the income statement linearly over the lease period.<br />

Finance lease<br />

Minimum lease payments are allocated between interest expense and amortisation of<br />

outstanding liabilities. The interest charges may be allocated over the lease period so<br />

that each accounting period is charged with an amount equal to a fixed interest rate for<br />

the liability each accounting period. Variable charges are written-off in the periods they<br />

are incurred.<br />

Cash Flow Analysis<br />

The indirect method is applied when reporting cash flow from operating activities.<br />

Information about related parties<br />

Related parties refer to the companies where EuroMaint or parties related to EuroMaint<br />

can exercise a controlling or significant influence in terms of the operational and<br />

financial decisions. The related circle also includes the companies and individuals who<br />

have an opportunity to exercise a controlling or significant influence over EuroMaint<br />

Gruppen's financial and operational decisions. Related party transactions are reported<br />

in Note 2.<br />

Related individuals are defined as the Chairman and members of the board, the<br />

President and other senior executives, and close relatives of such individuals. The<br />

other senior executives are the four people who, together with the President represent<br />

the Group Management. Remuneration to the board and Group Management<br />

is presented in Note 6.<br />

New IFRS and interpretation<br />

IFRS 8 Operating segments<br />

The standard became effective from 1 January 2009 and is valid for financial years beginning<br />

on or after that date. The standard deals with the classification of the company's<br />

operations in different segments. According to the standard, the company use the<br />

internal reporting structure as its starting point and determine the reporting segments<br />

after that. In the <strong>Annual</strong> <strong>Report</strong> for <strong>2008</strong>, EuroMaint has reported under IFRS 8 but this<br />

has not had any impact on the Group's segment reporting.<br />

Apart from IFRS 8, new standards and interpretation statements, which have been<br />

approved by the EU and first come into effect for and including the financial year 2009<br />

and have not been applied in the preparation of these financial statements.<br />

16 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

IFRS 2 Share-based payments<br />

This standard clarifies, e.g. the conditions that constitute "the vesting conditions",<br />

that all other conditions are "non-vesting conditions" and how "non-vesting conditions"<br />

are presented. The change will apply to the financial year starting 1 January 2009 or<br />

later. This standard is not applied by the Group as there are no share-based payments.<br />

IFRS 3 Business Combinations and the amended IAS 27 Consolidated Financial Statements<br />

The revision results in changes to consolidated financial statements and accounting<br />

for acquisitions. The revised standards will apply to financial years beginning on<br />

1 July 2009 or later. These standards have not yet been applied by the Group.<br />

IAS 1 Presentation of Financial Statements<br />

The amendments result in some changes to the presentation of the financial statements,<br />

and new, non-compulsory, designations for the reports are suggested. The<br />

change does not affect the determination of the amounts reported. The revised IAS 1 will<br />

apply to financial years starting on 1 January 2009 or later. This standard has not been<br />

applied early in the Group.<br />

The Parent Company<br />

The parent company's financial statements are prepared in accordance with the the<br />

Swedish Financial <strong>Report</strong>ing Board Recommendation RFR 2.1 (Accounting for legal<br />

entities) and the <strong>Annual</strong> Accounts Act.<br />

Shareholder contributions and group contributions<br />

The company reports Group and shareholder contributions in accordance with the<br />

statement from the Swedish Financial <strong>Report</strong>ing Board (UFR 2). Shareholder contributions<br />

are entered directly in equity of the recipient and are capitalised in shares and<br />

participating right in the donor, to the extent that no write-down is necessary. Group<br />

contributions are reported according to their financial significance. This means that<br />

Group contributions that are issued and received in order to minimise the Group's total<br />

tax are reported directly in retained earnings after deductions for the current tax effect.<br />

Group contributions that are equivalent to a dividend are reported as a dividend.<br />

This means that Group contributions received and their current tax effect are reported<br />

in the income statement. Issued Group contributions and their current tax effects are<br />

reported directly against retained earnings.<br />

Group contributions that are equivalent to shareholders' contributions are reported,<br />

with regard to the current tax effect, by the recipient directly in retained earnings. The<br />

donor reports the Group contribution and its current tax effect as investing in shares<br />

in Group companies, to the extent that no write-down is necessary.


NOTE 2 TRANSACTIONS WITH RELATED PARTIES<br />

SEK (000's) The Group The Group The Parent Company The Parent Company<br />

Sales of goods and services<br />

<strong>2008</strong>-01-01 2007-09-01 <strong>2008</strong>-01-01 2007-04-25<br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

DIAB 2,044 2,846 - -<br />

Purchase of goods and services<br />

Anticimex 14 - - -<br />

Camfil 13 1 - -<br />

GS-Hydro 3 2 - -<br />

Lindab 84 100 - -<br />

MCC 20 - - -<br />

Loans to related parties<br />

DIAB - 1,757 - -<br />

Liabilities to related parties<br />

Anticimex 2 - - -<br />

Camfil 10 - - -<br />

Lindab 9 34 - -<br />

EMaint (Ratos) 244,112 217,569 244,112 217,569<br />

The following table presents what transactions with related parties mainly consist of.<br />

Income Costs<br />

Anticimex Material purchase<br />

Camfil Material purchase<br />

GS-Hydro Material purchase<br />

Lindab Material purchase<br />

MCC Material purchase<br />

DIAB Maintenance services<br />

EMaint (Ratos) Interest expenses<br />

Companies in Note 2 are companies within the Ratos Group.<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 17


Notes<br />

NOTE 3 SEGMENT REPORTING<br />

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<br />

industry and the maintenance and streamlining of the engineering sector, below headed Rail transport and Engineering. EuroMaint Rail AB, EuroMaint Rail SIA and<br />

EuroMaint Track Support AB are active within the rail transport segment. EuroMaint Industry AB and EuroMaint Industry Inc. are active within the engineering industry.<br />

Geographical distribution is not reported as such a distribution has not been assessed as being significant.<br />

SEK (000's)<br />

1 January – 31 December <strong>2008</strong><br />

Net turnover<br />

External net turnover 1,958,058 363,321 -5,433 2,315,946<br />

Internal net turnover 32,868 5,186 -38,054 -<br />

TOTAL NET TURNOVER 1,990,926 368,507 -43,487 2,315,946<br />

Profit/loss<br />

Operating profit 86,841 12,843 17,830 117,514<br />

Financial income 2,789 194 -7 2,976<br />

Financial expenses -18,144 -1,662 -67,281 -87,087<br />

Appropriations - -2,306 2,306 -<br />

PROFIT BEFORE TAX 71,486 9,068 -47,152 33,403<br />

Income tax -20,804 -2,536 12,361 -10,979<br />

NET PROFIT 50,682 6,533 -34,791 22,424<br />

Other information<br />

Assets 1,073,449 160,064 663,831 1,897,344<br />

Liabilities 807,658 115,186 771,207 1,694,051<br />

Investments 32,772 4,178 3,872 40,822<br />

Depreciation/amortisation 22,445 6,462 12,667 41,574<br />

SEK (000's)<br />

1 January – 31 December 2007<br />

Net turnover<br />

External net turnover 637,330 104,141 -1,619 739,852<br />

Internal net turnover 14,134 2,360 -16,494 -<br />

TOTAL NET TURNOVER 651,464 106,501 -18,113 739,852<br />

Profit/loss<br />

Operating profit -1,085 1,019 -2,241 -2,307<br />

Financial income 455 101 51 607<br />

Financial expenses -6,613 -168 -20,308 -27,089<br />

PROFIT BEFORE TAX -7,149 -1,097 -20,449 -28,789<br />

Income tax 3,179 316 5,298 8,793<br />

NET PROFIT -4,064 -781 -15,151 -19,996<br />

Other information<br />

Assets 1,010,070 128,819 667,885 1806774<br />

Liabilities 755,498 81,641 781,448 1,618,587<br />

Investments 20,241 358 383 20,982<br />

Depreciation/amortisation 8,240 1,239 630 10,109<br />

The Group usually reports sales and transfers between segments as if the sales and transfers are made to third parties at prevailing market prices.<br />

18 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

Rail<br />

transport<br />

Rail<br />

transport<br />

Engineering Consolidation<br />

adjustments<br />

Engineering<br />

industry<br />

Consolidation<br />

adjustments<br />

The Group<br />

The Group


NOTE 4 OTHER OPERATING INCOME AND OPERATING COSTS<br />

SEK (000's) The Group The Group The Parent Company The Parent Company<br />

Other operating income<br />

<strong>2008</strong>-01-01 2007-09-01 <strong>2008</strong>-01-01 2007-04-25<br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

Profit on the sale of fixed assets 55 12 - -<br />

Exchange gains on receivables/liabilities of an operating nature 6,287 547 - -<br />

Rental income 1,155 355 - -<br />

Other 412 720 - -<br />

TOTAL 7,909 1,634 - -<br />

Other operating expenses<br />

Loss on the sale of fixed assets -259 - - -<br />

Currency loss of operating nature -3,679 -1,425 - -<br />

TOTAL -3,938 -1,425 - -<br />

NOTE 5 AUDITORS' FEES<br />

SEK (000's) The Group The Group The Parent Company The Parent Company<br />

<strong>2008</strong>-01-01 2007-09-01 <strong>2008</strong>-01-01 2007-04-25<br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

KPMG<br />

Auditing assignments 827 - - -<br />

Other assignments 72 - - -<br />

Ernst & Young<br />

Auditing assignments 535 1,587 50 70<br />

Other assignments 137 252 - -<br />

TOTAL 1,571 1,839 50 70<br />

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<br />

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.<br />

Everything else falls under other assignments. The parent company's audit fees relating to <strong>2008</strong> are taken by the subsidiary EuroMaint AB.<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 19


Notes<br />

NOTE 6 AVERAGE NUMBER OF EMPLOYEES AND PERSONNEL COSTS<br />

20 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

The Group The Group The Parent Company The Parent Company<br />

<strong>2008</strong>-01-01 2007-09-01 <strong>2008</strong>-01-01 2007-04-25<br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

The average number of employees broken down by gender is<br />

Sweden<br />

Female 142 128 - -<br />

Male 1,613 1,632 1 1<br />

TOTAL 1,755 1,760 1 1<br />

USA<br />

Female 1 1 - -<br />

Male 8 8 - -<br />

TOTAL 9 9 - -<br />

Latvia<br />

Female 3 1 - -<br />

Male 26 1 - -<br />

TOTAL 29 2 - -<br />

Board members and senior executives<br />

Board members<br />

Female 2 6 1 -<br />

Male 21 32 7 8<br />

TOTAL 23 38 8 8<br />

The President and other senior executives<br />

Female 4 4 - -<br />

Male 20 20 1 1<br />

TOTAL 24 24 1 1<br />

Sickness absence – parent company<br />

As the parent company only has one employee, sickness absence is not reported.


NOTE 6 AVERAGE NUMBER OF EMPLOYEES AND PERSONNEL COSTS [cont.]<br />

Personnel costs, SEK (000's) The Group The Group<br />

<strong>2008</strong>-01-01 2007-09-01<br />

Salaries and other benefits in Sweden <strong>2008</strong>-12-31 2007-12-31<br />

The board and President 6,986 1,519<br />

Including bonuses and comparable remuneration - -<br />

Other employees 593,373 207,242<br />

TOTAL SALARY AND OTHER BENEFITS 600,359 208,761<br />

Payroll overheads 290,269 94,880<br />

Of which pension expenses 69,045 18,024<br />

Salaries and other benefits in USA<br />

The board and President - -<br />

Including bonuses and comparable remuneration - -<br />

Other employees 5,439 2,627<br />

TOTAL SALARY AND OTHER BENEFITS 5,439 2,627<br />

Payroll overheads 1,127 612<br />

Of which pension expenses 225 134<br />

Salaries and other benefits in latvia<br />

The board and President - -<br />

Including bonuses and comparable remuneration - -<br />

Other employees 3,751 252<br />

TOTAL SALARY AND OTHER BENEFITS 3,751 252<br />

Payroll overheads 921 59<br />

Remuneration to senior executives<br />

PARENT COMPANY <strong>2008</strong> 2007<br />

SEK (000's)<br />

Salary Other benefits Payroll Of which pen-<br />

Salary Other benefits Payroll<br />

overheads sion expenses<br />

overheads<br />

President 2,605 148 1,500 607 773 81 487 210<br />

In <strong>2008</strong> EuroMaint Gruppen had the President as the sole employee.<br />

Of which pension<br />

expenses<br />

THE GROUP <strong>2008</strong> 2007<br />

SEK (000's)<br />

Salary Other benefits Payroll Of which pen-<br />

Salary Other benefits Payroll Of which pen-<br />

overheads sion expenses<br />

overheads sion expenses<br />

President 5,198 262 3,157 1,387 1,976 113 1,135 458<br />

Other senior executives 14,889 1,041 9,068 3,903 5,501 387 3,288 1,379<br />

Remuneration and other benefits during the period<br />

The Chairman of EuroMaint Gruppen AB <strong>2008</strong> 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.<br />

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<br />

the period and utilised a company car and other benefits totalling of SEK 148,000 (81,000).<br />

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<br />

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<br />

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<br />

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<br />

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.<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 21


Notes<br />

NOTE 7 TANGIBLE FIXED ASSETS<br />

SEK (000's)<br />

THE GROUP<br />

<strong>2008</strong>-01-01 2007-09-01 <strong>2008</strong>-01-01 2007-09-01<br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

Opening acquisition values 13,540 - 29,010 -<br />

Acquisitions of subsidiaries - 13,540 - 24,604<br />

Change in value of investment property - - - -<br />

Sale of operations - - - -<br />

Purchasing - - 1,076 4,406<br />

Finance lease - - - -<br />

Sales/disposals - - - -<br />

Currency Adjustment - - 332 -<br />

CLOSING ACCUMULATED ACQUISITION VALUES 13,540 13,540 30,418 29,010<br />

Opening depreciation -5,365 - -10,862 -<br />

Acquisitions of subsidiaries - -5,266 - -9,788<br />

Sale of operations - - - -<br />

Depreciation for the period -248 -99 -3,398 -1,074<br />

Finance lease - depreciation - - - -<br />

Sales/disposals - - - -<br />

Currency Adjustment - - -41 -<br />

Closing accumulated depreciation -5,613 -5,365 -14,301 -10,862<br />

RESIDUAL VALUE ACCORDING TO PLAN 7,927 8,175 16,117 18,148<br />

Buildings and land are included in the value:<br />

Investment property with the following values:<br />

<strong>2008</strong> 2007<br />

Taxation value 255* 255*<br />

Book value 7,080 7,080<br />

Communications real estate with the following values:<br />

Taxation value - -<br />

Book value 847 1,095<br />

*Including the building value of SEK 0 and land value of SEK 255,000.<br />

Closing leasing debt includes guaranteed residual values. For future minimum lease charges, see note 20.<br />

Cost of acquisition for financial leasing in 2007 of SEK 29,157,000 is net of depreciation.<br />

NOTE 8 INTANGIBLE FIXED ASSETS<br />

Opening accumulated acquisition values* 692,110 10,938 6,847 709,895 - - - -<br />

Acquisitions of subsidiaries - - - - 692,110 10,938 6,847 709,895<br />

CLOSING ACCUMULATED<br />

ACQUISITION VALUES 692,110 10,938 6,847 709,895 692,110 10,938 6,847 709,895<br />

Opening accumulated depreciation - -625 756 131 - - - -<br />

Depreciation for the year - -1,875 -1,356 -3,231 - -625 - -625<br />

Exchange rate difference - - -756 -756 - - 756 756<br />

CLOSING ACCUMULATED DEPRECIATION - -2,500 -1,356 -3,856 - -625 756 131<br />

NET BOOK VALUE 692,110 8,438 5,491 706,039 692,110 10,313 7,603 710,026<br />

The greater part of goodwill is attributable to EuroMaint Rail AB and a smaller part to EuroMaint Industry AB. All intangible assets are acquired.<br />

For information with respect to depreciation, see note 1.<br />

*Opening accumulated acquisition values for 2007 refer to the time of the Group's formation on 01-09-2007.<br />

22 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

Buildings and land Buildings and land Improvements<br />

to property<br />

Improvements<br />

to property<br />

SEK (000's)<br />

THE GROUP <strong>2008</strong> 2007<br />

Goodwill Customer Technology Total Goodwill Customer Technology Total<br />

relations<br />

relations


TANGIBLE FIXED ASSETS [cont.]<br />

Plant<br />

and<br />

Plant and<br />

machinery<br />

Equipment, tools,<br />

fixtures and<br />

machinery<br />

fittings<br />

fittings<br />

<strong>2008</strong>-01-01 2007-09-01 <strong>2008</strong>-01-01 2007-09-01 <strong>2008</strong>-01-01 2007-09-01 <strong>2008</strong>-01-01 2007-09-01<br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

127,438 - 203,127 - 46,805 - 419,920 -<br />

- 127,118 - 170,617 - 41,997 - 377,876<br />

- - - - - - - -<br />

- - - - - - - -<br />

15,589 1,498 2,491 10,270 21,666 4,808 40,822 20,982<br />

- - 7,333 29,157 - - 7,333 29,157<br />

-953 -1,178 -3,680 -6,917 - - -4,633 -8,095<br />

441 - 317 - 883 - 1 973 -<br />

142,515 127,438 209,588 203,127 69,354 46,805 465,415 419,920<br />

-95,772 - -111,980 - - - -223,979 -<br />

- -94,180 - -113,111 - - - -222,345<br />

- -477 - 319 - - - -158<br />

-8,205 -2,117 -14,962 -6,194 - - -26,813 -9,484<br />

- - -10,773 - - - -10,773 -<br />

730 1,002 3,634 7,006 - - 4,364 8,008<br />

-37 - -83 - - - -161 -<br />

-103,284 -95,772 -134,164 -111,980 - - -257,362 -223,979<br />

39,231 31,666 75,424 91,147 69,354 46,805 208,053 195,942<br />

NOTE 9 FINANCIAL INCOME AND EXPENSES<br />

Equipment, tools,<br />

fixtures and<br />

Construction in<br />

progress<br />

Construction in<br />

progress<br />

SEK (000's) The Group The Group The Parent Company The Parent Company<br />

<strong>2008</strong>-01-01 2007-09-01 <strong>2008</strong>-01-01 2007-04-25<br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

Interest income 2,574 607 329 11<br />

Other financial income 402 - 48 -<br />

FINANCIAL INCOME 2,976 607 377 11<br />

Interest expenses -84,820* -26,077 -65,672* -20,559<br />

Net exchange rate changes -2 267 -1 012 - -<br />

FINANCIAL EXPENSES -87,087 -27,089 -65,672 -20,559<br />

NET FINANCIAL ITEMS -84,111 -26,482 -65,295 -20,548<br />

*Of interest costs for the parent company and the Group SEK -26 543 are interest expenses attributable to the shareholder loan.<br />

Total Total<br />

>>><br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 23


Notes<br />

NOTE 9 FINANCIAL INCOME AND EXPENSES [cont.]<br />

INCOME AND EXPENSES BY FINANCIAL CATEGORY<br />

SEK (000's)<br />

THE GROUP <strong>2008</strong><br />

Financial assets/liabilities are measured at<br />

fair value in the income statement Loan receivables and Liabilities valued at Derivatives used for<br />

INCOME BY CATEGORY<br />

– Held for trading accounts receivable amortised cost hedging purposes<br />

Interest income -715 3,039 - 250<br />

Other financial income - 402 - -<br />

TOTAL -715 3,441 - 250<br />

EXPENSES BY CATEGORY<br />

Interest expenses 951 - -87,142 1,371<br />

Net exchange rate changes - -2,267 - -<br />

Write-down of financial assets:<br />

Accounts Receivable -1 431<br />

24 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

951 -2,267 -87,037 1,371<br />

THE GROUP 2007<br />

Financial assets/liabilities are measured at<br />

fair value in the income statement Loan receivables and Liabilities valued at Derivatives used for<br />

INCOME BY CATEGORY<br />

– Held for trading accounts receivable amortised cost hedging purposes<br />

Interest income 715 -108 - -<br />

Other financial income - - - -<br />

TOTAL 715 -108 -<br />

EXPENSES BY CATEGORY<br />

Interest expenses -2,978 - -23,099 -<br />

Net exchange rate changes - -1,012 - -<br />

Write-down of financial assets:<br />

Accounts Receivable -3<br />

-2,978 -1,012 -23,099 -<br />

SEK (000's)<br />

PARENT COMPANY <strong>2008</strong><br />

Financial assets/liabilities are measured at<br />

fair value in the income statement Loan receivables and Liabilities valued at Derivatives used for<br />

INCOME BY CATEGORY<br />

– Held for trading accounts receivable amortised cost hedging purposes<br />

Interest income - 79 - 250<br />

Other financial income - 48 - -<br />

TOTAL - 127 - 250<br />

EXPENSES BY CATEGORY<br />

Interest expenses - - -67,043 1,371<br />

Net exchange rate changes - - - -<br />

Write-down of financial assets:<br />

Accounts receivable -<br />

- - -67,043 1,371<br />

PARENT COMPANY 2007<br />

Financial assets/liabilities are measured at<br />

fair value in the income statement Loan receivables and Liabilities valued at Derivatives used for<br />

INCOME BY CATEGORY<br />

– Held for trading accounts receivable amortised cost hedging purposes<br />

Interest income - 11 - -<br />

Other financial income - - - -<br />

TOTAL - 11 - -<br />

EXPENSES BY CATEGORY<br />

Interest expenses - - -20,599 -<br />

Net exchange rate changes - - - -<br />

Write-down of financial assets:<br />

Accounts Receivable -<br />

- - -20,599 -


NOTE 10 TAX<br />

SEK (000's) The Group The Group The Parent Company The Parent Company<br />

Total reported tax <strong>2008</strong>-01-01 2007-09-01 <strong>2008</strong>-01-01 2007-04-25<br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

Current tax -4,349 6,413 22,336 -<br />

Deferred tax -6,630 2,380 -4,047 5,918<br />

TOTAL -10,979 8,793 18,289 5,918<br />

Differences between the reported tax and estimated tax are based on current tax rate consisting of the following components:<br />

Unlike estimated tax with the current tax rate<br />

<strong>Report</strong>ed profit before tax 33,404 -28,789 -65,764 -21,136<br />

Tax according to current tax rate, 28% -9,353 8,061 18,414 5,918<br />

Effects of non-taxable income and non-deductible expenses<br />

Non-deductible expenses -1,041 - -5 -<br />

Non-taxable income 2,912 818 1 -<br />

Effect of deficit utilised from previous years -3,926 - - -<br />

Deficit in subsidiaries 623 - - -<br />

Effect of changed tax rate -120 - -121 -<br />

Difference between Swedish and foreign tax -74 -86 - -<br />

TOTAL -10,979 8,793 18,289 5,918<br />

The Group's effective tax for <strong>2008</strong> amounts to 32.9% (-30.5%) of taxable profit.<br />

The parent company's effective tax for <strong>2008</strong> amounts to -27.8% (-28.9%) of taxable profit.<br />

Deferred tax assets and liabilities are attributable to the following:<br />

Changes in deferred tax assets and deferred tax liabilities related to the hedging instrument<br />

are reported via equity, other changes have been reported in the income statement.<br />

The Group The Group The Parent Company The Parent Company<br />

Deferred tax assets <strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

Provisions for pension obligations 1,992 3,918 - -<br />

Deferred tax attributable to deficits 3,510 5,918 1,871 5,918<br />

Hedging instruments (via equity) 4,762 - 4,639 -<br />

Other provisions 236 1,641 - -<br />

Other - - - -<br />

PROVISIONS AT YEAR END 10,500 11,477 6,510 5,918<br />

Deferred tax liabilities<br />

Provisions for pension obligations 4,162 - - -<br />

Hedging instruments (via equity) 3,089 - - -<br />

Deferred tax in untaxed reserves 5,540 5,110 - -<br />

PROVISIONS AT YEAR END 12,791 5,110 - -<br />

Changes to deferred tax assets and liabilities are attributable to the following:<br />

Change in deferred tax asset<br />

Opening value 11,477 - 5,918 -<br />

Deferred tax attributable to deficits -2,409 5,918 -4,047 5,918<br />

Deferred tax attributable to other provisions -1,405 1,641 - -<br />

Valuation of hedging instruments 4,763 - 4,639 -<br />

Provisions for pension obligations -1,926 3,918 - -<br />

CLOSING VALUE 10,500 11,477 6,510 5,918<br />

Change in deferred tax liability<br />

Opening value 5,110 - - -<br />

Provisions for pension obligations 4,162 - - -<br />

Valuation of hedging instruments 3,089 - - -<br />

Change in deferred tax in untaxed reserves 430 5,110 - -<br />

CLOSING VALUE 12,791 5,110 - -<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 25


Notes<br />

NOTE 11 SHARES IN GROUP COMPANIES<br />

Company's name Corporate<br />

Id. No.<br />

NOTE 12 PENSIONS AND SIMILAR OBLIGATIONS<br />

In accordance with IAS19, Employee Benefits, actuaries on behalf of EuroMaint have<br />

calculated the Group's pension liability and the amount that should currently be should<br />

be set aside for pensions for the Group's employees. Pension plans in EuroMaint<br />

include both defined benefit and defined contribution plans.<br />

Defined-contribution pension obligations<br />

Defined-contribution pension promises comprise the so-called Alternative ITP, individual<br />

pension promises made to senior executives, and PA-03. On 25 April 2006,<br />

the Confederation of Swedish Enterprise and PTK agreed changes to the ITP plan.<br />

The new ITP agreement (ITP1) came into force on 1 July 2007 and is a defined<br />

contribution pension plan. Those covered by ITP1 are thoise born in 1979 or later.<br />

Defined benefit pension obligations<br />

ITP pension<br />

The old ITP plan (ITP2), applicable up to and including 30 June 2007, is a defined<br />

benefit pension plan that includes retirement, family and disability pension. Employees<br />

covered by ITP2 may either be insured by Alecta (ITP2) or by Skandia (ITP-S) and were<br />

born in 1978 or earlier. Certain obligations for retirement pensions and family pensions for<br />

salaried employees in Sweden are secured through insurance with Alecta. According to<br />

a statement from the Swedish Financial <strong>Report</strong>ing Board, UFR 3, this is a defined<br />

benefit plan that includes several employers. For the period 1 January <strong>2008</strong> to<br />

31 December <strong>2008</strong>, the company has not had access to such information that makes<br />

it possible to report this plan as a defined benefit plan. The pension plan according<br />

ITP2 which is secured by an insurance plan with Alecta is therefore reported as a<br />

defined contribution plan.<br />

26 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

Registered office No. of<br />

shares<br />

Capital<br />

and<br />

votes %<br />

EuroMaint AB 556084-8458 Stockholm 1,000 100 935,200 935,200<br />

EuroMaint Rail AB 556032-2918 Stockholm 190,000 100<br />

EuroMaint Bemanning AB 556670-3095 Stockholm 1,000 100<br />

EuroMaint GmbH HRB 103498 B Berlin 1 100<br />

EuroMaint SIA 40003885784 Riga 15,000 100<br />

EuroMaint Tracksupport AB 556673-4363 Stockholm 1,000 100<br />

EuroMaint Industry AB 556232-0134 Skövde 100,000 100<br />

EuroMaint Industry Inc. 42-1733397 Delaware 1,000 100<br />

Book value<br />

31-12-<strong>2008</strong><br />

Book value<br />

31-12-2007<br />

Alecta's surplus can be distributed to policyholders and/or those insured. At the end of<br />

the third quarter of <strong>2008</strong>, Alecta's surplus in the form of level 1 collective consolidation<br />

amounted to 126.0% (164.0%). The collective consolidation level comprises the<br />

market value of Alecta's assets as a percentage of the insurance obligations calculated<br />

in accordance with Alecta's technical insurance calculation basis, which does not<br />

comply with IAS 19.<br />

Pension according to the transitional provisions as well as professional and occupational<br />

disability annuities.<br />

Employees previously covered by the state pension plan PA-91, formerly employed by<br />

the SJ group, have the possibility of early retirement under the transitional provisions.<br />

The pension is paid from 60 years at the earliest and the pension level depends on<br />

salary and length of service. Professional and occupational disability annuities are paid<br />

continuously until the employee dies. EuroMaint is responsible for the costs for this<br />

annuity from an including the end of the year 2000/01, and previously the obligation<br />

lies with Swedish State Railways.<br />

KPA pension<br />

Defined-benefit pensions and annuities under state pension rules for former employees<br />

earned prior to 1992 have been redeemed in the life insurance company KPA.<br />

Premiums for this of SEK 125 million were paid in 1999. The National Government<br />

Employee Pensions Board is responsible for the calculation of benefits and administers the<br />

payment of pensions, whereby funds are continuously taken out of the insurance. The<br />

policy agrees to settle the difference in the cost of pensions paid that from the benefit<br />

amount which was the basis of the redemption premium in 1999. Such a cost adjustment<br />

is normally handled by crediting funds from the surplus held by the Group to KPA.


NOTE 12 PENSIONS AND SIMILAR OBLIGATIONS cont.<br />

SEK (000's)<br />

THE GROUP<br />

The following defined benefit plans<br />

are reported in the balance sheet:<br />

Pension liability/asset in the balance sheet (+/-)<br />

Plan <strong>2008</strong>-12-31 2007-12-311) Funded pension obligation -6,455 -45<br />

Unfunded pension obligation 16,152 22,585<br />

Professional and occupational disability annuities, unfunded 9,336 12,624<br />

TOTAL 19,033 35,164<br />

SEK (000's)<br />

THE GROUP<br />

Specification of the booked<br />

net debt in the balance sheet <strong>2008</strong>-12-31 2007-12-311) Net debt at beginning of year -35,164 -20,968<br />

Retained actuarial gains/losses on acquisition - -16,910<br />

Net cost of defined benefit pension<br />

<strong>Report</strong>ed in the balance sheet as<br />

-1,126 -1,797<br />

increase in pension liability - 78<br />

Remuneration paid 21,435 4,359<br />

Premiums 10,240 3,379<br />

Compensation -14,418 -3,305<br />

NET DEBT AT THE YEAR-END -19,033 -35,164<br />

SEK (000's)<br />

THE GROUP<br />

<strong>2008</strong>-01-01 2007-09-011) Actuarial profits and losses <strong>2008</strong>-12-31 2007-12-31<br />

Actuarial losses at the start of the year -78 -<br />

Amortisation of actuarial loss<br />

Actuarial loss on the present value of obligations<br />

4,600 -<br />

that occurred during the year -36,733 -139<br />

Actuarial loss of change in assumptions<br />

Actuarial gains/losses on plan assets<br />

-38,109 -<br />

that occurred during the year (+/-) -6,518 61<br />

ACTUARIAL LOSS AT THE YEAR-END<br />

WHICH IS INCLUDED IN THE PENSION LIABILITY -76,838 -78<br />

SEK (000's)<br />

THE GROUP<br />

Provisions for pensions and similar<br />

obligations in the balance sheet <strong>2008</strong>-12-31 2007-12-311) Present value of funded obligations 333,631 267,616<br />

Fair value of plan assets -281,349 -267,661<br />

Receivable/liability (-/+) 52,282 -45<br />

Present value of unfunded obligations 34,005 35,209<br />

Retained actuarial gains/losses (+/-)<br />

Write-down of assets under<br />

-76,838 -<br />

IAS 19 point 58b 9,584 -<br />

ALLOCATED IN THE BALANCE SHEET FOR<br />

PENSIONS AND SIMILAR OBLIGATIONS 19,033 35,164<br />

SEK (000's)<br />

THE GROUP<br />

<strong>2008</strong>-01-01 2007-09-011) <strong>Report</strong>ed pension cost in the income statement <strong>2008</strong>-12-31 2007-12-31<br />

Cost of earned benefits -5,323 -1,707<br />

Interest expense -12,252 -3,564<br />

Expected return on plan assets<br />

Change in the write-down of<br />

9,844 3,475<br />

pension assets (IAS 19 point 58b) 4,957 -<br />

Amortisation of actuarial profit/loss (+/-)<br />

Change in payroll tax on change<br />

-4,600 -<br />

in pension liability 6,248 -<br />

COST OF<br />

DEFINED BENEFIT PENSIONS -1,126 -1,796<br />

Cost of defined contribution pensions -50,938 -3,465<br />

COST REPORTED IN THE INCOME STATEMENT -52,064 -5,261<br />

SEK (000's)<br />

THE GROUP<br />

<strong>2008</strong>-01-01 2007-09-011) Reconciliation of changes in plan assets<br />

Fair value of plan assets<br />

<strong>2008</strong>-12-31 2007-12-31<br />

at the start of the year2) 282,202 261,453<br />

Expected return during the year 9,844 3,475<br />

Premiums paid 10,240 3,379<br />

Remuneration paid -14,419 -3,305<br />

Actuarial gain during the year -6,518 2,659<br />

PLAN ASSETS<br />

FAIR VALUE AT THE YEAR-END 281,349 267,661<br />

1) 2007 refers to the period between 1 September and 31 December and the opening<br />

values and changes indicated are calculated.<br />

2) Plan assets opening fair value have been affected by the reversal<br />

of 2007 reduction in assets by SEK 14,541,000.<br />

Plan assets are invested in pension schemes at Skandia and KPA. Insurance policies<br />

contain a mixture of shares and bonds. At <strong>2008</strong>-12-31, 41% (41%) were in bonds,<br />

45% (45%) in shares, 10% (10%) in property and (4%) in other. The return during the<br />

year amounted on average to 2.0% compared with the period from 1 September to<br />

31 December 2007 when the return was 6.6%.<br />

For the financial year 2009, the company estimates that the costs of defined benefit<br />

and defined contribution pensions will be slightly higher than in <strong>2008</strong>.<br />

SEK (000's)<br />

THE GROUP<br />

Calculation Assumptions <strong>2008</strong>-12-31 2007-12-31<br />

Discount rate 4.30% 3.80%<br />

Expected return on plan assets 4.00% 4.00%<br />

Expected salary increase 3.00% 2.50%<br />

Increase in outgoing pensions 2.00% 1.80%<br />

Employee turnover 3.40% 3.40%<br />

Increase in income base amounts<br />

Expected average remaining<br />

2.00% 2.80%<br />

service for employees 14 years 14 years<br />

The discount rate is based on government bonds with the same duration as the Group's<br />

pension obligations. The expected return on plan assets is based on the portfolio<br />

allocation which the insurance companies report. Long-term inflation measures based<br />

on market expectations, which can be seen between real and nominal bonds.<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 27


Notes<br />

NOTE 13 STOCK<br />

SEK (000's)<br />

THE GROUP <strong>2008</strong>-12-31 2007-12-31<br />

Gross Stock 360,650 376,834<br />

Obsolescence reserve -96,297 -96,588<br />

Net stock 264,353 280,246<br />

Distributed according to below<br />

Exchange Articles 67,990 74,100<br />

Spare parts 151,692 149,921<br />

Other 44,671 56,225<br />

TOTAL 264,353 280,246<br />

All companies use an obsolescence scale tailored to each company's specific circumstances. At 31 December <strong>2008</strong> the acquisition cost for stock amounted to SEK 248 million (261).<br />

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).<br />

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).<br />

NOTE 14 ACCOUNTS RECEIVABLE AND OTHER RECEIVABLES<br />

SEK (000's) The Group The Group The Parent Company The Parent Company<br />

28 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

Accounts receivable 309,903 344,955 -1,084 1,004<br />

Receivables from Group companies - 1,757 - -<br />

Tax assets 28,400 16,026 - -<br />

Other receivables 75,219 87,300 80,446 925<br />

Completed, not invoiced 193,458 87,691 - -<br />

Prepaid expenses and<br />

accrued income 68,117 71,354 - -<br />

TOTAL 675,097 609,083 79,362 1,929<br />

Specification of Prepaid expenses and accrued income<br />

Prepaid rent 25,035 20,749 - -<br />

Accrued income maintenance measures 33,444 32,512 - -<br />

Other 9,638 18,093 - -<br />

TOTAL 68,117 71,354 - -<br />

NOTE 15 INTEREST BEARING LIABILITIES<br />

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:<br />

SEK (000's)<br />

THE GROUP<br />

Fair value Book value Fair value Book value<br />

Long-term <strong>2008</strong>-12-31 <strong>2008</strong>-12-31 2007-12-31 2007-12-31<br />

Bank loan 730,000 730,000 760,000 760,000<br />

Shareholder borrowing 244,112 244,112 217,569 217,569<br />

Financial lease liability 27,296 27,296 29,157 29,157<br />

Other* -10,880 -10,880 -12,800 -12,800<br />

TOTAL 990,528 990,528 993,926 993,926<br />

*Other relates to bank charges for the borrowed loan. These are amortised over the term and are returned during the term of the loan.<br />

Short-term<br />

Bank overdraft facility - - 22,840 22,840<br />

TOTAL - - 22,840 22,840<br />

Dedicated bank overdraft facility 160,000 - 122,500 -


NOTE 15 INTEREST BEARING LIABILITIES cont.<br />

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<br />

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<br />

for issued bank guarantees. Interest on the shareholder loan amounts to 12% and is tied to the repayment.<br />

The Group's exposure, with respect to external borrowing, to changes in interest and the contractual timing of interest rate renegotiation is as follows:<br />

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<br />

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%.<br />

At 31 December <strong>2008</strong> the swap contractamounted to SEK 365,000,000. During 2009, a further SEK 22.5 million will be redeemed.<br />

The average term in months for outstanding external bank loans is therefore: 14<br />

Weighted average interest rates including interest margins on the balance sheet date were: 5.35%<br />

NOTE 16 OTHER PROVISIONS<br />

SEK (000's)<br />

THE GROUP<br />

Provision warrantees <strong>2008</strong>-12-31 2007-12-31<br />

Provisions at beginning of year* 16,276 19,798<br />

Provisions for the year 14,764 -<br />

Utilisation during the year -200 -<br />

Reversal of provisions -12,000 -3,522<br />

PROVISIONS AT YEAR END 18,840 16,276<br />

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<br />

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<br />

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,<br />

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<br />

long-term.<br />

*The provision in 2007 relates to the formation of the Group.<br />

NOTE 17 ACCOUNTS PAYABLE AND OTHER LIABILITIES<br />

SEK (000's) The Group The Group The Parent Company The Parent Company<br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

Advance payment from customers 71,770 50,420 - -<br />

Accounts payable 235,877 201,591 - 814<br />

Liabilities to Group companies 21 34 22,445 -<br />

Accrued liabilities and deferred income* 288,949 249,602 475 545<br />

Other liabilities 30,152 43,623 1,061 -<br />

TOTAL 626,769 545,270 23,981 1,359<br />

*Specification of Accrued liabilities and deferred income<br />

The Group The Group<br />

Interest rate duration <strong>2008</strong>-12-31 2007-12-31<br />

1 year or less 365,000 380,000<br />

1–5 years 365,000 380,000<br />

TOTAL 730,000 760,000<br />

Relating to maturity bank loans and shareholder loans, see note 22.<br />

Relating to financial leasing agreements, see note 20.<br />

Personnel costs 106,682 105,197 299 -<br />

Product Liabilities 34,840 21,576 - -<br />

Accrued costs maintenance measures 84,395 25,142 176 -<br />

Other 63,032 97,687 - 545<br />

TOTAL 288,949 249,602 475 545<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 29


Notes<br />

NOTE 18 PLEDGED ASSETS AND CONTINGENT LIABILITIES<br />

SEK (000's) The Group The Group The Parent Company The Parent Company<br />

Pledged assets <strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

Pledged shares in subsidiaries (net assets)* 93,287 63,653 93,287 63,653<br />

Pledged floating charges on assets 25,190 25,190 - -<br />

Contingent liabilities<br />

Pension obligations, FPG/PRI 30 30 - -<br />

TOTAL 118,507 88,873 93,287 63,653<br />

Floating charges on assets and shares in subsidiaries (EuroMaint AB, EuroMaint Rail AB<br />

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<br />

current subsidiaries.<br />

*In the carrying amount for pledged shares the consolidated goodwill of SEK 692 million has not included.<br />

NOTE 19 OPERATING LEASES<br />

SEK (000's)<br />

THE GROUP<br />

Future minimum lease charges <strong>2008</strong>-12-31 2007-12-31<br />

Within 1 year 56 10,347<br />

between 1–5 years 51 11,544<br />

More than 5 years - 1,476<br />

TOTAL 107 23,367<br />

Expensed lease rentals 162 3,718<br />

TOTAL 162 3,718<br />

The rental of certain vehicles is reported under the Group's operating leases.<br />

At the beginning of <strong>2008</strong> the majority of lease agreements were reclassified from<br />

operating leases to finance leases.<br />

NOTE 21 CASH FLOW STATEMENT, OTHER NON LIQUIDITY AFFECTING ITEMS<br />

SEK (000's) The Group The Group The Parent Company The Parent Company<br />

Capital gain/Capital loss <strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

Change in personnel-related reserves -19,900 44,000 - -<br />

Change in the pension provision -16,131 366 - -<br />

Change in other provisions and reserves 2,564 -3,522 - -<br />

Unpaid interest on loans 26,543 8,569 - -<br />

Other items 10,687 -6,839 10,766 -<br />

TOTAL 3,763 42,574 10,766 -<br />

Operating activities include interest paid on SEK -54,896,000 (-14,886,000) and interest received on SEK 855,000 (1,249,000).<br />

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<br />

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.<br />

30 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

NOTE 20 FINANCE LEASE<br />

SEK (000's)<br />

THE GROUP<br />

Future minimum lease charges <strong>2008</strong>-12-31 2007-12-31<br />

Within 1 year 9,528 -<br />

between 1–5 years 9,868 -<br />

More than 5 years 991 -<br />

TOTAL 20,399 -<br />

Future minimum lease charges exclude guaranteed residual values as these do not<br />

constitute a future payment. Guaranteed residual values are included in the closing<br />

lease liabilities however.<br />

Expensed lease rentals 11,409 -<br />

TOTAL 11,409 -<br />

No variable fees are included in net income. The hire of vehicles, computers and some<br />

office equipment is reported under the Group's financial leasing. At the beginning<br />

of <strong>2008</strong>, the majority of lease agreements were reclassified from operating leases to<br />

finance leases, therefore, no comparative figures can be given.<br />

For the majority of the financial leasing contracts, at the end of the contract<br />

EuroMaint can either allocate a purchaser for the equipment for SEK 1,000, excluding<br />

VAT, return the equipment to the lessor or extend the contract (the new rental then<br />

becomes a quarterly rent per year as previously).


NOTE 22 FINANCIAL RISKS AND FINANCE POLICY<br />

Through its operations, EuroMaint is exposed to financial risks, including the effect of<br />

changes to prices on the loan and capital markets, exchange rates and interest rates.<br />

The Group's overall risk management focuses on unpredictability of the financial<br />

markets, and strives to minimise potentially unfavourable influences on the Group’s<br />

financial results. Financial operations in the Group are centralised in EuroMaint AB's<br />

financial function. The financial function acts as an internal bank and is responsible<br />

for the sourcing of capital, cash management and financial risk management. The<br />

operations are regulated through the Group’s Financial regulations.<br />

The following important financial risks are dealt with:<br />

Market risk<br />

The risk that the value of, or future cash flow from a financial instrument varies due to<br />

changes in market prices. Currency risk and interest rate risk constitute market risks.<br />

Currency risks<br />

Currency risk refers to the risk that exchange rate fluctuations negatively affect the<br />

Group's income statement, balance sheet and/or the cash flow. Currency risk exists<br />

both in the form of transaction risk and translation risk.<br />

EuroMaint is to some extent exposed to currency risks and transaction risks because of<br />

relatively large volumes purchased in foreign currency and small customer billing in the corresponding<br />

currencies. Purchases made in foreign currencies for major projects are hedged<br />

at 100% or are agreed with variable currency clauses during the tender/contract work.<br />

Financial regulations also specify that the current net flows should be hedged at least to the<br />

specified levels during a rolling 12 month forecast period, which usually takes place by means<br />

of currency futures. Hedging is done quarterly with levels of 40% to 70% for the coming<br />

quarters 1–4. The currencies EuroMaint is exposed to are EUR, NOK, USD, GBP, DKK, LVL<br />

and CHF. The biggest currency exposure EuroMaint has is on its material purchases in EUR.<br />

The net flow is approximately EUR 16 million (12) per year, which means that a 5% deterioration<br />

of the exchange rate will result in increased purchases before hedging of approximately<br />

EUR 800,000 (600,000) before tax or equivalent to approximately SEK 8.7 million (5.5)<br />

before tax. Currency hedges are made against this net flow amounting to an annual average<br />

of 50% of the amount. Exposure in NOK is mainly billing in connection with refurbishmentbusiness<br />

and the fixed parts are hedged at 100% with currency futures. Exposure<br />

relating to the transaction risk attributable to the other currencies are not significant.<br />

Currency risk in the form of translation risk is attributable to the currencies EUR, LVL<br />

and USD. The translation differences are judged as being small, however.<br />

Interest rate risk<br />

Interest rate risk refers to the risk of a negative effect on the Group's profit due to<br />

changes in the market rates of interest.<br />

EuroMaint affected by the general rate adjustments on its external debt portfolio.<br />

To counter these, 50% of the value of bank loans have been hedged with a 3 year interest<br />

rate swap. The underlying loans run for 3 months. Interest rate swaps provide a base<br />

rate of 4.6125% during the 3-year period. With the current size of the loan portfolio and<br />

50% assurance level (interest swap), an increase in interest rates of 1% unit increases<br />

the annual interest expense for EuroMaint by SEK 3.65 million before taxes. The shareholder<br />

loan carries a fixed rate of 12% until the loan is repaid.<br />

Other risks<br />

Credit risk<br />

Credit risk is the risk generated by the fact that the investor's opposite party's changes<br />

in an unpredictable manner thereby resulting in a loss for the Group.<br />

EuroMaint have procedures in place to minimize the ongoing customer credit<br />

risk in the operations. These routines relate, for example to credit testing, advances<br />

and warranty management, and ongoing credit monitoring. Identified customer losses<br />

during <strong>2008</strong> amounted to SEK 1,232,000 (3,000). At balance sheet date, EuroMaint had<br />

indirect collateral of approximately SEK 72 million (50) in the form of advances from<br />

customers The Group considers that there are no significant concentrations of credit<br />

risk in respect of the financial assets.<br />

Age analysis, due non-impaired accounts receivable Book value<br />

Not due 266,080<br />

Due 0–60 days 33,495<br />

Due 61–180 days 2,491<br />

Due 181–365 days 1,301<br />

More than 1 year 6,536<br />

TOTAL ACCOUNTS RECEIVABLE 309,903<br />

Financial assets that are either due for payment or the write-down is deemed to have a<br />

good credit quality.<br />

Liquidity and refinancing risk<br />

Refinancing risk refers to the risk that the refinancing of mature loans is complicated<br />

or becomes costly and that EuroMaint therefore has difficulty fulfilling its payment<br />

obligations. Liquidity risk refers to the risk of difficulties fulfilling the obligations<br />

associated with financial liabilities.<br />

EuroMaint's policy is to always have the available cash and secured refinancing to<br />

the extent required for the activity. At 31 December <strong>2008</strong> there was a framework loan<br />

with Swedbank of SEK 960 million (960) including a bank overdraft with a framework<br />

of SEK 160 million (SEK 122.5 million). At 31 December <strong>2008</strong>, EuroMaint fulfilled all the<br />

requirements of the financial ratios related to the financing agreement.<br />

Due dates on bank loans and shareholder loans: Book value<br />

Within 1 year 45,000<br />

1–5 years 180,000<br />

5 years or later 749,000<br />

TOTAL 974,000<br />

Relating to financial leasing due dates, see note 20.<br />

SEK (000's)<br />

Fair value of derivative instruments<br />

at the balance sheet date<br />

Contracts with positive fair values:<br />

<strong>2008</strong>-12-31 2007-12-31<br />

Currency hedging (due date within 1 year) 11,302 715<br />

Contracts with negative fair values:<br />

Interest rate swap (due date 1-5 years) 17,638 -<br />

Currency hedging (due date within 1 year) 2,027 2,978<br />

The nominal amount of outstanding derivatives at 31 December <strong>2008</strong> is<br />

NOK 121,690,000 (Sales) and EUR 6,900,000 (Purchase)<br />

As of 1 January <strong>2008</strong> derivative instruments are classified as hedging instruments.<br />

Within this, changes in value are reported via equity. The fair value on the derivative<br />

contract corresponds to Swedbank's measurement.<br />

NOTE 23 INFORMATION ON FAIR VALUE<br />

RELATING TO FINANCIAL INSTRUMENTS<br />

Fair values of all financial instruments are consistent with book value, as all interest<br />

including interest on loans are deemed marketable.<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 31


Notes<br />

NOTE 24 FINANCIAL INSTRUMENTS<br />

SEK (000's), THE GROUP <strong>2008</strong><br />

ASSETS BY CATEGORY<br />

At 31 December <strong>2008</strong><br />

Assets in the balance sheet Held for trading Book value Book value<br />

Accounts receivable - 309,903 -<br />

Other receivables - 63,917 -<br />

Derivative instruments - - 11,302<br />

TOTAL - 373,820 11,302<br />

FINANCIAL INSTRUMENTS, LIABILITIES BY CATEGORY<br />

At 31 December <strong>2008</strong><br />

Liabilities in the balance sheet Held for trading Book value Book value<br />

Long-term interest bearing liabilities - 746,416 -<br />

Shareholder borrowing - 244,112 -<br />

Derivative instruments, long-term - - 17,638<br />

Syntethtic options and shares 8,452 - -<br />

Accounts payable - 235,898 -<br />

Derivative instruments, short-term 2,027 - -<br />

TOTAL 10,479 1,226,426 17,638<br />

SEK (000's), THE GROUP 2007<br />

ASSETS BY CATEGORY<br />

At 31 December 2007<br />

Assets in the balance sheet Held for trading Book value Book value<br />

Accounts receivable - 346,712 -<br />

Other receivables - 20,375 -<br />

Derivative instruments 715 - -<br />

Prepaid expenses and accrued income - 54 -<br />

TOTAL 715 367,141 -<br />

FINANCIAL INSTRUMENTS, LIABILITIES BY CATEGORY<br />

At 31 December 2007<br />

Liabilities in the balance sheet Held for trading Book value Book value<br />

Long-term interest bearing liabilities - 776,358 -<br />

Shareholder borrowing - 217,569 -<br />

Accounts payable - 201,625 -<br />

Liabilities to credit institutions, non-interest bearing - 22,840 -<br />

Derivative instruments, short-term 2,978 - -<br />

Accrued costs and deferred income - 430 -<br />

NOTE 25 NET TURNOVER<br />

SEK (000's) The Group The Group The Parent Company The Parent Company<br />

32 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

Financial assets measured at fair value<br />

via the income statement<br />

Financial assets measured at fair value<br />

via the income statement<br />

Financial assets measured at fair value<br />

via the income statement<br />

Financial assets measured at fair value<br />

via the income statement<br />

Loan receivables and<br />

accounts receivable<br />

Loan receivables and<br />

accounts receivable<br />

Loan receivables and<br />

accounts receivable<br />

Loan receivables and<br />

accounts receivable<br />

Derivatives used for<br />

hedging purposes<br />

Derivatives used for<br />

hedging purposes<br />

Derivatives used for<br />

hedging purposes<br />

Derivatives used for<br />

hedging purposes<br />

TOTAL 2,978 1,218,822 -<br />

<strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

Sale of services 2,090,423 674,607 4,458 1,512<br />

Sale of goods 225,523 65,245 - -<br />

TOTAL 2,315,946 739,852 4,458 1,512


NOTE 24 FINANCIAL INSTRUMENTS cont.<br />

SEK (000's), PARENT COMPANY <strong>2008</strong><br />

ASSETS BY CATEGORY<br />

At 31 December <strong>2008</strong><br />

Assets in the balance sheet Held for trading Book value Book value<br />

Accounts receivable - -1,084 -<br />

Other receivables - 80,446 -<br />

TOTAL - 79,362 -<br />

FINANCIAL INSTRUMENTS, LIABILITIES BY CATEGORY<br />

At 31 December <strong>2008</strong><br />

Liabilities in the balance sheet Held for trading Book value Book value<br />

Long-term interest bearing liabilities - 539,120 -<br />

Shareholder borrowing - 244,112 -<br />

Derivative instruments, long-term - - 17,638<br />

Syntethtic options and shares 8,452 - -<br />

Liabilities to group companies, non-interest bearing - 22,445 -<br />

TOTAL 8,452 805,677 17,638<br />

SEK (000's), PARENT COMPANY 2007<br />

ASSETS BY CATEGORY<br />

At 31 December 2007<br />

Assets in the balance sheet Held for trading Book value Book value<br />

Accounts receivable - 1,004 -<br />

Other receivables - 925 -<br />

TOTAL - 1,929 -<br />

FINANCIAL INSTRUMENTS, LIABILITIES BY CATEGORY<br />

At 31 December 2007<br />

NOTE 26 INCURRED NON INVOICABLE<br />

Financial assets measured at fair value<br />

via the income statement<br />

Financial assets measured at fair value<br />

via the income statement<br />

Financial assets measured at fair value<br />

via the income statement<br />

Financial assets measured at fair value<br />

via the income statement<br />

Loan receivables and<br />

accounts receivable<br />

Loan receivables and<br />

accounts receivable<br />

Loan receivables and<br />

accounts receivable<br />

Loan receivables and<br />

accounts receivable<br />

Derivatives used for<br />

hedging purposes<br />

Derivatives used for<br />

hedging purposes<br />

Derivatives used for<br />

hedging purposes<br />

Derivatives used for<br />

hedging purposes<br />

Liabilities in the balance sheet Held for trading Book value Book value<br />

Long-term interest bearing liabilities - 537,200 -<br />

Shareholder borrowing - 217,569 -<br />

Accounts payable - 814 -<br />

TOTAL - 755,583 -<br />

SEK (000's) The Group The Group The Parent Company The Parent Company<br />

Assets in the balance sheet <strong>2008</strong>-12-31 2007-12-31 <strong>2008</strong>-12-31 2007-12-31<br />

Accrued income 251,222 88,624 - -<br />

Invoiced revenue - 133,110 -39,929 - -<br />

Work in progress 75,346 38,996 - -<br />

TOTAL 193,458 87,691 - -<br />

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<br />

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<br />

sensitive.<br />

EUROMAINT ANNUAL REPORT <strong>2008</strong> • 33


34 • EUROMAINT ANNUAL REPORT <strong>2008</strong><br />

Stockholm 2 March 2009<br />

Wille Laurén Knut Hansen Henrik Joelsson Jonathan Wallis<br />

Chairman of the board<br />

Auditors' <strong>Report</strong><br />

To the annual meeting of the shareholders of EuroMaint Gruppen AB<br />

Corporate identity number 556731-5402<br />

We have audited the annual accounts, the consolidated accounts, the<br />

accounting records and the administration of the board of directors and<br />

the managing director of EuroMaint Gruppen AB for the year <strong>2008</strong>. The<br />

annual accounts and the consolidated accounts of the company are<br />

included in the printed version of this document on pages 3–34. The board<br />

of directors and the managing director are responsible for these accounts<br />

and the administration of the company as well as for the application of the<br />

<strong>Annual</strong> Accounts Act when preparing the annual accounts and the application<br />

of international financial reporting standards IFRSs as adopted by the EU<br />

and the <strong>Annual</strong> Accounts Act when preparing the<br />

consolidated accounts. Our responsibility is to express an opinion on the<br />

annual accounts, the consolidated accounts and the administration based<br />

on our audit.<br />

We conducted our audit in accordance with generally accepted auditing<br />

standards in Sweden. Those standards require that we plan and perform<br />

the audit to obtain reasonable assurance that the annual accounts and the<br />

consolidated accounts are free of material misstatement. An audit includes<br />

examining, on a test basis, evidence supporting the amounts and disclosures<br />

in the accounts. An audit also includes assessing the accounting principles<br />

used and their application by the board of directors and the managing<br />

director and significant estimates made by the board of directors and the<br />

managing director when preparing the annual accounts and the consolidated<br />

accounts as well as evaluating the overall presentation of information<br />

in the annual accounts and the consolidated accounts. As a basis for our<br />

opinion concerning discharge from liability, we examined significant<br />

decisions, actions taken and circumstances of the company in order to be<br />

able to determine the liability, if any, to the company of any board member<br />

or the managing director. We also examined whether any board member<br />

Per Granström Bertil Hallén Karin Nyberg<br />

Ole Kjörrefjord<br />

President and CEO<br />

or the managing director has, in any other way, acted in contravention of<br />

the Companies Act, the <strong>Annual</strong> Accounts Act or the Articles of Association.<br />

We believe that our audit provides a reasonable basis for our opinion set<br />

out below.<br />

The annual accounts have been prepared in accordance with the<br />

<strong>Annual</strong> Accounts Act and give a true and fair view of the company’s financial<br />

position and results of operations in accordance with generally accepted<br />

accounting principles in Sweden. The consolidated accounts have been<br />

prepared in accordance with international financial reporting standards<br />

IFRSs as adopted by the EU and the <strong>Annual</strong> Accounts Act and give a true<br />

and fair view of the group’s financial position and results of operations.<br />

The statutory administration report is consistent with the other parts of<br />

the annual accounts and the consolidated accounts.<br />

We recommend to the annual meeting of shareholders that the<br />

income statements and balance sheets of the parent company and the<br />

group be adopted, that the profit of the parent company be dealt with in<br />

accordance with the proposal in the statutory administration report and<br />

that the members of the board of directors and the managing director<br />

be discharged from liability for the financial year.<br />

Stockholm 2 March 2009<br />

KPMG AB<br />

Fredrik Sjölander<br />

Authorized Public Accountant


DESIGN AND PRODUCTION: Jointly EuroMaint AB and Care of Haus, Västerås. PHOTOGRAPHY: Lasse Fredriksson. REPRO: Turbin, Västerås. PRINTED BY: Edita, Västerås 2009.


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EUROMAINT ANNUAL REPORT <strong>2008</strong> • 36

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