Norconsult ASA (NORCO) Earnings Call Transcript

Good morning, ladies and gentlemen, and welcome to Norconsult's Presentation of our Third Quarter Results. My name is Egil Hogna, and I will share today's presentation with our CFO, Dag Fladby. And today, we will present to you another quarter with solid organic growth and improved profitability. Before I start, I'd like to spend a few seconds on this beautiful picture of actually our largest project so far, the Drammen Station and the development from Drammen to Kobbervikdalen, which is a project that has lasted for close to 10 years. It is a project, which has been completed on time on budget and at the right quality, which our customer, Bane NOR expected. And today, we will present a number of other projects, which are important going forward. Norconsult has grown quite a bit during the third quarter. We are now approximately 7,000 employees in the company, which is up 400 compared to where we were at the end of the second quarter. We continue to have approximately 1/3 of our business in Buildings and Architecture, 1/3 Infrastructure and 1/3 Energy & Industry, which gives us a diversified portfolio with reduced exposure to any particular single market. It also helps that we have roughly 50-50 public and private customers, in total, 15,000 customers and every year, approximately 35,000 different projects. The third quarter has been a good quarter. Our net revenues increased by approximately 13% to NOK 2.2 billion. We had a small calendar effect of NOK 9 million affecting both revenues and EBITDA positively. And the organic growth was 7% when we correct for the calendar effects. Our adjusted EBITA increased by 26% from NOK 162 million to NOK 204 million. And when we look at the adjusted EBITA margin correcting for calendar effects, it ended at 8.9%, up roughly 0.5 percentage point compared to the same quarter last year. The main event of the third quarter was the completion or acquisition of the Aas-Jakobsen Group, a group of more than 200 very competent individuals, specialists in advanced construction and infrastructure projects. Our order book increased by approximately 4% from NOK 7.1 billion to NOK 7.4 billion. And as our CFO will tell you more about, we also had a nice increase of the billing ratio during the quarter. In terms of the people development, I mentioned that we had quite a growth during the third quarter. The Aas-Jakobsen acquisition was part of it, but we also had significant -- significant organic growth. And the increase of 400 people is roughly 50-50 split between organic growth and acquisitions. We also appointed a new EVP for our Danish business coming from Sweco in Denmark. However, he does not start in his position before the 1st of May next year. During the third quarter, we also run our annual employee survey. We had a very high participation rate of 89%. And similarly to previous years, we had very strong results in terms of employee satisfaction. But we use this survey very actively to identify where we have units with different results to make sure we understand what our employees think, what they are concerned about and that where relevant, we take the appropriate actions. In Sweden, we were also, for the fifth consecutive year, nominated as a career company, which is a nomination given to companies with particularly good development opportunities, which are highly appreciated by the people working there. The market was, I have to say, very similar to the previous quarter. It was a stable market with -- in the Buildings and Architecture business, still a fairly weak private market, while we saw a stability at a good level in the public part of the market. Infrastructure is also mainly a public market where the demand followed the long-term plans, which have been developed by the governments in the Nordic sector. And we continue to have long-term customer relationships, making this probably our most stable business. The energy part of our market was strong, in particular, when it comes to power lines and hydropower, but we also see some improvement when it comes to wind, although that is still a difficult market. For industry, the activity was still quite variable between the different subsegments. And then on to some project examples. And here, we have one from an urban development in Partille in the western parts of Sweden, where Norconsult has an important overall responsibility. Another example is the new music building at NTNU, the university in Trondheim, where we have a so-called integrated project delivery, where we, in close collaboration with the construction company, Veidekke and the investor Statsbygg are developing a new and important building as part of the university campus. We also have one subcontractor, Olav Olsen, who is supporting this important project. Another project example this time coming from the Aas-Jakobsen Group, which is now part of Norconsult is the National Road 13 between Lovraeidet and Rødsliane, where there has been a stretch of road with a lot of rockfall, a dangerous stretch of road, where there now will be a 3-kilometer tunnel in order to bypass the most exposed areas with also other important parts. And this is a project where both the geologists and geotechnicians from Geovita and Aas-Jakobsen Trondheim are cooperating, and they are both part of the Aas-Jakobsen Group, which, again, is part of Norconsult. Blafalli Fjellhaugen is the largest hydropower development in Norway for quite a few years, actually, 185 megawatts. We see, as I mentioned, a very positive and good level of activity in the energy segment. And we have been involved from the early stages and are now looking forward to working on the main part of this new and important development. Alnabru in Oslo is actually the Nordic region's largest freight terminal. We have had a project here to upgrade the signaling system, and we have now won the important next phase associated with the follow-up during the construction and the documentation for the entire signaling system. This is an example of a very complex project, where our digital expertise has been important in order to win this project. And then over to the financial presentation, Dag.

Thank you, Egil. Net revenue in the third quarter ended at NOK 2.19 billion, up from NOK 1.92 billion the same quarter last year. This is a 13% growth and Aas-Jakobsen Group is included from August in these figures. Adjusted for the calendar effects, we have a 7% organic growth, which is driven by higher number of employees, increased average billing rates and also improved billing ratio. In third quarter, the billing ratio is at the lowest when we talk about seasonality. That is due to that we have quite many new people coming in, in our organization and starts in August and September. Our billing ratio end of quarter -- in quarter 3 ended at 72.7% up from 71.0%. So a continued improvement from second quarter. Adjusted for Aas-Jakobsen, the billing ratio is 72.5%. EBITA ended at NOK 204 million, up from NOK 162 million, a 9.3% margin and adjusted for the calendar effects, 8.9%, an improvement from 8.4% in the same quarter last year. The improvement is due to increased revenue, improved billing rates as well as improved billing ratios. In this quarter, we have booked amortization of NOK 15 million. And as I mentioned, Aas-Jakobsen Group is included from August. We have then done a purchase price calculation and approximately 15% of the equity value is distributed to intangible assets. And intangible assets are amortized according to the life cycles. So in this quarter, that is accounting for NOK 8 million. In the appendix in the presentation, you also will find our expectations for amortization going forward based from this acquisition. Profit after tax, NOK 132 million, up from NOK 53 million in the same quarter last year. And in terms of EBITA contributors, Norway Head Office, Norway Regions and Renewable Energy's contributed positively this quarter, while Sweden, Denmark and Digital and Technogarden was slightly lower EBITA. Other is improving by NOK 11 million. That is due to change in internal cost distribution between the quarters, and that will not have a full year effect. Then moving into the segment, and we start with Norway Head Office to the left, where net revenue ended at NOK 703 million, up from NOK 563 million. That is a 20% -- 25% growth, including Aas-Jakobsen, which is temporarily reported at Norway Head office. The revenue included in this quarter is from August, and it's NOK 85 million. Organic growth, 9%, driven by increased FTEs, increased billing rates and also improved billing ratios. EBITA, NOK 79 million, up from NOK 60 million in the same quarter last year and also an improved margin, ending at 11% in the quarter, up from 10.6%. Increased billing rates as well as improved billing ratio and solid project execution are the main drivers for the increased profitability. In the quarter, we also have a contribution of NOK 12 million from Aas-Jakobsen. That includes a provision for stay-on bonuses of NOK 2 million. And the NOK 2 million, they will be repeated in the next 6 quarters for our provision. Then to region. And Norway Regions had a net revenue of NOK 606 million in the quarter, up from NOK 554 million. Organic growth, 9% due to increased billing ratio and also higher billing rates. EBITA, NOK 51 million, up from NOK 40 million in the same quarter last year, where the improved margin is from 7.2% to 7.9%. And the main driver for that is improved billing ratio. Then moving to Sweden. And in Sweden, we had a net revenue of NOK 364 million this quarter, up from NOK 314 million, a 16% growth, while the organic growth was 6%, driven by higher number of FTEs and also increased billing ratios. EBITA, NOK 10 million, more or less same level as last year, where the EBITA margin ended at 2.1%, down from 3.5%. Sigma Civil, which is a turnaround case, was still affecting the EBITA negatively with NOK 3 million this quarter. However, the integration is going as planned, and we see positive development month by month. On Denmark, we have an organic growth of 4%. This is due to higher number of FTEs and also increased billing rates. EBITA, NOK 11 million, down from NOK 15 million and a slightly lower EBITA margin ending at 6.1%, down from 8.7%. Main explanation for that is that we have NOK 4 million additional expenses related to the senior recruitment initiative in order to secure long-term growth. And in addition to that, we have additional NOK 2 million in provision for earn-out. Renewable Energy with a net revenue of NOK 194 million in the quarter had an organic growth of 12%. The strong organic growth is driven by the Norwegian entities, Hydropower and Transmission and other units partly mitigated by lower revenue in the international operations. EBITA, NOK 35 million, up from NOK 26 million and a strong EBITA margin of 17.9%, up from 14.8%. And the strong margin is due to continued high billing ratio and also high billing rates. And finally, Digital and Technogarden, where the net revenue declined with 6% that is due to decreased volume in Technogarden and also less FTEs in both Technogarden and Digital. EBITA was NOK 17 million, down from NOK 22 million. We have a margin of 11.3%, slightly lower than last year. This is mainly due to more -- less capitalization of costs in Digital this quarter compared with the same quarter last year and also slightly lower profitability in Technogarden due to lower volume. Then to cash flow and cash flow from operation has seasonal variation. Third quarter is always normally the weakest quarter. And this quarter, we have a cash flow from operation of minus NOK 103 million compared with minus NOK 126 million the same quarter last year. We have increased working capital, partly due to the seasonality, but also partly due to the growth. In addition to that, Aas-Jakobsen is included from August and the cash flow in August and September is normally quite weak. So approximately NOK 40 million minus of the NOK 103 million is due to that we have included Aas-Jakobsen for only 2 months. Cash flow from investing activities, minus NOK 983 million compared with minus NOK 24 million. That is explained by the acquisition and payment for Aas-Jakobsen Group with NOK 1.12 billion. In addition to that, we have also sold some of our bonds investments and converted that into cash. And cash flow from financing activities, NOK 810 million compared to minus NOK 71 million. We took on NOK 900 million term loan for part of the funding of the acquisition of Aas-Jakobsen. And then to the balance sheet and compared with quarter 2, it has changed quite a bit. Since we now, as I said many times, we have included Aas-Jakobsen, and that actually increases the goodwill with approximately [ NOK 1.25 ] billion and also the intangible assets with NOK 25 million. So all in all, NOK 1.5 billion. In addition to that, we have for first time also external interest-bearing debt shown as NOK 895 million net. And our cash position at the end of the quarter is NOK 809 million. reduced from [ NOK 1.2 ] in the second quarter, partly due to payment also of own funds of approximately NOK 320 million. Our leverage or end of the quarter, we have a negative interest net debt of NOK 85 million, meaning that we have a leverage ratio now of 0.09x, excluding IFRS. And finally, from my side, a few words on the order book, NOK 7.4 billion, up from NOK 7.1 billion in the quarter. And taking into account that we have also included Aas-Jakobsen order book, it's more or less stable compared with second quarter. Also in this quarter, we have seen a good mix of small, medium and some larger projects in the order intake as well as framework contracts. And now I will leave the word to Egil to give us more details about the acquisition we announced this morning.

Thank you very much, Dag. And on to today's big news. We are very happy to announce that Metier Group will be a part of Norconsult going forward. And here, you see a picture of the CEO and the COO of Metier Group in the middle, Halvard Kilde and Kristin Romsaas. And we also have Norconsult's EVP of Technogarden, who has led the acquisition in the corporate management team of Norconsult. Metier is a leading project management company in Norway with approximately 250 employees. It's a company we know very well because even if Norconsult has quite a bit of project management expertise, it is still one of the areas, where we have less people compared to what our customers demand. So we have often cooperated with Metier on projects in order to supply all of the competence, which our customers require in this area. In addition to project management, Metier also delivers business development or management consulting in their terminology, digitalization services and educational program, which they call Academy. They have a strong brand. They are well known across both public and private customers in Norway. And as part of Norconsult, they will remain an independent company operating under their own brand in a similar way as we have operated with Technogarden in the past and also Nordic Office of Architecture. We are paying an enterprise value of NOK 480 million, and it will be partly financed by a NOK 400 million loan facility. When we then recalculate our debt ratio, we will then end up with net debt to EBITDA, excluding IFRS 6 of approximately [ 0.5 ]. And the transaction is subject to approval by the Norwegian Competition Authority, but we do not expect any issues relating to that. Metier was founded in 1982. So it is a well-established project management company in Norway. I mentioned the 4 divisions, which they have, and they are headquartered in Oslo at Skoyen or [ Hovfaret ]. But for the last 2 years, they have been foreign owned. They have been owned by a U.S. consulting giant called Tetra Tech. And we think it is particularly satisfying to be the ones buying back a foreign-owned competence company to Norway. Very often, the flow is the other way out of Norway. This time, we are buying back a group of very skilled people back to Norwegian ownership. Over the last 3 years, they've had revenues of approximately NOK 0.5 billion and the adjusted EBITA, you will see in the table and for the last 12 months, they've had NOK 60 million. This means that the EV [ EBITA ] multiple, which we are paying is approximately [ 8 ]. Profitability-wise, they have had approximately the same type or the same level of profitability as Norconsult has on average. In terms of the industries they serve, they serve many of the same customers and clients, which Norconsult have. They have a little bit more activity in the public sector compared to private. Norconsult is 50-50, but both the public customers and the private customers, which are listed here, are also customers of Norconsult. But there is not perfect overlap. And clearly, one of the synergies of this acquisition is that there will be an opportunity for Metier to sell their services also to the entire customer portfolio of Norconsult. While for Norconsult, the synergies are associated with the fact that we need more of this competence in our business. Metier and Norconsult will mean that Norconsult to an even higher degree will be a full-service consultancy with also a significant strength in project management of the largest and most complex projects. We will also strengthen our competence in early phase consulting or management consulting, where we will have the opportunity to support our clients even better in terms of the fundamental deliberations should they start a project or not, should they build here or there and so on. They also have a digitalization activity, which is complementary to the one we have in Norconsult Digital and to a certain extent, in Technogarden, where we also have a digital activity. We also -- they also have an activity called Academy, which is a training activity. And every year, they actually educate thousands of people in project management, for example, the Prince 2 methodology. This is something which will also be a good use internally in Norconsult. So we see a number of attractive opportunities. For Norconsult, this is a milestone to become a really full-service interdisciplinary consultancy. It will strengthen our project management capacity and competence. It is also an accretive acquisition with solid financials. And finally, it is an important further step on our journey to become a top 3 player in the Nordics. Then I'd like to give a few comments relating to the market outlook going forward. And this time, the outlook is very similar to the outlook we presented after the second quarter. It is actually so similar that I don't think you will find one word, which is different. And this is not because we are lazy in terms of not wanting to write a new description. But I actually make a point out of it because we do not think that there have been significant differences in terms of how the market looks now for the next 3 months compared to what we presented to you 3 months ago. It is a market where we continue to see some small signs of optimism in the private area of buildings and architecture, but it takes time. There are some new initiations. We do see that some parts of our architecture activity are doing better now. We are very happy with that. We would like it to move even faster, but at least it is moving in a positive direction. The public market is very stable. We are grateful for that. That affects, of course, both the public part of the buildings market, infrastructure and the public part of the energy market. And then where we continue to see a very strong activity is in the demand for energy and in particular, renewable energy. The growth in solar and wind requires investments in the power network to fully use the opportunities from variable power production. And these factors create a continued very strong demand for our renewable energy activity across all of the countries, where we operate. And then other industries are a little bit variable. Some are struggling a bit with uncertainty relating to exports. But in total, we have a diversified portfolio, which means that we continue to expect a stable outlook. You will have noticed that in some parts of our activity, we have a lower profitability than others. We have successfully taken actions so far this year in areas with a lower profitability, and we will continue to do that on an ongoing basis. That is part of the way we continue to run our business. And with that, I would like to open up for questions.

We will start with questions from the audience here in the auditorium, and then we will move on to questions online. So those of you who are following us online, feel free to enter questions into the chat, and we will take them after we have taken the questions in the audience. And then we have the first question here from Simen.

Yes, Simen from DNB Carnegie. A few questions. I'll keep them to Q3 for the most part. In Q3, the other operations kind of has the biggest improvement in the quarter year-over-year despite doing heavy M&A, not necessarily 2 things that usually correlates lower other corporate costs and big M&A activity. Can you please elaborate just a bit what's going on there?

Dag?

M&A is part of our daily business. So that we have -- we are used to work with say pipelines of transactions. Now we have succeeded with 2 so far or actually 3 so far this year, but we have a very, very good team working on that separately from the operation.

So there's no M&A costs coming through in Q4 even on this?

The last transaction we did on Metier that, of course, some legal costs, but no advisory costs.

A follow-up question on the M&A. I've seen the notes you aim to become a Nordic player, but last 2 big M&As are both done in Norway. Can you just take us a bit through how you're thinking about that going forward and the rationale become -- by doing M&A in Norway and not the rest of the Nordics?

First of all, we are very happy with the 2 acquisitions we have made recently in Norway. We have made 3 this year, though. One of them is in Sweden, 2 of them are in Norway. It is so that when you work with M&A, you work with the portfolio, and we have a portfolio of interesting candidates in all of the countries, where we operate. But this year, 2 of them have materialized in Norway. And it is not entirely up to us when these transactions take place. So this year, we have been fortunate that 2 very attractive assets have come up for sale in Norway. We are actively looking at opportunities also in the other countries. But at the same time, that does not mean we are in a hurry. We are also patient, and we continue to work very hard to make sure that the acquisitions we make have a good strategic fit, a good cultural fit and last but not least, also the right price.

And my last question goes on to the contract, which got some press release on last Friday, the termination. Can you just tell us what happened in that situation?

Yes, we are still wondering a little bit what happened actually because what happened was quite unheard of and very special in Norwegian society and sort of contract history. So we are currently looking into why, in this case, our customer, Forsvarsbygg decided to reverse an allegation or -- sorry, an allocation of the Haakonsvern Flateplan project and give that project to a different consulting engineer instead. So we are still curious to find out what has happened, and we have requested to review the material associated with the process.

Magnus Rasmussen, SEB. Just another question on the NOK 11 million improvement year-on-year on other EBITA. You said that it was related to some distribution of costs between quarters. Does that mean that cost comes in Q4? Or has it already been taken earlier this year?

We have allocated slightly more cost to the segments compared with the same quarter last year. So the costs are in the book. but they are slightly higher on, for example, Norway Regions or Norway Head Office.

So it's between segments, not between quarters.

Exactly.

A quick question also on finance income, which drops around NOK 10 million from the level you have been at for the past few quarters.

It's a combination of earlier quarters, there have been some currency gains. Now it is a loss of NOK 2 million and it's also less interest rate and market -- you can say, market-to-market effects on the bond portfolio. In addition to that, the net interest is, of course, also affected by the interest on the NOK 9 million -- NOK 900 million term loan.

And finally, from my side, if you can just comment on the development year-to-date in Aas-Jakobsen relative to last year?

Yes. We have reported NOK 12 million for August and September, and that includes also a provision of NOK 2 million on stay-on bonuses as I presented. And that is -- that quarter is more or less the same as same quarter as last year.

Jesper Stugemo from Handelsbanken. So my first question is around Sweden here, and you seem pleased with the integration here, but slightly lower results here in Q3 year-on-year. So how much more of a headwind do you think we will see from the Sigma Civil in Q4 and Q1 2026? And if we look at the negative EBITA contribution here in Q3, how much -- how is that compared to Q2?

Maybe I can give a general comment and then you comment on the numbers, Dag. So we are pleased with the Sigma Civil integration. It is progressing and moving in the right direction. So there is improvement, but I'll give Dag the opportunity to comment on the details. But the Swedish market is challenging. We consider right now the Swedish market, the most challenging of the markets, where we are operating. So we see that we are winning projects. We are growing, and we see a good billing ratio, but we see that the billing rates, the hourly rates are under pressure in the Swedish market. And that is the main reason of the current margin, which is lower than where we would like to see it.