Agenda
2
Introduction to inRiverIntroduction to inRiverIntroduction to Polygiene
Business model and value chain
Polygiene’s new acquisition1
2
3
Business update and strategy going forward4
Appendix5
3
Background and rationale for the acquisition
Backgroundand rationale
Acquisition and financing
• Proven track record of working with some of the world’s largest brands
• Strong profitable track record with +20 consecutive years of profitabilityTrack record
• The acquisition price, on a cash and debt free basis, amounts to an EV of GBP 33m (approx. SEK 374m), where GBP 22m (approx. SEK 249m) will be paid in cash and financed through a proposed private placement (the “Private Placement” or the “PP”) and GBP 11m (approx. SEK 125m) will be paid in new Polygiene shares through a proposed new issue in kind (the “Issue In Kind”)
• The proposed Private Placement is expected to amount to approx. SEK 280m to partially finance the Acquisition, as well as transaction-related costs and working capital
• The Acquisition and the PP are subject to shareholders approval in an EGM expected to be held late during the second half of December, and expected to close in mid January 2021
• Lock-up agreements undertaken:
• The sellers: for 1/3 of the shares for 12 months, 1/3 of the shares for 24 months and 1/3 of the shares for 36 months
• The Management and Board of Directors: 180 days
• The Company: 12 months
• Polygiene is planning to enter into an agreement to acquire the privately owned UK company Addmaster Holdings Limited (“Addmaster” or the “Target”) (the “Acquisition”)
• Addmaster is the sole supplier for Polygiene’s antimicrobial additives and the companies have a strong working, mutually beneficial, partnership since more than 12 years
• Addmaster has a global reputation for creating innovative additives to increase the value of products in the hard surface segment, a segment which is highly demanded by customers and complements Polygiene’s existing textile segment – this leads to cross selling synergies
• Both Addmaster and Polygiene operate under different brands with similar chemical-based technologies
• Expected to benefit from complementary strengths with Polygiene’s powerful sales and marketing organisation and Addmaster’s strong R&D team and capabilities
• Significant synergy potential estimated to an increased EBIT of approx. SEK ~61m over the next 3-year period, where approx. SEK ~55m is cross-selling and approx. SEK ~6m is cost savings from supply chain and administration
Source: Company information and management estimates
4
Global leader in the supply of premium quality additives
Addmaster at a glance• Strong revenue development with revenue CAGR of 15% during the last six years
• In order to continue this growth, no additional investments in machinery is required, just more personnel
• Increased number of new customer test projects by ~10x from an average of approx. 30 per month pre covid and approx. 300 per month post covid
• The total value of new customer test projects in October 2020 was equivalent to the total value of new customer test projects for the period October 2019 to September 2020. From experience, a company that tests is a strong indicator for future sales
Pipeline
• Addmaster is a global leader in the supply of technically innovative, premium quality additives for the plastics, paper, textile, paints and coatings industries
• Addmaster was founded by CEO Paul Morris (major shareholder with 97.5% with family) in 2000 and Sandrine Garnier became Managing Director during 2019
• Slim organization including 12 employees with HQ in Stafford UK
• Selling through distributors in more than +50 countries worldwide split over 6 continents
• Twice winners of the Queens Awards of Export 2011 and 2018 and for Innovation (antibacterial) in 2019
• Addmaster sells its products through a network of 16 distributors worldwide
• No licence fees charged currently but recent success in aviation has shown the value of doing so more
• Unique business model focused on R&D with all manufacturing outsourced to licence manufacturers, to ensure R&D and business development is always the main activity
• Good customer stickiness that somewhat “ties” the customers to Addmaster because of the complex supply chain
• Addmaster has over +150 customers and contracts including blue chip customers such as Dyson, Akzo Nobel, Marks & Spencer, Jimmy Choo, Atlas Copco and Tesco
• New contract with a US flooring producer of GBP +1.1m per annum
Business model
Source: Company informationNote: All comments are based on Addmaster stand alone. 1) Based on the first 8 months during April 2020 to November 2020 for FY2020/21 ending March 31 excluding sales to Polygiene of approx. SEK 11.6m
50%50%
Top 10 Others
Top 10 customers1Blue chip customers
Top 10 customers for the 8 first months of FY 2020/21
SEK ~42.4m
No customer represents more than 10% of sales
• Biomaster is easily incorporated into any plastic, textile, paper, paint or coating
• Biomaster guarantees fast, effective antimicrobial protection for the effective lifetime of the product, helps to keep surfaces clean and hygienic, and reduces the risk of cross-contamination
• Biomaster is active within the following industries, amongst others, healthcare, food & catering, packaging and water & paper
• Scentmaster Masterbatches present a wide range of fragrances for introduction into a variety of product materials
• Due to its high fragrance concentration, Scentmaster introduction rates are typically 1% or lower – making it a cost-effective, as well as appealing addition to the product
• Blocking unwanted smells
• Deodorising benefits to absorb unwanted malodours
• Verimaster Technology offers a fail-safe solution to brand protection and product verification requirements
• This innovative technology secures the integrity of a brand through the recognition of authentic products – and the instant detection of fake ones. Similarly, Verimaster can monitor the use of specified materials in a product, revealing the presence of any spurious components
• Masterpiece Technology is available to any customer whose product specification demands the creation of a bespoke additive solution
• Masterpiece will research, develop and implement additives – even offering ongoing technical support throughout product manufacture
5
Product and technology offering
Source: Company information
Paul MorrisCEO and Founder since 2000Born: 1969Former Sales Manager at Clariant and Commercial Director at Wells PlasticsOther roles: Board member Business Innovation Centre Staffordshire, Chairman and Investor in Humanoid Productions (Animation and video), Champion of Export for UK Department of Trade and IndustryEducation: Aelfgar ComprehensiveOwnership Addmaster: 78 shares (97.50%) with family
Sandrine GarnierManaging Director since 2019Born: 1974Former Sales Manager at Addmaster for 5 years and Global Business Unit Manager at OMNOVA Solutions & BostikEducation: PhD in Polymer SciencesOwnership Addmaster: 2 shares (2.50%)
6
Key people in Addmaster
Key people in Addmaster
Role in Polygiene after acquisition: SeniorAdvisor to the BoD and management
Role in Polygiene after acquisition: MD for Polygiene’s UK department
Source: Company information
7
Historical financial development FY2013/14 – FY2019/20 FY ending 31 March1
Financial development and capital structure – Addmaster
Unaudited balance sheet per 2020-09-30
B/S per 30 Sep 2020 Addmaster
Unaudited financial accounts
LTM (SEK ‘000)
ASSETS
Non-current assets
Intangible assets 4,395
Tangible assets 3,220
Financial assets 0
Total non-current assets 7,615
Current assets
Inventories etc. 12,285
Accounts receivables and other current assets 18,851
Cash & bank 50,156
Total current assets 81,292
Total Assets 88,907
EQUITY AND LIABILITIES
Equity
Total equity 79,827
Liabilities
Non-current liabilities 0
Current liabilities 9,080
Total provisions and liabilities 9,080
Total Equity and Liabilities 88,907
0%
10%
20%
30%
40%
50%
60%
,0
1,000
2,000
3,000
4,000
5,000
6,000
2013/14 2014/15 2015/16 2016/17 2017/18 2018/19 2019/20
Sales (LHS) Gross profit (LHS) EBITDA (LHS) Gross margin (RHS) EBITDA (RHS)
Sales CAGR:GP CAGR:
EBITDA CAGR:
15%16%21%
Source: Company informationNote: 1) Sales, GP and EBITDA CAGR development for the period FY2013/14 – FY2019/20 ending 31 March
GBPk
P&L – proforma figures for Polygiene and Addmaster
8Source: Management estimatesNote: GBP/SEK = 11.50
Unaudited P&L proforma figures for NewCo
LTM per 30 Sep 2020 Polygiene Addmaster Eliminations Proforma
Unaudited financial accounts
LTM (SEK ‘000)
Net revenue 76,731 72,470 -18,655 130,546
COGS -23,610 -34,529 18,655 -39,484
Gross profit 53,121 37,942 91,062
Gross margin % 69% 52% 70%
Personnel expenses -22,177 -6,649 -28,826
Marketing expenses -4,803 -542 -5,345
Other OPEX -24,249 -3,102 -27,351
Total OPEX -51,228 -10,294 -61,522
EBITDA 1,893 27,648 29,541
EBITDA margin % 2% 38% 23%
D&A -1,101 -639 -1,740
EBIT 792 27,008 27,800
EBIT margin % 1% 37% 21%
Net interest expenses -1,660 0 -1,660
EBT -868 27,008 26,143
• Sales increases by 70% after proforma
• Gross profit increases by 71% after proforma
• Gross margin up from 69% for Polygiene to 70% proforma
• EBITDA increases by 13.6x after proforma
• EBITDA margin up from 2% for Polygiene to 38% proforma
• EBIT increases by 33.1x after proforma
• EBIT margin up from 1% for Polygiene to 37% proforma
Comments
Balance sheet – proforma figures for Polygiene and Addmaster
9Source: Management estimatesNote: GBP/SEK = 11.50
Unaudited balance sheet proforma figures for NewCo
• Total assets increases from SEK 49m by SEK 303m to SEK 441m
• Total equity increases from SEK 31m by 310m to SEK 421m
Comments
B/S per 30 Sep 2020 Polygiene AddmasterEliminations &
acquisition Proforma
Unaudited financial accounts
LTM (SEK 000)
ASSETS
Non-current assets
Intangible assets 3,988 4,395 8,383
Tangible assets 726 3,220 3,946
Financial assets 12,632 0 12,632
Goodwill 0 0 350,173 350,173
Total non-current assets 17,346 7,615 350,173 375,134
Current assets
Inventories etc. 1,589 12,285 13,874
Accounts receivables and other current assets 22,161 18,851 -6,938 34,074
Cash & bank 7,563 50,156 -40,000 17,719
Total current assets 31,313 81,292 -46,938 65,667
Total Assets 48,659 88,907 303,235 440,801
EQUITY AND LIABILITIES
Equity
Total equity 30,657 79,827 310,173 420,657
Liabilities
Non-current liabilities 172 0 172
Current liabilities 17,830 9,080 -6,938 19,972
Total provisions and liabilities 18,002 9,080 -6,938 20,144
Total Equity and Liabilities 48,659 88,907 303,235 440,801
10
Synergies from Acquisition
Significant synergies
Cross selling
Overhead costs
Operational synergies
Marketing synergies
Both companies are active within antimicrobial technologies – the ambition is that strong cross selling synergies will be seen immediately post the transaction. great upselling potential. Synergies in broadenings customer base since Polygiene’s customers mainly consist of consumer facing brands while Addmaster’s customers mainly focus on
industrials
Operational synergies since the two businesses complement each other very well and have a potential of building a comprehensive powerhouse of technologies to extend lifetime of products and increase geographical exposure.
Ambition to implement and get immediate access to a broader product pipe and R&D team. Synergies in the supply chain since there is a big potential to align this area. Both companies have a strong focus on sustainability in their
operational business
Termination of duplicate overhead costs, IT, logistics and administrative departments will be cost effective
Addmaster has a very limited marketing strategy, which will be improved by Polygiene’s strong marketing strategy and will create synergies within marketing, administration and logistics
Organisational synergies
Addmaster has a very slim organisation with no inhouse finance, no specialized sales team, no regional presence with only employees within the UK. This creates significant synergies, since Polygiene is ticking all of these boxes
Conclusion
Significant synergy potential estimated to SEK 61m over the next
3-year period
Source: Management estimates
Agenda
11
Introduction to inRiverIntroduction to inRiverIntroduction to Polygiene
Business model and value chain
Polygiene’s new acquisition1
2
3
Business update and strategy going forward4
Appendix5
Source: McKinsey & Company in partnership with Global Fashion Agenda, ”Fashion on Climate”, 2020 12
The industry’s accelerated abatement potential
61%21%
18%
Reducing emissions from upstream operations
Encouraging sustainable consumer behaviours
Reducing emissions from brands' own operations
Key sources of emissions saving under accelerated abatement
1,676m tonnes CO2eq
”60% of the accelerated abatement potential lies in decarbonising
upstream operations, 20% lies in brands’ own operations, and 20% relies on encouraging sustainable
consumer behaviours”
Vision – accelerated abatement potential in the industry
2004
2006
• Spin-off from the Perstorp Group in Sweden. The treatment effectively killed harmful bacteria and viruses
• Founded due to outbreak of SARS
2015
• Consumer research helps Polygiene define initiatives to establish leadership within odor control and stays fresh solutions. Directed share issue to build the ingredient brand Polygiene Stays Fresh®
• During the period of 2006-2015 the Company raised approximately SEK 62.7m in several directed new share issues
2022/23
• Breakthrough in US due to customer agreements with Patagonia and Adidas. Expansion in Asia
20182008
• Sport- and Outdoor brands approached us to find a solution to odor problem
2012/13 2016
• Breakthrough in Home Textile and Lifestyle segment. Listed at Nasdaq First North, Stockholm. Expanding the agent network
• New organization in place. Revised sales-and market strategy. New position in the market with an extended, sustainable focus. Investing in R&D and innovation
2019
• Launch of award-winning Odor Crunch®. Established subsidiaries in Hong Kong and China for further expansion
• Håkan Lagerberg (CEO Swedencare) became the largest shareholder and was elected to the board
2020
• Launch of award winning anti-viral technology, ViralOff® in the wake of Covid-19. Record numbers in new customer agreements
• Johan Thiel (former CEO MIPS) was elected to the board
Polygiene’s history
Timeline
13
Polygiene is operating in a growing market
14Source: Global Market Insights 2020
USDm
10,48511,700
12,84614,105
15,487
17,005
18,671
20,500
,0
5,000
10,000
15,000
20,000
25,000
2019 2020e 2021e 2022e 2023e 2024e 2025e 2026e
Global antimicrobial textiles market1
1.1. STAYS FRESH®- Prevent bacterias to grow
1.2. ODOR CRUNCH®- Absorbes odor molecules
1.3. VIRALOFF®- In-activates viruses
Three different products & technologies
1. Product & technology offering
16
17
Stays Fresh® solving a problem Stays Fresh® solution
1.1. Stays Fresh®
• ”Stinky polyester” is a well-known phenomenon that occurs when bacteria grow and multiply on textiles, creating odor. Polygiene’s method is based on treating the material with a solution that minimizes bacterial growth, which assures long-lasting odor control from first use and throughout the life of the material
• Polygiene’s method is based on treating different materials in order to minimize bacterial growth
• Bacterial growth and odor development occurs primarily in synthetic materials
• Polygiene solutions are mainly based on low concentrations of natural silver salt (silver chloride or AgCl)
• Polygiene does not work with nanosilver
• Treatment is effective throughout the lifetime of the material
• The solutions can be applied in fibers, textiles and other materials
• End-customers are willing to pay a premium for Stays Fresh®
Problem
Method and benefits
With Polygiene +markUSD 37
Without PolygieneUSD 25
USD +12
Premium pricing
Inhibits bactericalgrowth to prevent
odor
18
Odor Crunch® solving a problem Odor Crunch® solution
1.2. Odor Crunch®
• Existing odors caused by external sources
• Organic technology based on two of the most common raw materials on earth – water and sand
• Odor Crunch® effectively captures and eliminates environmental odors, such as cooking fumes and cigarette smoke, already present in the air
• Garments and products treated with the combination product will feel fresh and clean despite sweaty conditions or smelly environments
• Won the Sustainability Award by Scandinavian Outdoor Award, presented at ISPO January 2019
• Test standard used ISO 17299-1:2014 Determination of deodorant property in Textiles
Problem
Method and benefits
19
ViralOff® solving a problem ViralOff® solution
1.3. ViralOff®
• In times of the pandemic, we see an enormous need of a treatment with antiviral properties
• It can be used in almost any wearable product, which range from everyday garments to facemasks, PPE and home textiles. New customers has shown the breadth of ViralOff®, ex cleaning materials, spray, flooring, zippers and accessories.
• ViralOff® has been proven to be efficient against the Novel Corona virus, SARS-CoV-2, according to standard method ISO 18184:2019 (Determination of antiviral activity of textile products)
• >99% reduction of viruses in a textile or material within two hours
• Sanitizer for garments
• Lasts for more than 30 washes
Problem
Method and benefits
Note: ViralOff® has been tested in an independent lab
• Protect your garment from viruses* and bacteria
• Stays fresh and odor free
• Wear more, wash Less
• Shed less microplastics, save water and energy
• Extend the lifetime of the garment
• Able to re-sell a fresh garment on the second hand market
• Prolong the time until next buy of newly produced garments
• Enables premium pricing for Polygiene marked products
Provides conditions for enabling a more sustainable, circular textile industry
Source: *) According to standard test method ISO 18184:2019, >99% of tested viruses are reduced within a timespan of max 2 hours 20
Provides conditions for enabling a more sustainable textile industry
The positive lifecycle of a Polygiene-treated garment
Simple and straight forward application process
Application process
21
Polygiene’s application method is simple and straight forward
Use existing process of fabric manufacturing
No extra cost on the environment
Application method
Environment
Customers
Process
No extra implementation cost for the customers
Raw fibre Yarn Raw fabric
Fabricprocessing
Processed fabric
Pattern &cutting
Value addition Sewing Finished product
Checking & reworkIroning & packagingDispatch & delivery
22
2. Smart marketing program for increased sales
Marketing packages to boost sales Creating value for Polygiene’s customers
Online & irlco-marketing
PR, activities & events
Digital tools
Experience & partnership
Online and irl co-marketing setup to drive traffic to customers’ retail, campaigns spread on social media with co-brand, ed
message linking to the brands own e-stores
Digital tools for educating customers’ retail – educational films that retail personnel can watch on their phone when it
suits them
PR, activities, events, as well as POS material for retail, brand sites and online retail. Digital materials to support and deepen
customers’ story. This could be films, illustrations, tech texts for their websites and e-store, among many other tools
A global pool of experience and partnership – our experience comes from many years of cooperation with global brands, in different segments and markets, which we are happy to share
23
Overview of Polygiene´s global presence
3. Polygiene – global support team
Polygiene DistributorsAgents
Lifestyle Home Design FootwearSport and Outdoor Workwear
24
Five different segments
Segments
58% of sales 4% of sales26% of sales 12% of sales
Note: Sales split per Q3 2020
Diversified customer base
26
Sales, customers grouped by size 2016 Sales, customers grouped by size YTD Q3 2020
64%
17%
8%
11%
Customer 1-10
Customer 11-30
Customer 31-50
Customer 51-
33%
32%
19%
16%Customer 1-10
Customer 11-30
Customer 31-50
Customer 51-
Agenda
27
Introduction to inRiverIntroduction to inRiverIntroduction to Polygiene
Business model and value chain
Polygiene’s new acquisition1
2
3
Business update and strategy going forward4
Appendix5
Leveraging on our scalable business model
28
• Asset light business model to drive strong profitability
• Scalable opex supports margin potential
• Low working capital requirement
• High gross margins of ~70% and operational leverage enable high EBIT margins
Operational leverage on our ingredient brand business model
• No bottleneck in manufacturing
• Cost efficiency
• Ingredient brand marketing and sales model
• Grow without expand organisation
• Inhouse scouting but all development in collaboration with chemical partner – leads to low investment costs in R&D
• Standardized marketing packages with a self-serving platform –no need to develop new programs with every partner
• Production upon order and no finished good inventory held
• Full invoicing at delivery
COGS
Research & Development
General and administration
Inventory
Invoicing modelOp
erat
ing
leve
rage
Marketing
Op
erat
ing
leve
rage Selling expenses
• Admin cost, legal, support organization highly scalable – leads to lean backoffice process
• No inhouse production – outsourced production with third party supplier
Outsourced production
29
Polygiene solving a problem
Value and supply chain model
Polygiene receives payment
upfront as production is
done
Additive distributed through Polygiene’s
network
Fabric mill treating the textile
Polygiene provides marketing efforts and
support to its customers to secure
premium pricing of its offering
Data analysis and product development
1 2 4
7
5
Contract with customers who order Polygiene’s solutions
to use on their textiles
3
Partners selling the product to end-
customers
6
30
Several factors for Polygiene’s success
Success factors – summary
Vision • More relevant than ever
Product portifolio
• Comprehensive technologies
Ingredient brand • Differentiates us from competition
Our history • Reliable and trustable partner
Add value to our customer
• Strong group of customers
Scalable business model
• Grow without adding fixed costs
Organisation • Excellent global team and network in place
Good marginal structure
• Enables a profitable business
Agenda
31
Introduction to inRiverIntroduction to inRiverIntroduction to Polygiene
Business model and value chain
Polygiene’s new acquisition1
2
3
Business update and strategy going forward4
Appendix5
32
Rolling 4 quarters
Financial development
SEKm SEKm
Jan’19: Launch of award-winning Odor Crunch®
Apr’19: Håkan Lagerberg (CEO Swedencare) was elected to the board
63.665.2
69.3 68.9 68.9
70.970.2
69.070.2
66.2
68.4 68.869.5
74.2
76.6
15.5 14.6
19.0 19.8
15.516.6
18.3 18.616.7
12.6
20.519.0
17.4 17.3
22.9
10
15
20
25
30
35
40
60
62
64
66
68
70
72
74
76
78
80
Q1'17 Q2'17 Q3'17 Q4'17 Q1'18 Q2'18 Q3'18 Q4'18 Q1'19 Q2'19 Q3'19 Q4'19 Q1'20 Q2'20 Q3'20
Net sales rolling 4 quarters (LHS) Net sales per quarter (RHS)
Apr’20: Launch of ViralOff® in the wake of Covid-19. Record numbers in new customer agreements
Apr’20: Johan Thiel (former CEO MIPS) was elected to the board
Sep’20: 200 customer contracts, whereof 70 during the last 6 months
33
Business update and highlights from Q3 2020
Business update Q3 2020 highlights
• Due to Covid-19 our customers faced huge challenges
• Lockdown caused overstock and cancelled productions
• Major disturbance in production and supply chain
• Polygiene outperforms a suffering apparel market despite of -20% in Stays Fresh-business
• Successfully launched new award-winning antiviral technology, ViralOff® early April
• ViralOff® accounted for 35% of net sales Q3 2020
• Launch of 39 new customers where 7 is disclosed with a total order value of SEK 28m – total order value is noticeably larger
• First in the world to pass ISO-test “Antiviral determination in textiles” for corona virus
• Signed over 70 new customers in 6 months and still counting
• New product segments entered (spray, flooring, accessories, zippers and furniture)
• Reinforced management team to accelerate the pace
• Q3 – Net sales by SEK 22.9m (20.5m) positive growth by 11.7% (adj 21%)
• YTD – Net sales by SEK 57.6m (49.8m) positive growth by 15.7%
• Q3 – Gross margin at 70.4% (69.9%)
• Q3 – External expenses decreased by -6.5%
• Q3 – EBIT totalled SEK 2.4m (2.0m) with an EBIT margin of 10.5%
• YTD – EBIT totalled SEK 1.5m (-4.5m)
• Q3 – Positive cash flow (third quarter in a row)
34
Strategy going forward
B2C-marketing New markets
New technology M&A
Strategies for growth
Increased awareness
• Increased awareness boost demand from end-customers
New technology • Development of new technology
M&A • Expansion through M&A
New sales channels
• New sales channels through new markets
Several growth strategies going forward Strategies for growth
Expand product offering
• Expand product offering to meet customer demand. Existing offering include soft surfaces, e.g. clothes, and looking for the possibility to include hard surfaces as well
Agenda
35
Introduction to inRiverIntroduction to inRiverIntroduction to Polygiene
Business model and value chain
Polygiene’s new acquisition1
2
3
Business update and strategy going forward4
Appendix5
Jonas WollinChairman of the board since 2011Born: 1964Primary occupation: Textile industry entrepreneurOther current assignments: Chairman & CEO Rudholm Group Holding AB, Chairman Simplicity AB, Borås Stad Textile Fashion Center AB, Inkubatorn i Borås ABEducation: Upper Secondary SchoolOwnership: 813,000 shares (4.0%)
Håkan LagerbergBoard member since 2019Born: 1968Primary occupation: CEO Swedencare AB (publ)Other current assignments: Chairman One CC AB, board member of HAOLAG AB, Mastan AB and Fuerte Holding ABEducation: B.Sc. In International Law from Lund University and International Trade Law from University of Torino in ItalyOwnership: 2,326,573 shares (11.3%)
Ebba FåhraeusBoard member since 2019Born: 1963Primary occupation: CEO SmiLeIncubatorOther current assignments: Chairman AcuCort AB and board member Coala-Life AB, Michi Capital AB, Lysaeus ABEducation: M.Sc. In Business and Economics from Stockholm School of EconomicsOwnership: 12,000 shares (0.1%)
Johan ThielBoard member since 2020Born: 1964Primary occupation: CEO Trifilon AB Other current assignments: Chairman Inuheat Group AB. Board member Audiodo, LightLab, Marsblade and QlucorePrevious assignments: CEO MIPS ABEducation: -Ownership: 15,000 shares (0.1%)
Martin KösslerBoard member since 2018Born: 1965Primary occupation: CEO international Capacity Building Company. Background from global sport & outdoor industryOther current assignments: Board member USWE Sports AB, Digital Crew Nordic AB, MUJ Invest AB and Helping You Grow International Business ABEducation: Corporate law from School of Business, Economics and Law at the University of Gothenburg and Universität MannheimOwnership: 10,000 shares (0.0%)
36
Board of directors with a proven track record
Appendix – Board of Directors
Ulrika BjörkCEO since 2017Born: 1968Former CFO at Hemmakväll AB, Head of Finance at Stena Line Travel Group AB, Controller at Kemira AB and several financial positions within IKEA GroupEducation: B.Sc. Business and Economics from Lund UniversityOwnership: 88,400 shares (0.4%) and 300,000 warrants
Nina ForsvallCFO since 2020Born: 1965Former various positions within Finance and HR from Awapatent AB, Ipendo AB, Donya Labs AB and most recently Bühler NordicEducation: B.Sc. Business and Economics from Lund UniversityOwnership: 60,556 shares (0.3%) and 37,500 warrants
Daniel RömeCTIO since 2019Born: 1976Previous experience from various position within Perstorp AB and Nexam Chemical AB. Currently consultant in his own company Rome Consulting AB wihassignments for various companiesEducation: PhD in Chemistry at the University of LundOwnership: 233,661 shares (1.1%)
Dane MomcilovicCTO since 2020Born: 1976Former Group R&D Manager at Diab Group AB and CTO at NexamChemical ABEducation: M.Sc. in Chemical Engineering and a Doctor Degree in Analytical Chemistry from Lund UniversityOwnership: 27,300 shares (0.1%)
Andreas HolmCCO, acting CMO since 2020Born: 1972Former Sales Director at Thule Group AB and Marketing Manager at DaimlerChrysler ASEducation: MBA from Henley Management CollegeOwnership: 3,300 shares (0.0%)
37
Senior management with extensive industry experience
Appendix – Management
Audited Audited Unaudited Unaudited
FY2018 FY2019 YTD Q3 2019 YTD Q3 2020
2018-01-01 - 2018-12-31 2019-01-01 - 2019-12-31 2019-01-01 - 2019-09-30 2020-01-01 - 2020-09-30
Group (SEK thousand) 12 months 12 months 9 months 9 months
Revenue
Net sales 69,039 68,803 49,770 57,606
Other revenues 2,455 2,562 2,488 2,135
Total revenue 71,494 71,365 52,258 59,741
Operating expenses
Goods for resale (23,717) (21,039) (15,063) (17,631)
Other external expenses (35,077) (37,740) (27,783) (24,609)
Employee benefit expenses (14,309) (15,346) (11,710) (12,326)
Other operating expenses (398) (2,619) (1,432) (2,407)
Total operating expenses (excl. D&A) (73,501) (76,744) (55,988) (55,820)
EBITDA (2,007) (5,379) (3,730) 3,921
Depreciation, amortisation, and impairment (798) (1,192) (773) (2,407)
EBIT (2,805) (6,571) (4,503) 1,514
Financial net (2) (52) (40) (25)
EBT (2,807) (6,623) (4,543) 1,489
Tax expense (1,874) 1,452 937 (49)
Profit of the year from continuing operations (4,681) (5,171) (3,606) 1,440
Loss for the year from discontinued operations 10,588 - - -
Net income 5,907 (5,171) (3,606) 1,440
38
P&L
Appendix – Income statement
39
Balance sheet
Appendix – Balance sheet statement
Audited Audited Unaudited Unaudited
Group (SEK thousand) 2018-12-31 2019-12-31 2019-09-30 2020-09-30
ASSETS
Non-current assets
Intangible assets 4,123 2,530 1,965 3,988
Tangible assets - 1,265 1,578 726
Financial assets 6,999 11,036 8,952 12,682
Total non-current assets 11,122 14,831 12,495 17,346
Current assets
Inventories etc. 497 1,027 188 1,589
Accounts receivables and other current assets 34,404 24,295 29,240 22,161
Cash & bank 3,696 4,909 9,766 7,563
Total current assets 38,597 30,231 39,194 31,313
Total Assets 49,719 45,062 51,689 48,659
EQUITY AND LIABILITIES
Equity
Restricted equity 2,052 2,052 n.a. n.a.
Non-restricted equity 34,550 27,155 n.a. n.a.
Total equity 36,602 29,207 36,024 30,657
Liabilities
Non-current liabilities - 168 1,284 172
Current liabilities 13,117 15,687 14,381 17,830
Total provisions and liabilities 13,117 15,855 15,665 18,002
Total Equity and Liabilities 49,719 45,062 51,689 48,659
40
Cash flow
Appendix – Cash flow statement
Audited Audited Unaudited Unaudited
FY2018 FY2019 YTD Q3 2019 YTD Q3 2020
2018-01-01 - 2018-12-31 2019-01-01 - 2019-12-31 2019-01-01 - 2019-09-30 2020-01-01 - 2020-09-30
Group (SEK thousand) 12 months 12 months 9 months 9 months
OPERATING ACTIVITIES
Operating profit 7,782 (6,521) (4,503) 1,514
Non-cash adjustment 798 638 640 1,035
Interest paid (2) (52) (40) (25)
Income tax paid (1,874) 1,452 - (49)
Cash flow from current operations before changes in working capital
6.704 (4,483) (3,903) 2,475
Cash flow from changes in working capital (10,894) 12,333 14,209 3,469
Cash flow from continuing operations (4.190) 7,850 10,306 5,944
Cash flow from discontinued operations - - - -
Cash flow from operating activities (4,190) 7,850 10,306 5,944
INVESTMENT ACTIVITIES
Net acquisition/disposal of intangible fixed assets (2,388) (676) (379) (1,874)
Net acquisition/disposal of tangible fixed assets - (1,984) (1,950) -
Net acquisition/disposal of financial assets (712) (4,037) (1,967) -(1,625)
Cash flow from investing activities (3,100) (6,697) (4,296) (3,499)
FINANCING ACTIVITIES
New share issues 56 60 60 209
Cash flow from financing activities 56 60 60 209
Cash flow for the year (7,234) 1,213 6,070 2,654
Ingoing cash balance 10,930 3,696 3,696 4,909
Outgoing cash balance 3,696 4,909 9,766 7,563
• Håkan Lagerberg owns approximately 11.3% of the share capital and votes
• During the period between the foundation of Polygiene in 2006 up until 2015 the Company raised approximately SEK 40.2m in several directed new share issues
• In the end of 2015 Polygiene raised SEK 22.5m in a directed new share issue. 3,000,000 new shares were issued at a price of SEK 7.50 per share
• The company has three outstanding warrant programs to key personnel, consisting of 228,000, 300,000 and 300,000 warrants, respectively. One warrant gives the holder the right to acquire one share (1:1) up until 30 June 2021, 30 June 2022 and 30 June 2023, respectively. This corresponds to a potential dilution effect of approx. 4.0 percent at full exercise. At full exercise, the warrants will generate proceeds of SEK 14,340,000
• For more information about the warrant programs, please see the Q3 2020 report
SHAREHOLDER NUMBER OF SHARES SHARE
Håkan Lagerberg 2,326,573 11.3%
Avanza Pension 984,978 4.8%
Svanberg & Co Invest 983,914 4.8%
JPM Chase NA 940,000 4.6%
Jonas Wollin 813,000 4.0%
SIX SIS AG 724,792 3.5%
Lloyd Fonds AG 630,362 3.1%
Clearstream Banking S.A. 622,359 3.0%
Nomura Securities CO Ltd 560,000 2.7%
Mats Georgson 455,135 2.2%
Others 11,474,887 55.9%
Total 20,516,000 100.0%
41
Largest shareholders, new share issues and warrants
Appendix – Shareholders