Professional Documents
Culture Documents
2017
Announcement No 2, 2017
Monberg & Thorsens Board of Directors approved the 2016 annual report at
its meeting today
Monberg & Thorsen reported a net loss for the year of DKK 9 million, in line with the latest
outlook in the interim financial report for the third quarter of 2016.
At the Annual General Meeting, the Board of Directors will propose that a dividend of DKK 30 per
DKK 20 share be paid.
MT Hjgaard delivered revenue of DKK 6.8 billion, compared with DKK 6.5 billion in 2015, and
operating profit (EBIT) of DKK 73 million, compared with DKK 352 million in 2015. The results were
in line with the latest outlook. For detailed information, we refer to Stock Exchange announcement
No 1, which has just been issued and in which we have published MT Hjgaards annual report for
2016.
For 2017, the MT Hjgaard Group expects revenue of around DKK 7.2 billion and operating profit
(EBIT) in the range of DKK 150-200 million.
Monberg & Thorsens share is 46% of the MT Hjgaard Groups profit after tax and non-controlling
interests. From this should be deducted operating expenses in Monberg & Thorsen, which are
expected to be around DKK 5 million.
The annual report of Monberg & Thorsen A/S has been published via Nasdaq OMX Copenhagen,
and is available on Monberg & Thorsens website, www.monthor.com
This announcement is available in Danish and English. In case of doubt, the Danish version
shall prevail.
CVR 12 61 79 17
Knud Hjgaards Vej 7
2860 Sborg
Denmark
LEI 529900NA1V21KR5S7498
MONBERG & THORSEN A/S
MANAGEMENTS REVIEW
COMPANY OVERVIEW 5
ANNUAL REVIEW 7
SHAREHOLDER INFORMATION 12
FINANCIAL STATEMENTS
BALANCE SHEET 20
INDEX OF NOTES 23
NOTES 24
MT HJGAARD
Monberg & Thorsens sole activity is its 46% ownership interest in MT Hjgaard and the operation of same.
MT Hjgaard is owned together with Hjgaard Holding and is a jointly controlled entity. It is consequently
recognised using the equity method (one-line consolidation).
For detailed information on MT Hjgaards financial performance in 2016, activities and strategy, etc., reference is
made to MT Hjgaards published annual report and its website, www.mth.com.
MONBERG & THORSEN
ANNUAL REPORT 2016
Share of profit/(loss) after tax and non-controlling interests in
jointly controlled entities, MT Hjgaard (46%) -236 15 -154 84 -6
Administrative expenses in Monberg & Thorsen -12 -33 -10 -5 -7
Operating profit/(loss) -248 -18 -164 79 -13
Net financials 4 1 0 4 4
Profit/(loss) before tax -244 -17 -164 83 -9
Profit (loss) after tax from continuing operations -243 -17 -164 81 -9
Profit/(loss) after tax from discontinuing operations (Dyrup) -12 - - - -
Net profit/(loss) for the year -255 -17 -164 81 -9
Balance sheet
Interest-bearing assets 454 288 230 223 183
Interest-bearing liabilities 0 0 0 0 0
Invested capital 326 474 353 441 434
Equity 780 762 583 663 616
Balance sheet total 814 801 587 669 619
Cash flows
From operating activities -35 -21 -50 6 0
For investing activities** 167 164 -208 -1 30
From financing activities -108 -7 -7 -7 -36
Net increase (decrease) in cash and cash equivalents 24 136 -265 -2 -6
**Portion relating to inv. in property, plant and equipment (gross) 0 0 0 0 0
Financial ratios (%)
Return on invested capital (ROIC) -49 -4 -40 20 -3
Return on equity (ROE) -26 -2 -24 13 -1
Equity ratio 96 95 99 99 99
Share ratios (DKK per share)
Earnings per share (EPS) from continuing operations -68 -5 -46 23 -3
Earnings per share -71 -5 -46 23 -3
Cash flows from operations -10 -6 -14 2 0
Proposed dividends 2 2 2 10 30
Book value 218 213 163 185 172
Market price 142 268 260 440 230
Market price/book value 0.7 1.3 1.6 2.4 1.3
Price/earnings (P/E) - - - 19 -
Payout ratio (%) - - - 44 -
Market capitalisation DKK million 509 961 932 1,577 825
Number of employees in Monberg & Thorsen 1 1 1 1 1
The financial ratios have been calculated in accordance with Recommendations & Financial Ratios 2015 published by the Danish Finance Society.
Earnings per share (EPS) has been calculated in accordance with IFRS. Financial ratios are defined in note 1.
Due to the divestment of Dyrup with closing at the start of 2012, Dyrup has been accounted for as a discontinuing operation. The comparative figures
have been restated to reflect the changed accounting policy from 2014 onwards whereby profit/(loss) of and investment in MT Hjgaard are recognised
using the equity method (one-line consolidation). Financial highlights are based on the individual financial statements (previously referred to as the
consolidated financial statements).
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MONBERG & THORSEN
ANNUAL REPORT 2016
MT Hjgaard A/S
Share capital DKK 520 million (46%-owned)
www.mth.com
Creating value through long-term business develop- Projects from Community to Operation
ment within construction-related activities. Best in Class VDC (Virtual Design Construction)
Exploiting Group Synergies
Monberg & Thorsens sole activity is its 46% ownership
interest in the jointly controlled entity MT Hjgaard. The outcome must be the opportunity for both the
There are no current plans for a listing of MT Hjgaard. Group and its business partners to work more efficient-
ly and productively.
Monberg & Thorsen has no current plans to engage in
any other activities. The financial requirements are earnings equivalent to
an EBIT margin of at least 5% in all business areas and
MT Hjgaard subsidiaries and a positive cash flow.
The MT Hjgaard Group is one of the leading players
in the construction and civil engineering industry in The strategic targets are:
the Nordic countries. The Groups projects comprise
design & engineering, and construction, renovation - Customer satisfaction of at least index 76 out of 100
and refurbishment of civil works, bridges, residential - 60% of revenue should come from key customers
and commercial buildings. The Group undertakes - Employee satisfaction of at least index 76 out of 100
projects across Denmark as well as focused activities
in other countries. The targets are to be achieved by, among other things,
handing over projects with zero defects or deficiencies
MT Hjgaard Group strategy: and focusing on ongoing productivity improvement
- to be the most productivity-enhancing group in the and on health and safety, where the target is maximum
construction and civil engineering industry. 14 injuries per one million hours worked in 2017.
5
MONBERG & THORSEN
ANNUAL REPORT 2016
Niels Lykke Graugaard (1947) Henriette H. Thorsen (1970) Christine Thorsen (1958) Lars Goldschmidt (1955)
Chairman Director Marie Brizard Wine & Spirits Asia Master in Management of Technology (DTU) MSc in Chemical Engineering (DTU); PhD
MSc in Engineering and MSc in Advanced MSc in International Business and Executive Coach (INSEAD) from DTU; and Adjunct Professor at CBS.
Economics and Finance Special expertise: Dynamic Approach ApS Partner Goldschmidt Rise and Shine I/S
Special expertise: management, strategy, sales and marketing. Special expertise: Deputy Director General, Confederation of
international business management, Joined the Board in 2010 change management, cost optimisation and Danish Industry (DI) 2008-2014
project management, strategic planning, and experience from the contracting industry. Special expertise:
mergers & acquisitions. (MB) MT Hjgaard A/S, DK lobbying and management of knowledge
(DCB) MT Hjgaard A/S, DK (CB) Ejnar og Meta Thorsens Fond, DK organisations.
(MB) Gram Equipment A/S, DK (CB) ANT-Fonden, DK (CB) Erhvervsskolernes Forlag, DK
Joined the Board in 2012 Joined the Board in 2008 (CB) Bornholms Energi og Forsyning A/S, DK
(MB) VIA University College, DK
(MB) KEA Copenhagen School of Design
and Technology, DK
(CB) Horsens Fjernvarme A/S, DK
(CB) The Association of Danish Business and
Technical Colleges - Governors
Joined the Board in 2010
Executive Board
Lars Goldschmidt
DCB: Deputy Chairman of the Board Niels Lykke Graugaard 9,873 6,724
6
MONBERG & THORSEN
ANNUAL REPORT 2016
ANNUAL REVIEW
Net profit/(loss) for the year was consequently a Income tax expense was DKK 62 million, compared
loss of DKK 9 million, compared with a profit of with DKK 81 million in 2015.
DKK 81 million in 2015.
MT Hjgaard reported net profit for the year of
Performance versus outlook DKK 10 million, of which Monberg & Thorsens share
At the start of 2016, the outlook was for consoli- was 46%, net of the share attributable to non-control-
dated revenue in MT Hjgaard A/S to be around ling interests.
DKK 7 billion with operating profit before special
items of around DKK 300 million. In the interim The balance sheet total stood at DKK 3.7 billion, in
financial report for the first half, the outlook was line with the level at the end of 2015.
revised to revenue of around DKK 6.8 billion and
operating profit before special items of around Operating activities generated a cash inflow of
DKK 225 million, reflecting deferred project start- DKK 200 million, compared with an outflow of
ups and a write-down on an infrastructure project. DKK 52 million last year.
In the interim financial report for the third quar-
ter, the profit outlook was revised again to around No dividend will be paid for MT Hjgaard for 2016.
DKK 75 million, reflecting the deferred revenue, the
write-down on an infrastructure project, reorganisa- For detailed information on MT Hjgaards finan-
tion, etc., in Scandi Byg and deferred project develop- cial performance in 2016, activities and strategy, etc.,
ment activities. reference is made to MT Hjgaards published annual
report and its website, www.mth.com.
MT Hjgaard delivered revenue of DKK 6.8 billion
and operating profit of DKK 73 million, in line with Statement of cash flows
the latest outlook. Monberg & Thorsens operating activities generated
a cash inflow of nil, compared with an outflow of
DKK 6 million in 2015.
7
MONBERG & THORSEN
ANNUAL REPORT 2016
Investing activities generated cash of DKK 30 million, The projections concerning future financial per-
which related to the sale of listed corporate bonds. formance involve uncertainties and risks that may cause
Cash flows from financing activities were an outflow the performance to differ materially from the projec-
of DKK 36 million, representing the payment of the tions. The outlook is based on relatively stable interest
dividend adopted last year. rate and exchange rate levels.
The Group sees opportunities for progress in the Statutory CSR report
coming years, so that the strategic framework target Monberg & Thorsen has positions on corporate
of an operating margin of at least 5% can be achieved social responsibility, but they do not comply with the
again. requirements as defined in Section 99(a) of the Danish
Financial Statements Act. Consequently, Monberg &
Monberg & Thorsens share is 46% of the MT Hjgaard Thorsen does not report specifically on its actions in
Groups profit after tax and non-controlling interests. this area or the results of these actions.
From this should be deducted operating expenses in
Monberg & Thorsen, which are expected to be around The ethical policy sets the overall framework for all
DKK 5 million, to which should be added any further our activities. We want to demonstrate corporate
expenses related to the indemnities and guarantees responsibility, show consideration for people and the
provided in connection with the divestment of Dyrup. environment, thereby acting in a socially and ethically
responsible manner in all business areas.
8
MONBERG & THORSEN
ANNUAL REPORT 2016
Women in management
We do not discriminate on grounds of gender, race or
religion when recruiting, training or promoting em-
ployees. At the same time, we want to promote the pro-
portion of women in management at the MT Hjgaard
Groups management levels. Consequently, a policy on
women in management was introduced in the middle
of 2013. At the same time, a target was set that, in 2016,
at least two of the six externally elected members of
MT Hjgaards Board of Directors should be women.
This target was met.
Risk factors
The activities of Monberg & Thorsen and
MT Hjgaard entail various commercial and financial
risks that may affect these companies development,
financial position and operations.
9
MONBERG & THORSEN
ANNUAL REPORT 2016
Monberg & Thorsen A/S has a clear segregation of In connection with the notice convening the general
duties between the Board of Directors and the Execu- meeting, a description of the background of the nomi-
tive Board. Duties and responsibilities are determined nated candidates is given, along with information on
at overall level through rules of procedure for the Board memberships of executive boards or boards of directors
of Directors. in both Danish and foreign companies as well as any
demanding organisational posts. A description is also
The Executive Board is in charge of the day-to-day provided of the candidates' educational background,
management of the company, and the Board of professional qualifications and the expertise deemed
Directors oversees the Executive Board and takes care to be relevant to the Board's work.
of overall strategic management tasks. The chairman
is the Board of Directors principal contact with the All members of the Board elected by the shareholders
Executive Board. in general meeting retire by rotation each year. This
provides the companys shareholders with an oppor-
Monberg & Thorsens sole activity is MT Hjgaards tunity to discuss the recruitment criteria, composition
activities. As part of the management of Monberg and diversity of the Board at the Annual General Meet-
& Thorsen's activities, representatives of Monberg & ing each year.
Thorsens Board of Directors serve on the Board of
Directors of MT Hjgaard. There are no formal requirements with respect to the
number of seats on other boards of directors the indi-
Board of Directors vidual Board members may hold, but on election it is
pointed out to new Board members that it is important
Composition of the Board of Directors for them to ensure that they have sufficient time for
The Board of Directors is elected by the shareholders their duties and that they perform them diligently and
in general meeting. The Board consists of not less than conscientiously. In Monberg & Thorsens experience,
three and not more than six members, currently four Board members are rarely absent from Board meetings.
members.
According to the Board of Directors rules of procedu-
In elections to the Boards of Directors of both re, Board members must retire not later than at the first
Monberg & Thorsen and MT Hjgaard, efforts are general meeting following their 70th birthday, except
made to ensure a professionally composed Board of where special circumstances apply.
Directors that, collectively, possesses the necessary
knowledge and experience of board work as well as The Board met a total of six times in 2016 and at pre-
knowledge of social, commercial and cultural factors sent expects to meet seven times in 2017. In accordance
in the markets in which the companies have their prin- with its rules of procedure, the Board always meets at
cipal business activities. Efforts are also made to achieve least six times between Annual General Meetings.
a diverse composition for the Board.
Audit Committee
Two of the four Board members are women, and no The full Board functions as Audit Committee.
target has therefore been set for the number of women
on the Board of Directors of Monberg & Thorsen. Remuneration of the Board of Directors
Monberg & Thorsen has not introduced incentive
The current Board does not comply with the indepen- pay for the Board. Board remuneration remained un-
dence criteria, as only Niels Lykke Graugaard can be changed at DKK 200,000 for ordinary members, with
considered to be independent. a supplement for the Chairman and the Deputy Chair-
man. Besides their normal remuneration, the Chair-
An annual self assessment procedure has been estab- man or members may be paid remuneration for special
lished for the Board. tasks undertaken by them, although the total remu-
neration received by a Board member may not exceed
In connection with the election of a new member to twice the Chairmans ordinary remuneration. Details
the Board of Directors, the Chairman of the Board in- concerning total remuneration paid to the Board are
terviews the selectively chosen candidate to ensure that disclosed in note 7 to the financial statements.
his or her profile suits the vacant seat.
10
MONBERG & THORSEN
ANNUAL REPORT 2016
11
MONBERG & THORSEN
ANNUAL REPORT 2016
SHAREHOLDER INFORMATION
12
MONBERG & THORSEN
ANNUAL REPORT 2016
SHAREHOLDER INFORMATION
Kursudviklingen 2012-2016
31.12.1 = Index 10
300
15-02-2016 MT Hjgaard A/S - MT Hjgaard to build attractive housing in Aarhus
200
25-02-2016 The possibilities of a merger between Hjgaard Holding A/S
and Monberg & Thorsen A/S to be explored 100
13
MONBERG & THORSEN
ANNUAL REPORT 2016
Information policy
It is Monberg & Thorsens information policy to have
a high, uniform information level to ensure that all
stakeholders receive all price-relevant information on
Monberg & Thorsen and MT Hjgaard in a timely and
efficient manner. Such information is mainly commu-
nicated in the form of the publication of company
announcements, including interim financial reports.
Q1 2017 10.05.17
Q2 2017 17.08.17
Q3 2017 09.11.17
14
MONBERG & THORSEN
ANNUAL REPORT 2016
Statement by the Executive Board and In our opinion, the Managements review gives a fair
the Board of Directors review of the development in the companys operati-
The Board of Directors and the Executive Board ons and financial matters, the results for the year, cash
have today discussed and approved the annual report flows and financial position as well as a description of
of Monberg & Thorsen A/S for the financial year the significant risks and uncertainty factors pertaining
1 January 31 December 2016. to the company.
The annual report has been prepared in accordance We recommend that the annual report be approved at
with International Financial Reporting Standards as the Annual General Meeting.
adopted by the EU and disclosure requirements for
annual reports of listed companies.
Executive Board
Lars Goldschmidt
President and CEO
Board of Directors
Niels Lykke Graugaard Christine Thorsen
Chairman
Lars Goldschmidt Henriette H. Thorsen
15
MONBERG & THORSEN
ANNUAL REPORT 2016
16
MONBERG & THORSEN
ANNUAL REPORT 2016
requirements of the Danish Financial Statements Act. We did not identify Conclude on the appropriateness of Management's use of the going
any material misstatement of the Management's review. concern basis of accounting in preparing the individual financial
statements and the separate financial statements and, based on
Managements responsibility for the individual financial statements the audit evidence obtained, whether a material uncertainty exists
and the separate financial statements related to events or conditions that may cast significant doubt on the
Management is responsible for the preparation of individual financial Company's ability to continue as a going concern. If we conclude that
statements and separate financial statements that give a true and fair a material uncertainty exists, we are required to draw attention in our
view in accordance with International Financial Reporting Standards as auditor's report to the related disclosures in the individual financial
adopted by the EU and additional disclosure requirements of the Danish statements and the separate financial statements or, if such disclosures
Financial Statements Act And for such internal control as Management are inadequate, to modify our opinion. Our conclusion is based on
determines is necessary to enable the preparation of individual financial the audit evidence obtained up to the date of our auditor's report.
statements and separate financial statements that are free from material However, future events or conditions may cause the Company to
misstatement, whether due to fraud or error. cease to continue as a going concern.
In preparing the individual financial statements and the separate financial Evaluate the overall presentation, structure and contents of the
statements, Management is responsible for assessing the Company's ability individual financial statements and the separate financial statements,
to continue as a going concern, disclosing, as applicable, matters related including the disclosures, and whether the individual financial
to going concern and using the going concern basis of accounting in statements and the separate financial statements represent the
preparing the individual financial statements and the separate financial underlying transactions and events in a manner that gives a true and
statements unless Management either intends to liquidate the Company fair view.
or to cease operations, or has no realistic alternative but to do so. Obtain sufficient appropriate audit evidence regarding the financial
information of the business activities within the Company to express
Auditor's responsibilities for the audit of the individual financial an opinion on the individual financial statements and the separate
statements and the separate financial statements financial statements.
Our objectives are to obtain reasonable assurance about whether the
individual financial statements and the separate financial statements as a We communicate with those charged with governance regarding, among
whole are free from material misstatement, whether due to fraud or error, other matters, the planned scope and timing of the audit and significant
and to issue an auditor's report that includes our opinion. Reasonable audit findings, including any significant deficiencies in internal control
assurance is a high level of assurance, but is not a guarantee that an that we identify during our audit.
audit conducted in accordance with ISAs and additional requirements We also provide those charged with governance with a statement
applicable in Denmark will always detect a material misstatement when that we have complied with relevant ethical requirements regarding
it exists. Misstatements can arise from fraud or error and are considered independence, and to communicate with them all relationships and other
material if, individually or in the aggregate, they could reasonably be matters that may reasonably be thought to bear on our independence, and
expected to influence the economic decisions of users taken on the basis where applicable, related safeguards.
of these individual financial statements and separate financial statements. From the matters communicated with those charged with governance,
As part of an audit conducted in accordance with ISAs and additional we determine those matters that were of most significance in the audit of
requirements applicable in Denmark, we exercise professional judgement the individual financial statements and the separate financial statements
and maintain professional skepticism throughout the audit. We also: of the current period and are therefore the key audit matters. We
Identify and assess the risks of material misstatement of the describe these matters in our auditor's report unless law or regulation
individual financial statements and the separate financial statements, precludes public disclosure about the matter or when, in extremely rare
whether due to fraud or error, design and perform audit procedures circumstances, we determine that a matter should not be communicated
responsive to those risks and obtain audit evidence that is sufficient in our report because the adverse consequences of doing so would
and appropriate to provide a basis for our opinion. The risk of not reasonably be expected to outweigh the public interest benefits of such
detecting a material misstatement resulting from fraud is higher than communication.
for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations or the override of internal Copenhagen, 16 February 2017
control. Ernst & Young
Obtain an understanding of internal control relevant to the audit Godkendt Revisionspartnerselskab
in order to design audit procedures that are appropriate in the CVR no. 30700228
circumstances, but not for the purpose of expressing an opinion on
the effectiveness of the Company's internal control. Torben Bender
Evaluate the appropriateness of accounting policies used and the State Authorised Public Accountant
reasonableness of accounting estimates and related disclosures made
by Management.
17
MONBERG & THORSEN
SEPARATE INDIVIDUAL
FIN. STATEMENTS FIN. STATEMENTS
2015 2016 Note 2016 2015
Operating activities
-5.4 -7.0 Operating profit/(loss) (EBIT) -12.9 79.0
Profit/(loss) from jointly controlled entities, MT Hjgaard 5.9 -84.4
-5.4 -7.0 Cash flows from operating activities before working capital changes -7.0 -5.4
Working capital changes
1.3 1.3 Receivables 1.3 1.3
0.1 -0.8 Trade and other current liabilities -0.8 0.1
-4.0 -6.5 Cash flows from operations (operating activities) -6.5 -4.0
10.6 8.4 Finance income 8.4 10.6
-0.6 -0.1 Finance costs -0.1 -0.6
6.0 1.8 Cash flows from operations (ordinary activities) 1.8 6.0
0 -2.0 Income taxes paid, net -2.0 0
6.0 -0.2 Cash flows from operating activities -0.2 6.0
Investing activities
0 0 Dividends from MT Hjgaard
-1.2 29.7 Purchase/sale of securities 29.7 -1.2
-1.2 29.7 Cash flows for investing activities 29.7 -1.2
4.8 29.5 Cash flows before financing activities 29.5 4.8
Financing activities
Shareholders:
- -0.1 Purchase of treasury shares -0.1 -
-7.2 -35.8 Dividends paid -35.8 -7.2
-7.2 -35.9 Cash flows from financing activities -35.9 -7.2
-2.4 -6.4 Net increase (decrease) in cash and cash equivalents -6.4 -2.4
23.1 20.7 Cash and cash equivalents at 01.01. 20.7 23.1
20.7 14.3 Cash and cash equivalents at 31.12. 14.3 20.7
consisting of:
20.7 14.3 15 Cash and cash equivalents 14.3 20.7
The figures in the statement of cash flows cannot be derived from the published records alone.
18
MONBERG & THORSEN
Income statement
SEPARATE INDIVIDUAL
FIN. STATEMENTS FIN. STATEMENTS
2015 2016 Note 2016 2015
Net profit/(loss) for the year will be taken to equity
The Board of Directors will recommend a dividend of DKK 30 per share for 2016
for approval at the Annual General Meeting on 6 April 2017.
Statement of comprehensive income
SEPARATE INDIVIDUAL
FIN. STATEMENTS FIN. STATEMENTS
2015 2016 Note 2016 2015
-3.3 -2.6 Net profit/(loss) for the year -8.5 81.1
Other comprehensive income
Items that may be reclassified to the income statement:
Share of other comprehensive income after tax in
- - jointly controlled entities, MT Hjgaard -2.6 4.6
- - Other comprehensive income after tax -2.6 4.6
-3.3 -2.6 Total comprehensive income -11.1 85.7
20
19
MONBERG & THORSEN
ASSETS
SEPARATE INDIVIDUAL
FIN. STATEMENTS FIN. STATEMENTS
2015 2016 Note 2016 2015
Non-current assets
Investments
565.0 565.0 9 Investments in jointly controlled entities, MT Hjgaard 433.1 441.5
0 0 10 Other securities and equity investments 0 0
0 0 14 Deferred tax assets 0 0
565.0 565.0 Total investments 433.1 441.5
565.0 565.0 Total non-current assets 433.1 441.5
Current assets
Receivables
4.9 3.6 Other receivables 3.6 4.9
20
MONBERG & THORSEN
Non-current liabilities
0 0 14 Deferred tax liabilities 0 0
22
21
MONBERG & THORSEN
Share Hedging Translation Retained Proposed Total
capital reserve reserve earnings dividends
22
MONBERG & THORSEN
Note Page
1 Accounting policies 24
2 Accounting estimates and judgements 27
3 Administrative expenses, including fees paid to auditor appointed at the Annual General Meeting 27
4 Finance income 27
5 Finance costs 27
6 Income tax 27
7 Employee information 27
8 Earnings per share and diluted earnings per share 28
9 Investments in jointly controlled entities 28
10 Other securities and equity investments 28
11 Receivables 28
12 Securities 28
13 Share capital 28
14 Deferred tax assets and liabilities 29
15 Security arrangements 29
16 Contingent liabilities 29
17 Related parties 29
18 Financial risks 29
19 Capital management 30
20 New International Financial Reporting Standards and IFRIC Interpretations 30
21 Events after the reporting date 30
22 Segment information 30
23
24
MONBERG & THORSEN
Note 1 guished, operationally and for financial reporting purpo- Balance sheet
Accounting policies ses, from the rest of the entity and that has either been
disposed of or is classified as held for sale and expected to Investments in jointly controlled entities (joint ventu-
General be disposed of within one year according to a formal plan. res) in the individual financial statements
Investments in joint ventures are measured using the
Following the divestment of Dyrup at the start of 2012, Post-tax profit and value adjustments of discontinued equity method. Accordingly, investments are measured at
Monberg & Thorsen and its 46% ownership interest in operations and operations classified as held for sale are the proportionate share of the entities net assets, determi-
the jointly controlled entity MT Hjgaard are no longer presented as a separate line item in the income statement ned applying the accounting policies.
considered to be a Group. The financial statements pre- with comparative figures. Assets and related liabilities are
viously referred to as the consolidated financial statements reported as separate line items in the balance sheet. Joint ventures with a negative carrying amount are
are now referred to as individual financial statements recognised at nil. If the owner company has a legal or con-
and the financial statements previously referred to as the Foreign currency translation structive obligation to cover the entitys negative balance,
parent company financial statements are now referred to The individual business units functional currency is the negative balance is offset against receivables from the
as separate financial statements. Content and formalities determined as the primary currency in the market in entity. Any balance is recognised in provisions.
remain unchanged. which the business unit operates. The predominant func-
tional currency is Danish kroner. Investments in the separate financial statements
The annual reports have been prepared in accordance with Investments in jointly controlled entities (joint ventures)
International Financial Reporting Standards (IFRS) as Transactions denominated in all currencies other than the are measured at cost. Investments are written down to
adopted by the EU and Danish disclosure requirements individual business units functional currency are the recoverable amount, if this is lower than the carrying
for annual reports of listed companies. accounted for as transactions in foreign currencies that are amount.
translated into the functional currency using the exchange
The annual report is presented in Danish kroner. rates at the transaction date. Receivables and payables in Other investments
foreign currencies are translated using the exchange rates Other non-current receivables are measured at amortised
The Company has implemented the standards and inter- at the balance sheet date. Foreign exchange differences cost less impairment losses.
pretations that become effective for 2016. The arising between the exchange rate at the transaction date
introduction of these standards and interpretations has or the balance sheet date and the date of settlement are Other equity investments are measured at fair value at the
not affected recognition and measurement in 2016. recognised in the income statement as finance income reporting date.
and costs.
The accounting policies described below have been applied Receivables
consistently to the financial year and the comparative Income statement Receivables are measured at amortised cost. An impair-
figures and are unchanged from the 2015 annual report. ment loss is recognised if there is an objective indication
Share of profit/(loss) after tax and non-controlling in- of impairment of a receivable.
Basis of consolidation terests in jointly controlled entities (joint ventures)
The individual financial statements only comprise the The proportionate share of profit/(loss) after tax and non- Prepayments and deferred income
financial statements of Monberg & Thorsen and the controlling interests in joint ventures is recognised in the Prepayments are recognised as receivables, and deferred
ownership interest in the jointly controlled entity, MT income statement in the individual financial statements. income is recognised as current liabilities. Prepayments
Hjgaard, which is a joint venture. and deferred income include costs incurred or income
Dividends from investments in the separate financial received during the year in respect of subsequent financial
Joint ventures are not consolidated but are recognised statements years.
using the equity method (one-line consolidation), Dividends from investments in jointly controlled entities
whereby the investment is measured in the balance sheet (joint ventures) are credited to the income statement in Securities
at the proportionate share of the companys net asset the financial year in which they are declared. Dividends Listed securities, which are monitored, measured and
value. are recognised in operating profit, as Monberg & Thorsen reported at fair value on an ongoing basis in accordance
is a holding company. with Monberg & Thorsens investment practice, are recog-
Individual financial statements are prepared on the basis nised at the trade date at fair value within current assets
of the individual enterprises audited financial statements Administrative expenses and subsequently measured at fair value. Changes in fair
determined in accordance with the accounting policies. Administrative expenses comprise expenses for manage- value are recognised in the income statement as finance
ment, including salaries, office expenses, depreciation, etc. income or costs in the period in which they occur.
Newly acquired or newly formed enterprises are recogni-
sed in the individual financial statements from the date Finance income and costs Equity
of acquisition or formation. Enterprises disposed of are Finance income and costs comprise interest income and Dividends
recognised in the financial statements up to the date of expense, dividends from other equity investments and Dividends are recognised as a liability at the date of their
disposal. Comparative figures are not restated for newly realised and unrealised gains and losses on financial assets adoption at the Annual General Meeting. Proposed
acquired enterprises. and transactions denominated in foreign currencies, as dividends are disclosed as a separate item in equity.
well as income tax surcharges and refunds.
Gains/losses on disposal of subsidiaries, associates and Hedging reserve
jointly controlled entities are reported by deducting from Income tax The hedging reserve comprises the accumulated net
the proceeds on disposal the carrying amount of net assets Income tax expense, which consists of current tax and change in the fair value of hedging transactions that
including goodwill at the date of disposal and related sel- changes in deferred tax, is recognised in net profit/(loss) qualify for designation as cash flow hedges, and where the
ling expenses. for the year or other comprehensive income and conse- hedged transaction has yet to be realised.
quently directly in equity.
Presentation of discontinued/discontinuing The reserve is dissolved on realisation of the hedged
operations Current tax comprises both Danish and foreign income transaction, if the hedged cash flows are no longer
A discontinued operation is a component of an entity the taxes as well as adjustments relating to prior year taxes. expected to be realised or the hedging relationship is no
operations and cash flows of which can be clearly distin- longer effective.
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MONBERG & THORSEN
26
25
MONBERG & THORSEN
Financial ratios
Financial ratios have been prepared in accordance with Recommendations &
Financial Ratios 2015 published by the Danish Finance Society.
26
MONBERG & THORSEN
SEPARATE INDIVIDUAL
FIN. STATEMENTS FIN. STATEMENTS
2015 2016 2016 2015
Note 2 Note 3
Accounting estimates and judgements Administrative expenses in Monberg & Thorsen were impacted by costs of DKK 3.3 million
Estimation uncertainty relating to the discussion of possible structural changes in connection with listing of
Determining the carrying amounts of some assets and liabilities requires estimation of the MT Hjgaard.
effects of future events on the values of those assets and liabilities at the reporting date.
The estimates applied are based on assumptions which are sound, in management's opini- Fees paid to auditor appointed at the Annual General Meeting (Ernst &Young)
on, but which, by their nature, are uncertain and unpredictable. The assumptions may be
incomplete or inaccurate, and unforeseen events or circumstances may occur. Moreover, Audit fees 0.3 0.3 0.3 0.3
the company is subject to risks and uncertainties that may cause the actual results to differ Other assurance engagements 0 0 0 0
from these estimates. Tax and VAT advice 0.6 0.3 0.3 0.6
Non-audit services 0 0 0 0
In Monberg & Thorsen, estimates material to the financial reporting relate to the
measurement of the investments in the jointly controlled entity MT Hjgaard A/S. In Total remuneration to Ernst & Young 0.9 0.6 0.6 0.9
the separate financial statements, these investments are measured at cost, which is written
down to the recoverable amount if an impairment test shows that this is lower than cost. Note 4
In the individual financial statements, these investments are measured at net asset value, Finance income
and this value is therefore affected by the estimates made in the consolidated financial Securities - measured at fair value 10.3 8.4 8.4 10.3
statements of the jointly controlled entity. In the consolidated financial statements of Foreign exchange gains 0.3 0 0 0.3
MT Hjgaard A/S, such estimates relate mainly to the measurement of construction con- Interest, cash and cash equivalents, etc. 0 0 0 0
tracts, disputes and legal and arbitration proceedings; provisions for guarantee
obligations; and recovery of deferred tax assets. Total finance income 10.6 8.4 8.4 10.6
Measurement of construction contracts, including estimated recognition and measu- Interest, cash and cash equivalents, etc., relate to assets
rement of revenue and contribution margin measured at amortised cost.
The measurement of construction contracts in progress in the MT Hjgaard Group is
based on an assessment of the stage of each project and expectations concerning the re- Note 5
maining progress towards completion of each contract, including the outcome of d Finance costs
isagreements.
Interest 0 0.1 0.1 0
The assessment of disagreements relating to extra work, extensions of time, demands
Foreign exchange losses 0 0.5 0.5 0
concerning liquidated damages, etc., is based on the nature of the circumstances, know-
Capital losses on securities 6.7 3.4 3.4 6.7
ledge of the client, the stage of negotiations, previous experience and consequently an
assessment of the likely outcome of each case. For major disagreements, external legal
Total finance costs 6.7 4.0 4.0 6.7
opinions are a fundamental part of the assessment.
Actual results may differ materially from expectations.
Interest relates to interest on loans measured at amortised cost.
Further information is provided in notes 2 and 18 of the 2016 annual report of
MT Hjgaard A/S.
Note 6
Income tax
Disputes, legal and arbitration proceedings and contingent assets and liabilities
Due to the nature of its business, the MT Hjgaard Group is naturally involved in various Current tax 0 0 0 0
disagreements, disputes and legal and arbitration proceedings. An assessment is made in Changes in deferred tax 0 0 0 0
all instances of the extent to which such cases may result in obligations for the Group, and Prior year adjustments -1.8 0 0 -1.8
the probability of this. In some instances, a case may also result in a contingent asset or a
claim against other parties than the client. Estimates are based on available information Total income tax expense -1.8 0 0 -1.8
and legal opinions from advisers. Further information is provided in notes 2, 17 and 21 of
the 2016 annual report of MT Hjgaard A/S. Reconciliation of tax rate (%)
Danish tax rate 24 22 22 24
Provisions for guarantee obligations Non-taxable items, etc. -24 -28 -28 -24
Provisions for guarantee obligations in the MT Hjgaard Group are assessed individually Other, including prior year
for each construction contract and relate to normal one-year and five-year guarantee adjustments -120 6 6 -120
works and, for a few contracts, longer guarantee periods. The level of provisions is based
on experience and the characteristics of each project. By their nature such estimates in- Effective tax rate (%) -120 0 0 -120
volve uncertainty, and actual guarantee obligations may consequently differ from those
estimated. Further information is provided in note 17 of the 2016 annual report of MT Tax relating to previous years in 2015 relates to a transfer pricing audit in France for the
Hjgaard A/S. years 2006-2011.
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MONBERG & THORSEN
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MONBERG & THORSEN
Note 14
All related party transactions during the year were entered into in the ordinary course of
Deferred tax business and based on arm's length terms.
Changes in fair value: All other conditions being equal, the hypothetical effect on net pro-
The tax loss carryforwards may be carried forward indefinitely and may be utilised against
fit/(loss) for the year and equity at 31 December 2016 of a one percentage point
future earnings. The loss is not expected to be used in the coming years due to the current
low interest rate level. increase in relation to the interest rate level at the reporting date would have been a
DKK 1.4 million increase (2015: increase of DKK 1.7 million). A one percentage point
Note 15
decrease in the interest rate level would have had a corresponding opposite effect.
Security arrangements
Changes in cash flows: All other conditions being equal, the hypothetical positive effect on
Cash includes an amount of EUR 0.2 million deposited in an escrow account at 31.12.16 net profit/(loss) for the year and equity at 31 December 2016 of a one percentage point
in connection with the divestment of Dyrup to cover guarantees and indemnities increase in relation to the interest rate level realised for the year on floating-rate cash and
provided, see note 16. cash equivalents and securities would have been a DKK 1.6 million increase (2015: incre-
ase of DKK 1.7 million). A one percentage point decrease in the interest rate level would
Note 16 have had a corresponding opposite effect.
Contingent liabilities
Indemnities Currency risks
In relation to the divestment of Dyrup, Monberg & Thorsen has provided normal and Part of cash and cash equivalents and the bond portfolio is denominated in EUR.
customary guarantees to the buyer. The guarantees include a guarantee that Dyrup has At 31.12.16, 70% of the total securities portfolio was denominated in EUR.
operated its business legally in every respect, i.e. that Dyrup has complied with all laws
and regulations in relation to, for example, working conditions, competition law, indirect Changes in EUR exchange rate
and direct taxes, environment, etc. The principal guarantees relating to tax and environ- All other conditions being equal, the hypothetical positive effect on net profit/(loss) for
mental aspects have a term of up to seven years, i.e. until 5 January 2019. As collateral for the year and equity at 31 December 2016 of a one percentage point increase in the EUR-
the performance of these guarantees, Monberg & Thorsen has deposited EUR 0.2 million DKK exchange rate would have been an increase of DKK 1.2 million (2015: increase of
of the sales proceeds in an escrow account at 31.12.16. DKK 1.3 million). A one percentage point decrease in the exchange rate would have had a
corresponding negative effect.
Monberg & Thorsen A/S is not involved in any litigation.
Liquidity risks
Note 17 Financial resources consist of cash and securities. At the end of 2016, financial resources
Related parties stood at DKK 181 million, excluding the amount deposited as collateral in respect of in-
The company has a controlling related party relationship with Ejnar og Meta Thorsens demnities and guarantees in connection with the divestment of Dyrup. At 31.12.2015, the
Fond. corresponding financial resources were DKK 219 million.
Related parties with significant influence comprise the members of the companies' Board Based on the expectations concerning the future operations and the current cash resources,
of Directors and Executive Boards. no material liquidity risks have been identified. Monberg & Thorsen has no interest-
bearing debt.
Monberg & Thorsens related parties also include jointly controlled entities in which
Monberg & Thorsen has control or significant influence.
30
29
MONBERG & THORSEN
SEPARATE INDIVIDUAL
FIN. STATEMENTS FIN. STATEMENTS
2015 2016 2016 2015
Fair value hierarchy for financial instruments
measured at fair value in the balance sheet
Listed corporate bonds are valued based on quoted prices (Level 1).
Note 19
Capital management
The need for alignment of the capital structure is reviewed on an ongoing basis to ensure
that the capital position complies with current regulations and is aligned to the business
concept and the level of activity. According to the internal policy, as a rule equity must
cover total non-current assets and provide an adequate equity ratio. The equity ratio was
99% at the end of 2016, compared with 99% at the end of 2015.
Note 20
New International Financial Reporting Standards and IFRIC Interpretations
The IASB has issued a number of standards and interpretations that are not mandatory
for Monberg & Thorsen in connection with the preparation of the annual report for
2016. None of the standards and interpretations issued is expected to have a material
effect on recognition and measurement in Monberg & Thorsens financial statements.
Note 21
Events after the reporting date
So far as management is aware, no events have occurred between 31.12.16 and the date of
signing of the annual report that will have a material effect on the assessment of Monberg
& Thorsen's financial position at 31.12.16, other than the effects recognised and referred
to in the annual report.
Note 22
Segment information
Monberg & Thorsen is a listed Danish holding company. Its sole activity is its ownership
interest in the jointly controlled entity MT Hjgaard. The ownership interest is 46%.
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MONBERG & THORSEN
32
31
THE COMPANYS
SELSKABETS FOUNDERS
STIFTERE
MONBERG
Monberg & THORSEN
& Thorsen A/S A/S
Knud Hjgaards Vej 7
Gladsaxevej 300
2860 Sborg
2860 Sborg
Denmark
Telephone
Telefon +45 3546 8000
E-mail monthor@monthor.com
E-mail monthor@monthor.dk
Hjemmeside www.monthor.com
Hjemmeside
Registered office www.monthor.dk
Gladsaxe
CVR
Hjemsted 1261 7917
Gladsaxe
CVR-nr. 12 61 79 17