Welcome to Nimbus Press Conference. For the first part of the conference call, the participants will be in listen-only mode. During the questions and answer session, participants are able to ask questions by dialing star five on their telephone keypad. Now I will hand the conference over to the CEO, Jan-Erik Lindström, CFO Rasmus Alvemyr and Head of Investor Relations, Gunilla Öhman. Please go ahead. Okay. Thank you. Thank you all and welcome to this presentation of our latest acquisition. EdgeWater Power Boats in brief then. Obviously then it's a North American boat builder. The company then was founded in 1992, and it was actually founded by a guy called Bob Dougherty. For us in this industry, Bob Dougherty is maybe best known for his, h e was one of the guys behind the Boston Whaler, and then he then started EdgeWater a bit later. It's a premium brand, which is then of course important for us. We are a premium supplier of boats. The company sells mainly to the North American market, and during 2022, they actually sold more than 300 boats, roughly 320 actually. They are selling boats then up to 37 ft. One interesting part is, as we say here, they're mainly saltwater boats, and that is actually then a segment where Nimbus Group then so far hasn't had any solutions in our current portfolio. That is an important segment for the North American market. If you want to be a big player in North America, you of course should have this kind of boats, very traditional American boat. All their boats are equipped with the outboard engines then. They are that at present then 165 employees, as we say here. What's maybe even more important, they have a highly experienced management team. If you look at where these people come from, what they have done before, you see big companies like MarineMax, and you also see actually Boston Whaler. Boston Whaler then is a part of the Brunswick Group, the biggest in our industry. The sales for 2022 then was roughly $48 million, and adjusted a bit as we say here. The adjustment is that we present them the same way we present our business normally. That's meaning IFRS. And this adjusted done is $3 million, and the adjusted margin 6.3%. If we then switch page. Something then about the rationale then and the transaction overview. Besides then, as we would've said, we add a strong and successful brand into our brand portfolio. We also then of course expand the Nimbus Group presence in U.S. This is something that we have struggled with for many years now. When I say struggle, that is not absolutely true. We started the journey somewhere around with this, with this part of our business, around through 2018, late 2018. As you all know, and we actually were over there and looked at a couple of different possibilities, but for some reasons, we chose to not at that point buy. The pandemic came and we actually put it all on ice. This is then of course extremely fun for us that we finally then can find a good potential as EdgeWater then actually is then. I want to emphasize the thing, and I will certainly mention it more during this call, but the important thing with this buy is, of course, we add production capacity, we add a valuable member into our brand portfolio, but we also got a critical mass from an organization perspective. As I said already, it's an experienced mass of people than in this organization. Actually we can with EdgeWater as a base, further expand our business in North America. Not only from a sales perspective, it's also then of course from the production perspective. We say here the synergy effects that we are expected then, of course, a strong, stronger market position. We will actually become Americans. We can look at the American market, this huge American market, as our home market, and that is of course important, and I think that could be a key to success really. As I mentioned, we will have access to production capacity. Not only the capacity that EdgeWater has today, we also get the possibility to actually outsource the same way we do in Europe, in the Nordic countries. We can actually do then also in U.S. because to do outsourced business, it takes more effort than actually producing your own factory. We believe then that you gain so much more to be able to do that. With this local organization, full functional organization, we will then have the possibility to do that, and we haven't had that so far. More efficient logistics, for many reasons. Our boats today will go by boat actually then across the Atlantic over to U.S. We will, at least, be fewer that takes that trip. Of course, it will be less capital than tied up during this process, and that is, of course, good. It's also good from a sustainability perspective because today we buy engines, for example, from U.S., and then we actually send them back, mounted on our boats, and that's also part that we actually can work with now, which is exciting. I already mentioned single largest market in world. From our perspective then, we have done a couple of quite large investments during the recent years in U.S. after the pandemic, as I was talking about earlier. As then an example, we have doubled the number of locations in North America since 2022 when we started our head office then in Annapolis, U.S., and also the sales office, you can say. Then, of course, we can now can add the EdgeWater dealers to this number of locations we have. North America, I will come back to that, but North America is also the growth initiative in our business plan. If you then, Rasmus, talk a little bit about the transaction overview. Yes, thank you, Jan- Erik. The transaction overview looks like this. There is a cash consideration of $9.5 million in cash on a debt-free basis, which is approximately SEK 100 million. EdgeWater will become part of Nimbus Group's today's American organization. The acquisition of EdgeWater is expected to close during the second quarter of 2023 and subject to customary terms. EdgeWater is expected to be consolidated then from in the Nimbus Group account from the closing day. The acquisition includes an industrial property with a value of about $3.5 million as per February 2023. Thank you, Rasmus. Then if we take a small reminder, we started our, you can call it, the modern journey somewhere late 2012. At that point, we decided a couple of important things. Then, of course, during this journey, we have done, we have taken some decisions that is important really for us. Of course, it is first one here, the strategic decision to create a house of brands. See, you can call it simple, and it's also, for us, it has been genius. It's, it isn't that simple. Now, EdgeWater, you can say it's a proof that we really continue in that track, so to say, and we add good brands with a good product portfolio that fits into the markets where we want to be. We have increased market focus. Again, simple to say, but the old Nimbus was very heavy on the technical side. What we have done is that we have kept, of course, the good technicians, but we have increased then the market focus. Now they produce the boats on order, what the customer wants to have. That has been very important for us. We have strengthened our market position. As you can see on the right side there, we have acquired a couple of key dealers, and we're not buying dealers just because we like the dealers, of course, but we don't buy them just because they are maybe big or, or successful. That is part of the criteria, of course, when we buy. We want to buy dealers where they are located in important boating districts, where we think that we can have success with our product portfolio. It's important for us that the dealer can live through us, so to say, our products, also that we want to be in charge of the brand positioning at that certain boating area there. We have improved our product development process, and even if I'm partly definitely in that, I must say that we are one of the absolutely best in our industry, and I think we have proved that, and we will continue to prove that. Important, very important. Of course, we talk about internally, we talk a lot about the prod... To make it producible, and that is a key word, so to say. That means that we invite the production people quite early in the development process to make the boats producible already from the start. That means that we try to do it in a smart way, we then work a lot with the modularity and of course, also the processes, which is important. We talk about the technical platforms, how we can explore them with more models. As always, when we have a call, we mention that we like to have our costs, cost base as variable as possible. Of course, it part of it is that we live in a cyclical cycle industry. It's all about then scaling up and scaling down, and it's the time factor that is the important one for us. On the right side, you can see our journey actually then, we have done acquisitions before, and I think you can see that it has created values, even if most of this growth actually is organic, which is important for us. I leave back to Rasmus, actually. Thank you, Jan-Erik. The acquisition is financed by a direct share issue of about 1.9 million shares. At the subscription price of SEK 41 per share, which was the closing price yesterday without any discount. This adds in total about SEK 79 million pre-acquisition costs in equity. The share issue entails a dilution effect of 9.1% per share. Due to the acquisition, the board of directors has also decided to withdraw the previous proposed dividend of SEK 1.50 per share for 2022 in order to strengthen the financial buffer and the stability of the company. In accordance with our long-term financial targets, we should have no long-term financial debts except for real estate debts. I hand over to you, Jan-Erik, again. Thank you. Then a picture of, you can say what is then important, the key initiatives, as we say here. The headline says, "Delivering on strategy in every step." Here, the business plan is the key. Even if we will not publish it, we will not show it for you, I can assure you that the red thread is there. That is important. We keep to the plan. If you look at these key initiatives that we mentioned here, development of current offering and organization, we have done that. We have continued, of course, to work with that, with this. It's important. We are talking about expand and densify dealership network in Europe, important because our business is local. If you have a good dealer and you have a good product, then you have the perfect match, and that's important. We still, actually have quite a lot to do there, but we are on a journey, as we say. As we mentioned that today, we have over 100 locations in Europe, and that is quite impressive, but there's still room for more. We're talking about the improve aftermarket offering and presence. We are a product owner. As a product owner, we should own the aftermarket, of course. We haven't done that in the past, and that actually goes for all of the boat builders in the world for different reasons then. Again, we have started a journey and we are aiming at double-digit numbers, if you look at the revenue streams from this aftermarket. We are on that journey. We are developing this part of it. Of course, what we're talking about today, increased presence in North America. We have today then 39 locations in U.S., except then the dealer net we actually had got when we now bought EdgeWater. The buy of EdgeWater itself, of course, as I have said, supports this increased presence. Not mentioned here, but the head and sales office then in Annapolis since 2022, also an important key for the future expansion then in North America. Of course, our different acquisitions then. We can do it forward, integration, as we say here, by buying important then for us, boating district again, what we call them, we're buying the hub. For example, then the latest one, Herholdt Andersen, that actually then creates this triangle, the golden triangle in the Norwegian market, where we 45% of the Norwegian business is located inside this triangle. That's a typical way we think when we then do acquisitions for on that side. Of course, the subject for today then, EdgeWater then, where we then buy actually a brand, we have then excellent complement then to our current brand portfolio. Last page. Maybe not much you think, but it's not only a page, it's actually the picture then of the new Nimbus Group, eight good brands with a very high brand awareness. Of course, we are very proud then to for the first time, then show EdgeWater in their future place in our brand portfolio. With that, I think we leave over to questions. If you wish to ask a question, please dial star five on your telephone keypad to enter the queue. If you wish to withdraw your question, please dial star five again on your telephone keypad. The next question comes from Gustav Österberg from Carnegie. Please go ahead. Thank you, operator. Good morning, Jan-Erik, Rasmus, and Gunilla. I don't know how much you can comment and share information on EdgeWater just yet, but I'll try some questions and then you can comment on whatever you're able to comment on today. The margin in EdgeWater is around 6%, and that is including the dealers, of course. Could you share something about the mix here to get a better understanding of the performance in EdgeWater? If I start, and maybe Rasmus will add something. Important then to understand, and this is maybe the reason that we created our house of brands. If you are a monobrand, you have to cover, again, also for the monobrand guys, the dealers are important, and you don't want to be number three or four. You want to be the leading brand with a dealer. The problem they then have is that they have to cover quite a big part of that actual boating district that they are, this dealer then is working with. They... For to be just a monobrand, they have I should not say too many, but they have many different products inside the product portfolio, models inside the product portfolio. That is costly. It also means that you are fighting, if you compare with our present Nimbus Group then, if I, for example, say, what we call the small boats, Bella and Falcon, that part of the industry is actually then much tougher to actually earn money and it's more competition. We are challenging that by... Well, as we see it, to do the right things, of course, and to develop and create a good business still. It's difficult for just a monobrand and to cover it all. What we can see inside that is that the margins are low at the small boats, but at the bigger boats they have more, we can then call it normal margins. That is one part of it. Of course, we can talk about pricing, self-confidence in the brand and things like that we think that we can actually then add some flavor to EdgeWater. Perfect. A follow-up on production capacity there as well. I mean, the press release stated that they produced around 300 boats in 2022. Can you say anything about capacity utilization? Do they have any large spare capacity currently or are they operating pretty close to max at those 300 boats? From a theoretical perspective, we're talking about 400 boats and with a slightly different product mix. That meaning that the boats is bigger as an average. That is what we are expecting. This, no it's not new building. It's, you can say call it rebuilding them. I don't know if I make myself understandable, but they are now in process then to improve the flow inside the factories and also to change things. As I said, it's a skilled management team with a lot of experience and they have identified that the way they work today is not the best way. They are in progress to increase the capacity now as we speak then. Another part that we haven't mentioned so far is that this. You can do a greenfield operation, of course, that is costly and it's actually then quite a lot of risk involved because then you have to train all the boat builders. You have to get the a good management that can actually do the work for you because it's a long way to U.S., so to say. What we have bought now is also a possibility then to do a brownfield operation because the land that EdgeWater is located on, they own, nowadays we own the land and you can say, but we can then easily maybe add 100% more capacity by do some construction work then. The good part with that is of course, as I say then, that is a brownfield operation. We have already the boat builders, we have the local management, et cetera, et cetera. That is interesting. To answer your question, yes, 400 boats, slightly than bigger average of the boats. That is the maximum of that site. Perfect. Just to understand the flexibility here in production, the, if you were to produce the WTC series, for instance, locally, could that be done in current facilities or would that require a brownfield expansion? Well, if you look at the total numbers, we are still growing in quite high speed than in U.S.. We need more capacity, definitely. Again, don't forget what I said, that we now create for ourselves the possibility to also outsource because now we have people on the right side of the Atlantic that actually then can. In the process when you start to outsource, then you have to be present, you have to work together with that organization, so to say. We have a couple of different possibilities here. I will then try to, important thing for you to know, I think, is that EdgeWater. They were way ahead, when they started in 1992, and they actually produce their boats the same way we do, and that is also important factor. They are well known to the way to how to produce our boats, so to say. It's absolutely possible, yes. Perfect. Then, final question, I guess for Rasmus on the working capital and freight cost here. I mean, if you were to, I guess it's early days still, but, how much does a sort of shipment from the Nordic factories to the U.S. add to working capital days, and how much could you possibly cut by moving production to the U.S.? I think you should see it this way, since our own ambition is to expand, it will maybe not in that way reduce the net working capital compared with what we Have, but it will enable us to increase the sales more. of course, it will give. Without growing. Without growing. Yeah, without growing. I think that is more how we should see it, because we will not be able to produce all our models in the United States. It will be most likely some models in the future, but it will be some models that we have identified that will be the best. We will absolutely continue to ship the boats from Europe also going forward. Perfect. Thank you very much. Those were all questions from my end. Mm-hmm. Thank you. The next question comes from Victor Hansen from Nordea. Please go ahead. Thank you. Hi, everyone, Victor from Nordea here. Firstly, I'm wondering about the size of the synergies. I'm wondering if you can quantify anything, and then maybe timing-wise, when we will start to see them. I think that question is a bit early, Victor. We have done the signing. We are expecting the closing, as we said, during the quarter two here. Maybe we can give you some examples rather than, but what we are looking at then, it is exactly as Rasmus said, it's expansion that we're talking about. We are selling more and more boats in U.S., and already in the IPO, we discussed that at a certain number of boats, we will need them to have more capacity. Also then, at what we then nowadays call the home market in U.S. The greater part is, of course, there. I don't believe, and exactly as we say, even if it's not the same boat models that we actually have to ship for the next maybe year then, or maybe up to two year even, because it will take some time to build up this outsourcing I was talking about. Also then if we decide to do this brownfield, that will also take at least one year, and then you have a ramp up. We will not see any difference in the figures, so to say, from that perspective, it will be this more or less the same number of boats we ship, but we will then produce, of course, boats in the U.S.. That is the expansion part of it, and that is, well, difficult than today than to predict, so to say. It's nothing that we really have worked with yet. That phase will start now then. Just to give you some figures then, to actually do a freight of a boat, you can say around 9 m, that is roughly SEK 200,000. If it's done 12 m, which is a common model for us to ship to U.S., then we talk about SEK 250,000. It's a lot of money involved in the cost for the freight. Then also, of course, we tie up a lot of capital, as you understand. We have to continue to do that until we have this, I should not say final solution, but that the next step of the solution in place. Now we have created the possibility for us to do that. From now on and forward, we will then, of course, need to do, take some certain steps more before we actually then can produce everything U.S. Also keep in mind, maybe I should have said that on Gustav's question, that we have started with Nimbus. Since 2017, it has been the Nimbus brand. But now, for example, Alukin and also the new series of Aquador, is knocking on the door to start their journey on American soil. And that is also then, of course, exciting. That is again, the part why I emphasize that the local organization is so important, because even if Alukin, for example, is Alukin boat, with skilled people on the right side of the Atlantic, we can then, I should not say easily, but we put in some efforts, but then we can definitely produce these boats on that side of the Atlantic. Okay, great. Good, good answer. I'm wondering here, maybe on the revenue synergy side, I'm wondering if you can get the Nimbus and now also the Alukin and Aquador, maybe as well, these brands into your EdgeWater U.S. dealers? In some cases, yes. That is what we're actually working with now because it's the boating district that do the choice for us, so to say, and the dealer, of course. The answer is yes, absolutely. Definitely not on all of them. We will find a good way moving forward. I think that we will see that the EdgeWater brand will then be sold at a couple of our locations that we have today for Nimbus then. Absolutely. It's depending on the boating district. Yes. Okay. The upfront multiple paid here was quite low based on 2022 figures. I'm wondering how long EdgeWater's backlog is and how do you expect sales and earnings to develop in 2023 for EdgeWater, since the market was quite strong in 2022? Mm-hmm. Maybe you can say anything on backlog or yeah? Yeah, I can do that. They cover roughly one and a half year as it is today, and that is similar as our own backlog, so to say. They have. The production can be predictable, so to say. As boat builders, we like things to be predictable when we talk about production. Roughly one and a half year in backlog. It's different mechanism, sales mechanism in the U.S., regardless of that, to make it comparable then it's roughly one and a half year. Dealers are buying more boats in the U.S. They are buying for stock, actually. That is not common. We have talked about that before on calls, but that's not common in Europe. Yeah. Yeah. Understood. Okay. That's interesting. Finally here, just wondering, will there be any one-off cost items impacting your P&L related to the acquisition here in 2023? Yes, it will, of course. There will be costs related to different transactions, but. This will be communicated in the first quarter, what the outcome from this will be. only that type of course, as we see. Yeah. Otherwise, it will be a normal business. Yeah. Of course, CapEx and things like that to increase capacity, but nothing that you will notice from that point of view. Okay, perfect. That's all from me. Thank you. Thank you. Thank you. As a reminder, if you wish to ask a question, please dial star five on your telephone keypad. There are no more questions at this time, so I hand the conference back to the speakers for any closing comments. That came in through the web. The first one was from Christian, Sexton Capital, and he wonders if there's any earn-outs in this acquisition. No. None. Nothing. Everything is paid up front. Yes. Yes. Yeah. Yeah. Yes. Then there are some different questions regarding the earnings and revenues, what they will be like for EdgeWater in the future and what they were in the past. I don't know if you want to start with the past, the last five years? nothing that we have has prepared, but of course, we have a business case and I still remember figures. If we start at the revenues, the growth has been it has been a good growth. Yes, actually, Rasmus. I'll leave it to Rasmus. He actually has some figures in front of him. Yeah, they have had a good growth last years. Still, they have also been affected by the pandemic in terms of supply disturbances. There were a drop a couple of years ago. What we have seen now is that they have recovered well last two years. We see that they have a strong development, and they have done many good things to develop the business the last years. They are taking good steps. Okay. I may add actually then that you can, from our perspective, when we have done a legal DD, we have done a financial DD, very, a good and deep one. What we then see is that actually, when you look at this new, I can say then, the new management started 2017 to this new journey for EdgeWater, you clearly see that they start, as you should do then, according to me at least, they start to do some write-offs of the inventory, bad things. They create new production flows. They work a lot with the, from the technical point of view, with the boats to make them, as we say, producible, more producible. You can clearly see that in the figures. At the same time, they also invest in the market approach then. So it is a nice journey that they are on, definitely. Another question was about the future or at least 2023. Mm-hmm. What is the financial outlook for EdgeWater? Yeah. Normally, we don't comment on that, as you know, but I can more or less said before that they have one half year in the order book. I don't think that we should expect them to decrease the margin. On the contrary, they will continue, as I said, their actually lean production, if that makes sense to you guys that's listening in. They will continue that work and that will, of course, create a little bit better margins all the time. A final question from the web is from a private investor, Adam, and he's asking if we're able to comment on who the takers were in the directed share issue. Yes. In general, we can say that the largest shareholders have participated. Yeah in the issue. It was They took the pro rata. Yeah. Of course, it's always fun to see investors that take more than the pro rata, and that was also the case. It was, I should say, roughly 15, investors that. Mm ... was behind more or less than all of it. And... We also have some new ones. Which Yeah. Which is good. Also very good, of course, and fun. Really fun. Okay, thank you. That was all the questions. Okay. Back to you, Jan-Erik. Yes. Then, then I just wrap it up by saying thank you for listening in. This is for us, it's extreme. I don't, it's hard to find the right words for it, but we have struggled, the pandemic and other things to actually do this because we truly believe in that if you will, want to be a real player, so to say, in this industry, of course, you need to be in the biggest market in the world. Again, half of the world market is what we are talking about. This is a good step for us. Extremely exciting. By that, thank you. Thank you. Thank you.