Boreo Oyj (BOREO) Earnings Call Transcript & Summary

Good late morning from the Vantaa Boreo headquarters, and welcome to the Q3 '25 webcast presentation. I will discuss the events of Q3 and outlook going forward together with our CFO, Jesse, here in the next 30 minutes or so. Today, we start the presentation with information that was disclosed to the market yesterday. So as you can see from the picture and the headline, Boreo has appointed a new CEO, a gentleman called Tuomas Kahri will assume the CEO position latest on the 1st of May '26. Tuomas background is, as you can see from the slide, from various management consulting, private equity, and operational leadership roles. And I believe Tuomas, with that skill set, fits really well to take Boreo into the next growth stage. I will personally continue in the role until Tuomas starts, and also I will be available to support Tuomas and the team thereafter during a transition as needed. So still for the next, at least for the next Q4 release and coming then Q1, potentially, it's myself taking and then leading the webcast, but then welcoming soon Tuomas to take over the responsibilities. So a warm welcome from our side to Tuomas, and looking forward getting Tuomas on board as well. Then we continue into Q3. I will start with the key highlights of the quarter, a bit of outlook going forward, and then Jesse will complement with topics related to balance sheet returns and more specific business area comments. Please use as normal the Q&A function if you have any questions, and we'll take those then after the meeting. So key highlights from the quarter. As the headline said, we continue to grow on a sales basis, so fourth consecutive quarter with organic sales growth. Also in this quarter, the sales growth to EUR 33 million was supported by the acquisitions of YE RS of the Elfa Distrelec business from RS and the Spetselektroodi transaction done in Q2 2025. The operational EBIT on an operational basis was better than a year ago. However, in the last year's quarter, the releases of earn-out provisions made improved the result by EUR 300,000 last year. So basically, now we were EUR 100,000 below last year's quarter, but recorded a stable 5% operating margin during the quarter. The result was also impacted by the start-up phase of the YE RS acquisition. So whereas we had -- we saw an impact on the sales side from that acquisition now for 2 months in Q3. But given that the business is in a setup and ramp-up phase, pretty much no profits from that acquisition in Q3. Cash flow was strong as we expected, released working capital by roughly EUR 1.5 million during the quarter. And the company's financial standing position is stable. We completed in Q2 a EUR 10 million convertible hybrid bond transaction, and with the support of that and with the decent, with support of decent, both profit generation and also cash flow generation, the company has liquidity to pursue acquisitions and also support existing businesses. In terms of outlook going forward, our order books grew from last year compared to last year, but also compared to Q2 '25. We do see positive signs, in particular, in our industrial businesses, that the demand environment would be picking up somewhat. It has already picked up in some of the businesses and as reflected with the growth of the order books. On the other hand, construction sector, which is also relevant for us, continues to be slow, and we do expect the winter to be somewhat slow in our construction-related businesses, except for our Swedish Bizmaster business that continues to perform well, as well as businesses exposed to the infrastructure or renovation construction industry, Muottikolmio here in Finland in particular. Looking at a bit more the numbers on a trend basis. Now here on this slide, you see our sales, net sales development on a rolling 12-month basis for the group and for our divisions. As you see well from the graphs, we've seen the bottom, which was roughly a year ago, and now we've been able to grow sales in the last 4 quarters. The development has been somewhat similar in both of the business areas, so electronics and technical trade. However, so that the electronics business, as usual in these types of cycles, is picking up somewhat earlier than the technical trade business portfolio than we have. As noted already before, somewhat now supported the growth curves by acquisitions as well, but strong organic growth in the last 12 months. With regards to gross margins and profitability, so first of all, gross margins, pleased to see, as you've already seen in the last year pretty much that the gross margin profile of our businesses has improved rolling 12-month basis, 32% gross margin and a 7% increase versus the years of '22 and late '23. Result of -- I mean, as a result, basically because of the acquisitions and improvement of the portfolio quality in terms of looking at it from the point of view of gross margins, also decisions we've taken to close low-margin businesses and stop operating. Those sort of businesses, and also in a downturn cycle, the share of our aftermarket activity is higher versus in a better cycle. So that also supports the development you see on this slide. Now going forward, we do expect us to be able to perform at sort of quite decent gross margin levels. Then on the other hand, once the market will improve, we do expect some level of decrease in the margins given that higher volume machine deliveries will impact the margins, but not to return back to those 25% levels where we were a few years back. The profit curves on a relative basis have been quite stable in the last years between 5% to 6% an end result we can be rather happy with now in the last 2 years, given what's happened in the market. However, we do expect once the market demand starts to improve and we start to see the impact and improvement impact from our businesses that the profitability with this portfolio can improve from where it is today. Cash flow generation. And now looking at last 12 months, strong cash flow -- operating cash flow, EUR 11 million. Cash conversion for the quarter was 151% on the back of and supported by reduction of working capital. Now we start to trade at -- I mean, working capital is rather well managed in the company, but we do see still possibilities to -- with these activity levels to reduce the level of working capital somewhat. Now depending on how the pickup on the sales side will go and how the timing of that goes, might be somewhat of a bumpy road downwards as well. But in any case, given the current level of activity, there is potential to take some millions of euros of working cap downwards. But nothing dramatic here, very pleased with the fact that in the rather tough declining markets the last couple of years, we've been able to manage our balance sheet and working capital in particular, rather well. Finally, from my side, a bit of a couple of words on the outlook. This is exactly, I think, the same slide from the last Q2. So no revolution here, what we're going to do. The focus currently in the company is on 2 things: one, developing our -- working with our existing businesses and developing them in the long run. And number 2, screening for potential new companies that could join the group, so working on the acquisition side. There are quite a lot of initiatives in the portfolio and development-related initiatives that we are currently pursuing in the current portfolio of companies. As we mentioned in the report, we've already completed now in the last year 4 renewal and modernization projects of ERP systems of our companies. Good experiences out of those have also encouraged us to continue on this path for a couple of additional businesses. So as we speak, we have 3 of those projects ongoing. And these are -- we -- at the same time, we expect some additional cost on the development side from these projects in -- now in Q4, Q1, and Q2 next year as well. However, providing reduction of fixed costs once implemented, but also very importantly, providing modern tools for our businesses to support growth in the future. Those are not the only ones. There are growth-related initiatives ongoing in our businesses. Two things I would mention, especially one in our Milcon cable harness and electronics trading manufacturing business serving the defense industry. Now we've already seen a significant growth of the revenue of the business in the last couple of years, and the outlook for the future looks really promising. This might also mean that we would undertake some investments in the next 12 months into building new production capabilities and continue to grow the organization as we've done this year, then to be able to grow in the coming years. Also to mention briefly the investment activity going on in the only Life Sciences business we have in the portfolio, Delfin Technologies, which has been during the last couple of years, investing heavily on the renewal of the product platform that is for which we get the first products out in the coming months and also in the renewal of the global distribution network, meaning new distribution setup in the markets of China, in a couple of European -- the biggest European markets and also in the U.S. So the type of activities we expect to provide potential for further growth in the coming years. So that's briefly on what the focus currently in the business is. And as I said, order books are developing quite decently as we speak, and we expect a rather stable and decent performance in the short term as well. That's it from my side, and I hand over for Jesse for further review.

Yes. If we then go on to look at our strategic targets, not much change from what we said in Q2. On general, we are not where we expect to be. But as we continue on our back-to-growth plan and get our profits back up towards where we believe this portfolio is capable of operating. We believe this will follow suit. We are currently at roughly 7% of our rolling 12-month EBIT growth. Return on trade working capital remains at roughly 8% and net debt to operational EBITDA at 2.4x, not including the hybrid bonds, the EUR 20 million hybrid bond, and our recent convertible hybrid bond, which was issued in Q2. Then if we look at returns on trade working capital, which is what we track operationally in our operating businesses and on a business area level. The group remains at roughly 26%. There's some slight variation due to working capital fluctuations. But in general, Electronics is performing at a good level and where we expect our businesses to be. Technical trade is slightly below our expectations for that business, some cyclicality there in terms of profit, and then some buildup in working capital as well. But in general, working capital is managed relatively well across the portfolio, and the improvement in these figures, we expect to come through improvement in profitability going forward. Then having a look at our financial position. Here, we remain on a solid basis after the convertible bond issuance in Q2, as Kari mentioned. If we look at our maturity structure for our instruments, we have our reset date for the EUR 20 million hybrid bond in Q1 2027. And then we have rolled over our senior debt facilities with their maturity date to 2028, of which the current EUR 19 million would be remaining. On the facility side, the situation remains unchanged from Q2. So we have total facilities of EUR 76 million, of which EUR 59 million is used. And on a short-term liquidity basis, cash and our short-term facilities, we are at a comfortable EUR 20 million level. And that, combined with our acquisition facility, gives us firepower to also pursue our acquisition strategy in the coming 6 to 18 months. Then looking forward, going forward to our business area views, Electronics had a solid quarter, sales growth of roughly 20%. Of this, roughly half is attributable to the acquisition of the Elfa Distrelec sales operations. EBIT, EUR 1.1 million. EBIT margin decreasing slightly due to some higher fixed costs and some investments in the companies, including recruitments. The rolling 12-month EBIT level remained at a solid EUR 4.6 million, and the corresponding return on trade working capital on a good level, as mentioned in the previous slides. In general, the outlook for the businesses and the operating environment remains stable, but there are still uncertainties which persist. Customers are quite cautious with investment decisions. The order books declined slightly for the business area, but they remain at a reasonable level as well. And on the highlights, as Kari mentioned, especially Milcon, continued its strong performance and has a good outlook going forward. On the acquisition side, the Elfa Distrelec sales operations was completed in August. The integration of the operations is ongoing and proceeding well operationally. The business is trading lower than we expected at transaction time. But in the months we have owned and integrated the business, the trend has been in the right direction, and we are confident that the business is on the right path and the team is doing a good job there. Then finally, on the technical trade side, sales grew in the third quarter by roughly 13%. Of this, 5% is attributable to the Spetselektroodi acquisition in Q2, and roughly 8% organic. EBIT remained quite flat from last year's levels at EUR 1.2 million. EBIT margin also declining slightly here due to higher fixed costs and some investments taken on OpEx side and personnel side in the companies. Return on trade working capital continued on quite stable and flat levels from previous quarters, and profitability on a rolling 12-month basis, basis the same. Here, I would highlight on the company level, the strong continued performance of our process filtration and water treatment business, Filterit, which is having a strong year and continuing on a good path, which the team has built on the previous few years. Order books grew for the technical trade business. Some larger deliveries and some orders in the current order book, however, are for '26 already, especially for machinery and PM Nordic. In general, we have some positive signs in the industrial environment, but uncertainty continues and some caution in investment decisions still remains and especially construction side of the technical trade businesses remains quite modest still. That's it for the Q3 review on my part.

Very good. Thank you, Jesse. Then we jump into questions.

I've published all the questions which are there. If you continue to a couple of questions, I think, to you. First of all, a bit of technical question on the numbers. The question goes, there are fewer employees in the group's operations than in the comparison period, and yet the operating profit was significantly weaker than in the comparison period. What exactly caused this?

Here, we have, as mentioned in the report as well, there's a new long-term incentive plan, which was put in place now this year and the -- some of those allocations are now in Q3 figures, which were not there last year. And then in the previous year, there was also some bonus or STI adjustments in the figures, which now are on a more moderate level.

Then on the financial side, still another question related to the rollover of the loan -- our senior loans to '28. So clarification, is this already done, and this is sort of the part of the term loan facility? Can you say some more to clarify on this?

Yes. So this includes our -- we have 2 facilities. One is just a pure term loan, and then one is a separate acquisition facility, also a long-term facility, but specifically earmarked for M&A. Both these facilities are rolled over by 1 year with maturity date now being in Q1 '28. And in the meanwhile, the debt service schedule of our usual debt service amounts continues then for the year '27. And this, as the question stated, this is quite a good development for us, of course, and gives us flexibility in terms of thinking about financing going forward, and especially keeping in mind that we have the reset date of the hybrid bond in Q1 '27. So allows us for more flexibility in financial planning.

Thank you for that. There are 2 questions which basically are the same thing related to the ERP projects we mentioned in -- also in the report, and the questions relate to how -- what are the impacts do we expect to see. So basically, the 3 projects we have ongoing as we speak, the total cost related to those is somewhat below EUR 0.5 million. So that's roughly the ballpark. Some of the costs we've already taken some will come now in Q4, Q1, and also Q2, depending then on the time line for the implementation, something for maybe for Q3 next year as well. But basically, we're looking at go-lives in these companies in Q1 and Q2. So majority of the cost will be in the next 3 quarters. Just to highlight on these topics, in general, ERP-related questions. So we -- as I mentioned, we've implemented in the last year 4 ERP renewals, a bit more if we look at 1.5, 2 years back. And the -- I mean, we're not talking about EUR 1 million worth of projects. I think we have -- the cost for implementation for ERPs have varied in between of some thousands of euros to a few hundred thousand euros in historically for our businesses. So by far, the largest exercise was the YE RS creation, where we basically set up new ERP systems for 4 companies, made a carve-out from RS at that point, and managed to do that with the cost that you would typically, I would say, multiply with 10 or 20 or 50x if you talk about ERPs. But our companies all operate in individual ERP and IT systems, and we have a strong development team internal and external, who is basically involved in this project. So I just want to take out some worry around those topics in general. Of course, things can happen, but we have a good track record of successful implementation in the last couple of years. Then we have company-level questions. I can maybe take those. There are 2 things on Delfin. If I take one is related to the distribution network renewal, which I mentioned when up and running. So we have already, in the course of '25, implemented a renewal of the setup in China. So we had historically, or the company had historically, one distributor in China. Now I think the number is 6, in any case, 4 or 5 new distributors in the country, much more of an improved pipeline, better visibility than in the history that we have today. I mean, some orders have already come through from the new distributors. However, as the lead times for projects are somewhat long sort of in that market, somewhat sort of similar in nature to what you would have for public procurement here in the Western countries. It takes time for that pipeline to materialize. In any case, we're quite positive that in the next year, in '26, we will already start to see some proper revenue from that market as well. We have I think it's just ongoing. It might be completed or not, but we're just on the edge of appointing a new distributor in the German market, specifically for the medical business; we want to ramp up there. In the U.S., we have undergone a significant project, also with the support of external consultants in '25, to find new distributors. We have a sort of a good set of potential candidates there, but we have had some setbacks since the summertime because of the tariff-related topics. So basically, a lot of decision-making has been put on hold, which has also directly impacted the sales of Delfin to the U.S. market lately. But I think we have a number of good candidates. There's good interest, and now we're talking about specifically the medical side of the business that there are quite significant prospects in that market going forward. It will take time, but the team is working hard and doing a good job in putting the company on a better stage and path, and a good growth path going forward. The other question related to Delfin relates to when we expect Delfin's growth investments to decrease and profitability to improve again?. And how do we see the future prospects? So on the CapEx side, we don't take too much CapEx into the business anymore, because in '23 and '24, the majority of those capitalized investments were done when we were building up the new product platform. Now we have recruited -- the team has increased from 6 or 7 at acquisition to 11 professionals plus a couple of consultants lately. So basically, we have increased not only R&D resources, but it's not CapEx anymore, it's a cost that flows through the P&L. And also now this year, we've had quite a bit of cost related to the ramp-up of the markets, also creating a new brand image for the company, et cetera, et cetera. So that's why we expect some of the costs to reduce, which have been in '25 there. On the other hand, we want to build the company and then push for sales development in the coming years. So definitely, investment activity will continue, but that will be more of an investment that relates to a sort of organization and building sales and sales capabilities. So that's, I think, for Delfin. And then we have 2 questions left. One is you mentioned that you have seen signs of improvement in industrial demand. Can we open that more? Was that already visible in your order intake? Well, I'd say, yes, I mean, yes, there was a significant improvement or a good improvement of the order books, compared from Q2 end to Q3 end. So we could say that some of that activity or some of that is already visible. It was a really slow start after the summer period, but now, looking at the month of September and then also October, it looks much brighter than in mid-August, I would say. And as Jesse mentioned that some of the orders booked are now already for '26. I think generally, it feels like in businesses such as the metal industry value chain supported with the investment decisions made to the shipyards here in Finland, the icebreaker topics and also the defense industry, it feels like that those are the factors which partially drive demand, but also just simply the fact that it's been a long investment holiday in many of the engineering workshops, for example, and it seems that this backlog is slowly starting to become live in terms of demand. So some improvement already in Q3, and overall, it seems a bit brighter than some time ago. And finally, related to Milcon, future investments that you mentioned to existing -- are those for existing cables or new offerings? Yes, I think Milcon is currently growing with existing customers, also new customers with existing products, but also new ones which have been developed for new products of our customers, where we've been closely designing those products and prototyping those products into our customers' larger setups and product portfolio. So that's basically what it is. It's quite interesting what's happening basically, the majority of Milcon's business is exposed to the land-based part of the military. So the majority of the solutions are for that, and in Finland, especially in Finland, the investment activity is now picking up on that side, whereas the investment historically has gone more to air and sea. So in Milcon is well positioned for the coming years to grow significantly there. And as I said, the investment activity we are willing and prepared to take might in the next years mean that we take some investment upwards. The organization has already increased by roughly 10 people this year, which is almost 50% growth compared to last year. So quite significant growth there, and also might be something that if things materialize, we need to be more and more active on building that organization for the future. But we will communicate more on that when we have something more to say. And typically, these things take some time, but it's nice to see that such sizable growth opportunities come from the portfolio. With that said, I think we're done. The questions are over. I appreciate shooting those over and staying on the line with us. I think with this said, we end the meeting here and look forward to speaking with you again in Q4 review then in February '26. So I wish you all the best for the rest of the year and see you soon again. Thank you.

Thank you.