INTO.I focuses on IAR Systems and distributes Deltaco to shareholders
“Intoi has successively directed its business towards proprietary software. We are now focusing on IAR Systems. Its software is used to program embedded system, which is at the core of the digitalization. The step will strengthen us and enable us to fully capitalise on our world-leading technology, the market´s largest client base and scalable business model. The name change to IAR communicates our focus to the financial markets, says Stefan Skarin, CEO of Intoi.
Intoi has owned Deltaco since 2005. During this period, the company has invested in a new logistics centre in Tullinge outside Stockholm, developed its sales reach to the leading resellers in the region and launched products under the Deltaco brand, which now generates nearly a third of total sales. As a result of this, Deltacos sales have grown by 11% and its operating profit by 15% on average annually since the acquisition.
With its attractive product offering, efficient logistics and long-term customer relations, Deltaco is entering a new growth phase. The company is believed to become an attractive investment alternative and the ambition is that its share will be traded on First North, which is a marketplace operated by NASDAQ OMX.
Intoi focuses on developing and licensing software through its subsidiaries, IAR Systems and Northern. Intoi´s ambition is to change name to IAR following the Annual General Meeting on May 3, 2011.
Extra General Meeting in Intoi
The distribution of Deltaco is conditional on the approval of an extraordinary general meeting of Intoi at 4:00 p.m. on 14 January 2011 in Kista Science Tower, conference room Empire State Building Kista. Notice will be published by 30 December 2010.
The board's proposal is that for each share (regardless of class) in Intoi AB distribute one share of TurnIT AB including the Deltaco Group (changing its name to the Deltaco AB). To enable the distribution, the Board proposes that the Meeting shall decide to reduce the statutory reserve. The reduction in the statutory reserve requires permission from the Swedish Companies Registration Office.
The Board proposes that the Board is authorized to decide on the timing of the distribution of Deltaco, which is expected to take place during the first half of the second quarter of 2011.
All shareholders in Intoi who have been contacted (representing 34.9% of the share capital and 40.4% of the votes) are in favour of distributing Deltaco and intend to vote in accordance with the proposal.
The distribution of Deltaco is covered by the so-called Lex Asea, which means that dividends are tax-exempt in Sweden.
Timetable
30 December Final date for notice to attend the extraordinary general meeting (EGM)
7 January Record date for participation in the EGM
11 January Final date to register for the EGM
14 January Extraordinary general meeting of Intoi
10 February Publication of Intoi’s year-end report for 2010. In the year-end report, Deltaco, is reported as discontinued operations
3 May Publication of Intoi AB’s first quarter report and AGM. The board intends to propose that Intoi shall change its name to IAR
April-May Record date for distribution of Deltaco AB to the shareholders
April- May In conjunction with the distribution of Deltaco AB to shareholders, its share will be traded at the First North marketplace. This is expected to commence with first day of trading during the first half of the second quarter 2011.
Deltaco
Deltaco is the leading supplier and distributor of IT products in the Nordic region. The company was founded in 1991 and is part of Intoi Group since 2005. Deltaco´s business concept is to provide an attractive range of IT products (including computer accessories, cables, network products and multimedia products) with short delivery times and competitive prices.
The customers include distributors, computer dealers, industrial customers, installers, PC builders, mail order companies and retailers. These include Dustin, MediaMarkt, Kjell & Company, Elgiganten, OnOff, TeknikMagasinet and others. Deltaco products are also sold outside the traditional IT sector.
Deltaco is continuously developing its range of over 6 000 products. Around one third of the products are renewed annually. Several of the products are sold under strong international brands, and increasingly in Deltaco´s own brand. Its experience and purchasing volume enables the company to obtain the best price and delivery terms from its over 200 manufacturers, primarily in China and Taiwan.
In 2010, Deltaco strengthened its management team with Ali Motazedi as CEO, Siamak Alian as Purchasing Director and Claes Eriksson as chief operating officer and vice president. During the listing process, Stefan Ström, chief financial officer at Intoi, will be acting CEO of TurnIT AB including the Deltaco Group (changing its name to the Deltcao AB). The Board will be strengthened before listing.
In 2010, Deltaco has experienced strong and steady growth and good profitability. Deltaco has a strong platform for growth through the effective procurement of low-cost countries in Asia, a modern logistics centre and wide distribution to most major value-added resellers.
Intoi (to change name to IAR following the AGM on May 3)
Intoi focuses on developing and licensing software through its subsidiaries, IAR Systems and Northern which both have proprietary technology and scalable business model. The company has the financial resources to potentially make add-on acquisitions to its subsidiaries.
In the first three quarters of 2010, IAR Systems generated almost three quarters of net sales and all operating income for Intoi pro forma, excluding Deltaco.
IAR Systems is the world’s leading provider of proprietary software tools for development of embedded systems. IAR Systems’ software tools are used to program chips that control products in areas like industrial automation, medical devices, consumer electronics and the automotive industry. The company’s products are adapted for chips from all major vendors, which is a very attractive offering and gives the company an independent position. IAR Systems combines technical edge with wide global reach through the market’s largest base of customers worldwide. The company’s strategy is to strengthen the offering in the most advanced systems (32 bit, often ARM technology), expand the product portfolio, raise the share of license and maintenance revenue and boost sales.
Northern offers software for storage resource management. Its software saves disk space, time and resources for more than 1000 customers in over 35 countries, including IKEA, the U.S. Navy, Boeing and Nike. In September, Gartner named Northern one of four Industry Challengers alongside HP, Symantec and SolarWind. Based on its technical edge, Northern’s strategy is to increase its sales reach, among other things through the opening of a new sales office in Boston and partners like EMC Select.
Intoi will have around 170 employees, with a headquarters and R&D unit in Sweden and offices in the USA, the UK, Finland, France, China, Germany, Japan and Italy.
Pro forma TurnIT AB (name change to Deltaco AB)
| INCOME STATEMENT, SEK M | Q1-Q32010 | Q1-032009 |
| Net sales | 272.0 | 250.6 |
| Operating expenses | -245.9 | -225.0 |
| Depreciation of tangible assets | -1.7 | -2.2 |
| Operating profit before amortization of intangible assets | 24.4 | 23.4 |
| Central costs, net | -3.5 | -4.0 |
| Amortization of intangible assets | -0.8 | -0.8 |
| Operating profit | 20.1 | 18.6 |
| Net financial items | -1.5 | -1.5 |
| Profit before tax | 18.6 | 17.1 |
| Income tax expense | 0.0 | 0.0 |
| Profit for the period | 18.6 | 17.1 |
| BALANCE SHEET, SEK M | 2010-09-30 |
| Intangible assets | 100.1 |
| Tangible assets | 49.7 |
| Financial assets | 34.3 |
| Other current assets | 144.1 |
| Cash and cash equivalents | 24.9 |
| Equity | 278.9 |
| Reservations | 0.0 |
| Interest-bearing liabilities | 27.8 |
| Non interest-bearing liabilities | 46.4 |
| Balance sheet total | 353.1 |
Pro forma Intoi
Intoi will consist of IAR Systems and Northern (including Nocom Software).
| INCOME STATEMENT, SEK M | Q1-Q32010 | Q1-032009 |
| Net sales | 177.8 | 188.8 |
| Operating expenses | -160.2 | -168.5 |
| Depreciation of tangible assets | -1.3 | -1.4 |
| Operating profit before amortization of intangible assets | 16.3 | 18.9 |
| Central costs, net | -7.1 | -8.0 |
| Amortization of intangible assets | -3.0 | -3.4 |
| Operating profit | 6.2 | 7.5 |
| Net financial items | -0.4 | -1.0 |
| Profit before tax | 5.8 | 6.5 |
| Income tax expense | 0.0 | 0.0 |
| Profit for the period | 5.8 | 6.5 |
A stronger Swedish krona has affected Intois pro forma net sales negatively by SEK 12 million and operating profit by 7 million compared to the previous year.
| BALANCE SHEET, SEK M | 2010-09-30 | |
| Intangible assets | 156.9 | |
| Tangible assets | 4.6 | |
| Financial assets | 73.4 | |
| Other current assets | 60.3 | |
| Cash and cash equivalents | 19.6 | |
| Equity | 259.1 | |
| Reservations | 4.5 | |
| Interest-bearing liabilities | 17.9 | |
| Non interest-bearing liabilities | 33.3 | |
| Balance sheet total | 314.8 | |