AnnuAl RepoRt
Transcription
AnnuAl RepoRt
Mackmyra Svensk Whisky AB 2011 Annual Report Mackmyra in brief Mackmyra Svensk Whisky AB was founded in 1999 and is the first producer of malt whisky in Sweden. The business is run with production in Mackmyra Whisky Village and the Mackmyra Bruk just outside of Gävle. The Whisky Village is the focal point for both whisky production and the experience and cask offering that is an important part of the company’s strategy. personal casks and the experience, for example, of the Whisky Village. These elements create the ambassadors who represent a key, integral component of Mackmyra’s marketing strategy. The ambassadors spread the message about Mackmyra and their experiences, thereby helping to increase brand awareness and product recognition within and outside Sweden. Maturation storage takes place in Bodås, Fjäderholmarna, Häckeberga and Smögen. The office for administration, marketing and sales is in Stockholm. The personal casks, which were launched in 2002, were the company’s first whisky product. The concept offers the customer the opportunity to buy a personal 30-litre cask of Swedish malt whisky, and then follow it throughout the entire process from filling to bottling. Mackmyra’s vision is to be the natural choice for new whisky experiences. The business concept is that people who enjoy the good things in life in Sweden, the Nordic regionand the rest of the world shall be offered an attractive range of whisky and whisky-related products via the strong Mackmyra brand. The Mackmyra business model is based on close interaction with the company’s customers in order to generate strong loyalty. Mackmyra’s offering includes bottled products, Mackmyra’s bottled whisky has been sold at Systembolaget (The Swedish sales- and distribution monopoly) and restaurants since 2006. Today Mackmyra offers a wide product portfolio for all high-end segments of the market. Products in the super premium and premium segments are offered in the ordinary range of products at Systembolaget. The products are available for sale outside of Sweden through duty-free, travel and retail and through selected distributors. Contents 2 Mackmyra Annual Report 2011 The year in brief 3 CEO’s report 4 Business model 6 Market overview 10 Production 14 Customer offer 18 Five-year summary 23 Board of Directors 24 Management 25 Report of the Board of Directors 26 Financial statements 32 Supplemental disclosures 36 Accounting policies and notes to the financial statements 38 Signatures 42 Auditors’ report 43 Share and ownership 44 Annual General Meeting and calendar 45 Glossary, definitions and addresses 46 The year in brief The year in brief Financial year 2011 Events after the end of the period • Net sales increased by 2% (2) and totalled SEK 81.7m (80.3). Operating loss was SEK 0.7m (profit: 6.5). Loss after financial items was SEK 3.8m (profit: 5.2). Net loss after tax was SEK 3.8m (profit: 3.5), corresponding to SEK -0.94 (1.17) per share. • Fine-tuning of the Gravitation distillery is currently underway. Casks filled with the first drops of distillate from the new distillery are being offered to cask owners and shareholders exclusively until the Annual General Meeting on 5 May. • Production for the year corresponds with 525,000 bottles of whisky (567,000). Thus the maturation stock increased by SEK 11.7m (11.7), or 13% (15) and at yearend was SEK 102.5m (90.8). • Erik Penser Bankaktiebolag guarantees the liquidity of the share on First North from 1 January 2012. • Underlying operating profit from operating activities, adjusted for non-recurring items, is positive and on a par with 2010. • During the year, the company raised SEK 81.3m (33.7) through new share issues. • The Mackmyra share was listed on First North with the first trading day on 16 December 2011, under the ticker symbol MACK-B. • In 2010 and 2011 a new platform was designed to promote growth. • The Board of Directors will not propose a dividend. • Mackmyra’s First Edition whisky was purchased by SAQ, the Canadian provincial monopoly in Quebec, and was launched in the SAQ Signature product line in February 2012. • The Liquor Control Board (LCBO) monopoly in Ontario, Canada chose Mackmyra as the spring’s Distillery Feature, which entails marketing four of Mackmyra’s whiskies during May 2012. • In February 2012, Altia Finland, the largest wine and spirits house in the Nordic region, began selling and distributing Mackmyra whisky in Finland. • Swedish Systembolaget has included Mackmyra’s unaged distillate Vit Hund (White Dog) in its permanent line (T9), which means that store managers can order the product for the store shelves, based on demand. FINANCIAL HIGHLIGHTS Outcome 2011 Of which non-recurring items Of which operating activities 81.7 80.3 -40.7 -1.9 -38.8 -37.7 Gross profit/loss 41.0 -1.9 42.9 42.6 Gross profit, % 50% 53% 53% SEKm Net sales Cost of goods sold Total 81.7 Outcome 2010 Selling expenses -29.5 -1.3 -28.2 -24.4 Administrative expenses -12.4 -0.9 -11.5 -11.7 Other operating income Operating profit/loss (EBIT) Profit/loss before depreciation, amortisation and impairment losses (EBITDA) 0.2 0.2 - - -0.7 -3.9 3.2 6.5 5.8 -3.9 9.7 11.9 It is key that the underlying operating profit from operating activities, adjusted for non-recurring items, is positive and on a par with 2010. Mackmyra Annual Report 2011 3 CEO’s report We are now emerging from the build-up phase Dear shareholders, Mackmyra’s position has been built up by our ambassadors – our customers and shareholders. It is thanks to your enthusiasm and commitment that our products first became available for special order and then included in the regular product line at Systembolaget. We are now entering a new period of growth. Our new platform will enable us to boost both production and sales. We have also built up a stock of quality products to offer to meet increasing demand from both the Swedish and international markets. The presence at Systembolaget and the well-known Mackmyra brand open up opportunities for more sales, not only through the 400 stores in Sweden, but also on neighbouring markets and to the restaurant industry. This strategy creates bestsellers that will benefit the company for a long time. Relevant examples are Mackmyra – Den Första Utgåvan (The First Edition), Mackmyra Brukswhisky (The Swedish Whisky), and Vit Hund (White Dog). The latter was also included in Systembolaget’s regular product line in spring 2012. To boost sales, we will expand and intensify our international marketing campaigns. These campaigns have already brought success in the form of a foothold in the large Canadian market and an initial presence in the important premium market in New York. We also continue to consolidate our position in the neighbouring markets in the Nordic countries, while we see great opportunities for expansion in selected parts of Western Europe. To date, our international launch has evolved as expected. With the support of our shareholders, we can now leave the build-up phase behind us and embark upon a new period of growth. Now we are ready to capitalise on the assets we have created. In addition to our current offering, we continue to develop our product portfolio with new varieties of whisky and whisky-related products. The goal, of course, is that they will also take strong positions in Systembolaget’s regular product line. With the support of our The past two years spent building the Mackmyra of today have included the new distillery, which opened in December 2011. We started the Whisky Village, restructured our financing, expanded the ownership base to give us a total of 6,000 shareholders, listed the Mackmyra share on NASDAQ OMX First North, and laid the foundation for new products and new markets. shareholders, we can now leave the build-up phase behind us and embark upon a new period of growth.” It has been a hectic period. Our resources are limited and the activities entailed dedicating our focus and resources to construction and production issues, financing solutions, issuances, listing on First North and preparing for sales. Sales growth has quite simply been impacted, which, combined with the weaker economy, especially in the last quarter of 2011, resulted in lower than expected growth. Nevertheless, our sales volumes have performed well and our products have continued to win prizes and receive international recognition for taste and quality. I would say that Mackmyra today is significantly stronger, both as a brand and a company, than it was two years ago. 4 Mackmyra Annual Report 2011 Whisky production is not governed by the fluctuations of the economy. What is produced during a recession can be sold during boom times and vice versa. Mackmyra’s success is therefore based on a longterm, methodical approach in which production follows long-term plans to build up an adequate stock of mature whisky to match the demand we create through methodical skilled sales in Sweden and abroad. Our challenge is to first recapture and then guide our growth at a steady pace so that future production volumes are balanced in relation to marketing campaigns for optimal introduction at the right price and volume in new markets. Growth must also occur without the whisky stocks drying up at a critical moment and without capital being tied up along the way so as to pose a challenge for liquidity. 1998 The founders, eight old classmates, reunite in a cottage in Sälen. Each one brings a bottle of single malt whisky and late one night the idea of creating the first Swedish whisky is born. CEO’s report Mackmyra’s history 1999 After one year of preparations, Mackmyra Svensk Whisky AB is founded in March 1999. A pilot distillery with the necessary licenses is started the same year. The first drops of raw whisky are distilled on 18 December 1999. The expansion of the Whisky Village outside Gävle is an important milestone for Mackmyra and creates a focus for our operation and sales. We can advertise and link our offering in this venue, where we can also give our ambassadors a complete experience when they follow their drops from the malt smoking facility and distillery to cask storage. In connection with Mackmyra Day, 5 May, our ambassadors who have chosen to order a cask with the “first drops”, i.e., the first distillate produced at the new distillery, will see their casks begin to be filled. I would say that today Mackmyra is significantly stronger, both as a brand and a company, than it was two years ago.” Whisky production is a long-term business, and we know that many of our shareholders are also long-term and are more than willing to help promote our brand. We are convinced that broad public ownership reinforces the company’s ability to grow and gain market share at the same time that we have a greater opportunity to communicate and improve conditions for the Swedish whisky industry. I am confident that with these measures, together with the excellent, enthusiastic efforts of our employees, Mackmyra is heading in the right direction. 2000 Visitor and experience activities are launched at Mackmyra Bruk. 2001 A distillery on a commercial scale is built and brought onstream at Mackmyra Bruk. 2002 Mackmyra Reserve is developed and launched. 2003 A main warehouse is built in Bodås, outside Hofors. 2004 Distillery production gradually increases up to the equivalent of 500,000-600,000 bottles a year. 2005 The first bottles from Mackmyra Reserve are sold in December via Systembolaget. 2006–2007 The first bottles of Buteljerat (Mackmyra Preludium) are sold at Systembolaget and in duty-free shops. 2008 Mackmyra – Den Första Utgåvan (The First Edition), the company’s first regular bottled product, is launched. 2009 The Company presents Vision 2019, its new long-term strategic plan. 2010 Construction and grand opening of the Forest Maturation Warehouse, the first building at Mackmyra Whisky Village. 2011 Visitor activities begin at Mackmyra Whisky Village, the first bottles are sold in New York and the Gravitation Distillery opens. Magnus Dandanell CEO Mackmyra raises a total of about SEK 185 million through an initial public offering and funding. The shares are listed at First North NASDAQ OMX in Stockholm on 16 December. After the IPO Mackmyra has more than 6,000 shareholders! Mackmyra Annual Report 2011 5 Business model close interaction with customers Vision Brand platform To be the natural choice for new whisky experiences. The “Mackmyra” brand platform forms the basis of the company’s activities and also serves as a basis for decision-making when deciding on direction and product development. Business concept That people who enjoy the good things in life in Sweden, the Nordic region and the rest of the world shall be offered an attractive range of whisky and whisky-related products via the strong Mackmyra brand. Operational objectives 2012–2014 • Strengthen Mackmyra’s position in Sweden and the rest of the Nordic region to increase sales. • Launch at least one new regular product per year at Systembolaget and neighbouring markets. • Establish Mackmyra Whisky Village as a nationally recognised destination for whisky experiences. Grand opening for a permanent visitor center with whisky tasting and capacity for up to 50,000 visitors per year during the period. product Mission Craftsmanship and a high-class whisky experience positioning Innovation, openness, traceability and local ingredients Style Committed Targeted Challenging Small-scale Produced by craftsmen Here comes the new* school in terms of high-quality whisky! We demand more! Vision The natural choice for whisky experiences values Long-term approach Authenticity Creativity Experience High quality • Increase the number of ambassadors, i.e., shareholders and/or cask owners, who spread awareness of the Mackmyra brand and products both inside Sweden and abroad. This objective has become easier to achieve through listing on First North. *Combination of new and old: age is not an end in itself. Good, local ingredients, traceability, craftsmanship using new technology, no additives, maximum volume, hygienic and the opportunity to create personally designed malt whisky. • Expand Mackmyra’s whisky on existing markets outside the Nordic region with sustainable sales through established distribution channels. Market strategy • Introduce Mackmyra’s whisky on selected new markets. Since its inception, Mackmyra has chosen to gradually introduce the brand onto the market. Operations in Sweden began in 1999. The Company’s marketing strategy then was based on building up a client base and demand through visits to the distillery, tastings and cask sales. The strategy was successful and engaged customers spread awareness of the Mackmyra brand throughout Sweden. The initiative resulted in spontaneous demand at Systembolaget, which decided to carry Mackmyra’s first bottlings in its new product line in 2006 and as a regular product beginning in 2009. The Swedish market is the foundation of the operation and a requirement for continued expansion abroad. It is therefore important for Mackmyra both to continue growth in the Swedish market and maintain its position as the leading end brand in the high-end segments at Systembolaget. 6 Mackmyra Annual Report 2011 Business model Step 3 - Expansion of step 2 markets Mackmyra’s growth is planned in three steps: Step 3 entails the expansion of step 2 markets. This initiative will begin in 2012 by marketing the existing volume of mature whisky in the maturation warehouses. Beginning in 2017, the company will have even greater opportunities to gear up markets from Step 2 since larger volumes of mature whisky from the Gravitation Distillery will then become available. Step 1 Step 2 Step 3 Market selection and growth strategy Expansion of step 2 markets Selected markets outside of the Nordic region Examples: the UK, France, Spain, Germany, New York, Quebec, Ontario Sweden and the rest of the Nordic region Denmark, Norway, Finland, Ferries, Airports, Charter travel, travel-related commerce. Wide range of bottled products including whisky-related product offering Product differentiation Mackmyra currently offers mature malt whisky in different versions and editions, in casks and in bottles. Mackmyra is also working with product differentiation by developing whisky-related products. A first example is the product Vit Hund – Mackmyra’s unaged bottled spirit, which is marketed under its own brand. Customer relationship Step 1 - Sweden and the rest of the Nordic region Mackmyra is currently an established brand in Sweden and the rest of the Nordic region. Marketing activities focus on selling Mackmyra’s entire line of products to a broader customer base in Sweden, Finland, Denmark and Norway. The market also includes traditional travel-related commerce in the area. Mackmyra has signed distribution agreements for several of these markets and is a market leader in the highend segments on the Swedish market. Step 2 - Selected markets outside the Nordic region Mackmyra launched sales at Western European whisky dealers in 2007 and kicked off its overseas campaign in 2010 with the goal of establishing the company in some carefully selected key markets throughout the world. The trend to date has been positive in both Western Europe and North America. Mackmyra has been launched in the UK, Germany, France, the Netherlands, New York, Ontario and Quebec. Mackmyra’s business model is based on close interaction with the company’s customers, in which experiences and casks serve as the foundation for a strong commitment that contributes towards customer-driven marketing. Mackmyra works with several different channels to provide customers with the opportunity to come into contact with the brand and the products. The most important marketing channels are the company’s dealers, ambassadors, visits to the Whisky Village, various types of events and digital channels. Experiences and casks are the foundation Growth by product group, diagram: Whisky-related Ordinary Limited Cask Experiences 1999 2002 2006 2009 2011 Mackmyra’s ambassadors are an important part of Mackmyra’s marketing strategy. The ambassadors spread the message about Mackmyra and their personal experiences, thereby helping to increase brand and product awareness both in Sweden and abroad. Mackmyra Annual Report 2011 7 Business model Strategic resources Distillery In December 2011, Mackmyra celebrated the grand opening of the new distillery in Mackmyra Whisky Village outside Gävle. The new distillery complements the original distillery at Mackmyra Bruk. The two facilities now have a combined production capacity equivalent to 2.4 million bottles of distillate per year. The increased distillery capacity is a strategic success factor and a prerequisite for the international launch. Maturation and supply Mackmyra takes a long-term and methodical approach to establishing the brand and sales of whisky and whiskyrelated products in Sweden, the Nordic region and other selected markets. Delivery capacity over time is a key demand from buyers around the world because they are reluctant to see investments in marketing and brand-building go to waste because of inadequate stocks of aged whisky or delivery problems with the supplier. All whisky producers who intend to market their own single malt whisky must therefore be able to guarantee a longterm supply of mature whisky for bottling. Consequently, over the past five years Mackmyra has distilled a larger volume of distillate than planned sales once the whisky has matured. The strategy more than doubles the capacity of finished whisky beginning in 2012, thereby creating a buffer that can be used as a bridge to a more rapid increase in sales until the new volumes from the Gravitation Distillery are finished. Mackmyra Whisky Village Customer visits to the distillery, maturation warehouse and tastings are different experiences that together create the Mackmyra Whisky brand. The initiative to build and develop Mackmyra Whisky Village is a key strategy and a long-term platform for global growth. 8 Mackmyra Annual Report 2011 age structure of maturing stocks, thousands of bottles (31 Dec 2011) 600 500 400 300 200 100 0 ‹ 1 year 1–2 years 2–3 years 3–4 years 4–5 years › 5 years Core competencies Mackmyra’s operations are based on its employees’ high commitment and understanding of the business. Mackmyra depends on the knowledge capital that employees contribute and work with continuously by documenting procedures, processes, recipes and other activities that are important for running the business. Mackmyra’s strategic core competencies are Taste and Design, Distilling, Aging and Bottling, and PR & Communications. Taste and Design Mackmyra chose from the start to develop its own whisky recepies. This was based on a systematic development plan over a three-year period and comments from visiting customers with the goal of developing the first Swedish whisky recipe with domestic ingredients and Swedish flavours. Mackmyra’s Master Blender has a key role in shaping Mackmyra’s different products, but groups of several people are engaged in the process of developing the various editions of whisky and systematic documentation is created to ensure continuity. Mackmyra’s cask is extremely important for the experience and product quality. The small size and high quality of the cask are factors that contribute to more intense taste and faster maturation. The hand-crafted casks made of Swedish oak from Visingsö are a key flavour ingredient in Mackmyra’s whisky. Business model The development of the packaging design and large scale deliveries of bottles to customers have created important skills within the company. Experts and customers have reviewed the many customer casks that have been bottled and delivered, as well as the many more whisky bottlings produced and sold. Mackmyra has also conducted its own analyses of the delivered products. These analyses and evaluations serve as a basis for continuous improvement, while providing feedback on the basic processes, thereby contributing to skill-building. The finished whisky is sold in various special editions, as well as in the regular products Mackmyra – Den Första Utgåvan and Mackmyra Brukswhisky. To emphasise the impression of a premium product and to enhance the experience, great care is taken in designing the bottles and packaging. Distilling, maturing and bottling Mackmyra has developed its distilling, maturing and bottling skills from the start in the small pilot distillery and pilot storage building where the recipes were developed between 1999 and 2002. The business grew into a commercial scale operation from 2002 and 2011, in part through the distillery at Mackmyra Bruk and the five maturation warehouses that were started up in different parts of Sweden, and in part through the two bottling plants. PR & Communication Mackmyra Whisky’s mission is to develop high-quality whisky and whisky-related products, as well as to build a global brand with a strong base in Sweden and headquarters in Mackmyra. Therefore the qualities of Swedish craftsmanship and the “genuine” experience are underscored in all products and customer offering. Experts, opinion leaders and customers will be able to visit Mackmyra’s facilities and then share their experiences through various channels in Sweden and abroad. Revenue model Mackmyra revenues come partly from cask sales and associated experiences, and partly from the sale of bottled finished whisky. Cost of production up to the dotted line is recognised as maturing stock on the balance sheet. The figure below is schematic and percentages represent an example that changes depending on the product. About 5% About 10% About 20% Barley/malt Distilling delivery 1 week About 15% About 50% Cask maturation Mixing/ bottling/ finished goods inventory Gross margin ≥ 5 years 4 weeks Sales, experiences, brand-building Approximately two thirds of the company’s sales are attributable to bottles and one third is attributable to casks and experiences. With bottle sales, production is related to the maturing stock, while with sales of casks and experiences, production is based on orders. The latter case achieves a positive cash flow, which partially offsets the capital tied up in the mature stock required for the sale of bottles. Mackmyra Annual Report 2011 9 Market overview Swedish whisky market The Swedish whisky industry is at an early stage, where Mackmyra Whisky has been the groundbreaking pioneer that has placed Swedish whisky on the map. It is only natural that Mackmyra’s initiatives have led to the emergence of several whisky producers. The premises for high-quality production in Sweden are excellent with its raw materials and clean water, a favourable climate and clear legislation. As the domestic whisky industry grows and more Swedish producers join the ranks, awareness of Swedish whisky will also grow, which is expected to increase Swedish whisky’s share of total consumption in Sweden. This growth will also add a dimension to the international launch of Swedish whisky. As market leader, Mackmyra should benefit from this trend with better prospects for greater growth. Regulated market The Swedish alcohol market is controlled by Swedish alcohol legislation. This means the market is regulated, where all the participants that work in the production and sales of alcohol must obtain a permit to operate. The legislation restricts the forms of marketing, which influences the design of advertising and types of tastings, and stipulates that all sales of alcohol to consumers must be made via Systembolaget or restaurants. Swedish taxes on alcohol are among the highest in the world and are higher than the EU average. Some forces suggest that in the long term, alcohol taxation levels are likely to be harmonised across the EU. How such changes would affect Sweden is still uncertain. Size and growth Whisky is Systembolaget’s largest category of spirits in terms of both volume and value. Swedish interest in malt whisky has grown sharply over the past decade and its percentage of total whisky sales continues to grow, from 17% in 2004 to 22% in 2009, which can be compared with the global average of 6.8% and 7.1%, respectively. (Source: IWSR Global market review of malt whisky – forecasts to 2015, 2011 edition) In Sweden over ten million bottles of whisky are sold each year (10,700,000 million bottles in 2011) via Systembolaget, plus private imports in conjunction with travel, and sales made through restaurants. The following consumer trends, which can be derived from Systembolaget’s 2011 launch plan, indicate continued growth in malt whisky sales: Revenue distribution per bottle sold The picture illustrates the revenue distribution of whisky in all price categories, with lower consumer prices to the left and higher consumer prices to the right. SEK SEK 500 500 400 400 300 300 200 200 100 100 0 0 • Searching for the real thing Alcolhol tax (SEK) Systembolaget (SEK) VAT (SEK) Supplier (sales price requirement) • The focus is on me • Enjoying luxury • Experiences The trend of locally produced food and drink also suggests continued growth in sales of locally produced malt whisky. The price of a bottle of whisky is made up of four main parts: • Production costs • Distribution costs • Alcohol tax • VAT Alcohol tax and VAT depend on the specific market and are regulated by legislation in each country. 10 Mackmyra Annual Report 2011 Market overview Mackmyra Annual Report 2011 11 Market overview Distribution costs include logistics costs and compensation to any importers or agents and retailers. Costs for marketing may be taken into account by the manufacturer, importer or distributor, and will vary from case to case. In Sweden, retail is regulated by Systembolaget, which charges relatively low distribution and retail margins. Abroad, high taxes on alcohol are often replaced by higher distribution, import and retail costs. This situation also applies to tax-free markets; the tax portion does not exist, but compensation to the distributor is often much higher. Participants/stakeholders/competitors The Swedish customer at Systembolaget can choose from a large selection of whisky types and brands in different price ranges. Competition for the customer’s awareness is in other words intense and the possibility of branding via traditional advertising channels is limited by the legislation. The main competition in the high-end segments primarily comes from Scottish single malt whisky. Other Swedish whisky manufacturers are still in early start-up and production phases. Two of them have come so far that they have bottled a small number of bottles that have matured beyond the three-year limit required by law for the product to be called whisky. Mackmyra’s position in Sweden Mackmyra targets the premium segment and above. The venture has been successful and in a short time Mackmyra has established itself as market leader in the Swedish whisky market in the top three segments – Super Premium, Limited Edition and Exclusive. In the large premium segment, Mackmyra Brukswhisky joined the top ten during its first regular year at Systembolaget Prices in these segments are about SEK 350 per bottle and up. The high-end segments entail higher margins for suppliers, as well as lower volumes since the target is a smaller and more exclusive customer base. The table below shows the top sales at Systembolaget in 2011 for each whisky segment/price range. Sales value is stated as a percentage of the total market for the segment. Sales peak at Systembolaget 2011 Exclusive • Moment • Over SEK 1,000 Limited Edition • Special • SEK 450–800 Super Premium • Den Första Utgåvan • SEK 450–700 Premium • Mackmyra Brukswhisky • SEK 350–450 Source: Systembolaget sales statistics 2011 12 Mackmyra Annual Report 2011 # Whisky SEK % 1 Mackmyra Moment Norrsken 1,295 10 2 Mackmyra Moment Rimfrost 1,195 9 3 Mackmyra Moment Drivved 1,295 8 4 Highland Park Earl Haakon 1,730 8 1 Mackmyra Special:06 595 20 2 Mackmyra Special:07 649 18 3 Ardbeg Alligator 799 11 4 Lagavulin Distillers Edition 729 4 1 Mackmyra DFU 498 18 2 Lagavulin 549 14 3 The Macallan 489 9 4 Ardbeg 10 479 9 1 Bowmore 399 9 2 Caol Ila 389 8 3 Glenmorangie 399 8 9 Mackmyra Brukswhisky 398 4 Mackmyra whisky has been well-received internationally and has drawn attention in competitions and at trade fairs in Asia, Europe and North America. Since its inception, Mackmyra has established a network of importers in selected parts of the world. Some importers are larger, while others are small and clear niche retailers. Sales in each market vary from small to medium volumes. Mackmyra strives to develop the markets gradually. Mackmyra is currently represented in Denmark, Norway, Finland, Germany, Britain, France, Canada, the US, Taiwan and China. Since 2011 the company has had its own marketing staff for the New York market, which is essential in terms of PR. Mackmyra’s international sales are still a low percentage of total sales, but the international activities are building the brand and spreading knowledge of the characteristics and quality products among priority target groups. The travel market, however, is relatively large for Mackmyra whisky. About one third of the whisky in traditional bottles is sold outside Sweden and the trend is rising. This growth has been achieved even though the global travel market has had a tough couple of years and declined slightly as a result of reduced travel during the recent financial crisis. Nevertheless, research company IWSR predicts that the tax-free market for Scotch malt whisky will grow by about 13% by 2015. Whisky – a global market Whisky can be found everywhere in the world where spirits are available and 99% of the whisky market is outside Sweden. Whisky is an international product. According to research firm IWSR, a total of around 3.2 billion bottles of whisky were consumed in 2009. The largest consumer countries are India, the US, France, Britain, Japan, Spain and Canada. With the exception of India, the largest volumes are mainly produced in the traditional manufacturing countries of Scotland, Ireland, the US, Canada and Japan. (Source: The IWSR Whisky Forecast Report 2009–2013) According to research company Euromonitors, the global whisky market will grow by up to 5% annually over the next three years. This growth will mainly occur in the emerging markets in Asia and the Pacific, especially China and India. Euromonitors also predicts that the premium trend (interest in more expensive luxury whiskies) will persist, though the segment is expected to grow more slowly. The market trend is hampered by poor economic prospects in many countries. Expected trend 2011-2016 for the global market. • Producers that stand for “New World Whisky” are capturing market share. • Producer countries such as Scotland, the US and Canada are losing market share. • The producer countries Ireland and India are increasing their production volumes and gaining market share. (Source: The IWSR Whisky Forecast Report 2009-2013) Market overview Mackmyra and Whisky in an international perspective Mackmyra is active in the premium segment. To get a picture of the market for this segment, a comparative study can be made of malt whisky and other premium whisky. According to IWSR, about 80 million bottles of Scotch malt whisky were consumed in 2009. The largest consumption occurred in the US, France, Britain, Taiwan, Germany, Italy and Canada. IWSR predicts long-term volume growth for Scotch malt whisky of 15 percent from 2009 to 2015, which is considered very positive. Among the major consumer countries where the highest growth is predicted during the period are the US (18%), Canada (17%), Taiwan (14%) and Germany (7%). Forecasted top growth, albeit from a lower level, India (199%) and China (114%). IWSR’s analysis also shows that: • “Premiumisation” and “connoisseurship” are two strong trends driving the single malt market. Premium consumers demand a high level of credibility for the product and want to know the story of the brand. They are looking for origins, traceability and craftsmanship in manufacturing. • Many new small whisky distilleries are started in new countries. However, the volumes are still small. • One potential and significant trend is the emergence of craft micro-distilleries in the US and Canada. Although these distilleries are not yet very large, they promote interest in whisky and new styles. • Lack of access to premium whisky is one of the limiting factors for growth in the high-end segment of whisky from the US, Ireland and India. These observations benefit Mackmyra, which is well ahead in the new world of whisky with innovative style, and which also has a larger supply capacity than many of the small distilleries that have recently started operations. (Sources: IWSR Global market review 2011 edition: - of malt whisky forecasts to 2015 and - of non-Scotch whiskies) Mackmyra Annual Report 2011 13 Production from barley to bottle Barley, water and yeast comprise the basis of whisky. Mackmyra bases its manufacturing entirely on Swedish ingredients. The water comes from the nearby ridge at Valboåsen, the barley from the fields outside the distillery, as well as crops that bear the Swedish Seal of Quality from Strömsta Manor in Enköping. The yeast comes from Kronjäst and the peat comes from Karinmossen. The juniper branches grow outside the door. Whisky production is a long and time-consuming process. In the first step, the harvested grain is steeped in water and allowed to germinate. Some barley is malted on-site in the Whisky Village in Mackmyra’s own malthouse. During germination the starch begins to convert into the sugars that are needed to create alcohol. After a short period, germination is stopped when the barley, or malt as it is now called, is allowed to dry. Traditionally, drying occurs both by air-drying and by burning peat during malting, which also provides the smoky flavor that many buyers appreciate. The longer the malt is exposed to peat and juniper smoke, the smokier the taste of the finished whisky. In order to be able to offer smoky whisky, Mackmyra has built its own malt smokehouse, but it also uses unsmoked malt for some distilling. The finished malt – either unsmoked or smoked – is now ready to move on to the distillery. The core of Mackmyra whisky production consists of the 35-metre high Gravitation Distillery, which now stands in what is called the Whisky Village. The height, which is unusual for a distillery, is no accident. It allows Mackmyra to use the law of gravity for almost the entire production process, which in turn means that fewer pumps and moving parts are necessary, so production becomes much more climate smart than in the traditional distillery. The malt is stored in a silo on the side of the Gravitation Distillery. At the top, just below a newly decorated sky bar intended for visitors, are mills that grind the malt into flour, which is then led down, using gravity, to mash vessels. The flour is now steeped in warm water to continue the conversion of sugars and leach them out to the aqueous phase. 14 Mackmyra Annual Report 2011 The result is called sweet wort. Here Mackmyra removes the solids, which are used for purposes such as production of biogas. The sweet wort runs to the yeast vessel, where a small dose of yeast is added. The sweet wort is then allowed to ferment for a few days to become wort. The length of time that fermentation is allowed to continue affects the character of the finished whisky. Usually fermentation takes about three days. When fermentation is complete, the mash which is now a liquid resembling beer, enters the distillery. The first distillation is done in a “wash still”. When complete, the distillate has an alcohol content of about 25%. This process is followed by a second distillation, this time in a “spirit still”. Here, the distiller plays an important role during the distillation process by controlling which parts of the distillate go in the barrel. The finished spirit is around 70% alcohol by volume. With the new distillery, Mackmyra has production capacity equivalent to 2.4 million bottles of spirit per year. In 2011, the company produced the equivalent of 525,000 bottles. At the bottom of the Gravitation Distillery Mackmyra has an area used to fill the casks that were pre-ordered by customers, or that will serve as the basis for future products. Mackmyra uses 30, 100 and 200-litre casks. The Company’s strategy is to use small high-quality casks because they allow for faster maturation. The 30-litre, 100-litre and 200-litre casks are handcrafted, usually out of oak from Visingsö. The Gravity Cask combines Swedish oak with the character of the American bourbon cask, but other types of casks are also used to create the right nuances. Production Mackmyra’s Gravitation Distillery is tailor-made for our visitors By using the force of gravity in a unique manner in the process, Mackmyra’s whisky production becomes both climate and energy efficient. The distillery is tailored to the cask business and visitors. Mackmyra Annual Report 2011 15 Production The special edition to be launched in spring 2012 under the name Handplockat (Handpicked) has been matured in Sauternes casks for some time during the maturation process. Other products use other types of casks, such as sherry casks, during maturation. Not all spirit is poured into casks. Some is diluted directly and poured into bottles to be marketed and sold without maturation as the new product, Vit Hund, a product that is not whisky, but has its origin in the same process. It is an example of what Mackmyra calls a “whisky-related” product. Unlike many other industries, maturation in casks is in itself an important step in the production process for a whisky manufacturer. The maturation process that transforms the spirit into whisky occurs while matured in casks. By law, spirit must be matured for at least three years to be called whisky. Mackmyra Whisky usually matures its casks for a period of five years. About 3 percent of the whisky evaporates from the oak casks annually during maturation. This is referred to as the angels’ share. Mackmyra´s first maturation warehouse was a storeroom at Mackmyra Bruk. Afterwards the mine in Bodås was Mackmyra’s most important maturation warehouse. It was soon apparent that the whisky benefited from being kept at a constant and relatively low temperature. The method 16 Mackmyra Annual Report 2011 was also both less costly and more climate friendly than comparable methods. The Fjäderholmarna Archipelago Warehouse in the middle of the inlet to Stockholm, the Häckeberga Manor Warehouse in Skåne, the West Coast Warehouse in Smögen and the Forest Warehouse in the Whisky Village were all subsequently added in that order. Mackmyra cask owners can choose to store their casks here. In the Forest Warehouse, just a few hundred metres from the new distillery, thousands of numbered and labeled casks are currently resting at a temperature between ten and twelve degrees while waiting for their cask owners. The warehouse is designed so that it can be expanded as volumes increase. Moreover, the Forest Wareouse is not just a maturation warehouse, but also an important part of Mackmyra’s Whisky Village, which is gradually being developed into a tourist destination and thus an integral component of Mackmyra’s experience offer. The last part of the production process consists of bottling. The contents of the casks are poured into custom-designed bottles in two special bottling plants. Some of them entail bottling to be delivered to Swedish Systembolaget or out into the world. Others belong to the cask owners who have carefully monitored their casks for five years. A 30-litre cask corresponds to about 48 bottles of Mackmyra whisky. MALTING The barley is allowed to germinate for 4-5 days and turned over several times Drying and smoking take 1-2 days Water Barley Production BIRTH OF A MALT WHISKY The barley is steeped in water for 1-2 days MALT MASHING 2nd water added: to about 80 °C The byproduct is great for delicious bread FERMENTATION 1st water added: to about 65 °C Malt is crushed Yeast Cooling to about 20 °C After three days the wort has an alcohol content of about 6% SWEET WORT Mashing takes about four hours WORT Low wine distillation takes about seven hours, alcohol content about 25% DISTILLATION Samples are taken from the spirit lamp LOW WINE Condensation Spirit distillation takes about five hours, alcohol content about 70 % Intermediate Head and tail go back for redistillation Newly distilled spirit diluted with water to a strength of about 63% WHITE DOG Condensation MATURATION The casks, made of oak and charred on the inside, are filled and matured for at least three years. The size of the casks can vary. Mackmyra uses 30, 100 and 200 liter casks. Mackmyra Annual Report 2011 17 The product range Casks, experiences and bottles Mackmyra’s range of products and services can be divided into the areas of bottles, casks and experiences. At the same time that the three areas serve as independent units, together they form a strong whole that helps to attract customers and strengthen the brand. The entire offering is currently available in Sweden, while in export markets a gradual development is underway in which local conditions determine the pace and scope. Casks and experiences Mackmyra Reserve Mackmyra Reserve offers customers the opportunity to create their own unique malt whisky and to mature it in a 30-litre cask at Mackmyra. By owning a cask and creating their own whisky, customers can also customise the experience and the content. The basic character is set by the distillate, where Mackmyra offers either an unsmoked or a smoked version, the latter with elements of Swedish peat and juniper. The cask also has a major impact on the final product, and this includes the Gravity Cask which melds tradition and innovation by combining the character of the bourbon cask with Swedish oak. Participation in filling the cask, annual tastings and the final delivery of the personal whisky are all parts of the total offering. Cask ownership has mainly been a Swedish phenomenon, with strong and growing demand since the launch in 2002. With the new opportunities offered in Mackmyra Whisky Village, it will also be possible to offer personal casks to international whisky lovers. In 2011, work began on developing an international offering and a first test launch was conducted during the fourth quarter of 2011. 18 Mackmyra Annual Report 2011 Mackmyra Whisky Village Through the Gravitation Distillery, which was custombuilt for visitors, and the forest warehouse and malt smoking facility, Mackmyra Whisky Village already offers a unique experience and customised facility to deliver the cask business. At the same time, additions will be made to strengthen the offer and create a good experience for customers and visitors. The Mackmyra Whisky Tour The Mackmyra Whisky Tour is the name of Mackmyra’s main offering for Swedish whisky experiences. The Mackmyra Whisky Tour offers the customer the opportunity to experience Mackmyra from the inside by following the journey of a cask. Knowledgeable whisky guides allow small groups of customers to follow a 30-litre whisky barrel from filling in the distillery to maturation in the Forest Warehouse at Mackmyra Whisky Village. Local warehouses In addition to the above products, various experiences are offered in association with Mackmyra malt whisky, largely through personal meetings with shareholders, cask owners, visitors to the facilities and other stakeholders. Activities include distillery and maturation warehouse visits, fairs, cask tastings and cask-owner days as well as Facebook meetings. Mackmyra’s own visitor destinations include Mackmyra Whisky Village, Mackmyra Bruk Distillery, Mackmyra Mine Warehouse in Bodås, Mackmyra Archipelago Warehouse on the Fjäderholmarna island, Mackmyra Manor Warehouse in Häckeberga and Mackmyra West Coast Warehouse on Smögen. The product range Mackmyra Annual Report 2011 19 The product range Bottles Mackmyra Whisky – Den Första Utgåvan (The First Edition) Den Första Utgåvan is continually bottled and is currently available at all Systembolaget shops, as well as in restaurants, duty-free shops in the Nordic countries and selected whisky dealers in Europe. Since spring 2011 it has also been marketed in New York. Den Första Utgåvan is the epitome of Mackmyra’s Swedish malt whisky, made from Swedish raw materials and without any additives. It has tones of roasted Swedish oak, soft vanilla and dried fruit, and has been aged in small handcrafted casks. Den Första Utgåvan has a spicy aroma and a fruity elegant taste with traces of citrus and caramel. Mackmyra Brukswhisky (The Swedish Whisky) Mackmyra Brukswhisky is available at about 300 Systembolaget shops, as well as in restaurants, duty-free shops in the Nordic countries and in selected whisky dealers in Europe. Mackmyra Brukswhisky is a well-balanced whisky with a young, fruity character and a spicy hint of toffee. The flavours are inspired by the Swedish countryside and Mackmyra Brukswhisky is distinguished for its aromas of butter toffee, licorice, citrus, pear, foam banana and mint. In 2012, a new package design is planned. Mackmyra Special Mackmyra Special is a range of limited editions of malt whisky, in which each bottling has an individual character. 20 Mackmyra Annual Report 2011 Current editions of Mackmyra Special in 2011 and 2012 include: Mackmyra Special:01-06 Collection Edition Mackmyra Special: 01–06 is an exclusive, limited edition (1,111 bottles) malt whisky with one sample from each edition of the Special series, from Special: 01 Eminent Sherry to Special: 06 Sommaräng (Summer Meadow). Special:07 Framtidstro (Hope) This edition was launched in November 2011. Special: 07 Framtidstro is a robust whisky with hints of cloudberry, juniper, butter toffee and dried fruit. The colour is golden yellow. Special:08 Handplockat (Handpicked) In spring 2012 Special: 08 Handplockat will be launched. It was aged in casks that once contained Sauternes wine. Mackmyra Moment Mackmyra Moment is a range of very limited editions of malt whisky. It is adapted to Systembolaget’s exclusive range and small excess volumes are exported through other selected channels. Vit Hund (White Dog) Vit Hund is the unaged origin of what becomes Mackmyra whisky after aging in casks. Production is handcrafted with no additives. Vit Hund is made of a spirit that is a distillate from unsmoked malt and then diluted to an alcohol content of 46.1%. This is the first of Mackmyra’s upcoming whiskyrelated products – products based on Mackmyra’s whisky knowledge, but that are not whisky. Awards and recognition Awards at international competitions underscore the high quality of the whisky and are important in contacts with purchasers around the world. Many people appreciate the taste and style of the products, and gold medals in the right competitions strengthen both the brand and the attractiveness of the product in dialogue with distributors and buyers. The Mackmyra history and the proof of the company’s potential to deliver increase the credibility of the international launch, as was confirmed by the largest purchaser of alcohol, the Canadian alcohol monopoly in Ontario, LCBO, which chose Mackmyra Brukswhisky as “Distillery Feature” of the year and bought four different bottlings. Earlier, the provincial monopoly in Quebec launched Mackmyra – Den Första utgåvan – in its product range. Other recognitions: • Mackmyra – Den Första Utgåvan – won Gold at the 2011 International Wine & Spirit Competition (IWSC). • Mackmyra Brukswhisky was named European Whisky of the Year, with 95.5 points out of a possible 100 in Jim Murray’s Whisky Bible 2011. ”Mackmyra Brukswhisky stood head and shoulders above those in its category; this is a beautifully structured whisky of great integrity and depth – another Mackmyra masterpiece!” • Mackmyra Moment Medvind (Tailwind), Gold 2011 (Best in Class, IWSC). • Mackmyra Moment Drivved (Driftwood), Gold 2011 (Best in Class, IWSC). • Mackmyra Reserve Elegant Swedish Oak 30 litre cask, Gold 2011 (IWSC). • Mackmyra Special:07 was awarded a gold medal at the 2011 Stockholm Beer & Whisky festival. Angela, who joined Mackmyra back in 2004, has extensive experience in the whisky industry, including working for Scotch whisky producers. Because of her extensive knowledge she is also involved in international work, such as serving as a judge in various whisky competitions. product range Angela D’Orazio, Mackmyra’s Master Blender, is one of the key people in Mackmyra’s development team. Her sensitive nose and palate determines which of the different whisky casks to mix, and in what proportions, to ensure both high quality and the distinctive “Mackmyra Flavour” in Mackmyra’s different bottlings. The Angela D’Orazio – Master Blender at Mackmyra Whisky Initially the job at Mackmyra focused on carrying out whisky tastings and contributing sensory knowledge for the maturing whisky stock, but over time she grew into the role of Mackmyra’s Master Blender. “Some people just have a natural born talent; they know exactly how they want it from the start. For me it was more about training. The complexity is the same, albeit in different ways, both when working with spirits like Vit Hund and when developing a Special Whisky. It's an incredibly fun and stimulating job,” says Angela. Besides the role of Master Blender, Angela also loves to cook and experiment in the kitchen. “The best part is not following recipes. When I find something that works, I can start to add and subtract.” Her favourite Mackmyra product depends on what was created in the kitchen. After a tasty meat dish with sauce, accompanied by a really fine wine – perhaps a Moment Jord (Earth) or why not Special 07? Angela summarises the latest products as follows: • Den Första Utgåvan: The perfect representative of the best from Mackmyra’s house style: the typical almond paste with citrus, pear and green fruit as well as soft herbs. It’s rounded off by our small casks and the spiciness from the Swedish oak, it's all there. • Mackmyra Brukswhisky: The flavour and mouthfeel is like fresh and spicy lemon sorbet. An easy to drink everyday whisky. • Vit Hund: To be enjoyed after a good dinner, a perfectly rounded malt grappa to accompany an espresso. • Special:08: A subtle Mackmyra with an extra hint of soft grapiness. For times when you want to take it easy on your taste buds – such as after the first asparagus of the spring, served with melted butter. Mackmyra Annual Report 2011 21 22 Mackmyra Annual Report 2011 Net sales (SEKm) Sales growth Net sales* excluding alcohol tax, SEKm Sales growth excluding alcohol tax 2011 2010 2009 2008 2007 81.7 80.3 78.6 66.4 41.6 2% 2% 18% 60% 64% 62.3 61.3 61.5 52.9 35.7 2% 0% 16% 48% 64% Gross profit/loss, SEKm 41.0 42.7 40.7 34.3 21.7 Gross profit margin 50% 53% 52% 52% 52% Operating profit/loss, SEKm -0.7 6.5 13.7 10.4 6.9 Operating margin -1% 8% 17% 16% 17% Result after tax, SEKm -3.8 3.5 7.8 5.3 3.9 Change in maturing stocks, SEKm 11.7 11.7 14.4 5.4 9.5 Change in maturing stocks 13% 15% 18% 8% 16% Investments (SEKm) 57.7 37.0 8.8 11.3 6.6 Cash flow, SEKm 16.3 3.2 -0.1 -9.3 13.8 147% 98% 92% 119% 124% Cash flow Interest coverage ratio (multiple) Equity (SEKm) Equity ratio No. of shares -0.2 5.0 8.8 4.7 4.0 175.0 98.3 62.0 54.2 48.9 61% 48% 43% 41% 42% 4,015,396 2,965,040 2,343,594 2,343,594 2,343,594 Return on equity -3% 4% 13% 10% 11% Return on capital employed -1% 5% 14% 12% 6% -0.94 1.17 3.33 2.30 1.68 49 44 38 33 26 Earnings per share, SEK Average number of employees Five-year summary Five-year summary *Net sales include alcohol tax on sales in Sweden. Alcohol tax is also included in cost of goods sold in an equivalent amount and therefore does not affect the result. Mackmyra Annual Report 2011 23 Board Board Ulf Mattsson Chairman of the board since 2011 Carl-Johan Kastengren Born 1964 Board member since 1999 Degree in business administration, Stockholm University PMD, Harvard Business School Born 1967 Degree in Engineering, Royal Institute of Technology Other current assignments: Chairman of the board of Academedia, board member of Sanitec, Gambro and Pahlen, as well as industrial advisor to EQT Other current assignments: CEO of Gillesvik AB, CEO and board member of EFIB AB, board member of Fastighetsägarna Stockholm and member of Hyresnämnden Previous assignments: CEO of Capio AB (publ), CEO of Mölnlycke Health Care AB, President & CEO of Domco Tarkett Inc. (publ.), Chairman of Securitas Direct AB. (publ.), Chairman Flextrus AB, board member of Q-Med (publ.), Nybron AB and Pelly Industrier AB Previous assignments: Administrative Director and board member of Gillesvik AB Holdings: 18,000 Class A shares, 43,500 Class B shares 6 Reserve casks Holdings: 15,000 Class B shares Carl Klingberg 1 Reserve cask Board member since 2004 Born 1961 Clas Eriksson Degree in business administration, Stockholm School of Economics Board member since 2009 Born 1949 Other current assignments: Management consultant in own company Pay&Pray AB, board member of Scandinavian WeldTech AB Bachelor of Laws, Stockholm University Other current assignments: Consultant, board member of Swecon Baumachinen and AS Factor AB Previous assignments: CEO of Ongame/bwin Games AB Previous assignments: Acting President and Deputy CEO at Lantmännen agricultural cooperative Holdings: 32,000 Class B shares Holdings: 420 Class B shares Malin Lövemark 7 Reserve casks 1 Reserve cask Board member since 2010 Born 1969 David Hedman Degree in Engineering, Royal Institute of Technology Board member since 2011 Born 1974 Other assignments Business developer at Atrium Ljungberg AB Degree in business administration, Stockholm School of Economics Previous assignments: Business manager for real estate investments and project development at property company AP Fastigheter AB Other current assignments: Investments and consultant in his own company, DH Consulting AB Holdings: 19,000 Class A shares, 33,288 Class B shares Previous assignments: CEO We International AB and Executive Vice President WeSC (publ.) AB 3 Reserve casks No shareholding Auditors: Hans Boberg, born 1958 Annika Wedin, born 1961 Authorised auditors Öhrlings PricewaterhouseCoopers AB Auditors at Mackmyra Whisky AB since 1999 24 Mackmyra Annual Report 2011 Magnus Dandanell Jonas Berg CEO Employed 1999 Production director, project manager Mackmyra Whisky Village Born 1967 Employed 2008 Degree in Engineering, Royal Institute of Technology Born 1966 Management Executive Management Degree in Engineering, Royal Institute of Technology Holdings: 29,650 Class A shares, 10,389 Class B shares Previous assignments: Supervisor PEAB 3 Reserve casks and 2 Gravity casks Holdings: 33,000 Class A shares, 41,102 Class B shares 7 Reserve casks Rikard Lundborg Ulf Söderlund Deputy CEO, director of marketing CFO Employed 1999 Employed 2011 Born 1968 Born 1964 Degree in Engineering, Royal Institute of Technology Business degree, Stockholm University Holdings: 33,000 Class A shares, 60,400 Class B shares Previous assignments: Many years of experience as CFO, most recently from Sundström Safety AB 4 Reserve casks No shareholding Other senior executives: Sara Carlsson Supply Chain coordinator Angela D’Orazio Master Blender Johanna Harrysson Production Manager Mikael Mossvall Sales Manager Susanne Tedsjö Communications Manager Lotta Åkesson Events Manager Mackmyra Annual Report 2011 25 REPORT OF THE BOARD OF DIRECTORS REPORT OF THE BOARD OF DIRECTORS The Board of Directors and Chief Executive Officer for Mackmyra Svensk Whisky AB (Publ), org.nr 556567-4610, hereby submit the Annual Report for the financial year 2011. MACKMYRA WHISKY SUMMARY, operating activities Mackmyra Svensk Whisky AB (Publ) was founded in 1999 and is Sweden’s first producer of malt whisky. The business includes product development, manufacturing, sales and marketing of whisky, whisky-related products and experiences. Mackmyra has since its inception established the brand in the Nordic region by successfully launching the first Swedish malt whisky in a personal 30-litre cask and traditional malt whisky in bottles. In 2010 and 2011, the company built a solid platform with increased capacity for manufacturing, visitor operations and sales and also prepared for new product/new market launches. The company has about 6,000 shareholders and the Mackmyra share was listed on NASDAQ OMX First North in December 2011. The listing and expansion of ownership are strategically important for marketing the brand and shareholders are encouraged to become customers. Operations are concentrated primarily at Mackmyra Whisky Village outside Gävle, with management and marketing in Stockholm. In 2011 the company had a presence in New York as part of the preparations for establishment. Sales AND PROFIT/LOSS Net sales for 2011 was SEK 81.7m, up from SEK 80.3m in 2010. The lower sales growth was partly due to a major focus on building a new platform (production, new products and markets, the listing and financing, and organisation) to drive faster growth, and partly due to the weaker economy, which particularly impacted the last quarter. Operating loss was SEK 0.7m (profit: 6.5). Costs related to completion of the second phase of the construction project initiated in 2010 had a major impact on financial performance. These initiatives are also clearly evident from the higher level of investment. Costs according to plan amounting to SEK 4.5m (2.0) for international market investments, primarily in Finland, the USA (New York), and Canada (Ontario and Quebec) had a negative impact on the result for the year. In addition, costs of about SEK 3.9m (1.0) attributable to conversion to the new platform for production, visitor operation and administration also had a negative impact on financial performance. Outcome 2011 SEKm Of which non- Of which recurring operating items activities Total Net sales 81.7 81.7 80.3 Cost of goods sold -40.7 -1.9 -38.8 -37.7 Gross profit/loss 41.0 -1.9 42.9 42.6 Gross profit, % 50% 53% 53% Selling expenses -29.5 -1.3 -28.2 -24.4 Administrative expenses -12.4 -0.9 -11.5 -11.7 0.2 0.2 - - -0.7 -3.9 3.2 6.5 5.8 -3.9 9.7 11.9 Other operating income Operating profit/loss (EBIT) Profit/loss before depreciation, amortisation and impairment losses (EBITDA) It is key that the underlying operating profit from operating activities, adjusted for non-recurring items, is positive and on a par with 2010. Loss after tax was SEK 3.8m (profit: 3.5), which is also detailed in subsequent income statements. MARKETING AND SALES In 2011 sales of bottles comprised 64% (64) of net sales, while sales of casks and experiences comprised 36% (36) of net sales. The table below shows seasonal variations in sales based on the last three financial years. sales per quarter, % 50 40 30 20 10 0 26 Mackmyra Annual Report 2011 Outcome 2010 Quarter 1 Quarter 2 Quarter 3 Quarter 4 Casks and Experiences Mackmyra was first in the whisky market to provide the cask experience in its current form, which since its inception is a cornerstone of the company’s operations. In 2011 the business area was strengthened with the Whisky Village as a platform for both casks and experiences. Experience activities such as Mackmyra’s various visitor destinations promote bottle and cask sales, while further growing the brand. In 2011, cask sales increased by 4% to SEK 25.1m (24.1). Sales of experiences totalled SEK 4.0m (4.5). Bottles Sales of bottles began on a larger scale in 2007 and ever since then have demonstrated strong growth. In 2011, sales volumes increased to 183,000 bottles (177,000), representing a 4% increase (33) over 2010. Sales of bottles increased a total of 2% and amounted to SEK 52.5m (51.7). Excluding alcohol tax, sales amounted to SEK 33.2m (32.7). sales, thousands of bottles 200 The response to date has been positive and a first impression was established, resulting in the sales launch currently underway on a smaller scale in Canada. Product development and quality Mackmyra constantly works on developing products and offering. In 2011, the company launched the whisky-related product, Vit Hund. Over the next few years, the company plans to launch at least one new regular product per year. Products are subjected to continuous quality assurance procedures, including a strong focus on delivered products. Such procedures cover everything from sensory analysis for all whisky produced and delivered to the dialogue with customers and other expertise, as well as improvement of administrative system support. As the number of bottled products grows, including many new products, great care is dedicated to achieving high standards for the whisky, packaging and materials. Awards at international competitions underscore the high quality of the whisky and are important in contacts with purchasers around the world. Many people appreciate the taste and style of the products, and gold medals in the right competitions strengthen both the brand and the attractiveness of the products. REPORT OF THE BOARD OF DIRECTORS Sales are affected by seasonal variations in the industry. Opportunities to smooth seasonal variations are created, for example, through targeted marketing activities and further development of the range of products. Some sales activities are also conducted through the company’s branch in Denmark. PRODUCTION Distilling In 2011, the distillery at Mackmyra Bruk produced 525,000 bottles (567,000) of high and consistent quality spirit. The slightly lower distillate volume is due to a slightly lower yield from this year’s crop of malting barley. 150 100 Distillation per year, thousand bottles 50 700 600 0 2007 2008 2009 2010 2011 500 400 Net sales growth includes increased volumes of Mackmyra Bruks whisky, which was launched in spring 2010 and has been included in Systembolaget’s regular product line since 1 April 2011. It has also been marketed in a one-litre bottle for the international market since spring 2011. In 2011, a total of 47,000 bottles of Mackmyra Brukswhisky were sold. Since 2010, Mackmyra has also been engaged in a sales and marketing campaign on selected markets outside the Nordic region. Mackmyra initiated a pilot study in 2010 to analyse opportunities for international expansion. In spring 2011 the first bottles of Mackmyra Whisky – Den Första Utgåvan (The First Edition) went on sale in the US. This achievement is a milestone because it is the first regular product distributed outside of Europe. 300 200 100 0 2006 2007 2008 2009 2010 2011 In Mackmyra Whisky Village, a malting and smoking facility was built and launched where large quantities of high-quality peat and juniper-smoked malt will be produced. The smoked malt is used to be able to offer a personal cask of smoky whisky, as well as an upcoming smoky version of Mackmyra whisky, which the company plans to distribute through channels such as Systembolaget. Mackmyra Annual Report 2011 27 REPORT OF THE BOARD OF DIRECTORS Most of this year’s spirit was filled into casks which will be aged to become Mackmyra’s traditional whisky products. About 10% was filled in customer-ordered 30-litre casks and a small portion was used for production of the new regular product, Vit Hund, which was launched in the second half of 2011. 600 500 Commissioning of the Gravitation Distillery The new distillery was commissioned on 17 December 2011. This milestone creates conditions to allow production of larger volumes of spirit between 2012 and 2014 to ensure future growth. The distillery is fully adapted to hosting visitors, who will get a close-up look at the process, and for the cask-owner experience of participation and filling their own casks. The distillery uses gravity for a fully environmentally friendly production process. As in the past, production uses local Swedish ingredients. The new distillery flows and processes were designed to be climate smart and with strong consideration taken to the environment, minimising energy consumption and using renewable energy. The distillery offers employees an excellent, modern working environment. The combined annual production capacity of Mackmyra’s two distilleries is 2.4 million bottles of spirit. Maturation warehouse Valuation of the maturing stock is based on production costs. After withdrawals for bottling for the year, the maturing stock increased by SEK 11.7m (11.7) to SEK 102.5m (90.8) as of 31 December. Annual growth of the maturing stock since 2007 has ranged between 8% and 18%. The increase is essential to meet future sales growth needs. Mackmyra’s whisky is usually aged for five years prior to delivery. Special editions often require longer maturation and/or a larger percentage of unique casks. These products also command a higher selling price. Below is an analysis of the age structure of the maturing stock at year end. The stock situation shows that Mackmyra has good capacity to meet increased demand for Swedish whisky over the next few years. Whisky manufacturing requires an aging period of at least three and typically five years or more before products are ready for sale, which places extra demands on the relationship between sales and production: stocks and production capacity are essential both for sales growth and to attract retailers and distributors. Building up inventory ties up capital and will have a negative impact on the company’s cash flow during periods when the company’s stocks of maturing whisky are being built up to achieve higher future sales. Bottling In 2011 Mackmyra bottled the ordinary products Den Första Utgåvan, Brukswhisky and Vit Hund. The Company also produced a number of “limited editions” such as Special: 06 and 07, and the Moment series. Certain modifications for the international market were also carried out during the year. 28 age structure of maturing stocks, thousands of bottles (31 Dec 2011) Mackmyra Annual Report 2011 400 300 200 100 0 ‹ 1 year 1–2 years 2–3 years 3–4 years 4–5 years › 5 years INVESTMENTS In 2011, construction of the new distillery was completed and the distillery was commissioned on 17 December 2011. The distillery is undergoing fine-tuning during first quarter 2012. In December 2011, the company acquired additional land, as planned, for SEK 2.0m adjacent to the new distillery. Investments in 2011 amounted to SEK 57.7m (37.0), including SEK 47.4m relating to completion of the new distillery. Below is a breakdown of investments: Investments (SEKm) Distillery 2011 2010 47.4 14.7 Visitor activity facilities (including land) 5.5 - Casks for maturation 3.6 7.7 - 13.9 Facilities for maturation Other investments 1.2 0.7 57.7 37.0 CASH FLOW Cash flow from operating activities for 2011 was SEK 0.2m (8.0). Change in operating capital change was negative at SEK 18.5m (neg: 12.9), of which the build-up of the maturing stock comprised SEK -11.7m (-11.7). Cash flow for investments was SEK -55.1m (-37.0) and cash flow from financing was SEK 89.7m (45.1). Overall, 2011 cash flow was positive at SEK 16.3m (3.2). The company’s cash flow in 2011, as in previous years, was significantly impacted by the gradual development of the company’s stocks of maturing whisky. SIGNIFICANT AGREEMENTS Per the balance sheet date, cash and cash equivalents amounted to SEK 25.0m (8.6) and unutilised overdraft facilities totalled SEK 5.0m (5.0). The company is not bound by or dependent on agreements that are decisive for the company’s business. In 2011, Mackmyra amortised a total of SEK 38.9m (24.5) and raised new loans totalling SEK 48.1m (36.8). Non-current liabilities as at 31 December 2011 were SEK 80.2m (70.9), of which SEK 52.9m (43.9) relates to bank loans and loans from other credit institutions, SEK 25.3m (14.2) other interest-bearing loans including convertible bonds of SEK 6.7m (6.7). In addition, on the balance sheet date the company had non-interest bearing liabilities of SEK 17.9m (17.8). These liabilities relate to loans from customers to finance their own casks. Of the convertible debentures, SEK 3.0m were converted into shares in January 2012. In addition to non-current liabilities as at the end of the reporting period, Mackmyra has loan commitments from banks, Norrlandsfonden and ALMI Gävleborg equivalent to SEK 130m, of which SEK 25m was utilised after the closing date. These loan commitments are subject to customary market-based terms. Consequently, together with this year’s new share issues, the company has a long-term financing solution for its operations and continued expansion. EQUITY In 2011 shareholders raised a total of SEK 81.3m, net of issue costs of 5.3 million, through several private placements totalling SEK 22.7m, and a rights issue of SEK 63.9m. Shareholders’ equity at the end of 2011 was SEK 175.0m (98.3), which represents an equity ratio of 61% (48). THE MACKMYRA SHARE The share was listed on First North with the first trading day on 16 December 2011, under the ticker symbol MACK-B, at an introductory price of SEK 84 per B share. The share closing price on 30 December 2011 was SEK 60.25. PERSONNEL AND ORGANISATION In 2011 the company had an average of 49 full-time highly skilled and dedicated employees (44). Since its inception the company has built up a high level of knowledge within the organisation for whisky production and product development. The same applies to communications and marketing of the company’s products. Management consists of the CEO, VP/Marketing Director, Chief Financial Officer (CFO) and project director. During the year, Ulf Mattsson was elected to serve as the new Chairman of the Board at the extraordinary general meeting in October 2011. David Hedman was elected at the 2011 Annual General Meeting to serve as a new board member. The company owns about three acres of land for the initial installations in Mackmyra Whisky Village and has an agreement with Gävle Municipality for an option to buy additional land if necessary. In addition, the company has customary leases for other production and storage facilities. In 2011, the company renegotiated the lease for the premises at Mackmyra Bruk. The new lease has a term of five years. Since autumn 2011 the company has been a member of the Swedish Food Federation (Confederation of Swedish Enterprise) and had previously signed a collective agreement with the Swedish Food Workers Union and the Union. The company also has an agreement with NASDAQ OMX relating to trading with shares at First North. PERMITS REPORT OF THE BOARD OF DIRECTORS LIQUIDITY AND FINANCING Since 1999 the company has held all necessary permits for the manufacturing, storage, wholesale trading and export of alcoholic drinks. Mackmyra views the authorities’ controls as an important aspect of its operations. The results of inspections carried out to date show that the company more than meets requirements, which is a strength for future growth. INCENTIVE SCHEMES Senior executives have an incentive scheme in which the achievement of budget figures and a number of key targets means maximum flexible remuneration corresponding to up to three months’ extra salary. As stated in the notice to attend the 2012 Annual General Meeting, the Board also has a long-term incentive scheme in the form of personnel convertibles for all employees. The purpose is to further stimulate employee performance in order for the company to achieve its long-term objectives. ENVIRONMENT The company runs a business that requires a permit under the Environmental Code in respect of the production of distilled alcoholic drinks. Emissions from the production operation consist primarily of grain residue from the mashing stage, waste water from cleaning of equipment and ethanol emissions. The company has a permit for its business under the Environmental Code. The company operates according to an environmental plan with in-house controls drawn up in consultation with the supervisory authority. The production organisation was strengthened during the year and is working since late 2011/early 2012 based on a new platform, with commissioning of the new distillery in the Whisky Village. Along with the original distillery, Mackmyra Bruk, production capacity has more than quadrupled. In the autumn of 2011 Mackmyra built up its business support function (Business/Finance/IR/HR/IT). From February 2012, business support was also strengthened to increase the focus on the organisation’s human resource management and performance. Mackmyra Annual Report 2011 29 REPORT OF THE BOARD OF DIRECTORS RISK MANAGEMENT Exposure to risks is part of ongoing operations, as is reflected in Mackmyra’s risk management with the overall goal of identifying and preventing risks, as well as implementing measures and improvements to minimise potential risks, regardless of the area. The following account of risk factors does not purport to be exhaustive, and the risks are not listed in order of importance. Additional risks not currently known to the company, or which the company currently considers insignificant, could have a significant impact on Mackmyra’s operations, financial position or performance. Risk categories Potential risks Risk management Market risks Malt whisky is defined by the perceived quality. Reviews and ratings form a complete picture. Long-term profitability can be damaged by rumours, negative reviews, or an early or major launch that does not meet quality standards and/or delivery capacity requirements. The company’s strategy is to grow incrementally with small initial investments. Inadequate delivery ability leads to negative goodwill among distributors, dealers and end customers. In the long run, increased competition may arise from other Swedish whisky brands that are better received. Changes in legislation or new health findings could lead to reductions or restrictions in consumption that would impact sales. Production risks It is difficult to calculate the optimal balance between production, size of maturing stocks and marketing efforts because sales are at least five years in the future. Consequently, both overproduction and underproduction pose risks. Overproduction leads to large stocks that substantially tie up capital. Low production in relation to demand could lead to depleted inventory and delivery problems. Product liability risks Any defects in Mackmyra products could lead to demands for accountability and damages, as well as loss of credibility, which would affect the brand. In addition to Sweden, the company currently has sales in selected markets such as Denmark, Finland, Norway, Germany, Britain, France, and within the framework of the charter, border, airport and ferry trade in the Scandinavian markets and the countries around the Baltic Sea. Mackmyra launches its product portfolio for bottles to selected groups of customers and markets and emphasises presenting the product in its proper context. For Mackmyra casks, the risk of false expectations is lower because the customer is offered a major experience component. With its current stocks of maturing whisky, Mackmyra has a good supply capacity that can be substantially increased in the coming years. Mackmyra continuously develops the unique cask business as well as other products. More players on the Swedish market will inspire a growing interest in Swedish whisky worldwide, which benefits Mackmyra’s long-term development. Mackmyra has planned production and marketing campaigns for a strong but reasonable growth in demand over the period 2012 to 2014. If the marketing campaigns do not lead to increased demand, production can be adapted to slower market growth. The whisky could be aged somewhat longer, which would increase the sales value of the final product. The new production platform provides the company with a significantly higher production capacity to meet increased demand. The company has extensive experience in delivering products in both bottles and casks and has built up the necessary quality control processes. The company’s insurance coverage is well suited for the business. Quality assurance, complaint management and continuous improvement are integrated in all procedures. Dependence on permits 30 Risk of withdrawal and or changes in permits, or changes in legislation that would limit operations. Mackmyra Annual Report 2011 Since 1999 the company has engaged in licensed operations in the facilities in compliance with several laws and established rules. The company has all permits currently required for the operation. Potential risks Risk management Financial risks The company’s sales and performance may not developed sufficiently to ensure cash flow. Through the 2011 issuance and bank financing, that company has largely ensured the liquidity and financing needs of the next few years. If necessary, the production rate could be further adjusted based on sales growth. In the future the company will export a large part of production based in foreign currencies, which will increase the risk of currency effects. In current operations risk exposure to exchange rate effects is limited because most transactions are denominated in Swedish kronor. To the extent that sales are invoiced, or equipment and materials are purchased in a foreign currency, significant currency risk is primarily managed using currency futures. The strategy is to limit trade to a few currencies for controlled flows and, where possible, to take out currency forwards to minimise risk and adapt operations to foreign exchange effects. Dependence on key personnel Dependence on key personnel is a critical factor in a company the size of Mackmyra. The company is in a phase in which dependence on personnel is limited in the short term. However, new projects and launches will require utilisation of the accumulated skills and experience. In 2011 Mackmyra has added skills and is increasing its focus on the supply of talent within the organisation. Other risks Production stoppage due to fire, theft or other damage suffered by facilities and/or maturation warehouse areas could cause problems in production and delivery capabilities. REPORT OF THE BOARD OF DIRECTORS Risk categories The company has procedures in place and takes preventive measures to minimise such risks. The maturation warehouses are fire resistant and divided into fire cells; they are also located in different geographic locations. The facilities have been equipped with adapted perimeter protection and alarms. EVENTS AFTER THE END OF THE PERIOD PROPOSED APPROPRIATION OF PROFIT As at 31 January 2012, Almi converted convertible debentures to 60,000 Class B shares, for a total of SEK 3m. The Board proposes that the retained earnings (SEK thousand): Premium fund Fine-tuning of the Gravitation Distillery is currently underway. Casks filled with the first drops of distillate from the new distillery are being offered to cask owners and shareholders exclusively until the Annual General Meeting on 5 May. Retained earnings Erik Penser banking company provides the liquidity guarantee for shares on First North, from 1 January 2012. be dealt with such that Mackmyra’s Den Första Utgåvan (The First Edition) was purchased by SAQ, the Canadian provincial monopoly in Quebec, and was launched in the SAQ Signature product line in February 2012. The LCBO monopoly in Ontario, Canada chose Mackmyra as the spring’s Distillery feature, which means it will market four of Mackmyra’s whiskies beginning in May 2012. Loss for the year 129,189 10,894 -3,775 136,308 be carried forward to the new accounts 136,308 136,308 The company’s financial performance and position are shown in the following income statement and balance sheet, cash flow statement and supplemental disclosures. In February 2012, Altia Finland, the largest wine and spirits house in the Nordic region, began selling and distributing Mackmyra whisky in Finland. Swedish Systembolaget has included Mackmyra’s unaged Vit Hund (White dog) spirit in its permanent line (T9), which means that store managers can order the product for the store shelves based on demand. Mackmyra Annual Report 2011 31 Accounts INCOME STATEMENT SEK thousand Note 2011 2010 81,685 80,316 -40,657 -37,655 41,028 42,661 2,3,4,5 -29,514 -24,380 1,2,3,4,5 -12,418 -11,732 249 - -655 6,549 74 232 Other interest expenses and similar line items -3,194 -1,555 Profit/loss after financial items -3,775 5,226 - -1,767 -3,775 3,459 Net sales Cost of goods sold 2,3,4,5 Gross profit/loss Selling expenses Administrative expenses Other operating income Operating profit/loss Profit from financial investments Interest income and similar profit items Tax on profit/loss for the year Profit/loss for the year 32 Mackmyra Annual Report 2011 6 Accounts Balance sheet SEK thousand Note 31 Dec. 2011 31 Dec. 2010 7 - 35 Buildings and land 8 17,256 17,698 Process equipment 9 17,252 2,314 Refurbishment expenses for other party’s property 10 5,189 5,667 Inventories and conversion of premises 11 29,373 28,827 New construction in progress and advance payments in respect of tangible non-current assets 12 50,510 16,242 119,580 70,748 119,580 70,783 102,482 90,802 17,472 13,274 119,954 104,076 14,903 12,523 Tax asset 2,363 - Other receivables 2,452 5,323 Prepaid expenses and accrued income 1,585 1,808 21,303 19,654 24,976 8,637 TOTAL CURRENT ASSETS 166,233 132,367 TOTAL ASSETS 285,813 203,150 ASSETS NON-CURRENT ASSETS Intangible non-current assets Goodwill Tangible non-current assets TOTAL NON-CURRENT ASSETS CURRENT ASSETS Stock, etc. Work in progress Finished goods and goods for resale Current receivables Trade and other receivables Cash and bank balances 13 Mackmyra Annual Report 2011 33 accounts Balance sheet SEK thousand Note 31 Dec. 2011 31 Dec. 2010 4,015 2,965 34,712 34,712 38,727 37,677 129,189 48,987 Retained earnings 10,894 8,189 Profit/loss for the year -3,775 3,459 136,308 60,635 175,035 98,312 EQUITY AND LIABILITIES EQUITY 14 Restricted equity Share capital Statutory reserve Unrestricted equity Premium fund Total equity LONG-TERM LIABILITIES Liabilities to credit institutions 15 52,869 43,916 Convertible debentures 16 6,742 6,742 Other liabilities 20,569 20,291 Total long-term liabilities 80,180 70,949 - 2,045 16,621 17,587 - 1,578 1,731 2,325 12,246 10,354 30,598 33,889 285,813 203,150 96,000 55,912 None None CURRENT LIABILITIES Liabilities to credit institutions 15 Trade and other payables Current tax liabilities Other liabilities Accrued expenses and deferred income Total current liabilities TOTAL EQUITY AND LIABILITIES Pledged assets Contingent liabilities 34 Mackmyra Annual Report 2011 17 accounts Cash flow statement SEK thousand 2011 2010 -655 6,549 6,531 5,444 -212 - 285 232 Interest paid -3,404 -1,555 Income tax paid -2,363 -2,688 182 7,982 -15,878 -17,210 -2,780 -311 3,135 -5,186 -3,291 9,792 -18,814 -12,915 -18,632 -4,933 -57,669 -37,014 Sale of non-current assets 2,513 - Cash flow for investments -55,156 -37,014 Cash flow after investments -73,788 -41,947 48,148 36,834 -38,917 -24,540 81,252 33,690 -356 -801 90,127 45,183 16,339 3,236 8,637 5,401 24,976 8,637 Cash flow from operating activities Operating profit/loss Adjustments for items not included in cash flow Depreciation Profit/loss, sale of non-current assets Interest received Cash flow before change in working capital Change in working capital Increase in stock Reduction/increase in trade and other receivables Reduction/increase in current receivables Reduction/increase in other current receivables Cash flow after change in working capital Cash flow for investments Investments in tangible non-current assets Cash flow from financing New loans Redemptions New share issue Dividend Cash flow for the year Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year Mackmyra Annual Report 2011 35 SUPPLEMENTAL DISCLOSURES SUPPLEMENTAL DISCLOSURES ACCOUNTING POLICIES General accounting policies The annual report has been produced in accordance with the Swedish Annual Accounts Act and the Swedish Accounting Standards Board’s General Guidelines. Income statement Beginning in 2011, the income statement is classified according to function, since this better reflects the operation and financial performance. The change has no impact on the reported results. Measurement principles Assets, provisions and liabilities have been valued at cost unless otherwise stated below. Stock Stock is valued, applying the first in first out principle, at the lower of the cost of acquisition and the net realisable value on the balance sheet date. Deductions for obsolescence have been made at a flat rate of 3%. Most stock involves goods in progress (the maturing stock). The remainder includes stock of finished goods and merchandise. Valuation of the maturing stock is based on normal operating capacity and actual costs for raw materials, distillation and maturation. Finished products are measured according to an equivalent principle, but with the addition of costs for bottling and packaging. Receivables Receivables have, after individual valuation, been posted at the amounts at which they are expected to be received. Foreign currencies Receivables and liabilities in foreign currency are valued at the exchange rate on the balance sheet date. Where hedging measures are implemented, such as forward contracts, the forward rate is used. Transactions in foreign currency are translated in accordance with the average sight exchange rate on the transaction date. The assets and liabilities of the Danish branch are translated at the closing rate. All income statement items are translated at average rates. Exchange differences are recognised directly in equity. Profits and losses on receivables and liabilities of an operating nature are recorded net under other operating income or other operating expenses. 36 Mackmyra Annual Report 2011 Income Sales of goods are posted when products are delivered to the customer, in accordance with the terms of sale. Sales are posted net after VAT, discounts and exchange rate differences for sales in foreign currency. Net sales include alcohol tax on sales in Sweden. Alcohol tax is also included in cost of goods sold in an equivalent amount and therefore does not affect the result. Depreciation principles for non-current assets Non-current assets are recorded at cost minus depreciation. Expenses incurred in improving an asset’s performance over and above its original level increase the asset’s carrying amount. Expenses for repairs and maintenance are recorded as expenses. Non-current assets are written off systematically over the assets’ estimated useful life. When the depreciable amounts of assets are confirmed, each asset’s residual value is taken into account as required. The following depreciation periods are applied for the company’s tangible and intangible non-current assets: Process equipment 5 years Stock 5 years Goodwill Conversion of premises 5 years 20 years Distillery process 10 years Conversion of distillery premises 20 years Depreciation is included in the function where the asset is utilised. Most depreciation/amortisation is included in the income statement item Cost of goods sold. The remainder of depreciation/amortisation is included in the income statement items selling expenses and administrative costs. Borrowing costs Interest on capital borrowed to finance production of an asset that necessarily takes a substantial period of time to complete, is included in the cost to the extent that it relates to the production period. Other borrowing costs are expensed in the period to which they relate. SUPPLEMENTAL DISCLOSURES Income taxes Income taxes posted include tax that is to be paid or received in respect of the current year, adjustments in respect of previous years’ current tax and changes in deferred tax. Valuation of all tax assets/liabilities takes place at nominal amounts and is performed in accordance with the tax rules and tax rates that have been set or that have been announced and will in all probability be enforced. Deferred tax is calculated according to the balance sheet method on all temporary differences that arise between posted and tax values. Deferred tax assets in respect of tax loss carryforwards are posted to the extent that it is likely that the carryforwards can be offset against any surplus in future taxation. Lease agreements All of the company’s lease agreements are reported as operational leasing. Payments under these agreements are posted as expenses on a straight-line basis over the period of the lease. Mackmyra Annual Report 2011 37 NOTES NOTES Note 1 Remuneration to auditors Audit assignment, PwC Note 3 Employees and staff costs 2011 2010 245 92 Audit activities in addition to the audit assignment, PwC 273 70 Other services, PwC 242 187 760 349 Average number of employees 2011 2010 Women 23 21 Men 26 23 49 44 Salaries, remuneration and social costs 2011 2010 Salaries and other remuneration to the Board, the CEO and executive management 3,721 3,158 16,352 13,142 407 354 Pension costs for other employees 1,809 1,382 Other social costs 6,124 5,706 28,413 23,742 Note 2 Lease agreements Salaries and other remuneration to other employees Leasing costs for the year totalled SEK 608k (756). Pension costs for the Board and the MD Remuneration of the Board of Directors and senior executives Directors’ fees/ salary Name Function Ulf Mattsson Chairman Jörgen Sallenhag Former chairman Clas Eriksson Board member 2011 139 2010 Flexible remuneration 2011 2010 Other benefits 2011 2010 Pension costs 2011 2010 159 Total 2011 2010 - - 139 159 - - Carl-Johan Kastengren Board member - - Carl Klingberg Board member - - David Hedman Board member - - Malin Lövemark Board member - - Larry Svensson 1) Former member - - Magnus Dandanell CEO 1,543 1,456 Other executive management Three people Total 961 938 124 100 51 64 407 354 2,084 1,657 221 174 141 66 615 565 3,061 2,462 3,184 2,754 345 274 192 130 1,022 919 4,743 4,077 1) In addition to the directorship through 2010, Larry Svensson also acted as a consultant in financial matters in relation to the company. 2011 consultant fees totalled SEK 1,316k (1,225) 38 Mackmyra Annual Report 2011 NOTES Note 4 Gender distribution in company management Note 7 Goodwill 31 Dec. 2011 2011 2010 Board members Women Men 1 1 Women Men 350 350 Closing cost 350 350 -315 -245 Opening depreciation 5 5 Depreciation for the year 6 Closing depreciation 5 4 -35 -70 -350 -315 - 35 31 Dec. 2011 31 Dec. 2010 Carrying amount 5 4 10 8 Note 8 Land and buildings Opening cost Note 5 Depreciation of non-current assets Purchases 2011 Buildings Opening cost 6 CEO and other senior executives 2010 31 Dec. 2010 18,006 2,341 2,236 15,665 Sales/disposals -2,341 Closing cost 17,901 18,006 414 260 Opening depreciation -308 -48 Process equipment 1,409 1,200 Depreciation for the year -414 -260 Inventories and conversion of premises 4,196 3,438 Sales/disposals Refurbishment expenses for other party’s property Goodwill 477 477 35 70 6,531 5,445 77 - -644 -308 17,256 17,698 31 Dec. 2011 31 Dec. 2010 12,555 12,450 Closing depreciation Carrying amount Note 9 Process equipment Note 6 Tax on profit for the year Current tax on profit for the year 2011 2010 - 1,767 Opening cost Purchases 16,347 105 Closing cost 28,902 12,555 Opening depreciation -10,241 -9,041 -1,409 -1,200 -11,650 -10,241 17,252 2,314 Depreciation for the year Closing depreciation Carrying amount Mackmyra Annual Report 2011 39 NOTES Note 10 Cost of improvements to leased property 31 Dec. 2011 31 Dec. 2010 Opening cost 9,101 9,101 Closing cost 9,101 9,101 -3,435 -2,958 -477 -477 -3,912 -3,435 5,189 5,666 Opening depreciation Depreciation for the year Closing depreciation Carrying amount Note 12 New construction in progress and advance payments in respect of tangible non-current assets 31 Dec. 2011 31 Dec. 2010 Opening cost 16,242 4,288 Purchases 34,268 11,954 Closing cost 50,510 16,242 Note 13 Bank overdraft facility Note 11 Stock and conversion of premises Credit authorised 31 Dec. 2011 31 Dec. 2010 43,310 34,099 4,895 9,211 Opening cost Purchases -161 - Closing cost Sales/disposals 48,044 43,310 Opening depreciation -14,483 -11,045 -4,196 -3,438 Depreciation for the year Sales/disposals Closing depreciation Carrying amount 8 - -18,671 -14,483 29,373 28,827 31 Dec. 2011 31 Dec. 2010 5,000 5,000 - - Credit utilised Note 14 Change in equity Opening amount Share capital Statutory reserve Premium fund Retained earnings Profit/loss for the year 2,965 34,712 48,987 8,189 3,459 3,459 -3,459 Appropriation according to resolution of this year’s annual general meeting: Profit/loss for the year Dividend New share issue -356 1,050 85,466 Issuance costs -5,264 Exchange rate differences -398 Profit/loss for the year Closing amount 40 Mackmyra Annual Report 2011 -3,775 4,015 34,712 129,189 10,894 -3,775 NOTES Note 15 Liabilities to credit institutions Due within one year Due within 2-5 years Due in more than five years 31 Dec. 2011 31 Dec. 2010 Note 17 Pledged assets 31 Dec. 2011 31 Dec. 2010 - 2,045 52,869 8,570 For long-term debts to credit institutions: Company mortgages 66,000 54,000 - 30,346 Property mortgages 30,000 1,912 52,869 40,961 96,000 55,912 Note 16 Convertible debentures Two convertible loans for a total nominal value of SEK 6,000k were arranged in 2005 and extended in 2007 and 2010. The loan runs at an interest rate of STIBOR 90 + 2% until 31 January 2012. The period for notification of conversion runs up to and including 28 January 2012. K4 was subscribed by Stiftelsen Norrlandsfonden and K5 by ALMI Gävleborg with the following terms: • Convertible loan 4 (K4): nominal value SEK 3,000k and subscription price SEK 50/share. • Convertible loan 5 (K5): nominal value SEK 3,000k and subscription price SEK 50/share. Three convertible loans for a total nominal value of SEK 8,560k were arranged in 2007 and extended in April 2010. The loan carried an interest rate of STIBOR 90 + 3% to 31 March 2010. K6 was signed by Lantmännen Invest AB, Rolf Klingberg, and by the company’s Founders’ Group. K7 was subscribed by the company’s employees and Board members. K8 was subscribed by ALMI Gävleborg and Norrlandsfonden. The terms were as follows: • Convertible loan 6 (K6): nominal value SEK 7,000k and subscription price SEK 40/share. • Convertible loan 7 (K7): nominal value SEK 600k and subscription price SEK 40/share. • Convertible loan 8 (K8): nominal value SEK 960k and subscription price SEK 40/share. Two convertible loans for a total nominal value of SEK 742k were subscribed in 2010. The loan is interest-free until 31 January 2012. The period for notification of conversion runs from the day before subscription up to and including 28 January 2012. K9 was subscribed by Stiftelsen Norrlandsfonden and K10 by ALMI Gävleborg with the following terms: • Convertible loan 9 (K9): nominal value SEK 371k and subscription price SEK 70/share. • Convertible loan 10 (K10): nominal value SEK 371k and subscription price SEK 70/share. Mackmyra Annual Report 2011 41 Signatures Mackmyra on 12 April 2012 Ulf Mattsson Clas Eriksson David Hedman Carl Klingberg Malin Lövemark Chairman Carl-Johan Kastengren Magnus Dandanell CEO Our audit was submitted on 13 April 2012 Öhrlings PricewaterhouseCoopers AB 42 Mackmyra Annual Report 2011 Hans Boberg Authorised public accountant Annika Wedin Authorised public accountant To the Annual General Meeting of Mackmyra Svensk Whisky AB (Publ), org.nr 556567-4610 Report on the annual accounts We have audited the annual report for Mackmyra Svensk Whisky AB (Publ) for 2011. The company’s annual accounts are included in the printed version of this document on pages 26-42. Responsibilities of the Board of Directors and the Chief Executive Officer for the annual accounts The Board of Directors and the Chief Executive Officer are responsible for the preparation and fair presentation of these annual accounts in accordance with the Annual Accounts Act, and for such internal control as the Board of Directors and the Chief Executive Officer determine is necessary to enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or error. Auditors’ responsibility Our responsibility is to express an opinion on these annual accounts based on our audit. We conducted our audit in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the annual accounts are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the annual accounts. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the annual accounts, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the company’s preparation and fair presentation of the annual accounts in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors and the Chief Executive Officer, as well as evaluating the overall presentation of the annual accounts. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Report on other legal and regulatory requirements In addition to our audit of the annual accounts, we have examined the proposed appropriations of the company’s profit or loss and the administration of the Board of Directors and the Chief Executive Officer of Mackmyra Svensk Whisky AB (publ) for the year 2011. Auditor’s Report Auditor’s Report Responsibilities of the board of directors and the Chief Executive Officer The Board of Directors is responsible for the proposal for appropriations of the company’s profit or loss, and the Board of Directors and the Chief Executive Officer are responsible for administration under the Companies Act. Auditors’ responsibility Our responsibility is to express an opinion with reasonable assurance on the proposed appropriations of the company’s profit or loss and on the administration based on our audit. We conducted the audit in accordance with generally accepted auditing standards in Sweden. As a basis for our opinion on the Board of Director’s proposed appropriations of the company’s profit or loss, we examined whether the proposal is in accordance with the Companies Act. As a basis for our opinion concerning discharge from liability, in addition to our audit of the annual accounts, we examined significant decisions, actions taken and circumstances of the company in order to determine whether any member of the Board of Directors or the Chief Executive Officer is liable to the company. We also examined whether any member of the Board of Directors or the Chief Executive Officer has, in any other way, acted in contravention of the Companies Act, the Annual Accounts Act or the Articles of Association. We believe that the audit evidence we have obtained as above is sufficient and appropriate to provide a basis for our opinion. Opinions We recommend to the annual general meeting of shareholders that the profit be appropriated in accordance with the proposal and that the members of the Board of Directors and the Chief Executive Officer are discharged from liability for the financial year. Opinions In our opinion, the annual accounts have been prepared in accordance with the Annual Accounts Act and present fairly, in all material respects, the financial position of the parent company as of 31 December 2011 and of its financial performance and its cash flows for the year that ended in accordance with Annual Accounts Act. The Report of the Board of Directors is consistent with the other sections of the annual report. Gävle 13 April 2012 Öhrlings PricewaterhouseCoopers AB Hans Boberg Annika Wedin Authorised public accountant Authorised public accountant We therefore recommend that the annual general meeting of shareholders adopt the income statement and balance sheet. Mackmyra Annual Report 2011 43 The share and shareholder relationships The share and shareholder relationships Share price and turnover Share data The share was listed on First North with the first trading day on 16 December 2011, under the ticker symbol MACK-B, at an introductory price of SEK 84 per B share. The share closing price on 30 December 2011 was SEK 60.25, corresponding with a decline of 28%. Number of registered shares at end of period: Number of outstanding shares at end of period: Earnings per share, SEK: Equity per share, SEK: Number of shareholders at end of period: Treasury shares Mackmyra Whisky AB does not hold any of the total number of shares. Shareholders The ten largest per 31 December 2011 Owners Class A shares Class B shares Capital, % Votes, % 207,860 390,637 14.9 38.0 Lantmännen agric. coop. 34,940 783,468 20.4 17.4 Fam. Rolf Klingberg 11,000 210,386 5.5 4.9 Fam. Tage Klingberg 22,200 39,600 1.5 4.0 0 2,310,339 57.6 35.6 276,000 3,739,396 100 100 The Founders’ Group Other shareholders Total Total number of shares Class A + Class B: The above list of major shareholders reflects ownership structure as of 31 December 2011. * The Founders’ Group consists of the eight founders (Annika Berg, Jonas Berg, Astrid Dandanell, Magnus Dandanell, Jennie Kastengren, Carl-Johan Kastengren, Rikard Lundborg and Malin Lövemark), Spiritum Spritaktiebolag AB and the Gillesvik AB Group. Share capital Share capital in Mackmyra Whisky AB amounts to SEK 4,015,396, and the number of shares as at 31 December 2011 was 4,015,396, made up of 276,000 Class A shares and 3,739,396 Class B shares. Each Class A share carries one vote and each Class B share carries one tenth of a vote. All shares carry equal dividend rights. 44 4,015,396 4,015,396 -0.94 43, 59 6,057 Mackmyra Annual Report 2011 4,015,396 Dividend policy When the company has completed the expansion phase that is now under way, it is the intention of the Board to propose that the dividend be raised to an amount corresponding to 30-50% of the profit after taxes, on condition that the company’s need for consolidation, liquidity and capital for continued development is satisfied. If the latter factors are not met, in the future dividends may be reduced in relation to the plan or not paid at all. Proposal to the annual general meeting The Board proposes that no dividend should be paid. See also proposals for the agenda on page 45. Mackmyra Svensk Whisky AB (Publ) will hold its annual general meeting of shareholders at 10:30 a.m. on Saturday 5 May 2012 at Läkerol Arena, Idrottsvägen 7, Gävle. Registration and entry scheduled from 9:30 a.m. Proposed Agenda 1. Opening of the meeting 2. Election of chairman to preside over the Meeting 3. Preparation and approval of voting list. RIGHT TO PARTICIPATE AND REGISTRATION 4. Approval of the agenda Those wishing to attend the Annual General Meeting must be registered in the Euroclear Sweden AB share register on Friday, 27 April 2012 (record date Saturday 28 April), and must notify the company of their participation at the meeting no later than Monday, 30 April 2012. 5. Election of one or two persons to approve the minutes Notification must be provided in writing to Mackmyra Svensk Whisky AB, Wallingatan 2, 111 60 Stockholm, by email: [email protected], or by telephone: +46 (0)8-55 6025 80 or by fax +46 (0)8-55 60 25 81. Notification must include name, personal identification number/corporate ID number, address and telephone number. Notification must also specify the number of advisors (no more than two) that the shareholder intends to bring to the meeting. 6. Determination of whether the meeting has been duly convened 7. Presentation of the annual accounts and auditor’s report 8. Resolution on adoption of the income statement and balance sheet 9. Resolution on allocation of the company’s result pursuant to the adopted balance sheet Annual General Meeting and calendar Welcome to the annual general meeting of shareholders 10.Resolution on discharge from liability for the directors and the chief executive officer 11. Resolution on the number of board members and deputies 12.Resolution on fees to board members and the auditor If participation will be done by proxy, such proxy should be dated and submitted in connection with the notification. The validity period of the proxy must be specified with a maximum of up to five years from issuance. 13.Election of board members, chairman of the board and any deputies Proxy forms are available on the company website www.mackmyra.se, no later than beginning three weeks prior to the date of the meeting and sent to those shareholders who so request and state their mailing address. Representatives of legal entities must present registration certificates or equivalent document showing authorisation as signatory. 15.Resolution on approval of the Board’s decision to issue convertibles - K12 Shareholders whose shares are registered with a trustee must, in order to be entitled to attend the annual general meeting, temporarily register the shares in their own names with Euroclear Sweden AB. Shareholders who wish to request such re-registration must notify the trustee well in advance of 27 April 2012, when such registration must be completed. Financial calendar 14.Resolution on approval of the Board’s decision to issue convertibles - K11 16.Resolution on the Board's proposal for a decision to issue convertibles - K14 17. Adjournment of the meeting. Publication dates for financial information 13 April 2012 Annual Report 2011 5 May 2012 Annual General Meeting 29 May 2012 Interim Report, first quarter 2012 28 August 2012 Interim Report, second quarter 2012 27 November 2012 Interim Report, third quarter 2012 Mackmyra Annual Report 2011 45 Glossary, definitions and addresses Glossary, definitions and addresses Glossary and definitions Addresses Bottle: Mackmyra Svensk Whisky AB (publ) 70 cl spirit or whisky calculated at 40% alcohol content, distributed and sold via traditional channels. Casks: Personal whisky cask ordered and manufactured based on customer orders. Delivered after an average of five years of maturing in about 48 whisky bottles (50 cl). Angels’ share: About 3% of the whisky evaporates from the oak casks annually during storage. This is referred to as the angels’ share. Headquarters/marketing office: Mackmyra Svensk Whisky AB Gross profit/loss divided by net sales. Wallingatan 2 SE-111 60 Stockholm Telephone +46 (0)8 - 55 60 25 80 Fax +46 (0)8 - 55 60 25 81 Operating margin (%) Mackmyra Whisky Village Operating income divided by net sales. Nobelvägen 2 SE-802 67 Gävle Street address: Kolonnvägen 2 Gross profit margin (%): Cash flow incl. unutilised bank overdraft (%) Total of current receivables, cash equivalents and unutilised credit facilities, divided by current liabilities. Equity ratio (%): Equity divided by total assets. Return on equity (%): Earnings after tax divided by average equity. Return on capital employed (%): Profit/loss before interest expense divided by average capital employed. Capital employed: Equity and liabilities less interest-bearing liabilities. Debt/equity ratio (times): Total liabilities divided by equity. Interest coverage ratio (times): Profit/loss before interest expense divided by interest expense. Earnings per share (SEK): Earnings after tax divided by number of shares at end of period. 46 Corporate ID no. 556567-4610 E-mail: [email protected] URL: www.mackmyra.se Mackmyra Annual Report 2011 Certified advisor: Erik Penser Bankaktiebolag Box 7405 SE-103 91 Stockholm Street address: Biblioteksgatan 9 Telephone: +46 (0)8 - 46 38 000 E-mail: [email protected] URL: www.penser.se addresses addresses Mackmyra Annual Report 2011 47