AGES Annual Report 2024 by AGES Industri AB

Annual Report 2024

Mak

AGES

AGES is a Swedish industrial group with production and sourcing units in Sweden, Poland and China. Thanks to the collective expertise and collaboration within the Group, we create great customer value at all stages. From development to series production and aftermarket.

AGES – Annual Report 2024

kes Annual Report 2024 2023 – AGES

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AGES – Annual Report 2024

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AGES specialises in two areas.

Precision Components

Engineering Solutions

Contract manufacturing of

Design, development and

large-series components

manufacture of components,

and assemblies meeting high

moulding tools, control fixtures,

quality requirements, as well

prototypes, small series and

as sourcing from an interna-

automation solutions, as well

tional subcontractor network.

as aftermarket through spare parts sales of tool components.

Annual Report 2024 – AGES

easie 6

AGES – Annual Report 2024

ier

AGES takes overall responsibility, both now and in the future. As a one-stop-shop with all services in the same Group, we make it easy for our customers – while at the same time protecting the right of future generations to a good living environment through our active sustainability work.

Annual Report 2024 – AGES

Leading industrial partner at the cutting edge

AGES – Annual Report 2024

Contents AGES OVERVIEW The year in brief

PRECISION COMPONENTS

CEO comment

The AGES share

Business concept, goals and strategic direction

BUSINESS AREAS Precision Components

Engineering Solutions

Strategic acquisitions

AGES Academy

Sustainability

FINANCIAL INFORMATION Directors’ Report

Five-year summary

GROUP

ENGINEERING SOLUTIONS

Income statement

Statement of comprehensive income

Statement of financial position

Changes in equity

Cash flows

Notes

PARENT COMPANY Income statement

SUSTAINABILITY

Statement of comprehensive income

Balance sheet

Changes in equity

Cash flows

Notes

Auditor’s Report

Corporate Governance Report

Definitions

Financial calendar

Board of Directors, management and auditors

Annual General Meeting

The audited statutory annual accounts are found on pages 44–81.

Annual Report 2024 – AGES

2024 in brief ∣ AGES Industri AB acquires A-Tooling AB A-Tooling AB was acquired in January. The company is one of the country’s leading players in sales of tooling components to companies operating in sheet metal processing, injection moulding, die casting and automation. By expanding its customer offering with sales of tooling components and spare parts for the aftermarket, AGES strengthens its position in the market.

∣ Launch of expanded customer offering

through Engineering Solutions At the end of 2023, we communicated our new business area Engineering Solutions. In 2024, we worked purposefully to create a strong and unified organisation. Immediate results through a strengthened marketing organisation and coordination of the companies’ production resources and expertise.

from our leadership academy AGES Academy. The Academy is a platform where we ensure that everyone in the Group shares the same view of leadership and values, enabling us to create a strong foundation for a successful business.

∣ Increased transparency in our sustainability reporting During the year, a double materiality assessment and a gap analysis were carried out as part of complying with the EU’s new reporting legislation, CSRD, and the new common ESRS standards in sustainability reporting.

∣ Initial talks on potential merger with Ekets Group AB At the end of the year, we initiated discussions with the owners of Ekets Group AB about a potential merger. Such a merger would mean a significant strengthening of our resources in machining and other important areas. The process is still in its early stages, but we see great potential in a merger of our operations.

∣ Strategic review in die casting During the first half of the year, a reorganisation was carried out in the die casting unit in Unnaryd, which included phasing out unprofitable customer contracts, cost adjustments and rationalisations. These measures have created a more sustainable foundation for continued operations and the capacity to seek new business and customers.

∣ AGES Leadership Summit During the year, around sixty employees graduated

AGES – Annual Report 2024

THE YEAR IN BRIEF

NET SALES

SEK 402 MILLION (413) OPERATING PROFIT/LOSS

SEK 22 MILLION (25)

PROFIT/LOSS BEFORE TAX

SEK 18 MILLION (20) EARNINGS PER SHARE

SEK 2.01 (2.25)

NET SALES

SEK 276 MILLION (303) OPERATING PROFIT/LOSS

SEK 3 MILLION (30)

PROFIT/LOSS BEFORE TAX

SEK -1 MILLION (25) EARNINGS PER SHARE

SEK -0.14 (2.84)

Q2 Q4

Key metrics

1,400

1,200

1,000

800

SEK 15 MILLION (20)

PROFIT/LOSS BEFORE TAX

SEK 10 MILLION (15) EARNINGS PER SHARE

SEK 1.14 (1.64)

NET SALES

SEK 329 MILLION (384) OPERATING PROFIT/LOSS

SEK -179 MILLION (18)

PROFIT/LOSS BEFORE TAX

SEK -183 MILLION (13) EARNINGS PER SHARE

SEK -24.5 (1.56)

2021

2023

2024

Operating profit/loss

2024

2023

2022

2021

2020

2019

Net sales

SEK M

1,392

1,503

1,319

1,070

814

1,002

Operating profit/loss 1)

SEK M

-139

-115

Profit/loss before tax 1)

SEK M

-156

-123

Net investments in non-current assets

SEK M

3.4

6.2

3.8

4.0

1.8

-11.5

-11.2

4.9

2.9

3.0

0.7

-12.2

Capital employed

SEK M

556

614

691

643

638

764

Equity

SEK M

307

457

401

365

335

Total assets

SEK M

850

1,042

986

1,001

867

911

Operating margin 600

2020

OPERATING PROFIT/LOSS

Key metrics

Net sales

2019

NET SALES

SEK 385 MILLION (403)

Profit margin

150

Return on equity

-40.8

13.6

8.9

7.3

0.2

-31.4

100

Return on capital employed

-21.7

13.2

7.1

6.7

2.3

-15.0

Return on total assets

-14.6

9.2

5.0

4.6

1.7

-11.5

Equity/assets ratio

Percentage of risk-bearing capital

times

-7.5

4.6

3.9

2.2

-13.9

number

522

530

482

491

496

557

-50 -100

Interest coverage ratio

-150 2019

2020

2021

2022

2023

2024

Average number of employees

For definitions, see page 89 1)

In 2024, profit was affected by a non-recurring expense of SEK -187 million. The non-recurring expense was recognised in Q4.

Annual Report 2024 – AGES

”

CEO comment

The acquisitions have provided us with resources to raise our level of technology and broaden the customer base.”

Strategic relocation and streamlining for sustainable profitable growth We review an eventful 2024 in which we continued the work of strategically moving towards a more focused and profitable business. During the year, we expanded our offering through the integration of previous acquisitions and at the same time made important decisions to optimise our business areas.

We successfully implemented a reorganisation within the die casting unit in Unnaryd, which included phasing out unprofitable customer contracts, cost adjustments and rationalisations. These measures have created a more sustainable foundation for continued operations and created capacity to seek new business and customers. At the end of the year, discussions began regarding a possible divestment of AGES Casting Unnaryd to further focus on machining within Precision Components. In February 2025, an agreement was signed for the sale of the unit, and the

acquisitions, including A-Tooling, and we are already seeing

transaction is expected to be completed in the second quarter

positive effects from our broadened offering. Through the

of 2025, subject to approval from competition authorities and

coordination of production and sales, we have created new

other relevant bodies.

business and growth opportunities.

In the Precision Components business area, the machining

owners of Ekets Group AB about a potential merger. Such a

customer projects. We have strengthened our competitiveness

merger would mean a significant strengthening of our resources

through capacity-enhancing investments and a continued focus

in machining and other important areas. The process is still in

on optimising production flows.

its early stages, but we see great potential in a merger of our

In Engineering Solutions, we successfully integrated previous

At the end of the year, we initiated discussions with the

units continued to deliver strong results and attracted new

AGES – Annual Report 2024

operations.

CEO COMMENT

Alongside these business initiatives, we continued to invest in employee development through our AGES Academy programme, which was launched earlier in the financial year.

world with a focus on creating sustainable customer value and a long-term stable business. I would like to extend a big thank you to our employees,

The programme has been very positively received and creates

customers and suppliers for their efforts during the year.

a strong platform for developing leadership and ensuring our

We look forward to continuing our journey in 2025 with a

long-term competitiveness.

focus on innovation, growth and profitability.

The financial year was also characterised by a challenging market situation, but we successfully counteracted falling

Halmstad, April 2025

volumes in certain areas by means of new sales and optimisation

Anders Magnusson

of the cost base. We have continued to navigate a changing

CEO

Annual Report 2024 2023 – AGES

The AGES share Key performance indicators Profit/loss for the year before non-recurring items SEK m

2024

2023

2022 34

Profit/loss for the year after non-recurring items

SEK m

-156

Equity

SEK m

307

457

401

Total assets

SEK m

850

1,042

986

Return on equity

-40.8

13.6

8.9

Equity/assets ratio

million, divided into 1,822,200 Class A

Percentage of risk-bearing capital

shares and 5,411,344 Class B shares.

Cash flow from operating activities

SEK m

143

103

The quota value is SEK 5.

Average number of outstanding shares1)

thousand

7,169

7,029

Average number of outstanding shares after dilution

thousand

7,169

7,229

7,029

About the share ∣ AGES’s Class B shares are listed on Nasdaq Stockholm First North Premier Growth Market. ∣ The share capital amounts to SEK 36.2

∣ Each Class A share carries 10 votes and each Class B share carries one vote. The total number of votes was 23,633,348. ∣ All shares have equal rights to dividends.

Share price performance AGES shares are listed on Nasdaq Stockholm First North Premier Growth Market. The highest closing price in the financial year was recorded on 18 July, when the price was SEK 97.20, while the lowest price, SEK 66.80, was recorded on 31 December. As at 31 December 2024, AGES’s market capitalisation was SEK 483 million, based on the closing price and total number of shares.

Earnings per share before non-recurring items

SEK

3.02

8.30

4.85

Earnings per share after non-recurring items

SEK

-21.77

8.30

4.85

Diluted earnings per share

SEK

-21.77

8.07

4.85

Cash flow from operating activities per share

SEK

13.68

20.39

14.59

Total number of shares on the balance sheet date thousand

7,234

7,029

Equity per share on the balance sheet date

SEK

42.51

65.08

57.00

Share price on the balance sheet date

SEK

66.80

73.00

36.60

Price-to-book ratio

157

112

Proposed dividend per share

SEK

1.50

Dividend yield

2.2

2.1

The number of shares outstanding was 7,233,548.

Shareholders At the end of 2024, AGES had 1,329 shareholders. The ten largest shareholders together controlled more than 95.3% of the votes and 84.5% of the capital.

Owner category

Dividend policy The Board of Directors proposes to the Annual General Meeting that a dividend of SEK 1.50 per share be paid for the financial year 2024. It is the aim of the Board

of Directors that dividends should mirror financial performance over an extended period and correspond to at least 30% of profit after tax.

Warrant programme In 2021, AGES’s Annual General Meeting resolved on an incentive programme

34%

for senior executives comprising warrants for class B shares. A total of 230,000 warrants with a maturity of 3 years were subscribed for. 62%

During the period 15 May to 30 June 2024, holders of warrants were entitled to subscribe for shares. One (1) warrant entitled the holder to subscribe for 1.02 new shares in AGES Industri AB at a subscription price of SEK 71.90. A total of 112,000

warrants were exercised, corresponding to a subscription of SEK 8,213,240. The redemption resulted in dilution of around 1.6% and the number of shares increased by 114,240 shares. At the end of 2024, there were no outstanding convertible instruments or Financial companies

warrant programmes.

Other Swedish legal entities

Market maker and Certified Advisor

Swedish natural persons

ABG Sundal Collier acts as market maker for AGES on Nasdaq Stockholm First North

Shareholders resident abroad

Premier Growth Market. Their function is to promote good liquidity in the share and ensure a small spread between the bid and ask price in trading on the stock market. Eminova Fondkommission AB acts as Certified Advisor for AGES.

AGES – Annual Report 2024

THE AGES SHARE

Share capital, new issues, etc. since 2013 Change in share capital, SEK thousand

Total share capital, SEK thousand

Total number of shares

Quota value

11,000,000

1,100,000

Opening balance 2013 Split 2:1

11,000,000

2,200,000

2013 New issue

22,944,870

33,944,870

6,788,974

2017 New issue

1,200,000

35,144,870

7,028,974

2024 New issue

451,670

35,596,540

7,119,308

2024 Redemption, warrant programme

571,200

36,167,740

7,233,548

Class A shares

Class B shares

Total number of shares

Percentage (%) of votes

Percentage (%) of share capital

Anna Benjamin and her companies

1,282,200

700,200

1,982,400

57.2

27.4

Pomona-gruppen AB

540,000

1,523,545

2,063,545

29.3

28.5

PEJO Industri AB

695,851

2.9

9.6

Stig-Olof Simonsson and his companies

465,284

2.0

6.4

Anders Magnusson and his companies

265,500

1.1

3.7

Petter Fägersten

151,788

0.6

2.1

Eva Simonsson

140,000

0.6

1.9

Anders Berggren and related parties

125,500

0.5

1.7

Avanza Pension

121,893

0.5

1.7

Kennert Persson

101,203

0.4

1.4

1,822,200

4,290,764

6,112,964

95.3

84.5

1,120,584

4.7

15.5

1,822,200

5,411,348

7,233,548

100

AGES’ ten largest shareholders as at 31 December 2024

Total, ten largest shareholders Other shareholders Total number of outstanding shares

100.0

One Class A share carries 10 votes per share and one Class B share carries one vote.

3.02 Earnings per share before non-recurring items

1,329 Shareholders

1.50 Proposed dividend

Source: Euroclear

Share capital as at 31 December 2024 Share class

Number of shares

Percentage

Number of votes

Percentage

Class A shares

1,822,200

18,222,000

Class B shares

5,411,348

Total

7,233,548

100

23,633,348

100

Number of shares

Number of shareholders

Percentage of shares (%)

1 – 500

985

1.8

501 – 1,000

163

1.8

1,001 – 5,000

130

3.9

5,001 – 10,000

2.1

10,001 – 50,000

4.5

50,001 – 100,000

4.7

100,001 –

81.3

1,329

100.0

Total

Source: Euroclear

Annual Report 2024 – AGES

OUR MISSION AGES Industri should continuously develop to be a leading and profitable industrial partner in sustainable and innovative manufacturing for future generations.

OUR VISION Through sustained profitability and innovation, we should be the most popular and sustainable contract manufacturer and industrial partner.

OUR BUSINESS CONCEPT AGES Industri’s business concept is to support, develop and invest in leading companies with deep technological know-how. Focus on customer- specific components and sustainable production processes as well as value-creating services.

AGES – Annual Report 2024

OUR GOALS

Strategic goals that create value Business goals

Sustainability goals

AGES wants to further develop its business

AGES’ sustainability work is governed by the

concept in a way that creates the condi-

overarching goal to always keep improving

tions for lasting growth and profitability.

the business in terms of the environment,

AGES should be the market leader in its

working conditions and ethics. Our ambition

niche, in a historically stable market, and

is to reduce risks while simultaneously

be regarded by its customers, suppliers

cutting costs and meeting the expectations

and employees as their most skilled,

of our stakeholders.

long-term cooperation partner. This can be achieved among other things through good customer relationships characterised by a businesslike approach and close collaboration. AGES should build on its strong market position in the Swedish market to actively seek to broaden its customer base. AGES should also be able

Strategic direction

to follow its customers outside the primary

AGES should achieve established goals and

home market in order to expand the

market requirements through a strategic

business.

direction based on the following: • Actively work to develop new customer areas. • Continue to develop and grow AGES’

Financial goals AGES should create growth combined with profitability. AGES is aiming to achieve sales growth of at least 10% per year and should achieve a profit margin in excess of 8% over an economic cycle.

strong position in machining and welding of precision components. • Nurture and develop long-term business relationships with customers who require large-series production of cost-efficient precision components with high technological requirements, top quality and a

It is the aim of the Board of Directors that

high degree of accuracy in deliveries.

dividends should mirror financial perfor-

• Create efficient and profitable, highly

mance over an extended period and

competitive production by means of a

correspond to at least 30% of profit after

high level of technology in production

tax. However, the annual dividend payout

processes, a large proportion of automa-

ratio must be viewed in relation to

tion, committed employees and continu-

investment needs.

ous improvements. • Through proactive and long-term work and active participation in the supply chain, AGES should be the industry leader both locally and globally in respect of mapping of CO₂ emissions.

Annual Report 2024 – AGES

Pr Comp 18

AGES – Annual Report 2024

PRECISION COMPONENTS

The business area has five production units in Sweden and one in China, as well as a sourcing unit in Poland. The business is concentrated on contract manufacturing of die-cast and machined components in medium to large series subject to very strict requirements regarding precision. We also offer international trading in a broad spectrum of quality products from an expanding network of subsuppliers.

recision ponents Annual Report 2024 – AGES

AGES Precision Components

Anders Linder Business Area Manager

Reflections and insights Anders Linder is responsible for the Precision Components business area. Below he provides a summary of his impressions of the challenges and successes that the business has had over the past year. In addition, he offers us a little glimpse into the future. External impact and economic situation

Old truths have given way to new ones

The business area focuses on machining and die casting. The

It’s easy to continue doing what you’ve always done, not least

machining operations showed a positive performance during

in the manufacturing industry. We have tried to change this

the year and we saw a large inflow of new business, both from

by challenging old truths and finding new ways to increase

previous customer groups and a number of new, expanding

productivity and flexibility in all our processes.

industries. The die casting operations saw declining demand linked to

Change management has had a positive impact on several of our units and will guide our approach in the future. Not least, this

the market situation. Here, the strategy has been to find an

applies to our induction of new employees, where we have now

appropriate level of capacity while maintaining the conditions

found a way to harness the strengths of each individual from

for good profitability. As a result, we have implemented plans to

day one.

adapt the unit in Unnaryd to a more manageable size, while at the same time reviewing efficiency and developing our ability

Good prospects for the future

to deliver the right quality at the right time.

After seeing a drop in performance in some areas in 2024, we are now seeing signs of recovery and even increasing demand

New trading operations based in Poland

in some areas. The fact that in recent years we have sought to

In our work we constantly aim to offer our customers cost-

broaden our customer base across several industries also means

effective and sustainable solutions. In this respect, the establish-

that we can look to the future from a position of strength.

ment of our new sourcing company in Poland will give us good opportunities to broaden our customer offering. A wider range of locally produced quality products will

Going forward, it will be important to further develop our way of working together, within the business areas as well as across the entire Group. By coordinating functions such as sales,

increase our ability to compete in the European market. At

purchasing, technology and production, and by continuing to

the same time, the expansion of our trading business, with a

develop our sustainability work, we increase our competitive-

presence in both Asia and Europe, creates potential for both

ness and ensure we are well placed to do business with good

increased growth and cost savings.

profitability.

AGES – Annual Report 2024

PRECISION COMPONENTS

Net sales

Employees

Operating profit/loss

(SEK M)

(average)

(SEK M)

(%)

1,311

1,314

1,488

1,311

461

520

(7.2)

107

523

5.9

461 78 61

Heavy vehicle industry 49%

2022

2023

2024

2022

2023

2024

2022

Heavy vehicle industry 49%

Material handling 16%

2023

2024

Industry 7% Light vehicle industry 13%

Material handling 16%

Agriculture & Outdoor 4%

7% 49% HeavyIndustry vehicle industry

Medical technology 1%

Material handling 16%

Marine 1%

Industry 7%

Infrastructure 2%

Light vehicle industry 13%

Other 3%

Light vehicle industry 13% Agriculture & Outdoor 4%

Medical technology 1%

Agriculture & Outdoor 4%

Energy 4%

Marine 1% 1% Medical technology Marine 1%

Infrastructure 2%

Other 3%

Energy 4%

Annual Report 2024 – AGES

AGES – Annual Report 2024

PRECISION COMPONENTS

AGES Precision Components

AGES Falkenberg

AGES Hörle

In Falkenberg, we offer high-volume machining services. Our production capacity and technical expertise ensure stable and cost-effective processes, making us a strategic partner for customers with strict quality requirements in a number of industries.

AGES Hörle covers most advanced metalworking requirements. At this unit we manufacture customised components in small to large series with rapid turnaround through machining, pipe finishing, welding and forging. We are able to do this thanks to flexible plant and a high level of technology.

Net sales, SEK million: Average number of employees:

103 30

365 89

AGES Kulltorp

AGES Unnaryd

AGES Kulltorp is a complete system supplier of refined die-cast aluminium products. As a strategic partner to our customers, we take total responsibility for the entire production chain, from automated die casting to machining and final assembly in small to medium-sized series.

In Unnaryd, we offer die casting of aluminium using vacuum technology as well as further processing and assembly of the castings. The focus is on complex components in medium to large volumes – and on optimising the customer’s processes, from idea to full production.

Net sales, SEK million: Average number of employees:

99 44

504 190

AGES Värnamo

AGES Ningbo

AGES Värnamo offers complete solutions in advanced machining through turning, grinding and assembly in medium to large series. As a strategic partner with large capacity and a high degree of automation, we contribute to a cost-effective end product for our customers.

Our production unit in Ningbo in China was established in 2007 and specialises in machining, forging, steel castings and sourcing. The operation offers a high level of technology, which ensures the correct quality and efficiency for our quality-conscious customers.

Net sales, SEK million: Average number of employees:

266 78

67 30

AGES Poland During the year, we established a company in Poland that will work with sourcing in Europe. Our presence in both China and Europe – and a broader sourcing offering – makes us an attractive alternative for more customers. Net sales, SEK million: Average number of employees:

0 1

Annual Report 2024 – AGES

The business area consists of four units and is characterised by a high level of expertise in the design and manufacture of moulding tools, control fixtures, prototypes and small series as well as automation solutions. In addition, we sell tooling components and spare parts for the aftermarket – all in a quality that meets strict requirements and provides cost-efficiency throughout the process.

Enginee Solution 24

AGES – Annual Report 2024

ENGINEERING SOLUTIONS

ering ns Annual Report 2024 – AGES

AGES Engineering Solutions

Reflections and insights In addition to his role as CEO, Anders Magnusson is also responsible for the Engineering Solutions business area. Below he provides a summary of his view of the business – both in the past and in the future. In the autumn and winter of 2023/2024, APM August Pettersson,

ued success. In addition, the market is characterised by increased

Östlings Verktyg and A-Tooling, were acquired, which together

globalisation, which places high demands on our ability to meet

with UB Verktyg formed the Engineering Solutions business area.

the needs of different customers on several continents.

Since then, we have worked purposefully to create a strong and unified organisation.

At the same time, there are significant opportunities ahead. With increased technical expertise and an overarching mar-

A direct result of the integration is an increased utilisation

keting department, we are well placed to meet the demands

of investments and machinery. By coordinating the companies’

of a broader customer base and address complex projects. In

production resources and skills, efficiency has increased. In addi-

addition, our global presence through the unit in Ningbo, China,

tion, the collaboration has strengthened our customer offering,

and in the future also AGES Poland, offers great opportunities for

with more sales channels, broader expertise and shorter delivery

market expansion.

times. All in all, this has increased our competitiveness and our value to customers.

Innovation on several fronts Innovation played a central role during the year. Together, we

External impact and economic situation

established a completely new customer area by manufacturing

The business has undoubtedly been affected by the declining

tools that were previously beyond our capacity. Several of the

economic situation. In addition, geopolitical trends have made

companies collaborated on these projects, which shows the

the world around us more complex, which has further reinforced

strength of our coordinated approach.

the importance of offering cost-effective and flexible solutions.

A-Tooling together with an external partner developed an

AGES’s expanded offering has been very positively received

e-commerce platform, which will improve the customer experi-

by customers, who appreciate the opportunity to be able to

ence and provide easier access to our range of tool components.

manage many of their challenges through one and the same

The launch is planned for spring 2025. In addition, the tooling

supplier. This strengthens our position and lays the foundation

companies have developed a new sensor, which records data

for long-term relationships.

from the entire process and makes it easier to plan maintenance and calculate the service life of the tools.

Challenges and opportunities

The business area faces a number of challenges, where the

Outlook

availability of skills is one of the most critical factors for contin-

Ahead of 2025, we see a number of important trends that will

AGES – Annual Report 2024

ENGINEERING SOLUTIONS

Net sales

Number

Operating profit/loss

(SEK M)

Employees

(SEK M)

5.2

affect the business area. Globalisation and the need for shorter

Vision and future initiatives

lead times are becoming more important to our customers. The

To ensure our future competitiveness, Engineering Solutions has

demand for quick and secure shipping and delivery is expected

a clear vision of growing and taking even greater responsibility

to increase, which places high demands on flexibility and

for customer needs. The goal is to become a partner that sup-

efficiency in our operations.

ports customers throughout the process – from development

To meet these requirements, we are actively working to

and prototyping, through series production and on to support

strengthen our technical expertise, optimise the organisation

and spare parts. This holistic approach is a central part of our

and further improve coordination between the companies. At

long-term strategy.

the same time, our unit in Ningbo, China, will become an integral

The business area plays a key role in AGES’s overall “One

part of the business area. The strategy is to maximise synergies

Stop Shop” strategy and in the work to make our slogan “Makes

between the companies and leverage our global structure to

things easier” a reality. By offering coordinated and efficient

meet customer needs in an efficient and reliable manner. With

solutions, we strengthen our position as a leading player in the

these initiatives, we are creating a strong position to address

industry and create the conditions for long-term success.

both challenges and opportunities in a rapidly changing market.

Annual Report 2024 – AGES

AGES – Annual Report 2024

ENGINEERING PRECISION COMPONENTS SOLUTIONS

AGES Engineering Solutions

A-Tooling

APM August Pettersson

A-Tooling supplies tool components of the highest quality to toolmakers and companies with operations involving sheet metal processing, injection moulding, die casting and automation. Our complete solution also includes spare parts for the aftermarket – all intended to make things easier for our customers.

APM August Pettersson is a complete and well-established supplier of advanced control fixtures and CMM measurements. In addition, we offer 5-axis CNC milling and prototyping in materials such as plastic, honeycomb, aluminum and steel – all for a global customer market.

Net sales, SEK million: Average number of employees:

34 8

19 13

UB-Verktyg

Östlings Verktyg

UB Verktyg designs and manufactures die casting tools for die casting of aluminium components and automation equipment. Our precision tools are optimised to be as production-efficient and cost-effective as possible and consist 98% of items manufactured in-house.

Östlings Verktyg is a leading player in tool manufacturing and offers everything from test tools, prototypes and low volume production to moulding tools for full-scale production. All developed in close collaboration with customers and by combining modern technology with traditional craftsmanship.

Net sales, SEK million: Average number of employees:

25 13

24 15

Annual Report 2024 – AGES

Strategic acquisitions

The acquisition that completes Engineering Solutions At the beginning of 2024, a fourth company was added to Engineering Solutions through the acquisition of A-Tooling. The new addition expanded our customer offering with sales of tool components and spare parts for the aftermarket and fits well into AGES’s long-term strategy.

AGES’s ambition to take the lead in high-tech contract manu-

customers who have production abroad,” said Anders Nyberg,

facturing received another boost in early 2024. When A-Tooling

A-Tooling’s founder and Managing Director since its inception

was added to APM August Pettersson, UB Verktyg and Östlings

in 1999.

Verktyg, Engineering Solutions became a complete four-leaf clover, where each company adds unique expertise in advanced

Several unique products manufactured in-house

tooling and automation solutions.

A-Tooling has always been responsive to customer needs and focused on product quality, service and reliability. The company

Strong offering for a broader customer base

has also been a pioneer in several areas and developed new

The new companies complement each other and other

products.

operations in an optimal way. This is in line with our strategy

“One example is a feed control that we have developed

to become a partner that supports customers throughout the

ourselves and sell all over the world. It is a globally unique

process – from development and prototyping, through series

product that controls the manufacturing process and shuts

production and on to support and spare parts.

down production at the slightest problem. We are proud of this

“With A-Tooling in place, we add sales of constituent tooling

product,” said Anders Nyberg.

components and spare parts to our already strong offering and broaden our customer base,” said CEO Anders Magnusson.

Innovation and integration that have delivered results Innovation played a central role again in 2024. One of the initia-

Leader in tooling components

tives is a new web-based tool, which will simplify access to our

A-Tooling supplies components and products of the highest

own product range and thus improve the customer experience.

quality to companies with operations involving sheet metal

The new e-commerce platform is planned to be launched in the

processing, injection moulding, die casting and automation.

first half of 2025.

The customer list includes several automotive industries, as well

“In addition, in collaboration with our sister companies,

as manufacturers of white goods, electronics, pharmaceuticals

we have developed a new sensor that registers data from the

and agricultural machinery.

entire manufacturing process. This innovation provides great

“In addition, we work with trading and represent several

advantages in the calculation of tool service life and the planning

world-leading brands, primarily in the Scandinavian market.

of maintenance, which significantly strengthens customers’

Deliveries also go to other parts of the world where we follow

competitiveness,” said Anders Nyberg.

AGES – Annual Report 2024

STRATEGIC ACQUISITIONS

Annual Report 2024 – AGES

Strategic acquisitions

The benefits of being part of AGES

Increased collaboration provides future growth

The fact that A-Tooling has become part of AGES

The cooperation between the companies developed

has been positively received – by existing custom-

well during the year and has already generated

ers, our sister companies and their customers, as

several new customer projects.

well as new contacts. More and more parties now see the whole of AGES as a possible partner. “It is easier to introduce yourself when you are

and the same partner,” says Anders Nyberg

part of a well-known group. The name AGES opens

And this is likely to get better as planning and

doors for the individual companies, while at the same

production capacity are increasingly coordinated.

time these companies in turn introduce AGES to their existing contacts,” said Anders Nyberg. He added:

“We have only seen the beginning of a development with enormous potential. The more we

“Because many companies want to reduce the

collaborate within and between the business areas,

number of subsuppliers, the breadth of our offering

the greater customer value we will be able to offer,”

is a great advantage. Our shared resources enable us

concludes Anders Magnusson.

to cover an increasing part of our customers’ needs.”

“

The name AGES opens doors for the individual companies” Anders Nyberg, Managing Director

“Customers appreciate the opportunity to be able to manage several of their challenges through one

AGES – Annual Report 2024

STRATEGIC ACQUISITIONS

Annual Report 2024 – AGES

AGES Academy

Anna Petersson CHRO (Chief Human Resources Officer)

Training that makes employees grow With people at the center and leadership as the driving force, we shape a culture where employee development and company success go hand in hand. By making values a part of everyday life, we create a workplace where innovation, collaboration and personal growth are constantly in focus. At AGES, it is not just what we do that counts, but how we do it, together.

Guiding compass

Through the leadership academy, our employees gain access to

The Leadership Academy forms the basis for our values and

a broad knowledge base, where leadership is central to advanc-

our future work with inspiring leadership. In 2024, leaders from

ing both personal and organisational development. It has created

different levels of the company jointly designed our new values,

a platform to ensure that everyone in the Group shares the same

which will henceforth serve as a compass that will help us make

view of leadership and values. In this way we create a strong

decisions, act in a consistent manner and build trust among both

foundation for a successful business.

customers and other employees.

The work within the leadership academy is not only about theoretical training, but also about creating space for reflection

AGES’s values are:

and dialogue with colleagues that strengthen our leadership in our

Customer-focused: “We listen, respect each other and build

daily work. At AGES, leadership is not just a role, it is a responsi-

strong relationships – always with a business focus and the

bility to lead the way, make wise decisions and always be a role

ambition to exceed expectations.”

model. With the right leadership, we create the conditions for a

Curious: “We have the courage to explore, question and learn from each other in order to constantly grow and develop. Our differences are our strength.” Responsible: “We act sustainably and always do our best, with a focus on creating long-term value for both people, the environment and business.” Value creation: “We create value by always delivering with quality, efficiency and care.”

AGES – Annual Report 2024

culture where our employees feel seen, appreciated and valued. An exam was held at the end of the year that marked an important milestone for our employees and our leadership academy. The exam served as the final step in the training process and gave the participants the opportunity to apply their knowledge in practice. Through the exam, we ensure that those who have completed the training not only understand the content but also how they can use it in their work and leadership. After the exam, we ended the year with a Group-wide

AGES ACADEMY

“

The Leadership Academy has given me insights into my strengths and development opportunities, as well as tools to grow as a leader. I feel more confident about making decisions and setting clear goals. I feel that the organisation values and contributes to developing my leadership.” Ellen Johansson AGES Värnamo

“

By meeting colleagues from other companies, I get new perspectives and tools to plan and prioritise better. Understanding that we all face similar challenges gives us strength and community, and the training helps us grow and develop.” David Elg AGES Hörle

Annual Report 2024 – AGES

AGES Academy

leadership conference, the AGES Leadership Summit. There, we

individual can thrive, develop and contribute to our shared

focused on celebrating successes, sharing valuable insights and

success. Here, opportunities for personal and professional

encouraging and making visible the employees who have been

development are combined with security, collaboration and

role models and upheld our values particularly well. We did this

inspirational leadership. Through training, internal career paths

by presenting awards to this year’s value word bearers in the

and support from our leaders, we create opportunities for every

various categories

employee to develop and reach their full potential.

Makes Things Easier

Academy and, in addition to leadership, will also focus on

As a result of this year’s work, we have also created a book,

several of the key competencies that are common denominators

which partly summarises AGES as a workplace and partly

in all Group companies.

In 2025, we will continue to develop the content of AGES

highlights the fundamental values and visions that we call “How we make things easier”. At AGES, we strive to create a workplace where every

AGES – Annual Report 2024

AGES ACADEMY

“

The training has given me the tools to handle challenges and has strengthened my self-image as a leader. I have become more communicative and have a better understanding of how I am perceived by my colleagues. That the training includes leaders from the entire Group, from the CEO to team leaders, really shows how important the initiative is.” Victor Andersson AGES Kulltorp

“

Through the training I have not only made valuable contacts, but also gained new insights and tools that strengthen my leadership. I am grateful to be part of AGES, which allows me to develop and grow, and sees me for the person I am. From uncertainty to selfassurance, I now feel better equipped to lead both myself and my team.” Maja Holmér AGES Värnamo

Annual Report 2024 – AGES

Sustainability

Together for a sustainable future AGES’s overall goal is to continuously improve our operations in respect of the environment, working conditions and ethics. By continuously developing our sustainability work, we aim to become a leading and profitable partner in sustainable and innovative contract manufacturing for future generations. The foundation for our long-term development and success is committed employees who act responsibly. Together, we create sustainable business through both environmental, social and economic resource optimisation throughout our value chain.

Sustainability in all areas Our prioritised focus areas together cover all three sustainability perspectives: environment, social and economic. We address these aspects through a continuous dialogue with customers, employees, authorities, local organisations and other stakeholders. Our ambition is to reduce risks while simultaneously cutting costs and meeting the expectations of our stakeholders. In addition to customers and employees, this includes owners, suppliers and licensing authorities.

Environmental sustainability

The sustainability goals for 2025 include, among other things, that the share of primary alloys should be less than 10% and that the share of recycled steel in machining should be more than 35%. We already use 100% recycled aluminium in our casting plants.

Social sustainability

We work actively with skills development to create a work environment where it is easy to do the right thing. Continuous further development in a welcoming environment helps us attract, retain and develop valuable skills.

Economic sustainability

By being a competitive company we can continue to invest in sustainable solutions and developing processes for increased sustainability in respect of all sustainability aspects.

AGES – Annual Report 2024

SUSTAINABILITY

“

Sustainability is everyone’s responsibility: It should be the result of a shared commitment across our value chain. By working with our partners, suppliers and customers, we are jointly creating a future where sustainability is integrated at every step” Jenny Johansson CSO (Chief Sustainability Officer)

AGES takes a strategic approach to sustainability work in five focus areas

Create opportunities

Ensure stable

for skills develop-

financial performance

ment, recruitment

and long-term

and employee

profitability

retention

Reduction of opera-

Create a safe,

Ensure high product

The UN Global Goals

tional GHG emissions

secure and healthy

quality

are an ambitious agenda

workplace

for sustainable development by 2030, comprising 17 overarching goals subdivided into different targets.

Annual Report 2024 – AGES

Sustainability work

Increased transparency in our sustainability reporting Sustainability is an integral part of our everyday life as well as our business strategies. In 2024, we continued to work with the focus areas identified in the materiality assessment conducted by external consultants in 2020. At the same time, we conducted both a double materiality assessment and a gap analysis to report in accordance with the CSRD in 2025, based on the double materiality assessment.

In accordance with AGES’s sustainability strategy, we report

Reporting that meets EU standards

sustainability with reference to the Global Reporting Initiative

AGES will be subject to the EU’s new reporting legislation, the

(GRI), Universal Standards 2021. GRI is an international, inde-

Corporate Sustainability Reporting Directive (CSRD), and will

pendent organisation that helps companies, governments and

report according to these requirements for the financial year

organisations create transparency around the effects of issues

2025. The new requirements are more comprehensive than

relating to climate change, human rights and corruption. They

before and the purpose of the CSRD is to make companies’

have developed sustainability reporting standards that increase

sustainability reports more transparent and comparable, and

the transparency of organisations.

to more clearly link corporate governance to sustainability.

AGES – Annual Report 2024

SUSTAINABILITY

As part of its compliance with the EU’s common reporting

Sustainability programme for increased engagement

standards (ESRS), AGES conducted a double materiality assess-

AGES will also implement sustainability governance in the form

ment in 2024, which will be presented in the next annual report.

of a system where all businesses can report key performance

This means that both impact materiality and financial materiality

indicators and action plans for the sustainability work. We attach

are assessed to create an overall picture of the company’s

great importance to involving all employees in the sustainability

sustainability matters.

strategy. We do this by starting a sustainability program to communicate and follow up our sustainability work. Within the

An updated sustainability strategy is underway

framework of the programme, different functions within AGES

The results of the double materiality assessment will form the

can meet continuously to jointly discuss sustainability work,

basis for an update of the sustainability strategy in line with our

find opportunities for improvement and identify any risks.

focus areas. We will set new goals to continue to develop our sustainability work. In 2024-25, action plans will be developed

Read the sustainability report in full on ages.se

to support these goals. Additional areas that are of particular importance to specific parts of the business may be added.

Annual Report 2024 – AGES

Financial information Directors’ Report........................................................................... 44 Five-year summary.................................................................... 49 GROUP Income statement....................................................................... 50 Statement of comprehensive income..............................51 Statement of financial position........................................... 52 Changes in equity......................................................................... 54 Cash flows.........................................................................................55 Notes.....................................................................................................56 PARENT COMPANY Income statement......................................................................... 71 Statement of comprehensive income.............................. 71 Balance sheet.................................................................................. 72 Changes in equity.......................................................................... 74 Cash flows......................................................................................... 75 Notes..................................................................................................... 76 Auditor’s Report.............................................................................82 Corporate Governance Report......................................84 Definitions......................................................................................... 89 Financial calendar........................................................................ 89 Board of Directors, management and auditors....... 90 Annual General Meeting...........................................................93

AGES – Annual Report 2024

Annual Report 2024 – AGES

Directors’ Report The Board of Directors and CEO of AGES Industri AB (publ), corporate identity number 556234-6204, domiciled in Halmstad, Sweden, hereby submit their Annual Report and consolidated financial statements for the financial year 2024.

Operations

Employees

AGES’s operations primarily comprise die casting, machining,

The number of full-time employees in the Group as at 31 Decem-

welding, assembly and tooling. Production is concentrated on

ber 2024 was 535 (573). The average number of employees was

high-volume component manufacturing, with a high propor-

522 (530). For more information about employees, see Note 4.

tion of sales to customers in the automotive and engineering industries. Driven production processes, an entrepreneurial spirit

The Group’s performance over the year

and cutting edge technological expertise create the conditions

In the Precision Components business area, the machining units

necessary to deliver the best solutions on the market while also

continued to deliver strong results and attracted new customer

ensuring cost-efficiency in production. The Group comprises

projects. Capacity-enhancing investments and a continued focus

ten production units with operations in Sweden, China and a

on optimising production flows enabled us to strengthen our

purchasing office in Poland.

competitiveness and several new projects were initiated.

AGES’s Class B shares are listed on Nasdaq Stockholm First

In addition, we successfully implemented a restructuring in our

North Premier Growth Market under the symbol AGES B and the

die casting unit in Unnaryd, which included phasing out unprofit-

company’s Certified Advisor is Eminova Fondkommission AB.

able customer contracts, cost adjustments and rationalisations. These measures created a more sustainable foundation for

Net sales and profit

continued operations and created capacity to seek new business

Net sales totalled SEK 1,392 million (1,503), a decrease of approx

and customers. In connection with this strategic review, we wrote

imately 7% compared with the previous year. Loss after tax

down goodwill and other assets by SEK -187 million. In line with

amounted to SEK -156 million (58). Earnings were impacted

our long-term strategy, we have evaluated alternative solutions

by impairment of goodwill and other non-current assets of

for the future development of the unit. One of several options is

SEK -187 million.

to investigate whether there is interest from external actors to acquire the business. This would enable us to further focus on

Share data and key ratios

machining within Precision Components. As part of the strategy

Loss per share amounted to SEK -21.77 (8.30). Equity per share

of focusing on machining, at the end of the year we also initiated

amounted to SEK 42.51 (65.08). The total number of outstanding

discussions with the owners of Ekets Group AB about a potential

shares was 7,233,548. The equity/assets ratio was 36% (44).

merger. A possible merger would mean strengthening our

Net sales (SEK million)

Operating profit (SEK million) before impairment, goodwill and other assets

1,392 48 44

AGES – Annual Report 2024

resources in machining and a broadened customer base. The

financial year, the unit had sales of SEK 503 million and reported

process is still at an early stage, but we see great potential in a

negative earnings after tax of SEK -20.5 million. The purchase

merger of our businesses.

price corresponds to the Group’s consolidated enterprise value,

In Engineering Solutions, we added another company,

which amounts to approximately SEK 70 million at the date of

A-Tooling. Together with the acquisitions Östlings Verktygs AB

signing. Based on the results recorded in 2024, the transaction

and APM, which were completed at the end of 2023, we have

will have a positive impact on AGES’s earnings per share of

successfully worked to integrate and clarify the business model.

approximately SEK 2.80 per share. The transaction is expected

Coordination of production and sales has enabled us to create

to be completed in the first half of 2025, subject to approval

new business and growth opportunities and we are already see-

from the relevant competition authorities and other customary

ing positive effects from our broader offering.

closing conditions. The consideration will be paid in connection

In addition to these strategic measures, we continued to invest

with the completion of the transaction.

in leadership development through our leadership academy. During the year, around sixty leaders from the Group received

Investments

training. We see this as a central part of building a sustainable

The Group’s net investments in non-current assets amounted

and long-term organisation.

to SEK 80 million (101), of which SEK 0 million (0) comprised investment in property and SEK 47 million (69) investments in

Future development

machinery and equipment. The remaining SEK 33 million (32)

We enter 2025 with a combination of caution and optimism.

comprised business combinations.

We are adapting to changing market conditions while focusing on developing our core areas and continuing to strengthen our

Cash flow and liquidity

financial position to create long-term growth and profitability.

Cash flow from operating activities amounted to SEK 99 million (143). The change is mainly explained by the lower operating

Events after the reporting period

profit but additionally, the return to low inventory levels had

On 5 February 2025, AGES Industri AB entered into an agree-

a negative impact on capital employed. The Group’s inter-

ment to divest all companies that are part of the AGES Casting

est-bearing liabilities amounted to SEK 249 million (259) and

Unnaryd group to Lazarus Industriförvaltning AB. In the 2024

cash and cash equivalents amounted to SEK 14 million (12).

Percentage of risk-bearing capital (%)

Equity/assets ratio (%)

36 Annual Report 2024 – AGES

The Group’s cash and cash equivalents, including committed but

in cash and partly in new shares. Against this background, the

undrawn credit lines, stood at SEK 101 million (68) at the balance

Board of Directors of AGES resolved on a directed share issue of

sheet date.

90,334 Class B shares to the seller based on the issue authorisation adopted at AGES’s Annual General Meeting on 4 May 2023.

Risks and uncertainties

In June, the incentive programme “Warrants 2021/2024”

The Group’s principal risks and uncertainties included business

matured. One (1) warrant entitled the holder to subscribe for

risks associated with customers and suppliers and other external

1.02 new shares at a subscription price of SEK 71.90. A total of

factors such as price risks involving input goods. In addition,

112,000 warrants were exercised, corresponding to a subscrip-

there are financial risks as a result of changes in exchange rates

tion of SEK 8,213,240. The exercise resulted in dilution of ap-

and interest rates. See Note 32 for a description of the Group’s

proximately 1.6% and the number of shares increased by 114,240

principal financial and business risks.

shares. At the end of the financial year, there were no ongoing incentive programmes.

Currency and interest rates AGES has some sales and purchasing in foreign currencies and is

Work of the Board of Directors

primarily exposed to exchange rate fluctuations in EUR, CNY and

AGES’s Board of Directors currently consists of six ordinary

USD against SEK. A description of the Group’s financial risks can

members. The Board members elected by the meeting of share-

be found in Note 32.

holders include representatives of AGES’s major shareholders as well as persons independent of the major shareholders. The CEO

Sustainability

and other executives in the Group participate in the meetings

AGES’ Sustainability Report is prepared separately from the Directors’

of the Board of Directors for presentations or in an administra-

Report and is available on the company’s website, www.ages.se.

tive capacity. The Board of Directors held nine meetings in the reporting period. The agenda for each ordinary meeting includes

Environment and quality management systems

regular reporting items and decisions, as well as information on

The Group carries out notifiable activities pursuant to the

the business, in accordance with the Board of Directors’ rules of

Swedish Environmental Code in one Swedish subsidiary and

procedure. The Board of Directors also decides on issues of an

activities requiring authorisation in seven Swedish subsidiaries.

overarching nature, such as the Group’s strategy, structural and

The Parent Company does not have any notifiable activities.

organisational matters. as well as major investments. One of the

All of the production units are certified according to the environ-

company’s auditors participates in at least one Board meeting

mental management system ISO 14001. AGES’ production units

per year. The auditor’s observations arising from the audit of

are all certified according to the ISO 9001 quality management

the company’s accounts, procedures and internal controls are

system and a number of units are also certified according to the

presented at this meeting.

automotive industry standard IATF 16949 and VDA.

Nomination Committee Research and development

At the 2024 Annual General Meeting, a Nomination Committee

The Group does not itself carry out any product research and

was appointed consisting of Anna Benjamin as Chairman, Jonas

development activities.

Abrahamson and Per Rodert. The task of the Nomination Committee ahead of the 2025 Annual General Meeting is to propose

The share and shareholders

the Chairman of the Board of Directors and other Board mem-

AGES’s Class B shares are listed on Nasdaq Stockholm First North

bers, auditors, a chairman for the AGM and fees for the Board

Premier Growth Market. The company’s Class A shares are not

of Directors, committees and auditors. Prior to the 2025 Annual

listed. The share capital amounts to SEK 36.2 million. The quota

General Meeting, the Nomination Committee has so far held one

value is SEK 5. The total number of shares as at the balance

ordinary meeting and also conducted numerous discussions

sheet date stood at 7,233,548, distributed between 1,822,200

between the Nomination Committee’s members. The Articles

class A shares and 5,411,348 class B shares. One Class A share

of Association do not contain any separate regulations on the

carries 10 votes per share and one Class B share carries one vote.

appointment and removal of Board members.

All shares have equal rights to the company’s assets and divi-

dends. At the end of 2024, AGES had 1,367 (1,367) shareholders.

Corporate governance

The company currently has two shareholders who each own and

AGES’s corporate governance is based on Swedish legislation

control more than 10% of the voting rights of all the shares in the

and the listing agreement with Nasdaq Stockholm. Directives

company. Anna Benjamin controls 28.2 per cent of the capital

issued by authorities and stakeholders in Swedish industry and

and 57.8 per cent of the voting rights through her own holding

in the financial markets are also applied in various matters.

and through related parties. Pomona-gruppen AB holds 29.4%

Governance, management and control is shared between the

of the shares and 29.6% of the votes.

shareholders at the Annual General Meeting, the Board of Direc-

In January, all shares in A-Tooling AB were acquired. The Board

tors and the CEO in accordance with the Swedish Companies Act

of Directors decided that the consideration should be paid partly

and the Company’s Articles of Association and rules of procedure.

AGES – Annual Report 2024

It is recommended that companies listed on Nasdaq Stockholm First North Premier Growth Market adhere to the Swedish Corporate Governance Code (“the Code”). AGES’s Corporate Governance Report is prepared separately from the Directors’ Report and can be found on pages 80–82.

Authorisation for new issue AGES’s Board of Directors proposes that the Annual General Meeting renew the Board’s authorisation to decide on a new issue of Class B shares corresponding to a maximum of one tenth of the company’s issued shares. Such a mandate would enable the Board to make a decision on a new issue in the period until the next Annual General Meeting. The terms and conditions of the issue, including the issue price, must be based on a valuation on market terms, with the issue price at any given time set as close to the market value as possible, less the discount which may be necessary to generate interest in subscription.

Guidelines for remuneration of and terms of employment for senior management Guidelines regarding remuneration of senior executives can be found in Note 4. No major changes are proposed ahead of the 2025 Annual General Meeting.

Proposed appropriation of profits Parent Company Amount at the disposal of the Annual General Meeting:

Share premium reserve

SEK

262,461,056

Retained earnings

33,976,860

Profit/loss for the year

-179,341,084

Total

117,096,832

The Board of Directors and the CEO propose that these funds be appropriated as follows:

SEK

Cash dividend to shareholders of SEK 1.50 SEK per share (7,233,548 shares)

10,850,322

Carried forward

106,246,510

Total

117,096,832

Board’s opinion on the proposed dividend The Board of Directors proposes that a dividend be paid for the financial year 2024 corresponding to SEK 1.50 per share, a total of SEK 10.9 million based on the number of outstanding shares at the end of the year. Following the proposed dividend, the equity/ assets ratio is satisfactory in view of the fact that the company’s and Group’s business remains profitable. It is estimated that liquidity in the company and Group can be maintained at an equally satisfactory level. It is the Board’s view that the proposed dividend does not prevent the Parent Company or other companies in the Group from fulfilling their short-term or long-term obligations, nor from completing required investments. The proposed dividend can therefore be justified with regard to what is recommended in the Swedish Companies Act, Chapter 17, Section 3, paragraphs 2–3 (prudence principle).

Annual Report 2024 – AGES

AGES – Annual Report 2024

Five-year summary Group Income statement (SEK million)

2024

2023

2022

2021

2020

Net sales

1,392

1,503

1,319

1,070

814

Cost of goods sold

-1,245

-1,354

-1,210

-969

-756

Gross profit

147

149

109

101

Selling expenses

-59

-55

-40

-35

-34

Administrative expenses

-44

-31

-25

-28

-27

Other operating income/expense

-183

Operating profit/loss

-139

Net financial income/expense

-17

-20

-12

-11

-9

Profit/loss before tax

-156

-15

-5

-6

-5

-156

2022

2021

2020

Tax Profit/loss for the year 1)

1) Earnings in 2024 were impacted by impairment of goodwill and other non-current assets of SEK -187 million.

Financial position (SEK million)

2024

2023

Non-current assets

476

644

593

592

578

Current assets

374

398

393

409

288

Equity

307

457

401

365

335

Non-current liabilities

167

172

162

178

167

Current liabilities

376

413

423

458

364

Total assets

850

1,042

986

1,001

866

2024

2023

2022

2021

2020 130

Cash flow (SEK million) Cash flow from operating activities

143

103

-22

Cash flow from investing activities

-72

-93

-54

-64

-28

Free cash flow

-86

102

Cash flow after financing activities

-25

-49

-46

-106

-4

2024

2023

2022

2021

2020 1.8

Cash flow for the year

Key performance indicators Operating margin excl. impairment losses, % 1) Operating margin, % Profit margin excl. impairment losses, %

3.4

6.2

3.8

4.0

-10.0

6.2

3.8

4.0

1.8

1.6

4.9

2.9

3.0

0.7

Profit margin, %

-11.2

4.9

2.9

3.0

0.7

Return on equity, %

-40.8

13.6

8.9

7.3

0.2

Return on capital employed, %

-21.7

13.1

7.1

6.7

2.3

Return on total assets, %

-14.6

9.2

5.0

4.6

1.7

Interest coverage ratio, times

-7.5

4.6

3.9

2.2

Equity, SEK m

307

457

401

365

335

Equity/assets ratio, %

Percentage of risk-bearing capital, %

Earnings per share, SEK

-21.77

8.30

4.85

3.65

0.12

Diluted earnings per share, SEK

-21.77

8.07

4.85

3.58

0.12

Equity per share, SEK

42.51

65.08

57.00

52.00

47.60

Cash flow from operating activities per share, SEK

13.68

20.39

14.59

-3.14

18.55

Proposed dividend per share, SEK

1.50

Other

2024

2023

2022

2021

2020

Depreciation/amortisation according to plan, SEK m

Interest-bearing liabilities, SEK m

249

259

290

335

250 28

Net investments of which attributable to business combinations Average number of employees

101

522

530

482

491

496

For definitions and alternative performance measures, see Note 33. 1) Earnings in 2024 were impacted by impairment of goodwill and other non-current assets of SEK -187 million.

Annual Report 2024 – AGES

Consolidated income statement 2024

2023

1,392,498

1,503,305

5, 6, 7, 8

-1,245,458

-1,354,098

147,040

149,207

6, 7, 8

-58,727

-54,719

Administrative expenses

6, 7, 8, 9

-44,020

-31,118

Other operating income

10, 30

11,444

38,179

-194,449

-8,547

4, 5

-138,712

93,002

GROUP (SEK THOUSAND) Net sales Cost of goods sold

Note

Gross profit Selling expenses

Other operating expenses Operating profit/loss Financial income

765

582

Financial expenses

-18,296

-20,302

-156,243

73,282

203

-14,949

-156,040

58,333

-156,040

58,333

Profit/loss before tax Tax

14, 25

PROFIT/LOSS FOR THE YEAR PROFIT/LOSS FOR THE YEAR ATTRIBUTABLE TO - Parent Company’s shareholders – non-controlling interests SHARE DATA Basic earnings per share, SEK

-21.77

8.30

Diluted earnings per share, SEK

-21.77

8.07

20, 21

7,168,900

7,028,974

Average number of outstanding shares at the end of the year

AGES – Annual Report 2024

Consolidated statement of comprehensive income GROUP (SEK THOUSAND)

Note

2023

2024 -156,040

58,333

1,547

-1,659

1,547

-1,659

OTHER COMPREHENSIVE INCOME FOR THE YEAR

-154,493

56,674

COMPREHENSIVE INCOME FOR THE YEAR ATTRIBUTABLE TO

-154,493

56,674

- Parent Company’s shareholders

-154,493

56,674

PROFIT/LOSS FOR THE YEAR Items that may be reclassified to profit or loss for the year Translation differences OTHER COMPREHENSIVE INCOME

– non-controlling interests

Annual Report 2024 – AGES

Statement of financial position 31 Dec 2024

31 Dec 2023

128,914

251,112

128,914

251,112

Buildings and land

111,864

138,726

Plant and machinery

190,666

220,321

Equipment, tools, fixtures and fittings

20,945

16,384

15,243

10,587

GROUP (SEK THOUSAND)

Note

ASSETS Non-current assets Intangible assets

15, 30

Goodwill

Property, plant and equipment

Right-of-use assets

Construction in progress and advance payments for property, plant and equipment

8,160

6,825

346,878

392,843

475,872

644,035

224,119

221,021

18, 19

126,012

153,916

Financial assets Non-current receivables

Total non-current assets

Current assets Inventories Current receivables Trade receivables and other receivables Prepayments and accrued income

9,976

10,800

360,107

385,737

14,253

12,137

Total current assets

374,360

397,874

TOTAL ASSETS

850,232

1,041,909

Cash and cash equivalents

AGES – Annual Report 2024

GROUP (SEK THOUSAND)

Note

31 Dec 2024

31 Dec 2023

EQUITY AND LIABILITIES Equity Share capital

Other contributed capital Reserves

36,168

35,145

273,986

259,840

4,108

2,561

-6,799

159,920

Total equity

307,463

457,466

- of which attributable to the Parent Company’s shareholders

307,463

457,466

Retained earnings

Liabilities Non-current liabilities 19, 31

124,291

122,325

Lease liabilities

Liabilities to credit institutions

19, 28, 31

7,182

4,513

Other provisions

Deferred tax liability

35,235

45,239

166,753

172,127

45,248

43,098

Current liabilities Liabilities to credit institutions

19, 31

Lease liabilities

19, 28, 31

6,803

4,686

Bank overdraft facilities

19, 23, 31

65,234

83,960

19, 26

255,045

273,420

Trade payables and other liabilities

Current tax liability

Total liabilities

TOTAL EQUITY AND LIABILITIES

3,686

7,182

376,016

412,346

542,769

584,443

850,232

1,041,909

Annual Report 2024 – AGES

Statement of changes in equity GROUP (SEK THOUSAND)

Note

Equity as at 1 January 2023 Profit/loss for the year Other comprehensive income

Other contributed capital

Reserves

Retained earnings

Total equity

35,145

260,237

4,220

101,587

401,189

–

58,333

–

-1,659

–

-1,659

Comprehensive income for the year

–

-1,659

58,333

56,674

Warrant programme, management

–

-397

–

-397

Total transactions with shareholders

–

-397

–

-397

35,145

259,840

2,561

159,920

457,466

-156,040

1,547

-156,040

-154,493

1,023

14,146

15,169

-10,679

Total transactions with shareholders

1,023

14,146

-10,679

4,490

Equity as at 31 December 2024

36,168

273,986

4,108

-6,799

307,463

Equity as at 31 December 2023 Profit/loss for the year Other comprehensive income

Comprehensive income for the year New issue Dividends paid

Share capital

AGES – Annual Report 2024

21, 30

Statement of cash flows GROUP (SEK THOUSAND)

Note

2023

2024

Operating activities Operating profit/loss

-138,712

93,002

253,095

59,300

-4,317

Adjustments for non-cash items, etc. Depreciation/amortisation and impairment Other

-17,531

-19,747

Paid income tax

Net interest paid and received

-16,179

-9,987

Cash flow from operating activities before changes in working capital

80,695

118,251

3,263

3,374

Changes in working capital Increase (-) / decrease (+) in inventories Increase (-) / decrease (+) in current receivables

39,469

9,673

Increase (+) / decrease (-) in current liabilities

-24,463

12,035

Cash flow from operating activities

98,964

143,333

Acquisitions of property, plant and equipment

-47,199

-69,225

Disposals of property, plant and equipment

1,162

520

-26,181

-24,252

-72,218

-92,937

Borrowings

67,593

52,767

Investing activities

Disposals of financial assets Acquisitions of subsidiaries

Cash flow from investing activities Financing activities

Loan repayments

-63,477

-74,379

Repayment of lease liabilities

-7,739

-6,023

Change in bank overdraft facility

-18,726

-21,299

-10,679

Paid dividends

-397

New issue

Warrant programme 21

8,169

Cash flow from financing activities

-24,859

-49,330

Cash flow for the year

1,887

1,066

Cash and cash equivalents at the beginning of the year

12,137

11,720

Exchange rate difference in cash and cash equivalents

229

-649

14,253

12,137

Cash and cash equivalents at the end of the year

Annual Report 2024 – AGES

Notes

Group

(All amounts are presented in SEK thousand, unless otherwise stated.)

Note 1 General information The company AGES Industri AB (publ), corporate identity number 556234-6204, carries on business activities as a limited company and its registered office is in Halmstad municipality in Sweden. The address of the head office is PO Box 815, SE-301 18 Halmstad. All amounts are presented in SEK thousand, unless otherwise stated. The Parent Company in the largest group of which the company is a subsidiary and for which consolidated financial statements are prepared is VIEM Invest AB, corporate identity number 556239-3099.

is financed through pension insurance with Alecta or SPP. According to a statement from the Swedish Corporate Reporting Board, this is a defined benefit plan. The Group has not had access to the kind of information required to make it possible to recognise this plan as a defined benefit plan. The ITP pension plan was therefore recognised as a defined contribution plan in accordance with IAS 19. In addition, the Group has pension obligations in respect of both blue-collar workers and salaried employees which are defined contribution plans and secured through premium payments to insurance companies.

Taxes

Note 2 Accounting policies Basis of presentation The annual accounts have been prepared in accordance with IFRS Accounting Standards, as adopted by the EU, the Swedish Annual Accounts Act and recommendations and statements by the Swedish Corporate Reporting Board. Because the Parent Company is a company domiciled in the EU, only IFRS endorsed by the EU have been applied. In addition, the consolidated financial statements have been prepared in accordance with Swedish legislation through application of the Swedish Corporate Reporting Board’s Recommendation RFR 1 Supplementary accounting rules for groups.

Changes to accounting policies The applied accounting policies and measurement bases are unchanged compared with the previous year, with the exception of new or revised standards, interpretations and improvements effective for periods beginning on or after 1 January 2024. These updates have not had any material impact on the consolidated accounts. The IASB has issued the following new standards with an effective date of 1 January 2027: – IFRS 18 Presentation and Disclosure in Financial Statements. (issued 9 April 2024). The company has not completed its evaluation of any effects of IFRS 18 on the presentation of the financial statements.

Basis of consolidation The consolidated accounts have been prepared in accordance with the Group’s accounting policies and include the financial statements of the Parent Company and all Group companies. Subsidiaries The consolidated accounts include the Parent Company, AGES Industri AB, and the companies in which the Parent Company had a direct or indirect controlling interest on the balance sheet date. Business combinations IFRS 3 is applied to business combinations, which among other things means that acquisition-related transaction costs are accounted for as expenses.

Revenue from contracts with customers The Group’s revenue comprises component manufacturing and includes custom product manufacturing primarily for the automotive and engineering industries. The Group has multiple framework agreements in place but a contract with a customer, as defined in IFRS 15, exists only when the customer has placed and approved an order. It is at this point that the customer’s and the Group’s enforceable rights and obligations are confirmed. However, under the terms of some framework agreements the Group must hold a specified amount of inventory and customers are committed to purchasing a minimum amount. Generally, each distinct good in an order is considered to constitute a separate performance obligation. The transaction price consists entirely of a fixed amount. Revenue is recognised when control of the products has been transferred from AGES to the customer. Control of a performance obligation is mainly transferred at a point in time. Revenue comprises the amount of consideration that the Group expects to receive in exchange for the transferred goods or services. For the Group this means that revenue is recognised at a point in time, specifically when delivery of the product has been completed. This coincides with the point in time when the risks and rewards related to the product are transferred to the customer, which also corresponds to the customer receiving the legal title to the product.

Pensions Pensions and other benefits after employment are classified as either defined contribution or defined benefit plans. Under a defined contribution plan, the company’s obligations are limited to paying fixed contributions to a separate legal entity (insurance company) and the company has no further obligations. A defined benefit plan is a pension plan that stipulates an amount for the pension benefit that an employee receives after retirement. This is normally based on such factors as age, length of employment and salary. The Group primarily has defined contribution pension plans. The majority of the Group’s salaried employees on permanent contracts in Sweden are covered by the so-called ITP-plan, which

AGES – Annual Report 2024

Income taxes comprise current tax and changes in deferred tax. Income taxes are recognised in profit or loss except when the underlying transactions are recognised in other comprehensive income, in which case the associated tax effect is recognised in other comprehensive income. Current tax is tax that will be paid or received in respect of the current year, with application of the tax rates that have been enacted or substantively enacted at the balance sheet date. Current tax also includes adjustments for current tax of prior periods. Deferred tax is calculated in accordance with the balance sheet method and is based on temporary differences between the carrying amount and the tax bases of assets and liabilities. Measurement of tax assets and tax liabilities is based on nominal amounts and calculated using tax rules and tax rates that have been substantively enacted. Temporary differences primarily comprise untaxed reserves in Swedish companies. Deferred tax liabilities are normally recognised for all taxable temporary differences while deferred tax assets are recognised to the extent that it is probable that the amounts will be utilised.

Non-current assets Intangible assets Goodwill is accounted for as an intangible asset with an indefinite useful life and is tested for impairment annually and whenever there is an indication of impairment. The recoverable amount of a cash generating unit is determined on the basis of calculation of its value in use. The calculations are based on the Group’s annual forecasting process, in which future cash flows for the existing business activities are forecast for the current year and the subsequent four-year period. Cash flows beyond the five-year period are extrapolated. The Group uses the current weighted cost of capital to discount estimated future cash flows. Discounted flows are compared with the carrying amount. Property, plant and equipment Depreciation is included in costs under the respective functions. Depreciation is systematically allocated over the expected useful life of the assets as stated below: Buildings ............................................. 25–50 years Land improvements ............................... 20 years Machinery and equipment ............... 3–10 years Land is not subject to depreciation because it is determined to have an indefinite useful life. Property, plant and equipment that comprise parts with different useful lives are accounted for as separate components of property, plant and equipment. Right-of-use assets AGES’s asset classes are machinery, vehicles, trucks, equipment and commercial premises. The standard contains two exemptions from recognition in the statement of financial position which are applied by AGES: short-term leases (lease term of 12 months or less) and leases for which the underlying asset is of low value (USD 5,000). These lease payments are recognised as operating expenses in the income statement and are therefore not included in the right-of-use asset or lease liability. The discount rate is in the first instance the interest rate implicit in the lease, if this can be readily determined under the lease. For other leases, the discount rate is the incremental borrowing rate. The incremental borrowing rate is the interest margin based on the lessee’s (Group subsidiary) credit rating and a reference rate (IBOR) for the specific currency and lease term.

Inventories Inventories are measured at the lower of cost and net realisable value and using the first in, first out method (FIFO). This means that inventories are recognised at the lower of cost using the FIFO method and net realisable value. For finished and semi-finished goods manufactured by the company, cost comprises direct manufacturing costs and a reasonable mark-up for indirect costs based on normal capacity.

Cash and cash equivalents Cash and cash equivalents comprise cash in hand and at bank.

Financial assets and liabilities Financial instruments are any type of contract that gives rise to a financial asset in one entity and a financial liability or equity instrument in another entity. Financial instruments

are classified at initial recognition, for instance on the basis of the purpose for which the instrument was acquired and managed. This classification determines measurement of the instruments. Recognition and derecognition Gains or losses resulting from derecognition from the statement of financial position or modification are recognised through profit or loss to the extent that hedge accounting is not applied. Classification and measurement of financial assets Debt instruments: classification of financial assets comprising debt instruments is based on the Group’s business model for management of the asset and the nature of the asset’s contractual cash flows. The instruments are classified to – Amortised cost – Fair value through profit or loss, or – Fair value through other comprehensive income Financial assets classified as at amortised cost are measured at fair value plus transaction costs on initial recognition. After initial recognition, assets are measured at amortised cost less provisions for expected credit losses. Assets classified as at amortised cost are held within a business model whose objective it is to hold assets to collect contractual cash flows that are solely payments of principal and interest on the principal amount outstanding. The Group’s financial assets are classified as at amortised cost, trade receivables and cash and cash equivalents, as well as fair value through profit or loss, which comprise the Group’s financial investments. Impairment of financial assets The Group’s impairment model is based on expected credit losses and takes into account forward-looking information. A credit loss provision is established when there is exposure to credit risk, usually upon initial recognition of an asset or receivable. According to the simplified approach, a credit loss provision is recognised for the expected remaining life of the receivable or asset. The simplified approach is applied to trade receivables and contract assets and is based on historical credit losses combined with forward-looking information. Classification and measurement of financial liabilities Financial liabilities, with the exception of derivatives, are classified as at amortised cost. Financial liabilities recognised at amortised cost are initially measured at fair value including transaction costs. After initial recognition they are measured at amortised cost using the effective interest rate method. The Group’s financial liabilities (trade payables and borrowings) are classified as at amortised cost. Hedge accounting The Group applies hedge accounting according to IAS 39 for financial instruments (derivatives) used to hedge against interest rate risk. In order for it to be possible to use hedge accounting, a number of criteria must be fulfilled: the position to be hedged is identified and exposed to exchange rate or interest rate fluctuations, the purpose of the instrument is to serve as a hedge, and the hedge effectively protects the underlying position against changes in its value. AGES uses interest rate swaps to limit uncertainty in future interest flows with regard to loans with variable interest rates. These derivatives are measured at fair value in the balance sheet. Measurement is based on forward interest rates established on the basis of observable yield curves using the mid market rate. The measurement system detects which day count convention is being traded and adjusts measurement accordingly. The relationship between the hedging instrument and the hedged item is documented when the transaction is entered into. The efficiency of the hedging relationship is measured regularly thereafter. The coupon portion is recognised as interest income or expense through profit or loss as they arise. Other value changes are reported through other comprehensive income as long as the criteria for hedge accounting and efficiency are fulfilled. The ineffective portion is recognised at fair value as a financial item through profit or loss for the year.

Segments Segments are reported in accordance with IFRS 8 Operating Segments in a manner consistent with the internal reporting submitted to the chief executive decision-maker, which in AGES’s case is the company’s CEO. The CEO makes strategic decisions and is responsible for allocating resources to the operating segments and assessing their financial performance. The CEO is supported by Group management. The AGES Group comprises two business areas, Precision Components and Engineering Solutions.

Significant judgements The preparation of the financial statements and application of accounting policies is based on judgements and estimates about the future. Below is a description of assumptions that entail a risk of considerable adjustments in the coming period. Goodwill impairment testing The Group tests assets for impairment of goodwill annually, or when there is an indication that an asset is impaired. The recoverable amount is determined by calculating the value in use. For further information on calculations and methods, see Note 15 Intangible assets. Provisions Provisions are defined as liabilities in an indeterminate amount and with indeterminate settlement dates. This means that estimates are always made when provisions are reported. Deferred tax assets and liabilities Judgements are made to determine both current and deferred tax items, particularly with regard to deferred tax assets. This includes assessing the probability of deferred tax assets being utilised for offsetting against future taxable profits. The fair value of these future taxable profits may deviate with regard to future business climate and earning capacity or changes to tax regulations.

Note 3 Lines of business and geographical areas The business activities of the subsidiaries have similar economic characteristics and they are also similar in respect of the nature of their products and production processes. The customer categories are the same for the companies and they supply the same market, primarily the Swedish market. Because management does not use the financial results of the individual operations as a basis for decisions on allocation of resources, the Group’s business actives form a single segment. The Group’s business activities focus on component manufacturing and comprise 100% custom manufacturing and no own products. The Group has four customers which each generate revenue accounting for more than 10% of the Group’s total revenue. Revenue from these customers amounted to SEK 237 million (242), SEK 216 million (233), SEK 208 million (208) and SEK 99 million (119) respectively. Sales by geographical market

69%

1,045,602

70%

Poland

40,028

54,981

Belgium

53,327

53,943

The Netherlands

73,037

67,023

Germany

38,759

62,682

North America

52,329

55,425

Norway

72,505

71,691

France

24,901

24,784

Other

73,164

67,174

1,392,498

100%

1,503,305

100%

Total for the Group

Sales by geographical market comprise all revenue from external customers divided between the geographical areas where customers are based.

2023

2024 Non-current assets

Investments

Non-current assets

Investments

Sweden

470,017

45,728

637,865

99,151

China

5,855

351

6,170

1,590

Total

475,872

46,079

644,035

100,741

Provisions

Cash flow

2023

964,448

Assets by geographical market Provisions are recognised in the balance sheet when the company has a legal or constructive obligation as a result of past events and it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. The amounts are measured regularly and are based on both historical information and reasonable assessments of the future. The Group’s provisions mainly concern pension and warranty obligations.

2024

Sweden

Carrying amount of assets and investments divided between the geographical areas where assets are located. Of net investments in 2024, SEK 0 million (0) comprised investments in property, SEK 47 million (69) investments in machinery and equipment and SEK 33 million (32) business combinations.

Cash flow is reported by applying the indirect method.

Annual Report 2024 – AGES

Notes

Group

(All amounts are presented in SEK thousand, unless otherwise stated.)

Note 4 Employees and personnel costs Average number of employees

2024

of which men

2023

of which men

Sweden

492

78%

499

78%

China

57%

52%

Total

522

80%

530

76%

Proportion of men on the board/in senior management

2023

2024

Parent Company Board members

67%

Senior executives

100%

Board members

100%

Senior executives

79%

83%

Operating subsidiaries

Wages, salaries, other remuneration and social security expenses

2024

2023

Wages, salaries and other remuneration

241,607

Social security expenses

103,269

235,797 97,413

(of which pension costs)1,2,3,4)

(15,304)

(16,837)

344,876

333,210

2023

2024 Board of Directors and CEO

Other employees

Board of Directors and CEO

Other employees

Sweden (of which bonuses)

10,298 (1,240)

225,295

9,467 (1,879)

220,301

China (of which bonuses)

979 (75)

5,035

872 (108)

5,157

Total (of which bonuses)

11,277 (1,315)

230,330

10,339 (1,987)

225,458

(-) (-) (-)

The Chairman and members of the Board receive remuneration in accordance with the decision of the Annual General Meeting. The Annual General Meeting resolved that fees to the Board of Directors should total SEK 1,465,000 (1,365,000). Of this amount, SEK 450,000 (425,000) comprised the fee for the Chairman of the Board. The Annual General Meeting further resolved that fees for work in the Remuneration Committee and Audit Committee must not exceed SEK 100,000, to be awarded by the Board of Directors on an as-needed basis. All fees were paid out in 2024. Remuneration of Board members carried as an expense is shown in the table. Board fees and committee fees Position on the

Board fee including

committee fee, SEK

Name

Elected

Board of Directors

2024

2023

1) Of the Group’s pension costs, SEK 2,721,000 (1,479,000) relate to the Group’s Board and CEO. The Group’s outstanding pension obligations to these amount to SEK 0 thousand (0)

Anna Benjamin

2015

Board member

240,000

230,000

2) Cost of pension obligations through Alecta (recognised as a defined contribution plan) for the year amounted to SEK 5,825,000 (4,470,000). Alecta’s surplus can be distributed to the policyholders and/or the insured. At the end of 2024, Alecta’s surplus in the form of the collective funding ratio was 163% (178).

Fredrik Rapp

2013

Board member

195,000

185,000

Anders Berggren

2020

Chairman

475,000

425,000

Petra Öberg Gustafsson

2021

Board member

185,000

175,000

Lars Jonsson

2023

Board member

185,000

175,000

Lennart Persson

2023

Board member

185,000

175,000

1,465,000

1,365,000

3) Pension costs do not include payroll tax. 4) One of the Group’s Swedish subsidiaries has pension obligations classified as a defined benefit pension plan. Information about this has not been provided because the liability, totalling SEK 45,000 (50,000), is not significant.

Breakdown of wages, salaries and other remuneration

AGES – Annual Report 2024

Remuneration and other benefits carried as an expense

Basic salary

Variable remuneration

Other benefits

Pension costs

Other compensation

SEK thousand

2024

2023

2024

2023

2024

2023

2024

2023

2024

2023

2024

2023

CEO

2,689

2,445

840

1,210

135

844

777

4,558

4,574

Total

Other senior executives

4,121

1,635

935

560

328

100

1,209

469

6,628

2,796

Total

6,810

4,080

1,775

1,770

463

185

2,053

1,246

11,186

7,370

The Board of Directors’ decision on guidelines for remuneration of senior executives The guidelines apply to the CEO of the AGES Group, members of the Group management and the managing directors of AGES’s subsidiaries who report directly to the Group CEO. The guidelines do not include remuneration decided by the Annual General Meeting, such as fees for Board members or share-based incentive schemes. The guidelines will govern the decisions on remuneration taken by the Board of Directors’ Remuneration Committee in respect of senior executives reporting directly to the Group CEO, and by the Board of Directors as a whole in respect of the CEO. Guidelines underpin AGES’s business strategy AGES’s business concept is to offer large-series production of advanced precision components to leading players in selected customer segments. Driven production processes, an entrepreneurial spirit and cutting edge technological expertise create the conditions necessary to deliver the best solutions on the market while also ensuring cost-efficiency in production. To achieve this, AGES has adopted a strategy focusing on growth-promoting priorities and efficiency-enhancing measures. Additionally, the strategy includes a large focus on employees. Successful implementation of AGES’s business strategy and safeguarding of AGES’s long-term interests, including sustainability, depend on AGES being able to recruit and retain qualified employees with the required skills. In order to achieve this, AGES must be able to offer competitive compensation. The guidelines will make it possible for senior executives to be offered competitive total compensation. Forms of compensation AGES shall offer compensation on market terms that is based on factors such as roles and responsibilities, skills, experience and performance. Remuneration may consist of fixed salary, short-term variable compensation, pension benefits, insurance and other benefits. In addition, the Annual General Meeting may – irrespective of these guidelines – decide on share-based and share price-related compensation. Fixed salary Fixed salary constitutes compensation for a committed and highly professional work contribution which ultimately seeks to create added value for AGES’s customers, shareholders and employees. Fixed salary must be attractive in relation to the market rate and shall be based on the employee’s skills, experience and performance. Salary shall be evaluated on an annual basis. Senior executives are not paid a fee for directorships in the AGES Group’s subsidiaries. Variable remuneration In addition to fixed salary, variable remuneration may be payable. The variable remuneration must be linked to measurable criteria that must be designed to promote the business strategy and long-term interests of the company, including its sustainability. The criteria shall be set annually by the Remuneration Committee and the Board of Directors. Variable remuneration shall be based on attainment of financial results targets in AGES and, where relevant, subsidiaries, and personal goals for the financial year. The measurement period is one year and compensation may not exceed six monthly salaries. Pension benefits and other benefits AGES applies a retirement age of 65 for all senior executives. Pensions shall be defined contribution pensions unless the executive has a defined benefit pension under mandatory collective agreement regulations. Variable compensation is not qualifying income for pension purposes. Pension premiums for a premium-based pension must not exceed 35% of pensionable salary. Other benefits must be limited in scope and may include, e.g. health insurance, company car and travel benefit.

With regard to terms and conditions of employment governed by rules other than Swedish regulations, both pension benefits and other benefits shall be adjusted as required to comply with mandatory regulations or local practice, while ensuring that the overall objective of these guidelines is met. In the case of termination of employment of a senior executive by the company, a period of notice of not more than six months shall apply. Fixed salary during the notice period. In the case of termination of employment by the company, the CEO will be entitled to severance pay corresponding to not more than twelve months’ salary. The amount of severance pay is adjusted for income from other sources. In the case of termination of employment of other senior executives by the company, the executive will be entitled to severance pay corresponding to six months’ salary. The amount of severance pay is adjusted for income from other sources. In the case of notice of termination given by the senior executive, no severance pay is payable. Salary and terms and conditions of employment for employees In the preparation of the Board of Directors’ proposals for these compensation guidelines, the salaries and terms and conditions of employment for AGES’s employees have been taken into consideration. Information about total remuneration of employees, remuneration components and increase and rate of increase in remuneration over time was one of the factors considered by the Remuneration Committee and the Board of Directors in the evaluation of whether the guidelines and the limitations resulting from the guidelines are reasonable.

Decision-making process to establish, review and implement guidelines The Board of Directors has appointed a Remuneration Committee. The Committee’s duties include preparing the Board of Directors’ decision on proposed guidelines for remuneration of senior executives and other terms and conditions of employment for this group. The Board of Directors must prepare proposals for new guidelines at least every four years and present the proposals for ratification by the Annual General Meeting. The guidelines shall remain in force until new guidelines are adopted by the Annual General Meeting. The Remuneration Committee shall also monitor and evaluate current schemes and schemes completed in the reporting year for variable remuneration of the Group management, application of guidelines for remuneration of senior executives and current remuneration structures and remuneration levels in AGES. To the extent that these matters relate to them, the CEO and other members of the Group management shall not attend meetings of the Board where remuneration-related issues are discussed and decided.

Deviation from the guidelines The Board may decide to temporarily deviate from the guidelines either wholly or partly on a case by case basis if there are compelling reasons for doing so and deviation is considered necessary to safeguard the AGES Group’s long-term interests and sustainability, or in order to safeguard the Group’s financial strength. As stated above, the Remuneration Committee’s duties include preparing the Board’s decisions in remuneration matters, which includes decisions on deviation from the guidelines.

Description of significant changes to guidelines and how the views of shareholders have been taken into consideration The proposed guidelines to be presented to the 2025 Annual General Meeting do not include any significant changes compared with the company’s existing remuneration guidelines. The company has not consulted the shareholders.

Annual Report 2024 – AGES

Notes

Group

(All amounts are presented in SEK thousand, unless otherwise stated.)

Note 5 Expenses by nature

Note 10 Other operating income 2024

2023

Material costs

-657,946

-745,942

Rental income

Personnel costs

-378,213

-383,904

Foreign exchange gains on operating receivables/liabilities

Depreciation/amortisation

-66,509

-59,300

Other external expenses

-245,537

-250,789

-1,348,205

-1,439,935

Note 6 Personnel costs Personnel costs by function

2024

2023

-323,526

-339,590

Selling expenses

-32,250

-26,168

-22,437

-18,146

-378,213

-383,904

Note 7 Depreciation/amortisation Depreciation/amortisation by function

197

187

6,024

9,157

State subsidies for electricity

20,000

Low value acquisitions

4,005

Other

4,830

11,444

38,179

Note 11 Other operating expenses -6,861

-7,475

Other

-1,002

-1,072

2023

Cost of goods sold

-65,412

-58,842

Selling expenses

-574

-185

Administrative expenses

-523

-273

-66,509

-59,300

2023

2024 Foreign exchange losses on operating receivables/liabilities Impairment of goodwill, etc. 1)

2024

5,223

State support is recognised as other income in the income statement and balance sheet when it is probable that the support will be received or has been received.

Cost of goods sold

Administrative expenses

2023

2024

-186,586

-194,449

-8,547

1) More information on impairment testing can be found in Note 15

Note 12 Financial income 2023

2024 Depreciation/amortisation by asset class Buildings and land Plant and machinery Equipment, tools, fixtures and fittings Right-of-use assets

Interest income, financial assets

2023

2024

-8,403

Profit or loss on disposal

-44,805

-42,306

Exchange differences, financial items

-4,718

-3,373

-9,079

-7,907

-5,218

-66,509

-59,300

2023

2024 -198,574

-209,724

Selling expenses

-25,903

-28,366

-21,060

-12,699

-245,537

-250,789

Not 9 Fees and other remuneration to auditors 2023

2024 1,243

982

Other audit work

Tax advice

3,402

4,645

1,017

Other auditors

Exchange differences, financial items

-20

-583

-2,108

-18,296

-20,302

2024

2023

Current tax

-11,324

-14,820

Deferred tax

11,527

-129

203

-14,949

The difference between the Swedish income tax rate of 20.6% (20.6%) and the effective tax rate is as follows:

Profit/loss before tax for the year Tax according to Swedish income tax rate

Audit engagement

Non-deductible items

Non-taxable items

4,724

1,044

AGES – Annual Report 2024

-18,174

2024

2023

-156,243

73,282

32,186

20.6%

-15,096

20.6%

Tax effect of

Audit engagement comprises the review of the annual financial statements, the interim financial statements, the corporate governance report and the administration by the Board of Directors and CEO.

2023

Note 14 Tax on profit/loss for the year

Other services Total

582

Ernst & Young AB

Other services

765

-17,713

Profit or loss on disposal

Cost of goods sold

Audit engagement

425

2024 Interest expense, financial liabilities

Administrative expenses

515

Note 13 Financial expenses

Note 8 Other external expenses Other external expenses by function

340

-31,213

-4,300

3,758

Deviation in tax rates in foreign companies

1,116

647

Adjustments for current tax of prior periods

Deficit the value of which is not recognised

-1,972

Tax for the year

203

0.13%

-14,949

20.4%

Note 15 Intangible assets Goodwill Accumulated cost

2024

2023

At the beginning of the year

401,633

398,657

Acquisition of subsidiary

21,228

2,976

At the end of the year

422,861

401,633

Accumulated impairment losses

2024

2023

At the beginning of the year

-150,521

Impairment losses for the year

-143,426

At the end of the year

-293,947

-150,521

Residual value at the end of the year

128,914

251,112

Goodwill is allocated to the Group’s cash generating units, which comprise one segment, and tested for impairment at least annually or whenever there is an indication of impairment. The recoverable amount is determined on the basis of calculations of value in use. Estimates of value in use are based on a discounted cash flow model. The estimate contains a significant source of uncertainty because the estimates and assumptions that are used in the discounted cash flow model are combined with uncertainty about future events and market conditions, and the actual outcome can deviate significantly. Estimates and assumptions have, however, been reviewed by management and are consistent with internal forecasts and future prospects for the business. The discounted cash flow model includes projections of future cash flows from the business, including estimates of revenue, production costs and required capital employed. Multiple assumptions are made, the most significant of which are the rate of growth in revenue, operating margin and the discount rate. Projections of future operating cash flows are based on the following: – budgets and strategic plans for a three-year period corresponding to management’s estimates, adopted by the Board, of future revenue and operating costs using results of prior periods, general market conditions. industry developments and forecasts and other available information. Assumed growth is 3.0% for the forecast period and subsequent sustained growth of 2.0%. Impairment testing in the financial year used a discount rate (WACC) of 9.3% (9.3) before tax.1) Impairment testing in the financial year identified a need for impairment of intangible premium values and assets attributable to our operations in Unnaryd, which are not expected to achieve returns as set out in the assumptions described above. A number of sensitivity analyses were performed after the impairment loss. No further impairment was identified in the analyses. 1) The discount rate comprises the risk-adjusted required return, which in addition to risk-free interest includes a risk premium based on the average market premium on the Swedish stock market with an additional premium based on the size of the company and the company’s cost of borrowed capital and which has also been adjusted for debt/equity ratio based on market data.

Annual Report 2024 – AGES

Notes

Group

(All amounts are presented in SEK thousand, unless otherwise stated.)

Note 16 Property, plant and equipment Equipment, tools, fixtures and fittings

Buildings and land Accumulated cost At the beginning of the year

Accumulated cost

307,911

262,021

375

At the beginning of the year

2023

2024 101,254 3,622

1,287

42,050

Acquisition of subsidiary

6,358

11,943

316

3,465

Disposals and retirements

-1,493

-2,268

308,287

307,911

Reclassifications

2,671

16,913

Acquisition of subsidiary Reclassifications

Translation differences for the year 2023

187

-178

112,599

101,254

Accumulated depreciation according to plan

2024

At the beginning of the year

-166,107

-141,675

-16,029

Accumulated depreciation according to plan

2024

-9,078

-8,403

At the beginning of the year

-84,870

-59,745

Acquisition of subsidiary

-2,873

-10,720

-175,185

-166,107

Disposals and retirements

939

2,052

-13,204

-4,718

-3,373

Acquisition of subsidiary Depreciation according to plan for the year Reclassifications At the end of the year

At the end of the year

Reclassifications Accumulated impairment losses

2023

2024

Depreciation according to plan for the year

At the beginning of the year

-3,078

Impairment losses for the year 2)

-18,160

At the end of the year

-21,238

-3,078

Residual value according to plan at the end of the year 1)

111,864

138,726

8,384

1) of which land

Accumulated cost

Translation differences for the year

2023

2024

120

At the end of the year

-91,654

-84,870

Residual value according to plan at the end of the year

20,945

16,384

Assets under construction

6,825

8,373

17,319

20,124

-15,984

-21,672

8,160

6,825

818,711

759,932

Reclassifications

26,044

47,439

At the end of the year

Acquisition of subsidiary

11,284

15,209

Disposals and retirements

-11,047

-4,192

Reclassifications

12,994

935

648

-612

858,634

818,711

2023

Additions/advances

Additions

At the end of the year

2024

At the beginning of the year

Translation differences for the year

2023

-132

Accumulated cost

Plant and machinery

Note 17 Inventories 2024

2023

Raw materials and consumables

61,899

62,371

Work in progress

46,293

49,745 80,761

Accumulated depreciation according to plan

2024

2023

Finished goods and goods for resale

93,420

At the beginning of the year

-598,390

-560,191

Goods in transit

22,507

28,144

Acquisition of subsidiary

-10,011

-13,817

224,119

221,021

Disposals and retirements

10,542

4,073

-2

13,563

-44,805

-42,306

Reclassifications Depreciation according to plan for the year Translation differences for the year

-302

288

At the end of the year

-642,968

-598,390

Accumulated impairment losses

2024

2023

At the beginning of the year

Impairment losses for the year 2)

-25,000

At the end of the year

-25,000

Residual value according to plan at the end of the year

190,666

220,321

Cost of inventories carried as an expense is included in the line item Cost of goods sold and amounts to SEK 657,946,000 (745,942,000).

Not 18 Trade receivables and other receivables 2024

2023

Trade receivables1)

121,680

147,451

Other receivables

4,332

6,465

126,012

153,916

1) For information on maturity structure and age distribution, see Note 19 and Note 34.

2) Impairment attributable to assets that have a lower value in use than the reported

planned residual value.

73,557

Additions

At the end of the year

2023

2024

AGES – Annual Report 2024

Note 19 Financial assets and liabilities Breakdown by category 2024

Financial assets at amortised cost

Financial liabilities atfair value through profit or loss

Financial liabilities at amortised cost

Total carrying amount

Fair value 1)

Financial assets Trade receivables 2)

121,680

Cash and cash equivalents

14,253

135,933

Total financial assets Financial liabilities Liabilities to credit institutions

169,539

Lease liabilities 3)

13,985

Bank overdraft facilities

65,234

Total interest-bearing liabilities Trade payables

146,957

Total financial liabilities

2023

Financial assets at amortised cost

Financial liabilities at fair value through profit or loss

Financial liabilities at amortised cost

65,234

248,758

146,957

395,715

Total carrying amount

Fair value 1)

Financial assets Trade receivables 2)

147,451

Cash and cash equivalents

12,137

159,588

165,423

Lease liabilities 3)

9,199

Bank overdraft facilities

83,960

258,582

174,640

433,222

Total financial assets Financial liabilities Liabilities to credit institutions

Total interest-bearing liabilities Trade payables Total financial liabilities

174,640

1) The fair value of financial assets and liabilities, with the exception of lease liabilities, is estimated to be substantially the same as the carrying amount. 2) Expensed credit losses in the year amounted to SEK 0 thousand (0), of which SEK 0 thousand (0) comprised incurred credit losses. 3) See Note 28 regarding finance leases.

Annual Report 2024 – AGES

Notes

Group

(All amounts are presented in SEK thousand, unless otherwise stated.)

Note 19 Cont. Age distribution Financial assets as at 31 Dec 2024

. . . . . . . . . . . . . . . . . . . . . . . . . . . Maturity . . . . . . . . . . . . . . . . . . . – 30 days 31–90 days 91–360 days

Total

Trade receivables

78,170

34,720

8,790

Cash and cash equivalents

14,253

Total financial assets

92,423

34,720

8,790

135,933

121,680

The fair value of financial receivables is estimated to be substantially the same as the carrying amount. Financial assets as at 31 Dec 2023

. . . . . . . . . . . . . . . . . . . . . . . . . . . Maturity . . . . . . . . . . . . . . . . . . . – 30 days 31–90 days 91–360 days

Trade receivables

67,751

63,462

16,238

Cash and cash equivalents

12,137

Total financial assets

79,888

63,462

16,238

159,588

Financial liabilities as at 31 Dec 2024

Liabilities to credit institutions Lease liabilities Bank overdraft facilities

Total interest-bearing liabilities

147,451

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . Maturity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . - 30 days 31 - 90 days 91 - 360 days Total within 1 year Between 1 and 5 years More than 5 years

Total

3,771

7,541

33,936

45,248

113,150

11,141

169,539

523

1,345

4,935

6,803

7,182

13,985

65,234

4,294

8,886

104,105

117,285

120,332

11,141

248,758

Trade payables

122,314

24,232

411

146,957

Total financial liabilities

126,608

33,118

104,516

264,242

120,332

11,141

395,715

Value of undiscounted flows 1)

Financial liabilities as at 31 Dec 2023

Liabilities to credit institutions Lease liabilities Bank overdraft facilities

Total interest-bearing liabilities

265,048

396,521

Total

3,592

7,183

32,324

43,099

105,716

16,609

391

781

3,515

4,686

4,513

9,199

83,960

165,423

258,582

3,983

7,964

119,799

131,745

110,229

16,609

Trade payables

113,562

58,285

2,793

174,640

Total financial liabilities

117,545

66,249

122,592

306,385

433,222

305,591

432,269

Value of undiscounted flows 1) 1)

Total

174,640

Includes estimated future interest payments.

For fixed-rate periods and interest risk, as well as credit risk, see Note 34.

Breakdown by currency

Financial liabilities

Financial assets

Current

31 Dec 2024

31 Dec 2023

31 Dec 2024

31 Dec 2023

31 Dec 2024

31 Dec 2023

SEK

109,974

133,346

131,473

126,838

241,420

280,363

USD

304

120

EUR

15,073

16,326

14,444

16,161

CNY

10,886

9,612

6,595

8,108

1,713

1,633

135,933

159,588

131,473

126,838

264,242

306,385

Other currencies

Non-current

AGES – Annual Report 2024

Note 20 Earnings per share

Note 24 Other provisions 2023

Non-current

Basic earnings per share

2024

Profit/loss for the year, SEK thousand

-156,040

58,333

Average number of outstanding shares, thousand

7,169

7,029

Basic earnings per share, SEK

-21.77

8.30

2023

2024

Pension obligations

Between one and five years from the balance sheet date

More than five years from the balance sheet date

Estimated maturity

2023

Earnings/loss per share after dilution

2024

Profit/loss for the year, SEK thousand

-156,040

58,333

Average number of outstanding shares after dilution, thousand

7,169

7,230

Diluted earnings per share, SEK

-21.77

8.07

At the 2021 Annual General Meeting, the Annual General Meeting passed a resolution on a warrants programme for senior executives. During the month of June 2024, 112,000 warrants were redeemed. As of the balance sheet date, there are no remaining, outstanding warrants programmes. For number of shares, see Note 21.

Note 25 Deferred tax liability Temporary differences Temporary differences arise when there is a difference between the carrying amounts and the tax bases of assets and liabilities. Temporary differences relating to the following items have resulted in deferred tax liabilities and deferred tax assets.

2023

2024 In the calculation of number of shares after dilution, the average number of shares is adjusted for the effects of dilutive potential ordinary shares, which in the reporting periods concerned comprise rights to acquire shares in AGES Industri AB within the framework of the long-term incentive programme.

Note 21 Share capital Share capital distribution

31 Dec 2023

31 Dec 2024

8,225

53,391

Buildings, subsidiaries

7,354

6,913

Additional depreciation, machinery and equipment

75,496

67,644

Tax allocation reserves

73,922

84,537

Untaxed reserves

Other items

Class A shares

1,822,200

Class B shares

5,411,348

5,206,774

7,233,548

7,028,974

Quota value, SEK

Share capital, SEK

36,167,740

35,144,870

Total number of shares

Property, plant and equipment, items in consolidated financial statements 1)

The number of Class B shares increased by 204,574 during the year, of which 90,334 were issued in connection with business acquisitions and 114,240 were issued in connection with the redemption of warrants. One Class A share carries 10 votes per share and one Class B share carries one vote. The total number of votes was 23,633,348. The dividend proposed to the 2025 Annual General Meeting amounted to SEK 1.50 (1.50) per share.

Total

6,048

7,121

171,045

219,606

Tax 20.6% (20.6%)

35,235

45,239

Deferred tax liability

35,235

45,239

Deferred tax liability carried forward

45,239

40,048

1,525

5,030

-11,529

161

-35,235

45,239

11,527

-129

Acquisition of subsidiary Other items Deferred tax expense relating to temporary differences - of which recognised through Profit or loss for the year Other comprehensive income

1) Refers primarily to consolidated carrying amounts as a result of fair value measurement in connection with

acquisition of subsidiaries.

Note 22 Reserves Translation reserve

2024

2023

At the beginning of the year

2,561

4,220

Translation differences for the year

1,547

-1,659

At the end of the year

4,108

2,561

Total reserves

4,108

2,561

Note 23 Bank overdraft facilities Bank overdraft facilities

2024

2023

Committed bank overdraft facilities

151,500

Unused portion

-65,234

-67,540

Used amount

86,266

83,960

Note 26 Trade payables and other liabilities 2024

2023

Advance payments from customers

21,955

16,260

Trade payables

146,957

174,640

Salary and holiday pay liabilities

36,685

39,245

Accrued social security contributions

15,528

16,056

Other accrued expenses

9,610

13,283

Other non interest-bearing liabilities

24,310

13,936

255,045

273,420

Annual Report 2024 – AGES

Notes

Group

(All amounts are presented in SEK thousand, unless otherwise stated.)

Note 27 Pledged assets Group

2023

2024

In respect of own liabilities and those of Group companies Property mortgages

85,600

91,040

Floating charges

81,425

90,325

Shares in subsidiaries

378,075

480,011

545,100

661,376

Note 28 Right-of-use assets 2024

Right-of-use assets 2024 Machinery

Vehicles

Premises

Fork-lift trucks

Equipment

Total

4,836

2,187

2,758

598

208

10,587

At the beginning of the year Additional right-of-use assets

4,893

8,854

360

14,219

Disposals/retirements

-2,485

-1,827

-369

-4,681

Depreciation

-3,154

-3,132

-1,088

-369

-164

-7,908

Disposals/retirements

1,117

1,400

369

2,886

Exchange differences

140

5,207

7,482

1,871

280

404

15,243

Machinery

Vehicles

Premises

Fork-lift trucks

Equipment

Total

At the beginning of the year

2,179

2,359

1,209

5,821

Additional right-of-use assets

2,793

1,277

2,732

1,647

300

8,749

Acquisition of subsidiary

3,241

350

3,591

Disposals/retirements

-4,160

-2,007

-1,834

-8,000

Carrying amount at the end of the year

2023

Right-of-use assets 2023

Depreciation

-1,559

-1,457

-1,041

-1,068

-92

-5,218

Disposals/retirements

2,342

1,665

1,779

5,787

Exchange differences

-142

4,836

2,187

2,758

598

208

10,587

31–90 days

91–360 days

Between 1 and 5 years

More than 5 years

Carrying amount at the end of the year

Maturity analysis, liabilities 2024

Maturity Total

30 days

Machinery

7,210

308

614

2,442

3,847

Vehicles

4,454

196

395

1,568

2,294

Premises

1,657

-11

276

700

692

Fork-lift trucks

255

108

111

Equipment

409

124

245

13,985

506

1,348

4,942

7,189

Also see Note 19 Financial liabilities

The following amounts relating to right-of-use assets were recognised through profit or loss:

2024

2023 -5,218

Depreciation of right-of-use assets

-7,907

Interest expense

-509

-107

Short-term leases

-3,356

-1,630

-11,772

-6,955

Total cash flow relating to right-of-use assets in 2024 was SEK -7,739 million (SEK -6,023 million).

Not 29 Cash flow Interest Interest paid in the reporting period amounted to SEK 18,296,000 (20,282,000) and interest received amounted to SEK 765,000 (535,000).

Cash and cash equivalents

2024

2023

Cash in hand and at bank

14,253

12,137

Amount at the end of the year

14,253

12,137

AGES – Annual Report 2024

Note 30 Acquisition of subsidiary In January, all shares in A-Tooling AB were acquired. The total value of acquired assets and liabilities, consideration and impact on the Group’s cash and cash equivalents is set out below. In October 2023, APM August Pettersson AB and Östlings Verktygs AB were acquired. The consideration for A-Tooling AB consisted of the following components Cash and cash equivalents

26,987

Issued shares

7,000

Total consideration

33,987 Fair value in the Group

Acquisition A-Tooling AB Cash and cash equivalents in the acquired business

806

Trade receivables and other receivables

10,825

Inventories

6,299

Property, plant and equipment

4,755

Trade payables and other liabilities

-8,401

Interest-bearing liabilities

Deferred tax liabilities

-1,525

Total identifiable Net assets

12,759

Goodwill

21,228

Acquired Net assets

33,987

2024

2023

Total considerations

33,987

31,515

Cash and cash equivalents

26,987

31,515

Issued shares

7,000

Total consideration

33,987

31,515

Total acquisitions

2024

2023

Cash and cash equivalents in the acquired business

806

7,262

Trade receivables and other receivables

10,825

12,172

Inventories

6,299

6,334

Property, plant and equipment

4,755

28,637

Trade payables and other liabilities

-8,401

-12,383

Interest-bearing liabilities

-4,398

-1,525

-5,080

Total identifiable Net assets

12,759

32,544

Goodwill

21,228

2,976

-4,005

33,987

31,515

Deferred tax liabilities

Low value acquisitions Acquired Net assets

Transaction costs relating to acquired entities amounted to SEK 274,000 (375,000) and were accounted for as administrative expenses through profit or loss. A-Tooling AB is included in the consolidated results as of 1 January 2024. The acquired entities contributed approximately SEK 34 million (SEK 11 million) in external net sales and profit after tax of approximately SEK 3.4 million (3.1), taking into account depreciation and premium values attributable to the acquisition. If the entities acquired in 2023 had been part of the Group for the full year 2023, external net sales would have amounted to around SEK 45 million and profit for the period would have amounted to around SEK 4 million. The acquisition of A-Tooling AB entails a premium value corresponding to SEK 21 million, which is attributable to goodwill. Synergy effects are expected to be achieved primarily between the four companies in the Engineering Solutions business area, but also in other companies within the AGES Group where we see potential added value for existing customer structures. Consideration – cash flow Cash flow for acquisition of subsidiaries, less cash and cash equivalents acquired Consideration in cash

26,987

Cash and cash equivalents

-806

Net outflow of cash and cash equivalents - investing activities

26,181

Annual Report 2024 – AGES

Notes

Group

(All amounts are presented in SEK thousand, unless otherwise stated.)

Note 31 Change in liabilities 31 Dec 2023 Liabilities to credit institutions

Changes arising from cash flow

Non-cash changes

31 Dec 2024 169,539

165,423

4,116

9,199

-7,739

12,525

13,985

Bank overdraft facilities

83,930

-18,696

65,234

Total liabilities attributable to financing activities

258,552

-22,319

12,525

248,758

31 Dec 2022

Changes arising from cash flow

Non-cash changes

31 Dec 2023

179,813

-14,390

165,423

5,407

-6,023

9,815

9,199

Bank overdraft facilities

105,229

-21,299

83,930

Total liabilities attributable to financing activities

290,449

-41,712

9,815

258,552

Lease liabilities

Liabilities to credit institutions Lease liabilities

1) Refers to current shareholder loan included in trade payables and other liabilities

Note 32 Risks Financial risks The Group is exposed to financial risks through its business activities. Financial risk refers to the changes in the Group’s cash flow that are due to changes in exchange rates and interest rates, together with liquidity, financing and credit risks. The Group’s financial risk management policy is determined by the Board of Directors and forms the framework for risk management. The aim is to minimise the cost of raising capital and financial risk in a cost-effective way. The Parent Company plays a central role in management of financial activities, which means that the Group can benefit from economies of scale and have a better overview of financial risks. Currency risks The Group’s business activities are exposed to currency risks mainly in the following three areas: » Transaction risk » Risk relating to translation of the income statements of subsidiaries » Risk relating to translation of the balance sheets of subsidiaries The transaction risk arises due to the commercial payment flows that take place in a currency other than the local currency of each subsidiary. The Group’s policy is not to hedge commercial flows. Because of the changes made to the Group’s structure and their impact on currency flows, this policy may be revised. The flows are monitored continuously in order to minimise transaction risks. The proportion of invoicing in foreign currency in 2024 was 8% (9). Of the Group’s manufacturing, 96% (94) was based in Sweden. The majority of the Group’s products are sold in the countries in which they are manufactured. The main exceptions are deliveries from the Swedish production units to foreign end-customers. It is in this latter case that transaction risk arises, as well as in connection with purchases of material. A simplified summary of the Group’s revenue and cost structure in 2024, broken down by currency, is shown in the table below. Proportion (%) of

SEK

EUR

USD

CNY

Total

Hedging instruments and hedge accounting To manage interest risk described above, the Group has historically periodically used interest rate swaps. The Group had no active hedges as at 31 December 2024. Liquidity and financing risks Liquidity and financing risks refer to the risk of not being able to meet payment obligations as a result of insufficient liquidity or difficulty raising external loans. The Group is actively looking to ensure a high level of financing preparedness and effective raising of capital by always having access to confirmed credit. The majority of the Group’s borrowing comprises bank borrowings. Financing agreements have a contract term exceeding 12 months. Key ratios that are a condition of agreements with the bank are monitored continuously to avoid the risk of cancelled credits. The Parent Company offers credit within the Group on market terms and usually at variable interest rates. Liquidity preparedness (cash and cash equivalents, including credit granted but not used, in relation to net sales) at the balance sheet date stood at 7% (5). See Note 19 for a summary of financial assets and liabilities. Credit risks Credit risk is the risk that a counterparty in a financial transaction will not be able to meet its obligations. The Group’s credit risk mainly involves trade receivables. The risk of credit losses is managed through established procedures for credit control and claims management. The Group’s customers primarily comprise large and well-established, solvent companies, which has meant that credit losses have historically been low. The maximum credit risk in respect of the Group’s trade receivables corresponded to the carrying amount of SEK 122 million (147). Trade receivables are recognised net of expected credit losses based on the Group’s assessment of expected credit losses. The loss allowance was SEK 341,000 (SEK 341,000), of which SEK 341,000 (341,000) was attributable to trade receivables more than 60 days past due.

Invoicing

100

Cost of goods sold

100

Age distribution of past due trade receivables as at 31 December 2024

The Group is primarily exposed to changes in EUR, CNY and USD, which showed negative net flows in 2024. In addition, subsidiaries have both receivables and liabilities primarily in EUR and CNY. An average change of 5% in all currencies against the Swedish krona would have an impact on profit before tax of approx. SEK - 0.1 million for the corresponding flow. In the event of a change of 5% in either EUR or CNY against the Swedish krona, the impact on profit before tax over a period of one year would be around SEK 2.0 million and SEK -1.5 million respectively.

Not past due

Risk relating to translation of the income statements and balance sheets of subsidiaries Because the foreign subsidiaries’ net sales, results and value of net assets are low, translation of the subsidiaries’ income statements and balance sheets does not represent a significant risk. Interest risks Interest risk refers to the risk that changes in interest rates will have a negative impact

on the Group’s results due to increased borrowing costs. Financing primarily comprises bank borrowings. Average interest (interest expense in relation to average interest-bearing liabilities) was 7.4% (7.6). The Group’s interest-bearing liabilities as at the balance sheet date amounted to SEK 235 million (258), of which SEK 235 million were variable interest liabilities. The net impact of a one (1) percentage point rise in interest rates is around SEK -2.35 million (-2.58) on an annual basis.

AGES – Annual Report 2024

Trade receivables Percentage distribution

. . . . . . .. . Days past due . .. . . . . . 11–30 days 31–60 days > 60 days

Total

114,277

2,130

3,191

2,082

121,680

94%

100%

Change in loss allowance for expected credit losses Opening balance

31 Dec 2024

31 Dec 2023

-341

Allowances

Reversals

Incurred and recovered credit losses

-341

Note 34 Capital management

Business risks Business risks are associated both with customers, suppliers and other external factors and with the Group’s own business activities. AGES works in close proximity to its customers and is therefore able to build long-term relationships with them. AGES’s six largest customers together accounted for 59% (60) of net sales. On a Group level, AGES is dependent on access to a number of input goods, such as aluminium and steel, at competitive prices. Raw material prices are dependent on world market prices and exchange rates, as well as production capacity. However, price fluctuations have a limited effect on the Group’s results, as many customer agreements contain raw material clauses. Management of price risks forms part of the daily work and requires ongoing cost rationalisation and productivity improvements. Within the Group’s product area there is always a risk that products may need to be recalled due to faults. To avoid such risks, the Group’s companies use quality control systems. The Group has satisfactory protection in place through insurance policies in respect of traditional insurance risks such as fire, theft, liability, stoppages, etc.

The Group’s aim is to achieve a good return on equity with limited financial risk while reporting strong and stable growth. In order to achieve this, a stable cash flow and a strong balance sheet are required, with an equity/assets ratio of more than 30%. At the end of 2024, the equity/assets ratio was 36% (44). The Group’s financing is dependent on the Group achieving certain financial key ratios agreed with the Group’s main bank. The key ratios in question are the Group’s proportion of risk capital and net debt in relation to operating profit/loss before depreciation/amortisation. The proportion of risk capital should not be less than 30% and interest-bearing net debt in relation to operating profit before depreciation/amortisation should not exceed 2.50. The results for the reporting period meant that the relevant key ratios were within the agreed limits. It is the aim of the Board of Directors that dividends should mirror financial performance over an extended period and correspond to at least 30% of profit after tax. How ever, the annual dividend payout ratio must be viewed in relation to investment needs.

Note 33 Alternative performance measures

Note 35 Related party transactions

In addition to information about our results reported according to IFRS, we provide information based on the underlying results of operations. We believe that our measures of the underlying results of operations provide key supplementary information for management, investors and other stakeholders. These underlying performance measures should not be viewed in isolation from, or as a substitute for, the corresponding IFRS measures, but should be used in conjunction with the most directly comparable IFRS measures in the reported results. This application is consistent with prior periods. The following underlying performance measures are used: Return on equity Return on capital employed Return on total assets Interest coverage ratio Proportion of risk-bearing capital Equity/assets ratio Cash flow from operating activities per share SEK M Opening equity balance at the beginning of the period

2023

2024 457.5

401.2

Closing equity balance at the end of the period

307.5

457.5

Average equity

382.5

429.3

Profit/loss for the period

-156.0

58.3

Return on equity, %

-40.8%

13.6%

Profit/loss before tax

-156.2

73.3

Financial expenses

18.3

20.3

Profit/loss before tax plus financial expenses

-137.9

93.6

Average equity

382.5

429.3

Interest-bearing liabilities at the beginning of the period

258.6

290.4

Interest-bearing liabilities at the end of the period

248.5

258.6

Average interest-bearing liabilities

253.6

274.5

Return on capital employed, %

-21.7%

13.2%

Profit/loss before tax plus financial expenses

-137.9

93.0

Total assets at the beginning of the period

1,041.9

986.5

Total assets at the end of the period

850.2

1,041.9

Average total assets

946.1

1,014.2

Return on total assets, %

-14.6%

9.2%

Profit/loss before tax plus financial expenses

-137.9

93.0

Financial expenses

18.3

19.7

Interest coverage ratio, times

-7.5

4.6

307.5

457.5

Equity Deferred tax

35.2

45.2

Total assets

850.2

1,041.9

Percentage of risk-bearing capital, %

40%

48%

Equity

307.5

457.5

Total assets

850.2

1,041.9

Equity/assets ratio, %

36%

44%

Cash flow from operating activities

98,964

143,333

Number of shares at year-end, qty

7,233,548

7,028,974

13.68

20.39

Cash flow from operating activities per share, SEK

The Group’s related parties consist of senior executives, Board members and companies in which Board members or the senior executives of subsidiaries have a controlling interest. Other than the remuneration referred to in Note 4, Board members and senior executives have not received dividends. The shareholdings of Board members and senior executives as at the balance sheet date are shown on pages 84 and 85. Viem Invest AB, controlled by Anna Benjamin, and Pomona-gruppen AB, in which Board member Fredrik Rapp has a controlling interest, are major shareholders in AGES. Transactions took place between AGES’s subsidiaries and companies in which AGES’ Board members or senior executives of subsidiaries have a controlling interest. These transactions formed part of the companies’ normal activities and took place at market price. In 2024, AGES subsidiaries purchased goods and services worth SEK 0.0 million (0.0) from XANO Industri AB and its subsidiaries. In addition, AGES Industri sold goods and services worth SEK 1.9 million (0.7) to XANO Industri AB and its subsidiaries. XANO Industri AB is controlled by Anna Benjamin and Pomona-gruppen AB. In 2024, sales from AGES subsidiaries to Pomona-gruppen AB and its subsidiaries amounted to SEK 0.0 million (0.0). Pomona-gruppen is controlled by Fredrik Rapp. As at the balance sheet date, the amounts of receivables from and liabilities to related parties were not significant.

Note 36 Events after the reporting period On 5 February 2025, AGES Industri AB entered into an agreement to divest all companies that are part of the AGES Casting Unnaryd group to Lazarus Industriförvaltning AB. The transaction is subject to approval from the relevant competition authorities and other customary closing conditions. As the Board of Directors had not made a decision and several conditions remained to be discussed at the end of the year, no items have been classified as assets or liabilities held for sale.

Annual Report 2024 – AGES

AGES – Annual Report 2024

Income statement PARENT COMPANY (SEK THOUSAND)

Note

2023

2024

Net sales

13,066

9,863

Gross profit

13,066

9,863

Selling expenses

3, 4, 6

-19,135

-12,107

3, 4, 5, 6

-15,214

-10,103

Other operating income

2,141

Other operating expenses

-315

-19,457

-12,347

-195,600

20,000

Administrative expenses

Operating profit/loss Profit/loss from participations in Group companies

Financial income and similar income statement items

3,859

6,693

Financial expenses and similar income statement items

-8,651

-9,592

-219,849

4,754

Profit/loss after financial income/expense Appropriations

Profit/loss before tax Tax

PROFIT/LOSS FOR THE YEAR

45,405

36,555

-174,444

41,309

-4,897

-4,195

-179,341

37,114

Statement of comprehensive income PARENT COMPANY (SEK THOUSAND) Profit/loss for the year Other comprehensive income COMPREHENSIVE INCOME FOR THE YEAR

Note

2023

2024 -179,341

37,114

-179,341

37,114

Annual Report 2024 – AGES

Balance sheet Note

31 Dec 2024

31 Dec 2023

1,145

13.19

268,910

428,498

270,055

428,526

76,286

166,027

3,991

4,050

Prepayments and accrued income

1,093

1,140

Total current assets

81,370

171,217

351,425

599,743

PARENT COMPANY (SEK THOUSAND) ASSETS Non-current assets Property, plant and equipment Equipment, tools, fixtures and fittings Financial assets Participations in Group companies Total non-current assets

Current assets Current receivables Receivables from Group companies Other receivables

Cash and cash equivalents

TOTAL ASSETS

AGES – Annual Report 2024

PARENT COMPANY (SEK THOUSAND)

Note

31 Dec 2024

31 Dec 2023

36,168

35,145

EQUITY AND LIABILITIES Equity Restricted equity Share capital Statutory reserve

4,500

40,668

39,645

Share premium reserve

262,461

255,913

Retained earnings

24,952

-1,483

Non-restricted equity

Contributed capital Profit/loss for the year 22 Total equity Untaxed reserves

9,025

1,427

-179,341

37,114

117,097

292,971

157,765

332,616

47,535

51,440

Liabilities Non-current liabilities

17, 21

Liabilities to credit institutions

20,000

6,611

5,497

Current liabilities Trade payables and other liabilities

17, 18, 21

Bank overdraft facilities

17, 21

65,234

83,463

Liabilities to credit institutions

17, 21

11,000

12,000

43,280

114,727

126,125

215,687

146,125

215,687

351,425

599,743

Liabilities to Group companies Current tax liability

Total liabilities

TOTAL EQUITY AND LIABILITIES

Annual Report 2024 – AGES

Statement of changes in equity Note

Share capital

Statutory reserve

Share premium reserve1)

Restricted equity

Total equity

35,145

4,500

255,913

341

295,899

37,114

–

Comprehensive income for the year

37,114

Warrant programme, management

-397

37,058

332,616

-179,341

7,598

15,169

-10,679

-145,364

157,765

PARENT COMPANY (SEK THOUSAND) Equity as at 1 January 2023 Profit/loss for the year Other comprehensive income

Equity as at 31 December 2023

35,145

4,500

255,913

Profit/loss for the year Other comprehensive income Comprehensive income for the year New issue

1,023

6,548

Dividends paid Equity as at 31 December 2024

1) The share premium reserve is part of non-restricted equity.

AGES – Annual Report 2024

36,168

4,500

262,461

Statement of cash flows PARENT COMPANY (SEK THOUSAND)

Note

2023

2024

Operating activities Operating profit/loss

-19,457

-12,347

Adjustments for non-cash items, etc. Depreciation/amortisation, etc. Dividends received Net interest paid and received

Paid income tax Cash flow from operating activities before changes in working capital

192

20,000

-4,792

-2,899

-4,497

-5,208

-28,554

-444

Changes in working capital Increase (-) / decrease (+) in current receivables

83,673

121,520

Increase (+) / decrease (-) in current liabilities

-23,059

-35,398

Cash flow from operating activities

32,060

85,678

Investing activities Acquisitions of property, plant and equipment

-1,309

Acquisition of subsidiary

-27,012

-31,516

Shareholders’ contribution

-2,000

-30,321

-31,516

Cash flow from investing activities Financing activities Borrowings

41,000

Loan repayments

-22,000

-32,000

Paid dividends

-10,679

-396

Warrant programme New issue

8,169

-18,229

-21,766

-1,739

-54,162

Cash flow for the year

Cash and cash equivalents at the beginning of the year

Exchange rate difference in cash and cash equivalents

Cash and cash equivalents at the end of the year

Change in bank overdraft facility Cash flow from financing activities

Annual Report 2024 – AGES

Notes

Parent Company

(All amounts are presented in SEK thousand, unless otherwise stated.)

Revenues The Parent Company offers its subsidiaries services relating to business development, organisation, finance, etc. Revenue from services is recognised in the period in which the service is carried out. Intra-group sales take place at market price.

Group contributions

Note 2 Accounting policies The annual accounts have been prepared in accordance with the Swedish Annual Accounts Act and recommendations and interpretations by the Swedish Corporate Reporting Board.

Group contributions are recognised in accordance with the alternative rule of recommendation RFR 2, according to which Group contributions paid and received are recognised as appropriations through profit or loss.

Taxes General information The Parent Company applies the same accounting policies as the Group, except in the cases shown below. The Parent Company’s financial statements have been prepared according to Recommendation RFR 2 Financial Reporting for Legal Entities of the Swedish Corporate Reporting Board. Any deviations that occur between the Parent Company’s and the Group’s policies are caused by limitations in the scope to apply IFRS Accounting Standards to the Parent Company as a result of the Swedish Annual Accounts Act and, in some cases, for tax reasons. For information on the impact of new standards issued by IASB on the Parent Company’s accounting policies, see Note 2 Group Accounting policies.

Receivables and liabilities Exchange rate differences in operating receivables and liabilities are recognised in operating profit/loss, while exchange differences attributable to financial receivables and liabilities are recognised in net financial income/expense.

Leases In accordance with Recommendation RFR 2 Financial Reporting for Legal Entities of the Swedish Corporate Reporting Board, the Parent Company applies the exemption under IFRS 16 with effect from 1 January 2019. This means that the Parent Company recognises lease payments as operating expenses through profit or loss on a straight-line basis over the lease term for all leases.

Related party transactions Of the Parent Company’s net sales, 100% (100) comprised invoicing of subsidiaries. There are significant financial receivables and liabilities between the Parent Company and subsidiaries which accrue interest at the market rate. In addition to what is set out in Note 3, Board members and senior executives have not received share dividends in accordance with decision taken by the AGM. As the owner, the Parent Company has a related party relationship with its subsidiaries, see Note 13. Viem Invest AB, controlled by Anna Benjamin, and Pomonagruppen AB, in which Board member Fredrik Rapp has a controlling interest, are major shareholders in AGES. No dividends were paid and no transactions took place between these shareholders and AGES.

Recognised income taxes include tax payable for the current year and changes to deferred tax. Measurement of tax assets and tax liabilities is based on nominal amounts and calculated using tax rules and tax rates that have been enacted. Deferred tax is calculated on the basis of temporary differences which arise between the carrying amount and the tax bases of assets and liabilities. Deferred tax liabilities are normally recognised for all taxable temporary differences while deferred tax assets are recognised to the extent that it is probable that the amounts will be utilised. Because of the relationship between accounting and taxation, the Parent Company recognises the deferred tax liability relating to untaxed reserves as part of untaxed reserves.

Bank overdraft facilities, Group foreign currency accounts Subsidiaries’ claims on and debts to internal lines of credit are recognised as liabilities and receivables in respect of Group companies. The Group’s total receivable/liability in respect of the bank is recognised as a receivable or liability in the Parent Company. Interest at the market rate is applied to the subsidiaries’ claims and debts.

Note 3 Employees and personnel costs Average number of employees

2024

of which men

2023

of which men

Sweden

75%

67%

Total

75%

67%

Proportion of men on the board/in senior management

2024

2023

Board members

67%

Senior executives

75%

100%

Wages, salaries, other remuneration and social security expenses

2023

2024

Wages, salaries and other remuneration

8,217

Participations in Group companies

Social security expenses

4,893

8,408 3,030

Participations are measured according to the cost method. Dividends from subsidiaries are recognised as income. The items are tested for impairment annually and the participations measured at the highest consolidated value, i.e. the subsidiary’s adjusted equity plus consolidated premium values.

(of which pension costs)1,2,)

(1,714)

(1,295)

13,110

11,438

1) Of the Parent Company’s pension costs, SEK 844,000 (777,000) relate to the Group’s Board and CEO 2) Pension costs do not include payroll tax.

Cash flow Cash flow is recognised by applying the indirect method. This means that the net profit/ loss is adjusted for transactions that have not resulted in cash inflows or outflows during the period and for any income and costs related to the cash flows of investing or financing activities.

Financial assets and liabilities Because of the relationship between accounting and taxation, the rules regarding financial instruments in IFRS 9 are not applied in the Parent Company as a legal entity. The Parent Company instead applies the cost method in accordance with the Swedish Annual Accounts Act. The Parent Company therefore measures non-current financial assets at cost and current financial assets at the lower of cost and net realisable value, with application of expected credit loss impairment under IFRS 9 for assets accounted for as debt instruments. For other financial assets, impairment is based on market value.

AGES – Annual Report 2024

Breakdown of wages, salaries and other remuneration

2023

2024

Board of Directors and senior executives (of which bonuses)

3,241 (550)

3,976 (1,210)

Other employees

4,976

4,432

Total (of which bonuses)

8,217 (550)

8,408 (1,210)

Remuneration of Board members and senior executives Decisions and completed proposals for guidelines relating to remuneration of Board members and senior executives, see Note 4 Group.

Note 4 Personnel costs Personnel costs by function

Note 9 Financial expenses 2023

2024

2023

2024

Selling expenses

-8,256

-7,934

Interest expense, Group companies

-3,392

-4,217

Administrative expenses

-5,503

-5,289

Interest expense, other

-5,259

-5,347

Total

-13,759

-13,223

Foreign exchange losses

-28

Interest expense, other

-8,651

-9,592

Note 5 Fees and other remuneration to auditors

Note 10 Appropriations

2023

2024 Ernst & Young AB Audit engagement

315

Other audit work Tax advice

Other services

3,355

Total

3,750

340

Audit engagement refers to the review of the annual accounts, interim financial reporting, the administration by the Board of Directors and CEO and the corporate governance report.

Group contributions received

54,000

50,900

Group contributions paid

-12,500

-16,455

Tax allocation reserve, transfer for the year

-7,900

-6,700

Tax allocation reserve, reversal for the year

12,000

8,800

Additional depreciation Total

36,555

2023

2024

Current tax

-4,897

-4,915

Total

-4,897

-4,915

The difference between the Swedish income tax rate of 20.6% (20.6%) and the effective tax rate is as follows:

Operating lease costs in the Parent Company in the financial year amounted to SEK 993,000 (SEK 555,000)

Within one year

866

577

More than one year but less than five years

268

136

1,134

713

Profit/loss before tax for the year Tax according to Swedish income tax rate

Non-deductible items

Tax for the year

Note 7 Participations in Group companies 2023

2024 -195,600

Dividends received

20,000

-195,600

20,000

Note 8 Financial income 2024

2023

Interest income, Group companies

3,751

6,584

Interest income, other

108

109

Interest income, other

3,859

6,693

2024

2023

-174,444

41,309

35,935

20.6%

-8,509

20.6%

Tax effect of

Non-taxable items

Total

45,405

2024

Future minimum lease payments under non-cancellable operating leases at the end of the reporting period are due as follows: Parent Company’s operating leases primarily relate to leases for premises and vehicle leases.

Share write-downs

-195

Note 11 Tax on profit/loss for the year

Note 6 Operating leases

Total

2023

2024 395

-40,848

-388

4,702

-4,897

-2.8%

-4,195

10.2%

Note 12 Equipment, tools, fixtures and fittings Accumulated cost At the beginning of the year

2023

2024 100

100

Additions

1,309

Disposals and retirements

-100

At the end of the year

1,309

100

Accumulated depreciation according to plan

2023

2024

At the beginning of the year

-72

Disposals and retirements

-62

Depreciation according to plan for the year

-167

-10

At the end of the year

-165

-72

Residual value according to plan at the end of the year

1,145

Annual Report 2024 – AGES

Notes

Parent Company

(All amounts are presented in SEK thousand, unless otherwise stated.)

Note 13 Participations in Group companies Accumulated cost

2024

2023

At the beginning of the year

709,324

677,808

Acquisition of subsidiary

36,012

31,516

At the end of the year

745,336

709,324

Accumulated impairment losses

2024

2023

At the beginning of the year

-280,826

Impairment losses for the year

-195,600

At the end of the year

-476,426

-280,826

Carrying amount at the end of the year

268,910

428,498

Parent Company’s shareholdings Number of shares

Share of equity

Corporate identity number Registered office

AGES Kulltorp AB 1)

556436-1441

Gnosjö, Sweden

4,000

100%

25,138

AGES Östra Fastighet i Unnaryd AB

556345-3637

Hylte, Sweden

10,000

100%

6,695

MPT Gruppen AB 2)

556310-2424

Hylte, Sweden

12,470

100%

1,243

ÅGES Industrier i Unnaryd AB

556345-9618

Hylte, Sweden

5,000

100%

10,053

195,053

Carrying amount 2024

Hörle Automatic Gruppen AB

556117-5141

Värnamo, Sweden

3,640

100%

151,895

150,652

UB Verktyg AB

556312-9930

Värnamo, Sweden

1,000

100%

17,551

AGES Shared Services AB

559281-1848

Halmstad, Sweden

500

100%

2,650

650

APM August Pettersson AB

556366 -1775

Värnamo, Sweden

5,000

100%

10,658

Engineering the future i GGVV AB

559481 -5150

Värnamo, Sweden

250

100%

A-Tooling AB

556564-7756

Värnamo, Sweden

100%

33,987

Östlings Verktygs AB

556836-9028

Gnosjö, Sweden

3,500

100%

1) AGES Solna AB (556782-1888) merged with AGES Kulltorp AB (556436-1441) in March 2023. 2) MPT Gruppen AB (556310-2424) merged with Hörle Automatic Gruppen AB (556117-5141) in January 2024

Subsidiaries’ shareholdings Company

Corporate identity number Registered office

AGES Casting Unnaryd AB

556179-0717

Hylte, Sweden

2,000

100%

AGES Värnamo AB

556497-2056

Värnamo, Sweden

4,000

100%

AGES Falkenberg AB

556125-7147

Falkenberg, Sweden

5,000

100%

AGES Hörle AB

556208-0936

Värnamo, Sweden

2,500

100%

Hörle Automatic Fastighets AB

556266-5090

Värnamo, Sweden

1,000

100%

Hörle Automatic (Ningbo) Co Ltd

330200400033754

Ningbo, China

100

100%

Hörle Metal Products (Ningbo) Co Ltd 330200400072380

Ningbo, China

100

100%

HB Gunnarsson & Ström Fastigheter

Hylte, Sweden

100%

916821-7611

Number of shares

Share of equity

Of the Group’s subsidiaries, 10 are industrial companies. The other companies have limited operations of type sales company, holding company, property company, administrative services company or dormant company.

Carrying amount 2023

Company

AGES – Annual Report 2024

16,858

20,858

268,910

428,498

Note 14 Other receivables

Note 17 Liabilities 2023

2024 Current tax asset brought forward

3,631

4,031

Total

3,631

4,031

Note 15 Share capital 31 Dec 2023

Class A shares

1,822,200

Class B shares

5,411,348

5,206,774

Total number of shares

7,233,548

7,028,974

Quota value, SEK

Share capital, SEK

36,167,740

35,144,870

One Class A share carries 10 votes per share and one Class B share carries one vote. The total number of votes was 23,633,348. The proposed dividend is SEK 1.50 (1.50) per share.

2023

2024 -

12,000

Transfer to tax allocation reserve 2019

10,700

Transfer to tax allocation reserve 2020

6,572

Transfer to tax allocation reserve 2021

7,440

Transfer to tax allocation reserve 2022

8,000

Transfer to tax allocation reserve 2024 Additional depreciation Total

20,000

2024

2023

Bank overdraft facilities, Group foreign currency accounts¹⁾

65,234

Current portion of non-current loans

11,000

12,000

76,234

95,463

96,234

95,463

Total interest-bearing liabilities

83,463

Bank overdraft facilities

2024

2023

Granted bank overdraft facility, Group foreign currency accounts

150,000

Unused portion

84,766

66,537

Used amount

65,234

83,463

Cash and bank balances included overdraft available balance, Group foreign currency accounts.

Transfer to tax allocation reserve 2018

Transfer to tax allocation reserve 2023

20,000

Maturity more than five years from the balance sheet date

1) All Swedish subsidiaries have internal bank overdraft facilities linked to AGES Industri AB’s Group account system. The unused portion is recognised as a net amount. The Parent Company’s cash and cash equivalents, including committed but not used external credit lines, totalled SEK 84,766 million on the balance sheet date.

Note 16 Untaxed reserves Untaxed reserves

2024

Maturity between one and five years from the balance sheet date

Current liabilities 31 Dec 2024

Share capital distribution

2023

Non-current liabilities

Note 18 Trade payables and other liabilities 2024

2023

Trade payables

2,681

1,361

1,615

2,497 784

6,700

7,900

Salary and holiday pay liabilities

223

Accrued social security contributions

508

47,535

51,440

Other accrued expenses

849

396

Other non interest-bearing liabilities

958

459

Total

6,611

5,497

Of untaxed reserves, SEK 9,792,000, 20.6% (SEK 10,597,000, 20.6%) comprised deferred tax liability.

Note 19 Pledged assets 2024

2023

For own liabilities Shares in subsidiaries

234,898

396,982

Total

234,898

396,982

Note 20 Cash flow Interest Interest paid amounted to SEK 8,651,000 (9,564,000) and interest received amounted to SEK 3,859,000 (6,693,000).

Annual Report 2024 – AGES

Note 21 Change in liabilities 31 Dec 2023

Changes arising from cash flow

Non-cash changes

31 Dec 2024

Non-current liabilities to credit institutions

20,000

12,000

-1,000

11,000

12,000

19,000

31,000

31 Dec 2022

Changes arising from cash flow

Non-cash changes

31 Dec 2023

Current liabilities to credit institutions Lease liabilities Total liabilities attributable to financing activities

Non-current liabilities to credit institutions

12,000

-12,000

Current liabilities to credit institutions

32,000

-20,000

12,000

44,000

-32,000

12,000

Lease liabilities Total liabilities attributable to financing activities

Note 22 Proposed appropriation of profits Amount at the disposal of the Annual General Meeting:

Note 23 Events after the reporting period SEK

Share premium reserve

262,461,056

Retained earnings

33,976,860

Profit/loss for the year

-179,341,084

Total

117,096,832

The Board of Directors and the CEO propose that these funds be appropriated as follows:

SEK

Cash dividend to shareholders of SEK 1.50 per share

10,850,322

Carried forward

106,246,510

Total

117,096,832

On 5 February 2025, AGES Industri AB entered into an agreement to divest all companies that are part of the AGES Casting Unnaryd group to Lazarus Industriförvaltning AB. The transaction is subject to approval from the relevant competition authorities and other customary closing conditions.

The undersigned certify that the consolidated financial statements and annual accounts have been prepared in accordance with international financial reporting standards IFRS, as adopted by the EU, and generally accepted accounting principles, and that they give a true and fair view of the position and performance of the Group and Company, and that the Directors’ Report for the Group and Company gives a fair review of the development and performance of the business and the position of the Group and Company together with a description of the principal risks and uncertainties facing the companies that form part of the Group. The annual accounts and consolidated financial statements for AGES Industri AB (publ) for the financial year 2024 have been authorised for issue by the Board of Directors. The Annual Report will be presented for adoption to the Annual General Meeting on 6 May 2025. Halmstad, 2 April 2025

Anders Berggren

Fredrik Rapp

Anna Benjamin

CHAIRMAN BOARD MEMBER

BOARD MEMBER

Lennart Persson

Petra Öberg Gustafsson

Lars Jonsson

BOARD MEMBER BOARD MEMBER

BOARD MEMBER

Anders Magnusson

CEO

Our Auditor’s Report was submitted on 2 April 2025. Ernst & Young AB

Carolina Timén AUTHORISED PUBLIC ACCOUNTANT

AGES – Annual Report 2024

Annual Report 2024 – AGES

Auditor’s Report To the Annual General Meeting of AGES Industri AB (publ) AB, corporate identity number 556234-6204

Report on the annual accounts and consolidated accounts Opinions We have audited the annual accounts and consolidated accounts of

fair presentation of the annual accounts and consolidated accounts

AGES Industri AB (publ) for the financial year 2024. The Company’s

in accordance with the Swedish Annual Accounts Act and, in respect

annual accounts and consolidated accounts are included on pages

of the consolidated accounts, in accordance with IFRS Accounting

42–80 of this document.

Standards, as adopted by the EU. The Board of Directors and CEO

In our opinion, the annual accounts have been prepared in accordance

are also responsible for such internal control as they determine is

with the Swedish Annual Accounts Act and present fairly, in all material

necessary to enable the preparation of annual accounts and consoli-

respects, the financial position of the Parent Company as at 31 December

dated accounts that are free from material misstatement, whether

2024, and its financial performance and cash flows for the year then

due to fraud or error.

ended in accordance with the Swedish Annual Accounts Act. The

In the preparation of the annual accounts and consolidated accounts,

consolidated accounts have been prepared in accordance with the

the Board of Directors and CEO are responsible for assessment of the

Swedish Annual Accounts Act and present fairly, in all material respects,

company’s ability to continue as a going concern. They disclose, where

the financial position of the Group as at 31 December 2024, and

appropriate, information on conditions that may affect the ability to

its financial performance and cash flows for the year then ended in

continue as a going concern and to use the going concern basis of

accordance with IFRS Accounting Standards, as adopted by the EU, and

accounting. However, the going concern basis of accounting is not

the Swedish Annual Accounts Act. The Directors’ Report is consistent

applied if the Board of Directors and the CEO intend to liquidate the

with the other parts of the annual accounts and consolidated accounts.

company, cease operations or do not have a realistic alternative to

We therefore recommend that the Annual General Meeting adopt

either of these actions.

the income statement and balance sheet for the Parent Company and the Group.

Auditor’s responsibilities Our objectives are to obtain reasonable assurance about whether the

Basis for opinions

annual accounts and consolidated accounts as a whole are free from

We conducted our audit in accordance with International Standards on

material misstatement, whether due to fraud or error, and to issue an

Auditing (ISA) and generally accepted auditing standards in Sweden.

Auditors’ Report that includes our opinions. Reasonable assurance is a

Our responsibilities under these standards are further described in the

high level of assurance, but is not a guarantee that an audit conducted

section Auditor’s responsibilities. We are independent of the Parent

in accordance with International Standards on Auditing (ISAs) and

Company and the Group in accordance with professional ethics for

generally accepted auditing standards in Sweden will always detect a

accountants in Sweden and have otherwise fulfilled our ethical

material misstatement when it exists. Misstatements can arise from

responsibilities in accordance with these requirements.

fraud or error and are considered material if, individually or in

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinions.

aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements and consolidated accounts.

Information other than the annual accounts and consolidated accounts This document also contains information other than the annual

We also:

accounts and the consolidated accounts and is found on pages 1–41.

∣ identify and assess the risks of material misstatement in the financial

The Board of Directors and the CEO are responsible for this other information. Our opinion on the annual accounts and consolidated accounts does not cover this other information and we do not express any form of assurance conclusion regarding this other information. In connection with our audit of the annual accounts and consolidated accounts, our responsibility is to read the information identified above and consider whether the information is materially inconsistent with the annual accounts and consolidated accounts. In this procedure we also

statements and consolidated accounts, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinions. The risk of not detecting a material misstatement resulting from fraud is higher than for a material misstatement resulting from error, because fraud may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal control procedures.

take into account our knowledge otherwise obtained in the audit and

∣ obtain an understanding of the company’s internal control relevant to

assess whether the information otherwise appears to contain material

our audit in order to design audit procedures that are appropriate in

misstatements.

the circumstances, but not for the purpose of expressing an opinion

If, based on the work carried out with respect to this information, we conclude that there is a material misstatement in this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Board of Directors and the CEO The Board of Directors and CEO are responsible for the preparation and

As part of an audit according to ISA, we exercise professional judgement and maintain professional scepticism throughout the audit.

AGES – Annual Report 2024

on the effectiveness of the company’s internal control. ∣ evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors and the CEO. ∣ form a conclusion on the appropriateness of the Board of Directors’ and the CEO’s use of the going concern basis of financial statements.

We also draw a conclusion, based on the audit evidence obtained,

the consolidation requirements, liquidity and financial position in

as to whether any material uncertainty exists related to events or

general of the Parent Company and the Group.

conditions that may cast significant doubt on the company’s ability to

The Board is responsible for the organisation of the company and the

continue as a going concern. If we conclude that a material uncertain-

management of its affairs. Among other things, this includes continu-

ty exists, we are required to draw attention in our auditor’s report to

ously assessing the financial position of the company and the Group and

the related disclosures in the annual accounts or, if such disclosures

ensuring that the company’s organisation is designed such that controls

are inadequate, to modify our opinion about the financial statements

of accounting records, asset management and the company’s financial

and consolidated accounts. Our conclusions are based on the audit

circumstances in general are performed in a satisfactory manner. The

evidence obtained up to the date of our auditor’s report. However,

CEO shall manage the ongoing administration according to the Board of

future events or conditions may cause a company to cease to

Directors’ guidelines and instructions and among other matters take the

continue as a going concern.

necessary measures to fulfill the company’s accounting according to law

∣ evaluate the overall presentation, structure and content of the annual accounts and consolidated accounts, including the disclosures, and whether the annual accounts and consolidated accounts represent the underlying transactions and events in a manner that achieves fair presentation. ∣ plan and conduct the Group audit to obtain sufficient and appropriate audit evidence regarding the financial information of companies or business units within the Group as a basis for making an opinion regarding the consolidated accounts. We are responsible for the

and handle the management of assets in a reassuring manner.

Auditor’s responsibilities Our objective for the audit of the administration, and thereby our opinion on discharge from liability, is to obtain audit evidence to enable us to determine with reasonable assurance whether any member of the Board or the CEO has, in any material respect: ∣ taken any action or been guilty of any negligence that may result in a claim for compensation being brought against the company, or

direction, supervision and review of the audit work performed for

∣ in any other way acted in contravention of the Swedish Companies

purposes of the Group audit. We remain solely responsible for our

Act, the Swedish Annual Accounts Act or the Articles of Association.

opinions.

Our objective for the audit of the proposed appropriation of the

We must inform the Board of Directors of, among other things, the

company’s profit or loss, and thereby our opinion on this matter, is

planned scope, direction and timing of the audit. We must also inform

to determine with reasonable assurance whether the proposal is

of significant audit findings during our audit, including any significant

consistent with the Swedish Companies Act.

deficiencies in internal control that we identified.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with generally

Report on other legal and regulatory requirements Opinions In addition to our audit of the annual accounts and consolidated accounts, we have audited the administration of the Board of Directors and the CEO of AGES Industri AB (publ) for the financial year 2024 and the proposed appropriation of the company’s profit or loss. We recommend to the general meeting of shareholders that the profit/loss be appropriated as proposed in the Directors’ Report and that the members of the Board of Directors and the CEO be discharged from liability for the financial year.

Basis for opinions We conducted our audit in accordance with generally accepted auditing standards in Sweden. Our responsibilities in accordance with these are described further in the section Auditor’s responsibilities. We are independent of the Parent Company and the Group in accordance with professional ethics for accountants in Sweden and have otherwise fulfilled our ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and

accepted auditing standards in Sweden will always detect actions or omissions which may result in a claim for compensation being brought against the company, or that the proposed appropriation of the company’s profit or loss is inconsistent with the Swedish Companies Act. As part of an audit in accordance with generally accepted auditing standards in Sweden, we exercise professional judgement and maintain professional scepticism throughout the audit. The examination of the administration and the proposed appropriation of the company’s profit or loss is based primarily on the audit of the accounts. Any additional audit procedures performed are based on our professional judgement with risk and materiality as the starting point. This means that we focus the examination on such actions, areas and circumstances that are material for the operations and where deviations and violations would be of particular importance for the company’s situation. We examine and test decisions taken, supporting information for decisions, actions taken and other circumstances that are relevant to our opinion concerning discharge from liability. As a basis for our opinion on the Board of Directors’ proposed appropriation of the company’s profit or loss, we have examined the Board of Directors’ reasoned statement and a selection of supporting evidence for this in order to be able to assess whether the proposal is in accordance with the Companies Act.

appropriate to provide a basis for our opinions.

Responsibilities of the Board of Directors and the CEO The Board of Directors is responsible for the proposed appropriation of

Jönköping, 2 April 2025

the company’s profit or loss. Dividend proposals include an assessment

Ernst & Young AB

of whether the dividend is justifiable considering the demands that the nature, scope and risks of the company’s and Group’s operations place

Carolina Timén

on the amount of equity in the Parent Company and the Group, and on

AUTHORISED PUBLIC ACCOUNTANT

Annual Report 2024 – AGES

Corporate Governance Report 2024 AGES Industri AB (publ) Class B shares have been listed on Nasdaq Stockholm First North Premier Growth Market since 16 May 2014. The company’s Class A shares are not listed. Corporate governance in Swedish listed companies is regulated by a

pany. Anna Benjamin and her companies control 27.4% of the shares

combination of written rules and practices. Legislation mainly consists

and 57.2% of the votes. Pomona-gruppen AB holds 28.5% of the shares

of the Swedish Companies Act and the Swedish Annual Accounts Act,

and 29.3% of the votes.

as well as the rules that apply in the regulated market on which the company's shares are listed for trading. In addition, all listed Swedish

General meeting of shareholders

companies are covered by the Swedish Code for Corporate Governance

The general meeting of shareholders is the forum at which sharehold-

(“the Code”) since 2008. Guidelines concerning the Code can be found

ers exercise their influence over the company and it is the company’s

on the website of the Swedish Corporate Governance Board (www.bo-

highest decision-making body, being superior to the company’s Board

lagsstyrning.se). The Code complements legislation by setting stricter

of Directors and CEO. In accordance with the Articles of Association, a

requirements in certain areas, but simultaneously makes it possible

general meeting of shareholders must be called through a notice in the

for companies to deviate from these in certain circumstances if this

official gazette Post- och Inrikes Tidningar and on the company's web-

is believed to lead to better corporate governance, provided that an

site. An announcement of the notice must be published in the Dagens

explanation is given about the deviation.

Industri newspaper.

Corporate governance AGES Industri AB

Annual General Meeting

The purpose of AGES Industri’s corporate governance is to create a

The Annual General Meeting convenes once a year, among other

clear division of roles and responsibilities between the owners, board,

things, to adopt the annual financial statements and consolidated

board committees and senior management and create long-term value

financial statements, discharge the Board of Directors and CEO from

for shareholders and other stakeholders.

liability and pass a resolution on appropriation of profits for the finan-

Corporate governance in AGES Industri is primarily based on appli-

cial year just ended. The Annual General Meeting also elects the Board

cation of the Swedish Companies Act, Nasdaq Stockholm First North

of Directors and, if required, the auditor. All shareholders who are

Premier Growth Market’s regulations, the Code and internal guidelines

directly registered in the share register and who have registered their

and rules.

attendance in time can attend the meeting and use their voting rights. Shareholders who are unable to attend in person may be represented

Share capital and shareholders

by a proxy.

The share capital at the end of 2024 stood at SEK 36.2 million, distributed between a total of 7,233,548 shares on the balance sheet date,

Annual General Meeting 2024

of which 1,822,200 were Class A shares and 5,411,348 were Class B

AGES Industri AB’s Annual General Meeting was held on 7 May 2024

shares. One Class A share carries 10 votes per share and one Class B

and was attended by 29 shareholders, whose combined holdings

share carries one vote. All shares have equal rights to the company’s

corresponded to 92% of the votes and 63% of the outstanding shares.

assets and dividends. At the end of 2024, AGES had 1,329 shareholders.

AGES’s Board of Directors and management, together with the audi-

The ten largest shareholders held 84.5% of the capital and 95.3% of

tors and representatives of the Nomination Committee, were present

the votes. As at the balance sheet date, two shareholders each con-

at the meeting. The following key decisions were taken:

trolled more than 10 per cent of both the equity and votes in the com-

∣ Adoption of the income statements and balance sheets for 2023, allocation of profits and discharge from liability for the Board of Directors and CEO. ∣ Anders Berggren was elected Chairman of the Board.

Shareholders

∣ Anna Benjamin, Fredrik Rapp, Petra Öberg Gustafsson, Lennart Persson and Lars Jonsson were re-elected as members of the Board of Directors.

General meeting of shareholders

Nomination Committee

Auditor

∣ Election of auditor Ernst & Young AB, with Carolina Timén as the Auditor in Charge. ∣ Anna Benjamin, Per Rodert and Jonas Abrahamsson were appointed to the Nomination

Audit Committee Board of Directors

Remuneration Committee

Committee. Anna Benjamin was appointed Chair. ∣ Guidelines for remuneration of senior executives. ∣ Resolution to approve the Board’s proposal for guidelines for remuneration terms and other terms and conditions of employment for senior executives.

CEO

∣ Resolution on dividend ∣ Resolution on authorisation for new issue.

AGES – Annual Report 2024

Annual General Meeting 2025

to be independent in relation to major shareholders as Lennart is CEO

AGES Industri AB’s Annual General Meeting will be held on 6 May 2025

of XANO Industri AB, where Fredrik Rapp and Anna Benjamin are major

at 15:00 CEST at the company’s head office at Halmstad University,

shareholders. Other Board members are judged to be independent

Kristian IV:s väg 3, Sweden.

in relation to major shareholders and to the company and its senior

Further information is available on 93 of the 2024 Annual Report and

management.

at www.ages.se.

Role of the Board of Directors Nomination Committee

The Board of Directors is responsible for the organisation of the

The Nomination Committee is the general meeting’s body responsible

Company and management of the company’s operations. The Board of

for preparing recommendations for appointments for ratification by

Directors also issues guidelines and instructions to the CEO. The Board

the general meeting and its purpose is to establish a sound basis for

of Directors must also ensure satisfactory control of the organisation

the general meeting’s consideration of these matters.

of the company with regard to reporting, management of funds and fi-

At the 2024 Annual General Meeting, a Nomination Committee was

nancial position. The Board of Directors follows rules of procedure that

appointed consisting of Anna Benjamin as Chairman, Per Rodert and

are revised annually and adopted at the first scheduled board meeting

Jonas Abrahamsson. The task of the Nomination Committee prior to the

following election.

2025 Annual General Meeting is to propose a Chairman of the Board of Directors and other Board members, auditors, a chairman for the AGM,

Chairman of the Board

Board committees, and fees for the auditors. In its proposal for the

The Chairman of the Board is responsible for ensuring that the Board’s

Board, the Nomination Committee must propose Board members who

work is well organised, performed efficiently and that the Board fulfills

are the most suitably qualified candidates for the company, based on

its duties. The Chairman of the Board is elected by the general meeting.

an overall assessment of relevant skills and experience, while also taking into consideration the need for diversity and breadth on the Board, as well as gender balance.

Evaluation of the work of the Board of Directors and the CEO The Chairman of the Board is responsible for the evaluation of the work

Board of Directors Composition of the Board of Directors

of the Board of Directors, including assessments of the performances of individual Board members. This is carried out an annual basis through a

According to AGES Industri’s Articles of Association, the Board of

structured process. The evaluation findings are presented to the Nomi-

Directors must be composed of at least three and not more than eight

nation Committee and form the basis for the Nomination Committee’s

members.

proposals for Board members and fees for the Board.

The Annual General Meeting in 2024 decided that the company should have six Board members. The Board of Directors has consisted of

Work of the Board of Directors in 2024

Anders Berggren (Chairman), Fredrik Rapp, Anna Benjamin, Petra Öberg

The Board of Directors held eight meetings in the reporting period.

Gustafsson, Lennart Persson and Lars Jonsson.

The agenda for each ordinary meeting includes regular reporting items

Fredrik Rapp and Anna Benjamin are not considered to be indepen-

and decisions, as well as information on the business, in accordance

dent in relation to major shareholders. Lennart Persson is not considered

with the Board of Directors’ rules of procedure. The Board of Directors

Composition of the Board of Directors and the committees as of 31 December 2024

Name

Elected

Position on the Board of Directors

Independent in relation to the company and senior management

Independent in relation to major shareholders

Attendance at Board meetings 2024

Attendance at Remuneration Committee meetings 2024

Attendance at Audit Committee meetings 2024

Board fee including committee fee, SEK 2024

2 (2)

240,000

Anders Berggren

2020

Chairman

Yes

8 (8)

1 (1)

Anna Benjamin

2015

Board member

Yes

No 1)

8 (8)

1 (1)

Fredrik Rapp

2013

Board member

Yes

No 1)

8 (8)

1 (1)

Petra Öberg Gustafsson

2021

Board member

Yes

8 (8)

185,000

Lars Jonsson

2023

Board member

Yes

8 (8)

185,000

Yes

No 1)

8 (8)

185,000

Lennart Persson

2023

Board member

475,000

195,000

1) See paragraph above regarding the composition of the Board of Directors.

Further information about the Board of Directors in 2024 is available at www.ages.se and also on page 90 of the printed version of the Annual Report.

Annual Report 2024 – AGES

also decides on issues of an overarching nature, such as the Group’s strategy, structural and organisational matters. as well as major

A Sustainability Report was prepared by AGES Industri AB. The Sustainability Report is available on the company’s website, www.ages.se.

investments. One of the company’s auditors participates in at least one Board meeting per year. The auditor’s observations arising from the

Auditor

audit of the company’s accounts, procedures and internal controls are

The auditor shall audit the company’s Annual Report and accounts and

presented at this meeting.

the administration of the company by the Board of Directors and CEO. According to the Articles of Association, the Annual General Meeting

Audit Committee and Remuneration Committee

shall appoint a registered public accounting firm or 1-2 auditors, at

The Board of Directors has two committees, the Audit Committee and

least one of whom must be an authorised public accountant. Fees to

Remuneration Committee.

auditors will be paid against an approved invoice.

Audit Committee

Deviations from the Code

The Audit Committee must prepare the work of the Board of Directors

Based on the composition of the Group and the size of the Group,

by performing quality assurance of the company’s financial reporting,

AGES Industri AB decided not prepare a remuneration report for 2024

regularly meeting the company's auditor to inform themselves of the

and instead refers to Note 4, which provides detailed and itemised

company's direction and scope as well as discussing the coordination

reporting of remuneration.

of the external and internal audit and the view of the company's risks, establishing guidelines for services other than auditing that can be

Internal controls related to financial reporting

provided by the company’s auditor, evaluating the audit work and in-

In accordance with the Swedish Companies Act and the Code, the

forming the company’s Nomination Committee of the outcome of the

Board of Directors is responsible for internal controls, which are aimed

evaluation, as well as assisting the Nomination Committee in preparing

at protecting the company’s assets and thereby the shareholders’

its proposals for auditors and fees for the audit work. AGES’ Audit Com-

investments.

mittee in 2024 comprised Anna Benjamin

Remuneration Committee

Financial reporting All AGES Industri units report their financial results every month.

The Remuneration Committee must prepare recommendations relat-

These reports are consolidated and form the basis for monthly reports,

ing to remuneration and other employment terms and conditions for

quarterly reports and operational follow-up. This operational follow-up

the company’s senior management. AGES Industri AB’s Remuneration

is carried out in accordance with an established structure where invoic-

Committee is composed of Chairman of the Board Anders Berggren

ing, liquidity, capital management and other key ratios for the Group

and Board members Fredrik Rapp and Anna Benjamin.

are collated and form the basis for analysis and measures by management and controllers.

CEO The Board appoints a CEO to manage the ongoing administration of the company. The current CEO is Anders Magnusson.

Group management During the year, Group management consisted of CEO Anders Magnusson, CFO Johan Bladh, CHRO Anna Petersson and Business Area Manager Anders Linder.

Guidelines for remuneration of the CEO and senior executives

Control environment The basis for internal control related to financial reporting consists of an overarching control environment. The main task of the Audit Committee is to monitor accounting and reporting processes and to ensure the quality of these reports and processes. Responsibility for maintaining an effective control environment and the ongoing work concerning risk management and internal controls related to financial reporting rests with the CEO. Managers at various levels within AGES Industri have this responsibility within their respective areas. Responsibilities and powers are defined in the CEO’s instructions, instructions con-

The Annual General Meeting on 7 May 2024 adopted the Board’s pro-

cerning authorisation rights, manuals and other policies, procedures

posal for guidelines for remuneration of the CEO and senior executives.

and codes. The Board of Directors establishes the Group’s key policies

The key principles for remuneration and other terms and conditions

concerning communication, financing and risk management. Senior

of employment of the CEO and other senior executives are that AGES

management establishes other policies and instructions, and respon-

must offer its senior executives remuneration on market terms. The

sible corporate functions issue guidelines and monitor application of

guidelines cover basic salary, variable remuneration, pension benefits

the regulations. The Group’s accounting and reporting regulations are

and other benefits and severance pay.

set out in a finance manual which is available to all finance personnel.

No significant changes are proposed ahead of the 2025 Annual Gen-

Together with laws and other external regulations, the organisational

eral Meeting regarding the principles for remuneration and other terms

structure and internal regulations constitute the control environment.

and conditions of employment of the CEO and senior executives. For a full description of the proposed guidelines, see Note 4, page 58.

Risk assessment and control activities There is a risk that material misstatement could occur in the financial

Corporate governance and sustainability

statements in connection with accounting and measurement of assets,

A Corporate Governance Report has been prepared by AGES Industri

liabilities, income and expenses or deviations from information require-

AB for the financial year 2024. The Corporate Governance Report is

ments. Each year, AGES’s finance function carries out a risk assessment

available on the company’s website. The Corporate Governance Report

of the group's balance sheet and income statement items based on

for 2024 was subject to examination by the auditor in accordance with

qualitative and quantitative risks.

the attached auditor’s statement.

AGES – Annual Report 2024

Standard control activities include account reconciliation and sup-

porting controls. The purpose of all control activities is to prevent, detect

must be followed by all companies within the Group, together with

and correct any errors or deviations in financial reporting. The most

reporting instructions. Financial information is reported on a monthly

significant risks related to financial reporting identified as a result of the

basis by all legal entities.

Group’s internal control activities are managed through control structures that in all material respects are based on deviation reporting from

Each Board member receives a monthly report containing consolidated income statements and balance sheets for the Group.

established goals or standards..

The Group’s financial position is discussed at each meeting of the Board of Directors. The finance division and management perform a

Monitoring activities

detailed analysis of financial reporting on a monthly basis. It is the opinion of the Board of Directors that the company is in

The Group applies IFRS, which are defined in AGES’s audit manual. The manual covers accounting and measurement regulations that

compliance with the Swedish Code of Corporate Governance.

Halmstad, 2 April 2025

Anders Berggren

Fredrik Rapp

Anna Benjamin

CHAIRMAN BOARD MEMBER

BOARD MEMBER

Lennart Persson

Petra Öberg Gustafsson

Lars Jonsson

BOARD MEMBER BOARD MEMBER

BOARD MEMBER

Anders Magnusson

CEO

Auditor’s Statement on the Corporate Governance Report To the Annual General Meeting of AGES Industri AB (publ) AB, corporate identity number 556234-6204

Engagement and responsibilities The Board of Directors is responsible for the Corporate Governance Report for 2024 on pages 84–86 and for ensuring that it is prepared in accordance with the Swedish Annual Accounts Act.

The scope of the audit Our examination has been conducted in accordance with FAR’s standard RevU 16 Auditor’s examination of the Corporate Governance Report. This means that our examination of the Corporate Governance Report is different and substantially less in scope than an audit conducted in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. We believe that the examination has provided us with sufficient basis for our opinions.

Opinions A Corporate Governance Report has been prepared. Disclosures in accordance with Chapter 6, Section 6, paragraph 2, points 2–6 of the Swedish Annual Accounts Act and Chapter7, Section 31, paragraph 2 of the same Act are consistent with the annual accounts and consolidated accounts and are in accordance with the Swedish Annual Accounts Act. Jönköping, 2 April 2025 Ernst & Young AB Carolina Timén AUTHORISED PUBLIC ACCOUNTANT

Annual Report 2024 – AGES

AGES – Annual Report 2024

Definitions Proportion of risk-bearing capital Equity plus provisions for tax in relation to total assets. Return on equity Profit for the year in relation to average equity. Return on capital employed Profit after financial income/expense after reversal of financial expenses in relation to average capital employed. Return on total capital Profit after financial income/expense after reversal of financial expenses in relation to average total assets. Gross margin Gross profit in relation to net sales. Dividend yield Proposed dividend in relation to the share price on the balance sheet date. Equity per share Equity in relation to the number of outstanding shares on the balance sheet date.

Earnings/loss per share after dilution Profit for the year in relation to the average number of outstanding shares, plus the average number of shares that will be added on conversion of outstanding warrants. Interest coverage ratio Profit after financial income/expense after reversal of financial expenses in relation to financial expenses. Operating margin Operating profit in relation to net sales. Equity/assets ratio Equity in relation to total assets. Capital employed Total assets less non interest-bearing liabilities. Total capital Total equity and liabilities (total assets). Profit margin Pre-tax profit in relation to net sales.

Cash flow from operating activities per share Cash flow from operating activities in relation to the average number of outstanding shares. Earnings/loss per share Profit for the year in relation to the average number of outstanding shares.

Financial Calendar Report publication dates and date of the Annual General Meeting 6 May 2025

Interim Report January–March 2025

6 May 2025

Annual General Meeting 2025

9 July 2025

Interim Report January–June 2025

23 October 2025

Interim Report January–September 2025

10 February 2026

Year-end Report, January–December 2025

5 May 2026

Interim report January–March 2026

5 May 2026

Annual General Meeting 2026

Annual Report 2024 – AGES

Board of Directors

Anders Berggren

Fredrik Rapp

Anna Benjamin

Chairman, elected 2020.

Board member, elected 2013.

Board member, elected 2015.

Education: MSc in Engineering (Industrial Economics),

Education: MSc in Business and Economics.

Education: MSc in Economics, Jönköping International

Linköping University 1995, Harvard Business School Executive Program 2007.

Professional experience: CEO of Pomona-gruppen,

Business School.

Investment manager Pomona-gruppen, CEO of Talk Telecom.

Professional experience: Business development ICA

(born 1971)

Professional experience: Executive Advisor Partner in Wind Point Partners USA, Head of Business Area in Marmon Holdings Inc. USA, a number of managerial positions in Husqvarna AB.

(born 1972)

Other appointments: Chairman of e.g. XANO Industri

(born 1976)

Sverige AB, Manager PricewaterhouseCoopers, Controller Nobina.

Advisor Wind Point Partners.

AB (publ), Argynnis Group AB, Estinvest AB, Serica Consulting AB, Svenska Handbollsförbundet. Board member of e.g. ITAB Shop Concept AB (publ), Corem Property Group AB (publ), Pomona-gruppen AB, the Swedish Olympic Committee and Segulah AB.

Shareholding in AGES: 125,500 Class B shares (with

Shareholding in AGES: 540,000 Class A shares and

related parties)

1,523,545 Class B shares.

Lennart Persson

Petra Öberg Gustafsson

Lars Jonsson

Board member, elected 2023.

Board member, elected 2021.

Board member, elected 2023.

Education: BSc in Engineering

Education: International marketing.

Professional experience: CEO of XANO Industri AB,

Professional experience: Several managerial positions

CIO of Eldon Vasa, business development ITAB, CEO of ITAB Kaluste and ITAB Plast.

at SKF in sales and Product Management, CEO of TengTools AB and CEO of Fristads AB.

Education: Law and Human Resources. University West and various international leadership programmes.

Other appointments: Chairman of the Board of

Other appointments: -

Directors of Pelly Group AB

Shareholding in AGES: 6,120.

Other appointments: Chairman of the Board Fastems Oy AB, Board member Dacke Industri AB and Senior

(born 1968)

Shareholding in AGES: 2,000 Class B shares.

(born 1970)

Other appointments: Board member of XANO Industri

AB (publ), Hand in Hand Sweden, INEV AB, among others. Shareholding in AGES: 1,282,200 Class A shares and

700,200 Class B shares.

(born 1965)

Professional experience: Chief Operating Officer of ViaCon Group AB (publ), Senior Vice President of Inwido AB (publ), Executive VP/COO of Specma Group, CEO of Crane AB Other appointments: Shareholding in AGES: 0.

AGES – Annual Report 2024

Group management

Anders Magnusson

Johan Bladh

CEO, employed since 2017.

CFO since 2013.

Education: Mechanical engineer.

Education: MSc in Business and Economics.

Professional experience: Founder, owner and CEO of

Professional experience: Business area controller Getinge Infection Control, Group controller Getinge AB, auditing KPMG.

(born 1968)

(born 1978)

Hörle Gruppen AB. Shareholding in AGES: 265,000 Class B-shares through ANO i Värnamo AB and own holding.

Shareholding in AGES: 17,660 Class B shares.

Anna Petersson

Anders Linder

CHRO (Chief Human Resources Officer), employed in 2023.

Business Area Manager / Managing Director, employed in 2009.

Education: Human Resource Management.

Education: Mechanical engineer.

Professional experience: HR Business Partner at Trioplast,

Professional experience: CEO AGES Värnamo,

HR Director of Thule Group, Business Developer at FSK Group.

CEO AGES Hörle, CEO AGES Falkenberg, Sales Manager Gnotec Holmbergs AB.

Shareholding in AGES: 709 Class B shares.

Shareholding in AGES: 3,060 Class B shares.

(born 1983)

Auditor

Carolina Timén (born 1981)

(born 1968)

Authorised Public Accountant, elected 2022.

Ernst & Young Jönköping.

Annual Report 2024 – AGES

AGES – Annual Report 2024

Annual General Meeting Notice is hereby given that the Annual General Meeting of AGES Industri AB (publ) will be held on Tuesday, 6 May 2025 at 15:00 CEST at Restaurant Mangold, Halmstad University, Kristian IV:s väg 3, 302 50 Halmstad, Sweden.

Notice Shareholders wishing to attend the Annual General

8 May 2025. Provided that the Annual General Meeting

Meeting must (i) be entered in the register of shareholders

ratifies the proposal, the dividend will be distributed by

maintained by Euroclear Sweden AB as at 25 April 2025

Euroclear on 13 May 2025.

and (ii) must notify the company of their intention to participate in the Annual General Meeting not later than by

Nomination Committee   At the 2024 Annual General

16:00 on Friday, 29 April 2025 either by post to AGES

Meeting, a Nomination Committee was appointed

Industri AB, PO Box 815, SE-301 18 Halmstad, by telephone

consisting of Anna Benjamin as Chairman, Jonas

to +46 (0)706 048 382 or by email to arsstamma@ages.

Abrahamsson and Per Rodert. The task of the Nomination

se. A registration form can be obtained from www.ages.se

Committee ahead of the 2025 Annual General Meeting

To be entitled to participate in the Annual General

is to propose the Chairman of the Board of Directors

Meeting, shareholders who have registered their shares

and other Board members, auditors, a chairman for the

in the name of a nominee must, in addition to confirming

AGM and fees for the Board of Directors, committees

their attendance at the AGM, re-register their shares in

and auditors.

their own name so that the shareholder is entered in the shareholder register as at 25 April 2025. Such registration

Business   The Annual General Meeting shall conduct

may be temporary (so-called voting rights registration)

such business as according to the Swedish Companies Act

and should be requested from the nominee in accordance

and the Articles of Association should be conducted at

with the nominee’s procedures and giving advance notice

Annual General Meetings, including presentation of the

as determined by the nominee. Voting rights registration

Annual Report and Auditor’s Report, resolutions on

completed not later than 29 April 2025 will be taken into

adoption of the income statement and balance sheet,

consideration in the preparation of the shareholder

discharge from liability for Board members and the CEO,

and election of Board members and auditors. Other agenda items will be stated in the notice of the

Dividend   The Board of Directors proposes to the Annual

Annual General Meeting, published in the official Swedish

General Meeting that a cash dividend of SEK 1.50 per

gazette Post och Inrikes Tidningar and on the company's

share be paid. The record date for the dividend will be

website not later than four weeks before the meeting.

Annual Report 2024 – AGES

”

AGES Industri shall continuously develop to be a leading and profitable industrial partner in sustainable and innovative manufacturing for future generations.”

AGES – Annual Report 2024

Annual Report 2024 – AGES

hstd photo: anders sällström, getty, stocksy, hstd. print: printografen 04.25

AGES Casting Unnaryd AB Hyltevägen 1 SE-314 51 Unnaryd Tel. +46 (0)371 622 00 AGES Värnamo AB PO Box 308 SE-331 23 Värnamo Visiting address: Silkesvägen 11 Tel. +46 (0)370 69 23 30 AGES Falkenberg AB Kabelvägen 10 SE-311 50 Falkenberg Tel. +46 (0)346 71 50 00 AGES Kulltorp AB Gnosjövägen 10 SE-335 96 Kulltorp Tel. +46 (0)370 836 60

AGES Hörle AB PO Box 436 SE-331 24 Värnamo Visiting address: Hörle 3 Tel. +46 (0)370 33 37 00

Östlings Verktygs AB AGES Shared Services AB Hörle 3 SE-331 92 Värnamo Tel. +46 (0)370 65 07 00 AGES Ningbo Hörle Automatic (Ningbo) Co.Ltd No.108 JinChuan Road Nordic Industrial Park Zhenhai, Ningbo 315221 P.R. China AGES Poland Sp. z o.o. Zacisze 42 39-300 Mielec Poland

AGES Industri AB (publ), PO Box 815, SE-301 18 Halmstad Visiting address: Kristian IV:s väg 3, Fl. 13, SE-302 50 Halmstad agesindustri@ages.se www.ages.se Corporate ID number 556234-6204

UB Verktyg AB Mjölnarevägen 6 SE- 331 73 Bor Tel. +46 (0)370 65 88 80

Marieströmsvägen 47 SE-335 32 Gnosjö Tel. +46 (0)370 33 31 60 APM August Pettersson AB Vitarörsvägen 5 SE-331 53 Värnamo Tel. +46 (0)370 69 26 30 A-Tooling AB Bredastensvägen 18 SE-331 44 Värnamo Tel. +46 (0)370 37 41 90