Annua l repor t 2002

"Our new organizat ion and focused

business p lans prov ide a p lat form on

which our 2003 prof i tabi l i ty-based

growth strategy wi l l be real ized."

The L indab group

annual report 2002 the l indab group

"We face three c lear chal lenges:

reta in our L indab cul ture, make

our new organizat ion eff ic ient ,

and ensure our prof i table growth."

The Lindab story began on the beautiful Bjäre peninsula in Grevie, southwestern Sweden. From these roots, the Company has achieved

impressive growth. Our main ventilation factory is nestled in a charming agricultural landscape, bordered by the Grevie hills and the

Skälderviken bay. Growth has always been a part of life here – and remains so today.

Contents Annua l Repor t 2002

5 Lindab in a nutshell

3

A summary of the year's results shows important events of2002 and the Lindab group in a nutshell.

6 President and CEO's comments Departing president and CEO Carl-Gustaf Sondén and new presi-dent and CEO Kjell Åkesson are interviewed about Lindab's currentstatus and future challenges.

10 Goals and strategies Clear goals and strategies for both business areas are vital for thegroup's success.

12 Added value Our core business centre is the manufacturing and marketing ofsteel-based ventilation and construction systems. By knowing andunderstanding the often complex planning and purchasing pro-cess, we offer added value that no competitor can match.

14 Two focused business areas With our new organization we can focus on growth-oriented activi-ties – in both our daily work and our long-term planning. Ouradvancements are resulting in better products.

16 Easy, close, efficientLindab has gradually expanded into new markets far beyond theborders of Scandinavia. Proximity to the customer is as importantas ever.

18 Teamwork is the Lindab spirit The skills of our employees are essential ingredients for our suc-cess. But it is our unique team spirit – the Lindab spirit – that setsus apart.

20 Care for the future Lindab has a long tradition of preserving the environment throughrecycling raw materials and packaging, maintaining efficient pro-duction and transport methods, and developing new products thatmake for a better indoor climate. Since there is always room forimprovement, our environmental work continues.

SUMMARY AND STRATEGIES

LINDAB'S STRENGTHS

22 Business area VentilationVentilation systems and components account for 95% of sales inthe Air Distribution and Indoor Climate product areas.

28 Business area ProfileComplete prefabricated building kits and construction componentsfor roofs, walls and frame work design are among this businessarea's important product areas. However, our roof drainagesystems remain our focus.

BUSINESS AREAS

34 Administration report

39 Key figures

40 Income statement

41 Balance sheet

42 Cash flow statement

48 Comments & notes

55 Auditor's report

56 Board of directors

58 Group management

32 Our other business consists of a steel service centre and hot-dipgalvanizing.

OTHER BUSINESS

The pasqueflower, Anemone pulsatilla, is a

pretty little flower found in its thousands on

the Grevie hills each spring.

It began with a seed which became a

plant. It spread and became one more and

then another. That's growth for you.

2002 stands out as a special year for Lindab. It brought the first real, far-reaching reorganization since the company

was founded. This was accompanied by extensive analytical and strategic work that resulted in the most detailed

business plans in the company's history. On top of this, an internal efficiency programme was launched to further

improve the use of resources in the group. The new organization is emphasising operating activities and paving the

way for synergy gains in strategic areas like purchasing, finance and logistics through shared resources. The plat-

form for profitable growth is now in place.

The group was affected by the general economic situation in Europe and the USA, in particular by the down-

turn in construction activity. Two important acquisitions were made during the year, the most important being that

of Butler Europe Kft. Since 1 January 2003 the Lindab group has had a new president and CEO: Kjell Åkesson,

previously CEO of Bilia AB and deputy CEO of Svedala AB before that, has been appointed by the board to take

the group forward.

The year in br ie f

annual report 2002 summary & strategies

4

THE LINDAB GROUP'S SALES grew by 2 percent to

SEK 5 235 M (5 160), of which acquisitions accounted for

SEK 129 M.

OPERATING PROFIT (EBIT) rose to SEK 211 M (184) but

was held back by higher prices for galvanized steel and an

unsatisfactory performance in the USA and the UK.

TWO ACQUISITIONS were made during the year. The Profile

business area acquired the business operations of Butler Europe Kft.

in Hungary, which has substantially strengthened the Systemline

product area and the market position for Lindab's system sales.

The Ventilation business area acquired Inatherm B.V. in the

Netherlands. Among other things, this acquisition means better

distribution in the Benelux region.

A NEW BUSINESS PLAN was prepared by the organization in 2002

and approved by Lindab's board in August. Clear goals and clear opera-

tional strategies are characteristic of this business plan, which is based on

the new business areas.

SALES, SEK M 5 235 5 160

OPERATING PROFIT (EBIT), SEK M 211 184

EQUITY/ASSETS RATIO, % 43 40

AVERAGE NUMBER OF EMPLOYEES, GROUP 3 766 3 635

AVERAGE NUMBER OF EMPLOYEES, SWEDEN 1 366 1 386

2002

A NEW ORGANIZATION was introduced on 1 March 2002 and

clearly divided the group into two business areas – Ventilation and

Profile – and other business. Previously Lindab's structure was pure-

ly geographical.

NEW CEO. Once the new organization and business plan were in

place, president and CEO Carl-Gustaf Sondén and deputy CEO Hans

Schmidt-Hansen announced their decision to retire.

The board has appointed Kjell Åkesson as the new president and

CEO. Åkesson was CEO of Bilia AB until the end of 2002 and took up his

new post on 1 January 2003.

* 2001 figures for Lindab group pro forma

2001*

Lindab is an international group which develops,manufactures and markets sheet metal pro-ducts and system solutions in the Ventilationand Profile business areas.

The Ventilation business area focuses on theventilation industry, offering everything from ven-tilation components to complete indoor climatesolutions.

The Profile business area focuses on the con-struction industry, offering an extensive range ofconstruction components and complete steelbuilding kits for both residential and commercialproperties.

The Lindab group has 3 766 employees in 25countries and generated sales of SEK 5 235 Min 2002. Its head office is in Grevie near Båstadon the beautiful Bjäre peninsula in southwesternSweden.

5

L indab in a nutshe l l

Lindabsalen is the group's conference

facility in Grevie.

When you look back at 2002, what were the most

important events for Lindab?

Carl-Gustaf Sondén (CGS): The change package with the

reorganization, the cost-efficiency programme and the

new business plan will without doubt have the greatest

impact. It all began in autumn 2001 when we left the

stock exchange and gained new shareholders and a new

board of directors. The reorganization and the work on the

new business plan have resulted in a slight drop in tempo

but we have undoubtedly laid the foundations for con-

tinued strong growth at Lindab. Our goal is profitable

growth of 15 percent a year, assuming a normal economic

climate without too much going against us.

Is the new organization up and running? How does it

differ from the old one?

CGS: We've gone from never having made any major

organizational changes to undertaking a complete revolu-

tion. Now we need to preserve the old Lindab culture

while building the new Lindab. The reorganization has led

to major changes in some of our markets and naturally it

will take time for everything to fall into place and run

smoothly.

Kjell Åkesson (KÅ): Our new business area organization is

putting greater emphasis on our markets and products.

With our previous geographical structure, a product deve-

loped for one country might never get beyond that coun-

try's borders even if it had real potential to be "exported"

to our other markets. Now all products – both new and

existing ones – have a chance to be marketed throughout

our 25 established markets through the functions we have

created to handle this very question. However, it's impor-

tant not to forget that old habits die hard and so it will

take time for our organization to fully acclimatise. The

overriding principle is that the spotlight should be on ope-

rations and responsibility – we've now put the planning

stage behind us.

Did you not work with business areas before?

CGS: We have always talked in these terms historically

but in practice we've had a country-based organization.

There has always been a huge number of bright ideas

right across the Lindab world but in the past there was no

effective way of distributing them. We now have a huge

advantage in this respect, and although it means slightly

greater centralization we need to promote the entrepre-

neurial spirit. We can now support the organization cen-

trally and be more open to new ideas.

KÅ: I agree entirely. We need to bear in mind that our

organization is not used to exchanging ideas in this way.

We now need people to spot the potential for broader

success in all of Lindab's other markets as well. By open-

ing our eyes wider we will be able to see all 25 markets

rather than just our own.

Will the new business plan and strategy affect the pro-

duct mix?

CGS: Our business plan signals a move towards a higher

proportion of technical products at Ventilation and a gene-

ral increase in system sales and continued focus on effec-

tive software tools in both business areas.

The acquisition of Butler Europe will affect the mix at

Profile as it focuses on the business area's spearhead in

system sales – complete building kits of unlimited size

marketed through our partners Butler Builders. However,

this change will be most tangible – and so most important

– in Central and Eastern Europe.

How would you describe Lindab's core business?

KÅ: I think our core business is best described as effici-

ently processing sheet metal and adding value and bene-

fits that make life easier for our customers and their

customers in turn.

We provide frontline service and support with a

degree of customer orientation and proximity to custo-

mers that is quite unique. We are present throughout

much of the Western World, have distribution systems like

no other, and boast expertise in our fields that few can

hope to match.

Our two core businesses are without doubt circular

duct systems in the Ventilation business area and roof

drainage systems in the Profile business area. Around

these core businesses we're building comprehensive

system solutions that provide strength and stability for

annual report 2002 summary & strategies

6

Prof i tab le growth ahead

2002 brought numerous important developments at Lindab. The reorganization, the work on developing and anchoring our

strategic plans and growth targets, and the launch of a new cost-efficiency programme were key elements of a much wider

package. It also included the management changes announced in autumn 2002 and beginning 1 January 2003, with Kjell

Åkesson taking over from Carl-Gustaf Sondén as president and CEO. Here we ask both for their views on the past year and

what lies ahead for Lindab.

7

Lindab wherever we are. We represent quality in pro-

cessed sheet metal.

CGS: Much of what we make is components but, as Kjell

says, by adding considerable value in the form of quality,

integration, distribution, proximity and simplicity we can

create a complete product with both "hard" and "soft"

content that the market clearly appreciates.

You are working intensively with IT tools. Why?

KÅ: I was very pleasantly surprised when I discovered

the extensive IT skills at Lindab. Our IT programme is

another clear expression of our ambition to make life

easy. Efficient planning, reliable calculation, rapid dimen-

sioning, easy ordering and project planning – this is part

of Lindab's recipe for attractive system solutions. We

don't just develop new products and product systems –

we also develop IT tools that enable them to be put into

place easily, quickly and accurately.

CGS: Since we got started on IT tools more than ten

years ago, this work has been all about making life easier

throughout the customer/value chain – for architects,

engineers, installers, property owners and end-users

alike. When we've talked about our IT tools, the focus

has often been on applications for the Ventilation busi-

ness area. So it's worth pointing out that there is also an

intensive development programme under way at Profile –

both an extensive software package for complete buil-

ding kit solutions and smaller software applications for,

say, the easy use of lightweight construction techniques

for facades and roofs.

You are currently expanding rapidly in the USA and

Eastern Europe. What does this involve in concrete

terms?

KÅ: In many of the new markets – Slovenia, Bulgaria,

Russia – we're establishing our own sales offices and

advancing our positions. It's both about checking the lay

of the land and about making the necessary preparations

for a broader offensive. In the USA much of this centres

on the way we distribute, market and develop new and

easier tools for tendering and ordering. By being proacti-

ve and demonstrating new marketing and sales techni-

ques we are laying the foundations for profitable rationa-

lization. Don't forget that we're taking highly advanced

products and systems into a relatively traditional market.

How are things going in the other markets? What

acquisitions were made during the year?

KÅ: Poland, the Baltic States, Finland and Romania were

among the markets that performed well, with some varia-

tions between the two business areas. Otherwise, like

the rest of the market and businesses in general, we

have been hampered by the economic situation in 2002,

which has not changed radically at the time of writing.

CGS: Two important acquisitions were made during the

year. One was Dutch company Inatherm, a sales compa-

ny focusing on technical products. This has given us

access to much better distribution channels throughout

the Benelux region than we had before.

The second acquisition, which was more significant

both strategically and in terms of size, was of Butler

Europe in Hungary. As a really strong player in building

kit systems for complete industrial and commercial pro-

perties, Butler has substantially strengthened our focus

on system solutions in the Profile business area. Butler,

now renamed Lindab Butler, has supplied a considerable

number of buildings of a size not normally associated

with Lindab. Since Butler already purchased many of its

components from Lindab, the acquisition will mean cont-

inued stable production volumes for Lindab in this area

as well as excellent new business opportunities.

Another important event for Lindab is the change of

CEO. How do you view this, Carl-Gustaf?

CGS: It has felt right ever since Kjell and I first met in

spring 2002. We hit it off straight away.

Before the takeover and delisting, Hans Schmidt-

Hansen and I promised Ratos and the other sharehol-

ders that we would launch a package of changes inclu-

ding the reorganization and business plan. Another part

of the package was an undertaking that we would find a

new president and CEO once the big changes were

complete.

Lindab now faces new challenges and major chan-

ges. In my opinion, Kjell has come in as a driving force

Departing president and CEO Carl-

Gustaf Sondén presents his thoughts

on the year that was and what lies

ahead.

Kjell Åkesson took over as presi-

dent and CEO of Lindab AB on

1 January 2003.

annual report 2002

8

summary & strategies

with a fresh new take on things at exactly the right time.

Lindab doesn't have ideas above its station – our philo-

sophy is very down to earth, a direct approach based on

clear goals. As I see it, Kjell and I share exactly the same

position.

Kjell, you have joined Lindab at a stage when major

changes have been made and a clear new strategy

has been put into place. How were you able to follow

this work before you started on 1 January?

KÅ: I didn't actually get involved in this work at all. It

wasn't until the announcement of my appointment as the

new CEO of Lindab that I began my induction process. At

the same time I began to get to know the people here at

Lindab, a process that has since been prioritised.

In 2002 one of the organization's key tasks was to

define a strategy and tactics based on the new sharehol-

ders' goals. I think it a very wise choice to get this work

done before I took over as CEO, as all the experience at

Lindab could then be drawn on without me having too

much influence. I can now take this work further, making

minor adjustments where necessary, but I have not had to

start by drawing up a whole new game plan, which would

have unsettled people.

What are the main challenges facing you and Lindab

in the immediate future?

KÅ: As I see it, we face three key challenges. First we

need to retain our Lindab culture, which is more than

anything else what defines us. It's found throughout the

Lindab world and includes a large measure of motivation,

an innate entrepreneurial spirit and real enthusiasm about

our everyday work. This is something that has been gra-

dually built up over the years by Carl-Gustaf Sondén and

his team.

The second major challenge is to make the new orga-

nization efficient and turn our entrepreneurial structure into

a commercial structure with a clear commercial mindset.

We need to exploit our skills and inherent potential to the

full. One example of this is better distribution of products

and solutions that have historically been "local" to more

Lindab markets. We need to think global.

The third challenge is of course to generate the profi-

table growth that is our overriding objective. This will

require optimal pricing, clear and focused activities, and

extraordinary initiatives of various kinds. One thing is

clear: we will succeed in this only if we master the first

two challenges.

You are not the only company that makes ventilation

ducts and building components out of sheet metal.

What is it that distinguishes you from your competi-

tors and makes Lindab the natural choice?

CGS: Quality genuinely is something that pervades eve-

rything we do, in my opinion. It's found in our broad prod-

uct systems, in our distribution system, in our product

development and in our way of serving customers.

KÅ: We cover the whole chain from processing the raw

materials through to distribution, and we are a player with

a pan-European presence – bolstered in the ventilation

segment by our US company Lindab Inc. By having two

clear core businesses – ventilation duct systems and roof

drainage systems – we have a stable platform from which

to grow. From this platform we plan to achieve greater

market penetration and also have these core businesses

pave the way for all of our other products.

We create solutions that really do make life easier,

that really do make the construction process easier for

our customers – through efficient planning, rapid ordering,

straightforward assembly and low lifecycle costs. We are

physically close to the market and, by having full control

over our distribution and the whole of our delivery system,

we offer complete, coordinated solutions. Finally we're

building relationships for the long term, not least through

our way of being – genuine, direct, helpful.

This is Lindab in a nutshell – solutions and relation-

ships to build on.

Our course has been set. Our vision has been formulated.

View over Skälderviken bay with the blue silhouette of

Mount Kullaberg on the horizon.

9

annual report 2002

10

summary & strategies

Our goa ls and s t ra teg ies are in p lace

"Lindab is to be the quick, flexible and local partner that

delivers high quality in every way in both of its business

areas, Ventilation and Profile.

We are to be perceived as the company that focuses

constantly on meeting customers' needs and offers solu-

tions that create more added value and make customers'

life easier than any other."

OUR VISION

Lindab aims to offer the market readily assembled high-

quality products in two business areas, Ventilation and

Profile.

The basis for this is Lindab's extensive knowhow in

developing, manufacturing, marketing and distributing

sheet metal products.

OUR BUSINESS CONCEPT

GROWTH IN SALES, % APPROX. 15

OPERATING MARGIN (EBITA), % APPROX. 9

RETURN ON CAPITAL EMPLOYED, % * > 20

EQUITY/ASSETS RATIO, % > 35

FINANCIAL GOALS

• focus on prof i table growth

• faster growth in system sales

• specia l focus on Eastern Europe and the USA

• further acquis i t ions to boost vo lumes and products

• increased eff ic iency for product ion operat ions

• greater penetrat ion of developable markets

• cont inued internat ional izat ion with a focus on synergy effects

* Profit before amortisation of goodwill relative to capital employed exclud-ing goodwill from acquisitions is to exceed 20%.

Capital employed is defined as intangible fixed assets excluding goodwill from acquisitions, tangible fixed assets and current assets excluding cash and bank and tax receivables, less current non-interest-bearing liabilities and tax liabilities.

11

From the platform that our new organization and our well

prepared business plans have given us, we will now focus

on strong, profitable growth.

The extensive work carried out in 2002 has made the

group ready for this accentuated growth strategy as of

2003.

The central elements of this growth strategy include the

following:

• Our established core product range is to gain market

share through a focus on countries with low market

penetration and high growth potential

• System sales are to be grown at both Ventilation and

Profile

• Central and Eastern Europe and the USA are defined as

growth markets warranting a special focus

• Market share, synergies and new products are to be

gained through acquisitions

• Our production operations are to be made more

efficient

• Lindab's internationalization is to continue

These strategies and our growth targets can be realised

only through our own efforts.

Our strong entrepreneurial spirit, our status as a

growth company and our many years of success in

Lindab's core markets together provide a strong platform

for taking the Lindab concept one step further. We have

the right products, the right organization and the right

distribution. We consider the chances of success to be

very good.

An incentive programme covering around 40 people

at management level is also a strong driver for success in

the organization.

OUR OVERALL STRATEGY

annual report 2002

12

l indab's strengths

• broad expert ise in processing sheet metal

• expert technical support throughout the p lanning and construct ion process

• IT tools for more eff ic ient and stra ightforward p lanning and engineer ing

• c lose, f r iendly and helpfu l serv ice and support f rom start to f in ish

• the r ight product in the r ight p lace at the r ight t ime through a super ior d istr ibut ion system

Added va lue s t rengthens our bus iness

Our core business has always been clear and focused.

We have concentrated on manufacturing products from

sheet metal for the ventilation industry and the construc-

tion sector.

A company can either diversify into many different

areas and activities or it can concentrate on a select few.

Since 1959 we have chosen the latter option. This has not

only taught us how to manufacture, market and distribute

the products we work with – it has also resulted in close

relationships with our customers and so taught us to

understand the problems and challenges that our custo-

mers face every day.

Once you have fully understood these problems and

needs, it is easier to come up with the solutions. Each

construction project, big or small, consists of a chain of

events: it starts with planning, moves on to engineering,

then ordering and installation, before concluding with ope-

ration. This process demands the right tools and the right

knowhow at every stage from start to finish. The system

solutions we have developed offer precisely these tools

and the added value that customers are after. We make

life easier.

MORE PLAYERS, MORE NEEDS What we sell may be products made from environmentally

friendly sheet metal with the properties demanded by the

customer. But that's not all.

High standards of quality and function for our pro-

ducts and system solutions, coupled with quick and effici-

ent assembly, have always been fundamental to us – and

we offer this through Lindab's product system.

At an early stage we learned the importance of a fine-

PROJECT LAUNCH PLANNING ENGINEERING PURCHASING

Lindab’s support and service systemLindab’s distribution system

Lindab’s IT system

13

mesh network of branches, dealers and distribution cen-

tres so that our products were always close to customers

– and this became Lindab's distribution system.

Orders need to be placed. Deliveries need to be

arranged. Problems and queries arise constantly. So it's

reassuring for engineers, installers and fitters to be able to

obtain helpful and knowledgeable support through our

sales staff and technical experts – Lindab's support and

service system.

A ventilation system or infill wall unit can be designed

and calculated in more than one way. It can be done the

slow way or the Lindab way. We have combined our in-

depth technical and industry experience with our IT

expertise and developed new IT tools for more adaptable,

profitable and dependable engineering achievements. We

launched Lindab's IT system back in the early 1990s and

continue to make life easier for installers, contractors,

engineers and consultants today.

FROM START TO FINISH Collectively this gives our customers a simpler building

process and an easier working day. Thanks to ingenious

solutions, we have been able to combine both "hard" and

"soft" components into a single, intelligent package.

This package adds value from start to finish. Easier,

closer, more efficient – that's Lindab.

Having penetrated the

various phases of the

construction process

and recognized the dif-

ferent needs of the play-

ers involved, we have

been able to build

system solutions with

both “hard” and “soft”

added value.

DELIVERY ASSEMBLY FINE-TUNINGHANDOVER

OPERATIONMAINTENANCE

Lindab’s product system

Two focused bus iness areas

annual report 2002 l indab's strengths

14

We have been working on solutions for ventilation/indoor

climate and building component systems for many years

with the clear ambition of offering products and product

systems in a class of their own. This ambition is unchang-

ed and since 2002 we have divided the business into two

distinct business areas – Ventilation and Profile – and

other business. This gives us a better operational focus

and better utilization of shared resources.

BUSINESS AREA VENTILATIONThe Ventilation business area covers the whole of the

group's ventilation and indoor climate system operations

and has three parts: the pan-European operation's

commercial and production units, the US commercial and

production units at Lindab Inc., and the machinery manu-

facturing operation under the brands of Spiro International

in Switzerland and Spiral-Helix in the USA.

Spiro and Spiral-Helix manufacture machinery for the

production of spiral ventilation ducts and fittings.

The business area's core business is the Air

Distribution product area, which consists of the manufac-

turing, marketing and distributing of circular duct systems.

VENTILATION

AIR DISTRIBUTION IN DOOR CLIMATE MACHINERYITLINE

15

BUSINESS AREA PROFILEThe Profile business area consists of the group's business

in products and product systems for the construction sec-

tor. The business operates exclusively in Europe and is

divided into three regions: Nordic/UK, Western Europe

and Eastern Europe.

The product areas within this business area include

the core business Rainline (roof drainage systems),

Coverline (roof and wall cladding systems), Construline

(lightweight construction systems) and Systemline (com-

plete prefabricated building systems).

OTHER BUSINESS The group's other business consists of a steel service

centre and hot-dip galvanizing at three Swedish compan-

ies: JiWeGalv AB in Sölvesborg, Eskilstuna Galvan AB in

Eskilstuna and Folke i Borlänge AB in Borlänge. The inter-

nal production unit Steel Processing, which mainly suppli-

es processed sheet metal to the Ventilation and Profile

business areas, has some sales to external customers,

which are also counted as other business.

• vent i lat ion business area accounts for 58% of the group's sa les

• prof i le business area accounts for 35% of the group's sa les

• other business accounts for 7% of the group's sa les

• L indab is the wor ld 's largest producer of c i rcular duct systems

• L indab is the Scandinavian market leader in roof dra inage systems

• L indab's new organizat ion fosters a better operat ional focus

PROFILE

RAINLINE TOPLINE COVERLINE CONSTRULINE DOORLINE

SYSTEMLINE

annual report 2002 affärsområde vent i lat ion

16

l indab's strengths

• 125 locat ions in 25 countr ies

• c lose dai ly contact with customers

• eff ic ient order and del ivery serv ice

• expert technical support

• industry- leading research centres open to customers

Easy, c lose, e f f ic ient

Proximity is important for ventilation installers, building con-

tractors and sheet metal workers. A solution can be as in-

genious, easy to assemble and economical as you like, but

unless it is close at hand it might as well not exist. For this

reason we have always focused on a local presence and can

now be found in 125 locations in 25 countries so that we can

deliver the solutions our customers desire.

LOCAL DISTRIBUTION SYSTEM With our well developed network of sales offices and distribu-

tion warehouses, delivery straight from stock within 24 hours

is the rule rather than the exception. This means that our

range of almost 30 000 items really is close at hand, whether

customers choose to collect themselves, use the various deli-

very systems we offer or buy through their local builders'

merchant or dealer.

Proximity to the market can also be viewed from another

equally important perspective, namely personal contact with

our customers. Through this dialogue we get to know our

customers, their needs and their problems. This is the star-

ting point for both closer customer relations and innovative

product development. It is through these relationships that

we learn how we can best help customers and make their life

easier.

WELCOME TO LINDAB The value of good and close contact with customers cannot

be overestimated – even when a contractor is simply collec-

ting materials for the day's work from a Lindab branch early

in the morning or calling to confirm a planned delivery is on

schedule. The important thing is that we get better and better

at solving customers' problems and build a profitable and

rewarding long-term partnership. This means that customers

always feel welcome at Lindab, whatever the circumstances.

TECHNICAL SUPPORT Sometimes our sales staff face challenges that they may not

be able to overcome immediately. Our central technical supp-

port team is then an expression of our ambition to be close,

to assist and make life easier – even when it comes to com-

plex technical issues. In both of our business areas there are

both centrally located product managers and local support

staff focusing on specific product or customer groups in each

product area.

Through site visits our technical support teams give not

only customers but also architects, engineers and other con-

sultants free technical support and advice on ventilation,

indoor climate and construction technology. We often exploit

our powerful IT solutions here, so advancing our positions

17

and getting involved in the engineering and planning process

at an early stage.

This ensures greater efficiency and guaranteed functio-

nality for the systems we supply, which is reassuring for the

engineer, installer and client alike.

SCIENTIFIC BASIS All of our product development has a scientific basis. A ceil-

ing unit for distributing air into a room may not look much but

we need to know its exact properties in terms of air displace-

ment, sound generation, dimensioning and leakage in real-

world operation.

For a number of years we have had world-leading

acoustics and air laboratories for indoor climate and ventila-

tion technology where we undertake industry-leading re-

search. By also opening our research centres to our custo-

mers and their problems, we can carry out full-scale testing

on sensitive installations before they are installed and built in.

This can save considerable resources and also lead to new

and even better solutions.

By making life easier for customers through local distribution,

personal contact and technical support, we build long-term

partnerships. And we are delighted to have tens of thousands

of partners the world over.

Expert technical support,

constant product develop-

ment and full-scale testing of

complete ventilation installa-

tions are important activities

that enhance our competi-

tiveness.

annual report 2002 affärsområde vent i lat ion

18

l indab's strengths

• a lmost 3 800 employees wor ldwide

• the L indab spir i t makes us a coordinated and focused team

• goal-dr iven workgroups and decentra l ised organizat ion

• extensive exper ience and expert ise

• through our people we l is ten

• through our people we move forward

Teamwork in the L indab sp i r i t

A great deal has happened since 1959. In those days

sheet metal was bent into ventilation ducts, gutters and

downpipes manually on site. But ideas for change were

dawning.

It was with this in mind that Lindab was founded. The

people who recognized the potential of these new ideas

and solutions were the first representatives of our most

important resource – our employees. Back then there was

just a handful of them. Today we have almost 3 800 skill-

led, creative and committed employees.

THE LINDAB SPIRIT Commitment is more than just a buzzword at Lindab.

Lage Lindh, who founded the company and lent it his

name, spoke enthusiastically about the "Lindab spirit". It

puts the individual in the heart of things and creates a fer-

tile seedbed for a healthy entrepreneurial spirit, common

sense and real commitment. It turned us into a coordina-

ted team at an early stage and continues to do so today.

We know what we want and we believe in what we do –

and we do it.

There are many ways in which the Lindab spirit is

expressed at Lindab. Through goal-driven workgroups, a

decentralised organization and a continuous programme

of training and development, we have created an environ-

ment where exciting new ideas and approaches flourish.

This in turn has led to new market-oriented solutions

to problems relating to everything from product develop-

ment to the delegation of duties, and with the skills and

creativity of our personnel we have attained an industry-

leading position.

Our extensive suggestion scheme leads to constant

improvements and cost-cutting efficiency measures as

well as continuous improvements in our environmental

performance.

19

ON THE FRONTLINE Today we have advanced the businesses in which we

operate from the age of the artisan to the age of industry

and information technology. The system solutions that we

supply through our employees in 25 countries are based

on growing prefabrication, rationalization and time/cost-

efficiency on the frontline.

It is through our personnel that we listen, understand

needs and develop solutions. It is this level of attention

that drives us forward – and gives our customers the

down-to-earth contact, time-saving system solutions and

coordinated delivery service that they have come to

expect from Lindab.

BREAKDOWN BY SEX

Men 81%

Women 19%

annual report 2002 affärsområde vent i lat ion

20

l indab's strengths

• recycl ing ethic centr ing on steel

• wel l establ ished and c lear ly def ined environmental pol icy

• 90% of business cert i f ied to ISO 14001

• the use of steel resul ts in heal thy bui ld ings

• the use of proper ly funct ioning indoor c l imate systems resul ts in a comfortable

indoor environment

A cha in o f care for the fu ture

Our business is based on long-term sustainable and envi-

ronmentally friendly systems with recyclable sheet metal

with a steel core as its main raw material. This is a materi-

al that is extremely environmentally friendly and has a

natural place in the modern approach to sustainability.

MINIMUM ENVIRONMENTAL IMPACT Our products go through three phases: production, con-

sumption and recycling. Discharges and harmful emiss-

sions are eliminated in production through the use of

modern closed production systems. During the consump-

tion phase when the products are installed in buildings the

steel emits no harmful or unwanted substances. And

recycling means that the sheet metal can easily be used

over and over again. Thus the production/consumption/

recycling cycle is closed in a responsible way.

For a number of years we have adhered strictly to our

own environmental policy with a goal of "minimum possi-

ble environmental impact for long-term sustainable deve-

lopment". Our environmental work enjoys high priority and

focuses on minimising the use of raw materials, compo-

nents, energy, packaging and transport. Today 90 percent

of Lindab's business is certified to ISO 14001.

Through our consistent and increasingly sharp focus on a

healthy environmental approach in both theory and practi-

ce, we are creating solutions not only for our generation

but also for future generations. This is one way in which

we are contributing to the future.

HEALTHY PEOPLE IN HEALTHY BUILDINGS Steel is not only a good choice in terms of recycling – it

also results in other equally important environmental

gains.

Reports of "sick buildings" – buildings affected by

some form of mildew or moisture problem – have been

common in recent years. Often the problems result from

the combination of a faster construction process, moistu-

re-sensitive materials and construction at times of the

year when humidity and precipitation are high. Insufficient

drying times lead to moisture being trapped inside walls

and ceilings, allowing mildew and fungi to flourish.

To use Lindab's steel building components is to use a

material that lacks the ability to absorb moisture and so

provide an environment that prevents this type of pro-

blem. The increasingly industrialised construction process

offered by, say, steel infill wall units, results in the faster

21

enclosure of the building, which further reduces the risk of

accumulating moisture.

PRODUCTIVE INDOOR CLIMATE The importance of the indoor climate for our health is

attracting more and more attention. The ventilation

system, its function and its maintenance play a key role

here, as does the use of various types of equipment to

regulate the indoor climate. Not only the purity of indoor

air but also its temperature and humidity impact directly

on comfort and wellbeing.

The Ventilation business area's system solutions

include duct products and vents that allow easy and

effective cleaning of duct systems, together with a broad

range of indoor climate products for air displacement,

water-based heating/cooling and indoor climate control.

This provides a good basis for a better and healthier

indoor climate.

The US operation at Lindab Inc. has gone one step

further by also offering duct systems containing interiors

coated with AgION*, an antimicrobial compound that

suppresses the spread and growth of bacteria, molds and

fungi. This is being done in conjunction with AK Coatings

Inc. and has recently been launched widely across the

USA.

* AgION is a registered trademark of AgION Technologies LLC, USA

Healthy construction materials and a comfortable, produc-

tive indoor climate make for buildings where people feel

good.

Lindab has been the European market leader in circular

duct systems for a number of years. A comprehensive

product range with unique technical solutions has led to

constantly growing demand for our duct products. A

range of accessories has gradually been added around

this central product system, which – along with our IT

tools – enable the sale of complete system solutions for

both ventilation and indoor climate technology.

The research and development work we undertake,

including our Northern European acoustics and air labora-

tories, ensures continuous product development and

quality assurance of the function and properties of our

products. Altogether this leaves us well placed to meet

the market's needs for systems and components that

provide the air environment and the pleasant, productive

indoor climate that have become increasingly popular.

The pan-European ventilation business is headed by

Johan Bergkvist, while its US counterpart is headed by

Lars E.W. Nilsson.

PRODUCTS The business area's products and system solutions are

aimed at ventilation installers and other contractors who

work on the installation and sale of complete ventilation

systems. Five central product areas have been defined in

this business area.

Air Distribution consists primarily of our range of cir-

cular ducts and fittings, complemented by rectangular

duct products and hoods. The products in this area are

used for the construction of ventilation systems and are

the business area's core business. The Air Distribution

product area accounts for a high proportion of the busi-

ness area's sales and is set to retain its dominant posi-

tion, not least through the continued initiatives planned.

Indoor Climate-Air is our range of diffusers, grilles

and dampers used to regulate and control the flow of air

in a room.

Indoor Climate-Water is our range of cooling

beams, facade systems and ceiling heating solutions that

impact directly on comfort and temperature in a room.

The new supply-air beam Architect and chilled beam

Carat were successfully launched during the year. The

strategy for the Indoor Climate–Air and Indoor

annual report 2002 affärsområde vent i lat ion

22

business area vent i lat ion

Center ing on c i rcu lar duct systems

SALES, SEK M 3 018

OPERATING PROFIT (EBIT), SEK M 175

OPERATING MARGIN, % 5.8

INVESTMENT IN FIXED ASSETS (GROSS), SEK M 105

AVERAGE NUMBER OF EMPLOYEES 2 425

OF WHICH IN SWEDEN 656

2002

• f ive product areas in vent i lat ion technology

• core business is c i rcular duct systems – Air Distr ibut ion

• s l ight downturn in 2002

• strong growth strategy in p lace

• increased penetrat ion of developable markets for core business

• increased focus on technical products and system sales

23

Climate–Water product areas is to reach a broader inter-

national market through our sales and distribution organi-

zation.

Indoor Climate-Acoustics is a complete range of

silencers which, when correctly positioned in the duct

system, provide the basis for a quiet and pleasant ventila-

tion system. We will be sharpening our focus on the

importance of soundproofing for comfort and on the uni-

que product solutions that Lindab can offer in this area.

ITline is our unique range of design, calculation and

quantification programs for ventilation and indoor climate

systems. This product area links the first four product

areas together and forms the basis for our drive to grow

system sales.

Within the ITline product area there has been intensi-

ve development of our design and calculation program

CADvent to include several different versions with exten-

ded functionality. The goal is to further broaden the user

base for this and other programs, which will not only

strengthen Lindab's skills profile but also directly open up

opportunities for add-on sales through their product

selection functions.

Air DistributionCircular and rectangular duct systems for ventilation systems.

Indoor Climate-AirVents, grilles and diffusers to control air flowsin rooms and buildings.

Indoor Climate-WaterCooling beams, facade systems and heating strips tocomplement ventilation with heating and/or cooling.

Indoor Climate-AcousticsSilencers to create a quieter and more com-fortable indoor environment.

ITlineIT tools for the design, calculation, quantification andplanning of complete ventilation and indoor climatesystems.

annual report 2002 business area vent i lat ion

24

SALES BY PRODUCT GROUP

Air Distribution 78%

Machinery 5%Indoor Climate 17%

SALES BY MARKET

The Nordic countries 47%

Other markets 1%USA 11%Eastern Europe 4%

Western Europe 37%

MARKET AND SALES Growth in the business area's sales was generally weak in 2002

and stagnated in some markets. Overall, sales fell by 1.7 percent to

SEK 3 018 M (3 069), equivalent to 58% (59) of the Lindab

group's sales.

Sales in Europe totalled SEK 2 650 M (2 658), marginally down

on 2001. The decrease was due to market conditions and the eco-

nomic climate in 2002. Not unexpectedly, Lindab's operations in

Germany took a turn for the worse. Denmark, Sweden and to some

extent Norway were weak but the markets did not contract. The

exceptions included the Baltic States and Finland, which managed

to achieve good results and stronger market positions, albeit star-

ting from fairly modest volumes.

Lindab markets all five of the product areas presented here in

Europe.

On 1 January 2002 Lindab acquired Dutch sales company

Inatherm B.V., which markets and distributes technical products

such as fans and diffusers. Gradually adding our own products

from the Indoor Climate-Air and Indoor Climate-Water product

areas will further strengthen this profitable company and give

Lindab a natural and strong distribution channel in the Benelux

region.

USA GAINS MARKET SHARE The US operation grew slightly more than the market average in

2002 and so Lindab Inc. was able to increase its market share by

7 percent during the year. Sales amounted to SEK 333 M (384). The

drop in sales was due primarily to exchange rate movements; the

decrease in local currency was just 1.8 percent. Nevertheless the

unfavourable market resulting from 11 September 2001 and the

weak US demand situation are hampering continued growth.

In the USA Lindab markets the Air Distribution product area

with the help of the benefits offered by the ITline product area.

Schools continued to be approached during the year, which is

expected to result in healthy sales growth in the near future.

The US market plays an important role in Lindab's growth strategy.

Lindab's ventilation products were heavily promoted in 2002. The

target group was schools and school administrations, and the

theme was the importance of good clean indoor air for the well-

being and performance of students.

The IT tool CADvent is a strategically impor-

tant resource for increasing the use of

Lindab's ventilation products.

Together with AK Coatings Inc., Lindab is marketing the

Spiro+AgION product system, which consists of ducts

and duct fittings with interior coatings of the antimicrobial

substance AgION, which is also used in the food industry.

Given the unique distribution structure that applies in

the US market, Lindab has given special priority to the

needs of distributors and dealers in terms of efficiency,

simplicity and speed during planning, tendering and orde-

ring. To this end a unique management system is currently

being further developed, which will result in a stronger

partnership and simplified tender/order management.

These IT systems will be launched in the US market first

but will later be introduced in Europe as well. This will fur-

ther strengthen Lindab's already strong position when it

comes to IT tools.

COMPETITION The competitive situation is largely unchanged. In Europe

none of our competitors can offer as broad a product

range or a distribution system that can match Lindab's.

By controlling the whole chain from purchasing/logistics

through product development/production to sales/service

we can offer attractive product solutions with very high

levels of availability.

Fläkt Woods, Trox and Halton are internationally acti-

ve competitors, while players like Berliner Luft and

Stifab/Farex operate in more local markets.

REORGANIZATION The reorganization carried out in the group in 2002 has

had a greater impact on Ventilation than on Profile. A

common business plan means that the various business

units are now increasingly pulling in the same direction

towards common goals. The new organization means

better utilization of shared resources and all business

units now have access to the business area's complete

package of products, distribution systems, logistics and

so on.

The new organization gives us good opportunities to

further develop distribution, which is a key strength that

makes it possible for us to efficiently meet the market's

needs for proximity and availability. A major product deve-

lopment drive is planned, covering not only brand new

products and product systems but also the development

of products that can readily be adapted to the needs of

different countries.

OUTLOOK The internationalization of Ventilation is continuing. We

aim to further strengthen our presence in existing markets

and are considering expansion into a number of new mar-

kets in both Europe and Asia.

In some of our existing markets we have a relatively

modest market share. Here there is real potential for rapid

growth, especially in the Air Distribution product area. This

can be achieved by making better use of our world-

leading position in the industry and the market-oriented

distribution and service systems that we have developed.

We will move into new markets through a combination of

acquisitions and start-ups.

One key element of our activities in both new and

existing markets is the development and maintenance of

the business area's core business, the Air Distribution

product area, and circular duct systems in particular.

25

Johan Bergkvist,

business area manager

Ventilation Europe

As the actual ventilation duct system is hidden inside walls and ceilings, roof

and wall vents from the Indoor Climate-Air and Indoor Climate-Water product

areas are the only visible products. They make attractive design combined with

perfect function an important competitive parameter.

26

Lindab has a market-leading position in the development,

production and marketing of machinery for the manufac-

ture of spiral ventilation ducts and ventilation fittings. The

main customer segment is the ventilation industry in

Europe, Asia and North America.

The machinery products can also be supplemented

with the supply of ventilation fittings. In this way a suc-

cessful one-stop-shop concept can be marketed to the

ventilation industry.

The business is headed by Christer Brovinius and

marketed under the brands of Spiro International in

Boesingen, Switzerland and Spiral-Helix Inc. in Illinois,

USA. The business employs 35 people in Switzerland and

27 in the USA.

Spiro has been a pioneer in the development of machin-

ery for the production of ventilation ducts and launched

the world's first SpiroTubeformer – the machine for the

manufacture of spiral tubes that revolutionised the ventila-

tion industry – right back in the 1950s.

annual report 2002 business area vent i lat ion

Machinery product ion

SPIRO INTERNATIONAL S.A.

SPIRAL-HELIX INC.

• machinery for the manufacture of spira l vent i lat ion ducts

• development , product ion and market ing

• Europe, Asia and the USA

• market ing through one-stop-shop concept

• two brands under common management

• Spiro Internat ional and Spira l -Hel ix

27

annual report 2002 affärsområde vent i lat ion

28

business area prof i le

Roof dra inage and system th ink ing

The Profile business area offers a wide range of compo-

nents and solutions for the construction industry. At the

heart of the business is an extensive range of roof drain-

age solutions, which is currently the market-leading brand

in Scandinavia. However, this is just one of a number of

product areas where Lindab offers the market modern

package solutions for efficient, economical and aesthetic

construction. As with the Ventilation business area, the

common denominator is products and product systems

made out of sheet metal.

The business operates exclusively in Europe and is

divided into three regions with slightly different product

ranges to reflect differences in demand and market con-

ditions. The business area is headed by Anders Persson.

PRODUCTS The Business area's products and system solutions are

aimed at the construction industry and building contrac-

tors in all three regions and at the sheet metal working

industry in Sweden, Norway and Finland. Parts of the

product range are also sold in the DIY market. Five main

product areas have been defined in this business area:

LindabRainline is the market's broadest range of prod-

ucts for effective and safe roof drainage. It consists of

more than 60 components and offers straightforward and

uncomplicated assembly of guttering and downpipes.

Products are divided into a standard range and a special

range for professional users such as sheet metal workers

and building contractors. New colours were launched in

2002 which have been well received by the market. Roof

drainage systems are the business area's core business

and are set to retain this position for the foreseeable futu-

re alongside the growing Systemline product area.

LindabCoverline is a wide range of profiled sheet

metal wall and roof cladding in different designs and

colours. These products offer strong and durable cladding

with a long life and cost-effective assembly. The range

extends from tile-like roof plates through trapezoid sheet-

ing to floor-decking for roof and ceiling construction.

LindabConstruline is Lindab's building component

range for modern steel structures using steel purlins, light-

weight purlins, steel battens etc. The benefits of building

with steel are considerable. Lightweight construction

SALES, SEK M 1 856

OPERATING PROFIT (EBIT), SEK M 137

OPERATING MARGIN, % 7.4

INVESTMENT IN FIXED ASSETS (GROSS), SEK M 51

AVERAGE NUMBER OF EMPLOYEES 1 051

OF WHICH IN SWEDEN 420

2002

• f ive main product areas in construct ion technology

• core business is roof dra inage systems – L indabRainl ine

• growth of 6 .2% in 2002

• strong growth strategy in p lace

• increased penetrat ion of developable markets for core business

• increased focus on system sales in the Systeml ine product area and

at L indab But ler

29

results in better overall economy and superior workplace

ergonomics. Factory-made and delivery-marked lengths

eliminate wastage and result in a clean and comfortable

workplace. The use of steel purlins in infill walls and of

steel for flat-to-pitch conversions is growing in volume.

IT tools developed for design and quantification and

for specially developed fastenings have enabled the mar-

keting of industrial construction solutions which substanti-

ally reduce planning times and also bring all the benefits

of steel to the design.

LindabDoorline is a range of garage and industrial

doors. A CFC-free sandwich design with embossed steel

cladding results in a well insulated, durable and aesthetic

door. Lindab garage doors are now being sold success-

fully through DIY stores in Sweden, Norway and Denmark

and through dealers in Hungary. Both garage and industri-

al doors are fitted with Lindab's unique crush and drop

protection solutions.

LindabSystemline is our concept for system sales

based on the above product areas. Each system consists

of a prefabricated building kit, including steel frame and

other materials, for an entire building. Previously this prod-

uct area focused on farm buildings and fairly straightfor-

ward warehousing and industrial halls. The acquisition of

the business operations of Butler Europe Kft. in Hungary

has substantially strengthened this product area, and the

product range is now being broadened to include all

types of prefabricated industrial and commercial building.

Rainline

An extensive range of guttering, downpipes and fittings in

various colours and sizes.

Coverline

Profiled sheet metal roof and wall cladding for homes,

farms and industry.

Construline

Lightweight construction system consisting of purlins, bat-

tens and so on made from environmentally friendly steel.

Systemline

Complete solutions consisting of prefabricated building

kits – from simple halls to more complex buildings of a

conventional type.

Doorline

Garage and industrial doors.

annual report 2002 business area prof i le

30

MARKET AND SALES The business area's sales showed clear growth in 2002, climbing

6.2 percent to SEK 1 856 M (1 747), equivalent to 35 percent (34) of

the Lindab group's sales. There was a slight drop in sales in the

Nordic region to SEK 1 044 M (1 076), which was offset by increa-

ses in both Western Europe and Eastern Europe to SEK 142 M

(103) and SEK 662 M (560) respectively.

There is a clear positive trend in both Poland and Romania

besides an already strong position in Hungary. In the core markets

of Sweden and Denmark and in the not quite so developed

Norwegian market, weak construction activity had a negative

impact on sales in 2002.

A sharper focus on the roof drainage system is planned for

parts of Europe where plastic is the most common material. Ten

years ago very few of our roof drainage products were sold in

Denmark, a market which was then very much focused on plastic.

By concentrating on quality and highlighting the product benefits

that Lindab's steel roof drainage systems offer, the same favourable

developments as seen in Denmark are expected to be realised in

more and more markets.

Sales in Northern Europe are channelled through Lindab's own

branch network and builders' merchants. In Germany and Denmark

builders' merchants are the primary distribution channel, while sales

in Eastern Europe go through local distributors. Strong and close

relationships with these players are being built through our training

programmes and promotional activities.

LINDAB BUTLERIn July 2002 the business operations of Butler Europe Kft. were

acquired from Butler Manufacturing Company in the USA.

Butler's building solutions and steel hall concepts have been

marketed since 1954 and are very well established in Europe, with a

strong position in the UK, Germany and, above all, Hungary and the

surrounding countries. Butler's skill and experience in building solu-

Lindab Butler's prefabricated building system offers real freedom of design for

a wide range of commercial building types.

tions and Lindab's broad construction and ventilation expertise are

a perfect match. Butler's unique MR-24 roof structure allows larger

spans than with conventional hall designs and so offers new archi-

tectural freedom.

The concept now being marketed by Lindab Butler is based on

a faster and more flexible way of erecting large buildings for primari-

ly commercial use. Lindab Butler supplies a complete prefabricated

building kit based on the customer's specifications, which is then

assembled and erected by independent builders – Butler Builders.

Depending on the customers' needs, the appearance can vary from

straightforward halls to architecturally more interesting buildings with

an exterior/interior on a par with conventional buildings.

The goal is to develop Lindab Butler into one of Europe's lea-

ding suppliers of building kits and steel building systems. Produc-

tion will be based primarily in Hungary.

There has been relatively extensive collaboration with the

University of Budapest for some time now on the development of IT

tools for Lindab's hall system, among other things. Just as CADvent

has helped to integrate and increase the efficiency of design, calcu-

lation, tendering and ordering in the Ventilation business area, this

software will provide similar opportunities for the Systemline product

area.

SALES BY PRODUCT GROUP

Coverline 36%

Rainline 22%Sheet metal 16%

Doorline 9%

Construline/Systemline 17%

SALES BY MARKET

The Nordic countries 56%

Other markets 1%Eastern Europe 35%

Western Europe 8%

COMPETITION The Profile business area operates in a relatively frag-

mented European market with few large players and many

small players. No competitor can claim to master as

extensive a range of construction components and steel

system solutions as Lindab. The reorganization in 2002

has further strengthened Lindab through synergy effects

in areas like purchasing, material development, production

development, marketing and logistics. Our prioritisation of

close relationships, training programmes, IT tools and

continuous product development are key tools for effec-

tively staving off the competition.

Although there have been no major changes in the

competitive situation since 2001, the acquisition of Butler

Europe Kft. has taken us into a new arena with new com-

petitors like Astron, Atlas and Remco.

In the roof drainage product area, German company

Rheinzink is the market leader, followed by Lindab,

Plannja and Marley.

When it comes to roof and wall cladding systems,

Lindab is on a fairly equal footing with Rannila, Plannja

and Finnish Profiles.

OUTLOOKThe business plan prepared in 2002 highlights a number

of key areas.

There will be a continued focus on the Rainline prod-

uct area, including an increase in market share in Western

Europe. The UK, Germany and the Benelux countries are

interesting growth markets where we are already estab-

lished.

The focus on hall systems through Lindab Butler will

be intensified and broadened to include new markets.

Continuous product development will be highlighted

as a strategically important activity and will involve a com-

bination of in-house product development and product

acquisitions. This focus area also includes increasing the

efficiency of the production structure, with an increased

proportion of production closer to the local markets.

Finally there will be expansion into new markets, for

example in Central and Eastern Europe.

31

Anders Persson,

business area manager

Profile

Lindab is the leading roof drainage brand in Scandinavia. Here the products can be

seen fitted to the Rock City rock music centre in Hultsfred, Sweden. What cannot

be seen are the steel purlins and floor-decking from Lindab used for the construc-

tion of all walls and ceilings in this large complex.

32

Stee l serv ice centre and hot-d ip ga lvan iz ing

STEEL SERVICE CENTRE The group offers steel services and steel processing for

external customers.

Folke i Borlänge AB in Borlänge, Sweden is one of the

country's leading steel service centres. Perforation of

most materials in most hole sizes, cutting and slitting

sheet metal to the customer's specifications, and supply-

ing commercial steel – beams, tubes and bars – are its

core business.

Through a sharp focus on delivery precision and relia-

bility, combined with a clear commitment to quality and

the environment, Folke i Borlänge AB fully meets all of its

customers' steel service needs.

Lindab's central steel processing unit in Grevie, whose

main role is to provide the Ventilation and Profile business

areas with an efficient supply of sheet metal, also has

some external sales to customers outside the group.

HOT-DIP GALVANIZING JiWeGalv AB in Sölvesborg, Sweden and Eskilstuna

Galvan AB in Eskilstuna, Sweden are hot-dip galvanizing

companies. Their customers are primarily external.

The hot-dip galvanizing process complies with

EN-ISO 1461. Subsequent treatment of drops and runs,

as well as perforation etc., are also offered by the compa-

ny.

JiWeGalv's premises in Sölvesborg were hit by a

major fire in 2002 and rebuilding is currently under way.

Once this is complete, JiWeGalv will have one of the

world's most modern hot-dip galvanizing facilities.

Together these companies have a 20 percent share of

the Swedish market.

annual report 2002 other business

SALES, SEK M 361

OPERATING PROFIT (EBIT), SEK M 6

OPERATING MARGIN, % 1.7

INVESTMENT IN FIXED ASSETS (GROSS), SEK M 9

AVERAGE NUMBER OF EMPLOYEES 290

OF WHICH IN SWEDEN 290

2002 SALES BY PRODUCT AREA

Sheet metal 77%

Hot-dip galvanizing 23%

JIWEGALV AB

ESKILSTUNA GALVAN ABFOLKE I BORLÄNGE AB

STEEL PROCESSING

33

Lindab Intressenter AB org. no. 556606-5446.

Lindab Intressenter AB acquired the shares in Lindab AB with

effect from 1 July 2001. Lindab Intressenter AB is owned by

Ratos AB 48.2 percent, Livförsäkringsaktiebolaget Skandia 23.9

percent, the Sixth Swedish National Pension Fund/AP6 23.9 per-

cent and its board, management and senior executives 4.0 per-

cent.

The income statement for 2001 and some key figures have

been restated (pro forma including Lindab Intressenter for the

whole year) to aid year-on-year comparison.

THE BOARD AND CHIEF EXECUTIVE OFFICER HEREBY SUB-MIT THEIR ANNUAL REPORT FOR 2002.

ORGANIZATION

Lindab underwent a major reorganization during the year. Since 1

March 2002 the business has been divided into two business

areas - Ventilation and Profile - and other business.

Previously Lindab was organised purely geographically.

SALES

The Lindab group generated sales of SEK 5 235 M (5 160), an

increase of 2 percent. Volumes fell by 1 percent unit during the

year and exchange rate movements had only a marginal impact.

The acquisition of Dutch company Inatherm B.V. and the business

operations of Hungarian company Butler Europe Kft. lifted sales

by 3 percent.

Products equivalent to 82 percent (82) of sales were manu-

factured within the group.

Sales outside Sweden increased by 3 percent (15) to SEK

3 761 M (3 642), equivalent to 72 percent (71) of the group's total

sales.

MARKET

Lindab's sales are affected by demand from the construction sec-

tor. This applies in particular to the Profile business area, which

manufactures products for the construction industry.

The Ventilation business area is increasingly being affected by

growing awareness of the importance of indoor climate for health.

Increased use of heat-generating electronic equipment in offices

has increased the need for good ventilation equipment, and

Lindab's system solutions in circular ventilation are well placed in

this respect.

SALES BY MARKET

SEK M 2002 2001

Nordic region 2 822 2 870

Western Europe 1 253 1 191

Eastern Europe 784 672

USA 333 384

Other markets 43 43

Total 5 235 5 160

EARNINGS

The gross margin rose to 24.9 percent (23.0) even though raw

material prices increased by around 20 percent.

Operating profit grew by 15 percent to SEK 211 M. The ope-

rating margin was 4.0 percent. Acquisitions had only a marginal

impact on the year's earnings.

Earnings were negatively affected by an unsatisfactory perfor-

mance in the UK and the USA.

Depreciation and amortisation amounted to SEK 300 M,

including goodwill amortisation of SEK 114 M. Other operating

income and expenses included not only exchange rate differen-

ces in operating assets and operating liabilities but also capital

gains of SEK 10 M from the sale of properties. Lindab has signed

a seven-year lease for these properties.

Profit after financial items came to SEK 83 M. Net financial

items amounted to SEK -128 M. The average interest rate inclu-

ding exchange rate differences was 6.2 percent. The net profit for

the year was SEK 21 M after tax of SEK 62 M, equivalent to a tax

rate of 75 percent. Adjusted for non-allowable goodwill amortisa-

tion, the tax rate was 31 percent.

Profit-related bonuses to employees totalled SEK 12 M, of

which the Swedish group companies accounted for SEK 1.5 M.

ASSETS

The Lindab group's total assets decreased by SEK 380 M to SEK

5 298 M (5 678) during the year.

FIXED ASSETS

The total value of the group's fixed assets fell by SEK 381 M to

SEK 3 509 M (3 890) due to the sale of a large part of the group's

Swedish and Norwegian property portfolio. Goodwill amortisation

of SEK 114 M was also recorded.

A high proportion of the group's Swedish properties was sold

during the year. Lindab has signed a seven-year lease with the

purchaser LB Kiel Linden AB. Lindab has also sold a property in

Oslo, Norway. Here Lindab has entered into a 15-year lease.

INVESTMENTS

Gross investment in fixed assets amounted to SEK 176 M

and breaks down as follows: intangible assets SEK 11 M, proper-

ty SEK 33 M and machinery and equipment SEK 132 M.

The bulk of the investment in machinery was expansion-rela-

ted rather than efficiency- or maintenance-related.

annual report 2002 administrat ion report

34

Admin is t ra t ion repor t

35

CURRENT ASSETS

Stock increased by SEK 35 M during the year and amounted to

16.3 percent (15.9 percent) of the group's sales at the year-end.

Accounts receivable totalled SEK 670 M (718) at the year-

end, equivalent to 46 (50) days' sales.

LIQUID FUNDS

The group's liquid funds totalled SEK 108 M (150) at the year-end.

Available funds including unused credit facilities totalled SEK

1 353 M (1 517).

LIABILITIES

The group's net debt - the difference between interest-bearing lia-

bilities and provisions and liquid funds - amounted to SEK 1 931

M (2 373), including pension provisions of SEK 57 M (54). Interest-

bearing liabilities fell by SEK 484 M to SEK 2 039 M (2 523).

The debt/equity ratio was 0.9 (1.1) at the year-end.

MAIN BALANCE SHEET ITEMS

SEK M 1998 1999 2000 2001 2002

Stock 661 585 811 818 853

percent of sales 19.8 16.4 18.4 15.9 16.3

Accounts receivable 429 494 651 718 670

percent of sales 12.9 13.8 14.8 13.9 12.8

Accounts payable 224 243 358 395 494

percent of sales 6.7 6.8 8.1 7.7 9.4

SHAREHOLDERS’ EQUITY

Consolidated shareholders' equity increased to SEK 2 252 M

(2 232).

SEK M

Shareholders' equity on 1 Jan 2002 2 232

Net profit 21

Option scheme 9

Translation differences –10 20

Shareholders' equity on 31 Dec 2002 2 252

,

895

2 2523 509

141

1 931815

3%

45%

52%

Capital employed Financing

Operatingcapital

(excl. cash and bank)

Fixed assets

Net debt

SEK 4 324 M SEK 4 324 M

Provisions for taxes

Sharehol-ders' equity

FINANCIAL POSITION

The diagram below shows how capital employed (defined as total

assets less current non-interest-bearing liabilities, financial invest-

ments and cash and bank) is financed. If shareholders' equity is

compared with capital employed instead of total assets, the ratio

rises from 43 percent (41) to 52 percent (54).

ACQUISITIONS

The Lindab group made two acquisitions during the year. Dutch

company Inatherm B.V. was taken over in February. The company

operates in the Ventilation business area and generated sales of

SEK 59 M in 2002.

US outfit Butler Manufacturing Company's European opera-

tion was acquired in July. The company produces steel carcasses

for Lindab's hall concept in the Profile business area and genera-

ted sales of SEK 70 M in 2002.

Both acquisitions had only a marginal impact on the group's

earnings in 2002. Lindab also started up two new companies in

Latvia and Lithuania in 2002.

INSURANCE LOSSES

In August Lindab's ventilation factory in the Czech Republic was

hit by flooding. Production was back in full swing a month later.

The loss was fully covered by insurance.

On 30 December fire broke out at JiWeGalv in Sölvesborg,

Sweden. A 4 000 m2 building burned to the ground and two gal-

vanising lines were destroyed. Production was immediately trans-

ferred to another group company and external suppliers.

36

The building was insured to its full value and the machinery and

equipment were insured to their replacement value. Cover for

business interruption and additional expenditure was adequate.

The fire led to the scrapping of machinery with a value of SEK

12 M and property with a value of SEK 6 M. This did not impact

on the year's earnings as the loss was covered by insurance.

PRODUCT DEVELOPMENT

Product development is a continuous process in each business

area. The Lindab group's development departments focus consi-

stently on product development with a view to developing readily

assembled products and system solutions in sheet metal that

offer benefits in the form of better economy, better function and

better environmental properties. Through dialogue with customers

Lindab maps the market's future needs, and this forms the basis

for an innovative product strategy. Lindab plans to increasingly

exploit the synergies between the group's business areas.

Development costs totalled SEK 37 M in 2002, breaking

down into SEK 25 M at Ventilation, SEK 9 M at Profile and SEK 3

M for other business.

The number of employees in the group's product develop-

ment departments was 56: 37 at Ventilation and 19 at Profile.

Product development is also discussed in each business area

report.

ENVIRONMENT

The company's business consists of the manufacture of products

from sheet metal, which impacts on the natural environment pri-

marily through emissions of dust, the discharge of metals into

wastewater and noise from traffic and ventilation facilities. Four of

the Swedish group companies require permits and seven must

register under the Swedish Environmental Code. Three of these

companies hold permits for the surface treatment of metals, while

one also has a permit for processing zinc waste. Each year the

Swedish companies submit an environmental report to the super-

visory authority with information on permit decisions and compli-

ance.

Lindab's overall impact on the environment through emiss-

sions and pollution is very limited and cannot be compared with

other industries.

ENVIRONMENTAL LIABILITY

There are no known contaminated buildings that could result in

substantial future costs.

Environmental insurance has been taken out for operations

undertaken at properties in Sweden and provides cover for liabili-

ty for damages in accordance with the Swedish Environmental

Code.

NEW CEO

In 2002 president and CEO Carl-Gustaf Sondén and deputy CEO

Hans Schmidt-Hansen announced that they had decided to leave

their posts once a new organization and business plan were in

place.

The board appointed Kjell Åkesson as the new president and

CEO. Kjell Åkesson was CEO of Bilia AB until the end of 2002

and has extensive experience in industrial business operations.

THE BOARD AND ITS PROCEDURES

The board has eight full members and three deputy members

elected by the general meeting. The members and composition of

the board are presented on page 58.

The board met on nine occasions during the year, including

once in connection with a visit to the group's company in

Hungary.

The chairman and CEO were in regular contact between

meetings.

The board's work follows a set presentation schedule to

ensure that the board receives the necessary information ahead

of resolutions. The company's auditors attend at least one board

meeting each year.

The board has adopted written rules of procedure and

instructions for the division of duties between the board and CEO.

The board's work included issues relating to the new organi-

zation and business plan and corporate acquisitions.

However, the company's auditors attend at least once each

financial year where they present any observations and recom-

mendations arising from their audit.

PROFIT-SHARING SYSTEM

Since 1980 Lindab has made payments to a profit-sharing foun-

dation for employees in Sweden. The annual payments are based

on the earnings of Swedish group companies. As of 2001 the

foundation's funds are to be invested in Ratos shares.

INCENTIVE SCHEME

The annual general meeting on 11 April 2002 resolved to introdu-

ce an incentive scheme for the board and senior executives. A

total of 50 people were invited to take part and 85 percent took

up this offer.

The scheme comprised a combination of shares sold by

existing shareholders and options to subscribe for shares in the

future. Altogether this means that the board and management

hold 4 percent of the shares in the company. If the options are

exercised in full, this figure will rise to 6.2 percent.

The incentive scheme did not have any impact on earnings in

2002.

CASH FLOW

Cash flow from operating activities before changes in working

capital increased to SEK 330 M (233).

Cash flow from operating activities after changes in working

capital amounted to SEK 118 M.

annual report 2002 administrat ion report

PERSONNEL

The average number of employees in the Lindab group increased

by 131 to 3 766 (3 635). The average number of employees in

Sweden was 1 366 (1 386), equivalent to 36 percent (38) of the

workforce. The number of employees at the year-end was 3 835

(3 640).

Information on staff costs and the average number of

employees can be found in Note 1.

Staff turnover, defined as the number of employees ending

their employment and being replaced by new employees as a

percentage of the average number of employees, was 10 percent

at the Swedish units and 7 percent outside Sweden.

Total time lost through absence (illness and leave) in Sweden

was 15 percent of normal working hours, of which absence

through illness accounted for ten percentage points.

Total time lost outside Sweden was 7 percent, of which

absence through illness accounted for 4 percentage points.

FACTORS IMPACTING ON EARNINGS

ECONOMY

The Lindab group is affected by the general economic climate,

primarily in Europe and the USA. Above all, sales are influenced

by demand from the construction sector. This applies first and

foremost to the Profile business area with its broad range of sheet

metal products for the construction industry. Sales outside

Sweden account for 72 percent of the group's total sales, which

spreads risk between different markets and also serves to even

out variations in economic activity.

RAW MATERIALS

The group's annual consumption of sheet metal, primarily hot-dip

galvanised and coated sheet steel, is around 230 000 tonnes. A 1

percent change in the average price of sheet metal will

increase/decrease the group's operating profit by around SEK 11

M, assuming unchanged net selling prices.

FINANCIAL RISKS AND RISK MANAGEMENT

Lindab has operations in 25 countries and its own production

facilities in 18 of these. Lindab's products are sold in around 50

countries worldwide. External sales amounted to SEK 5 235 M

(5 160) in 2002, of which 72 percent (71) outside Sweden.

Trade between group companies is extensive and amounted

to SEK 2 099 M (2 041) in 2002, of which SEK 1 200 M was

cross-border trade.

This means that a substantial proportion of the group's

assets, liabilities, income and expenses is denominated in foreign

currencies. Lindab's international orientation means that it is

exposed to a number of risks, including:

• financing risk

• interest rate risk

• foreign exchange risk

• credit risk

INTEREST-BEARING DEBT BY CURRENCY, SEK M

Currency Limit Drawn down Unused % of total

SEK 2 221 1 278 943 63

CHF 31 12 19 1

CZK 7 7 0 0

DKK 742 568 174 27

EUR 104 42 62 2

GBP 14 11 3 1

NOK 52 27 25 1

PLN 23 12 11 1

USD 90 82 8 4

Total 3 284 2 039 1 245 100

Of the total credit available of SEK 3 284 M, around SEK 2 000 M

is agreed in writing.

The parent company has no unused credit.

The following describes how risks are managed to reduce

their impact on the consolidated income statement and balance

sheet.

FINANCING RISK

Financing risk is the risk of the financing of the group's capital

needs and the refinancing of outstanding credit becoming more

difficult or more expensive.

The group's interest-bearing liabilities amounted to SEK 2 039

M (2 523) at the year-end, of which SEK 761 M (981) was denomi-

nated in foreign currencies.

Net debt - interest-bearing liabilities and provisions less liquid

funds - totalled SEK 1 931 M (2 373).

In line with Lindab's financial policy, the bulk of these loans

are financed with fixed-interest periods averaging 1-12 months.

The due dates for the various loans are planned so as to even out

the maturity structure over time.

37

0

7070

9090

110110

130130

150150

200320032002200220012001200020001999199919981998

SHEET METAL PRICE INDEX

The diagram above shows the average price of hot-dip galvanised

sheet metal. Jan 1997=100. Source: MEPS

38

INTEREST RATE RISK

Interest rate risk is the risk of a change in interest rates having a

negative impact on the group.

Lindab is a net borrower, which means that rising interest

rates have a negative impact on the group.

Any spare liquidity must in the first instance be used to repay

loans and in the second instance be invested in the Swedish day-

to-day loan market.

The group had liquid funds of SEK 108 M at the year-end, of

which SEK 0 M at the parent company.

1 percentage point rise in interest rates will, including the

impact on rentals, increase the group's expenses by around SEK

28 M.

FOREIGN EXCHANGE RISK

Foreign exchange risk is divided into two categories depending

on how the exposure arises.

Transaction risk arises from trading between group compani-

es, suppliers and customers if payment is in a currency other than

the group company's local currency. Lindab's net exposure trans-

lated into SEK is around SEK 700 M each year. Outstanding

transaction exposure was not hedged at the year-end.

To reduce outstanding foreign exchange exposure, the group

aims to match inflows of currency by purchasing raw materials in

the same currency.

Each individual group company is responsible for transaction

exposure in its business, with any hedging of currency flows

being undertaken with Lindab AB as counterparty.

Translation exposure arises when the net assets of foreign

group companies are translated into SEK. These net assets were

not hedged in 2002.

The strength of SEK against other currencies therefore

impacts on Lindab's earnings and financial position. A compari-

son of average exchange rates in 2002 with those in 2001 for the

currencies in which the Lindab group invoices reveals that the

appreciation of the SEK had a negative impact on sales of 1 per-

cent unit.

SENSITIVITY ANALYSIS

Change % Impact on earnings SEK M

Sheet metal prices 2 22

Payroll expenses 2 27

Volumes 2 43

Operating margin 2 105

Interest rates 2 56

CREDIT RISK

Lindab's customers are predominantly ventilation contractors,

sheet metal workers, construction companies and builders' mer-

chants. Exposure to individual customers is relatively limited. The

largest single customer accounted for around 1.9 percent of

sales. Bad debts amounted to SEK 20 M in 2002.

Credit insurance has been taken out by some group compa-

nies outside Sweden.

OUTLOOK FOR 2003

One element of uncertainty is whether the crisis in the Middle

East, in particular Iraq, will spread to the rest of the world, which

could impact significantly on oil prices and so on the global eco-

nomy.

The Lindab group anticipates weak growth in demand in

2003. Within the group, extensive change is under way to further

reduce costs and increase efficiency. The group is also alert to

new business opportunities.

POST BALANCE SHEET EVENTS

In January 2003 the production of sheet metal chimneys at

Lindab Bartholet in Switzerland was sold to its previous CEO.

This business generated sales of SEK 24 M in 2002.

PARENT COMPANY

Lindab Intressenter AB's business is to develop, manufacture and

sell sheet metal products for the ventilation industry and the con-

struction sector directly or indirectly via group companies. The

company is also to own and manage real and moveable property,

securities and shares in group operating companies. The compa-

ny has no employees and paid no salaries or other benefits in

2002. Its financial results and position can be seen from the follo-

wing income statement and balance sheet with the associated

notes.

PROPOSED COVERING OF LOSS

According to the consolidated balance sheet, the group has non-

restricted shareholders' equity of SEK 131 M.

The following funds are at the disposal of the annual general

meeting:

Profit brought forward 65 504 431.30 SEK

Net loss for the year –65 504 433.80 SEK

–2.50 SEK

The board and CEO recommend that the uncovered loss of

SEK 2.50 at the parent company be carried forward.

0

7

8 8

9

1010

1111

20022002200120012000200019991999199819981997199719961996

SEK/USDSEK/USDSEK/EURSEK/EUR

EXCHANGE RATE MOVEMENTS, SEK

annual report 2002 administrat ion report

39

key f igures

SALES AND EARNINGS Sales SEK M 5 235 5 160 2 707Increase % 2 17 –Percentage of sales, outside Sweden % 72 71 72EBITA SEK M 325 318 226EBIT SEK M 211 184 159Profit after financial items SEK M 83 46 91Net profit for the year SEK M 21 14 38

FINANCIAL POSITION Total assets as per balance sheet SEK M 5 298 5 678 5 678Shareholders' equity SEK M 2 252 2 232 2 232Equity/assets ratio1) % 43 40 40Net debt SEK M 1 931 2 373 2 373Debt/equity ratio2) times 0.9 1.1 1.1Total capital turnover3) times 1.0 – –Current ratio4) times 1.8 1.5 1.5

PROFITABILITY

Return on capital employed5) % 5 – 4Return on shareholders' equity6) % 0.9 – 1.7Operating margin7) % 4 4 6Interest coverage ratio8) times 1.6 – 2.2Value added9) % 30.0 28.9 –

SHARE DATA Earnings per share SEK 21.15 – –

INVESTMENTSFixed assets (gross) SEK M 176 235 109

PERSONNELAverage number of employees 3 766 3 635

of which outside Sweden 2 400 2 249Payroll expenses incl. payroll overheads SEK M 1 360 1 309Sales per employee SEK 000s 1 390 1 420

Definitions:1) The equity/assets ratio is calculated as shareholders' equity as a percentage of total capital as per the balance sheet.

2) The debt/equity ratio is expressed as net debt - the difference between interest-bearing liabilities and liquid funds - in relation to shareholders' equity.

3) Total capital turnover is calculated as sales divided by average total assets.

4) The current ratio is calculated as total current assets divided by current liabilities.

5) The return on capital employed comprises consolidated profit after financial items plus interest expenses and exchange rate differences as a percentage of average capital employed. Capital employed denotes total capital less current non-interest-bearing liabilities. Deferred tax liabilities have also been deducted in accordance with the recommendations of the Swedish Industry and Commerce Stock Exchange Committee.

6) The return on shareholders' equity comprises the net profit for the year as a percentage of average shareholders' equity.

7) The operating margin is calculated as operating profit (EBIT) as a percentage of the year's sales.

8) Interest cover is calculated as profit after financial items plus interest expenses and exchange rate differences divided by interest expenses and exchange rate differences.

9) Value added is calculated as the sum of operating profit and payroll expenses including payroll overheads as a percentage of sales.

2002 2001 2001

LINDAB- LINDAB GROUP INTRESSENTER

PROFORMA GROUP FROM 1 JULY

KEY FIGURES

annual report 2002

40

CONSOLIDATED INCOME STATEMENT

Sales 2 5 235 5 160 2 707Cost of goods sold 3 –3 931 –3 973 –2 043

GROSS PROFIT 1 304 1 187 664

Selling expenses 3 –645 –576 –288Administration expenses 3 –423 –403 –216Research and development costs –37 –38 –18Items affecting comparability 20 – –26 –Other operating income 4 62 56 31Other operating expenses 4 –50 –16 –14

PROFIT AFTER FINANCIAL ITEMS 211 184 159

Interest income 14 14 9Interest expenses –142 –156 –81Other financial income and expenses 0 4 4

PROFIT AFTER FINANCIAL ITEMS 83 46 91

Paid tax 5 –66 –18 –39Deferred tax 5 4 –14 –14

NET PROFIT 21 14 38

SEK M NOTE 2002 2001 2001

PROFORMA GROUP6 MONTH

SEGMENTAL ANALYSIS

External sales 3 018 1 856 361 5 235 – 5 235Internal sales 111 4 859 974 –974 –

Total sales 3 129 1 860 1 220 6 209 –974 5 235

OPERATING PROFIT (EBIT) 175 137 6 318 –1072) 211

Net interest –24 –10 –3 –37 –91 –128

PROFIT AFTER FINANCIAL ITEMS 151 127 3 281 –198 83

Fixed assets 794 457 138 1 389 2 120 3 509Stock 418 292 143 853 – 853Other assets 1 113 379 2 6901) 4 182 –3 246 936

Total assets 2 325 1 128 2 971 6 424 –1 126 5 298

Shareholders' equity 1 066 620 418 2 104 148 2 252Liabilities 1 259 508 2 5531) 4 320 –1 274 3 046

Total shareholders' equity and liabilities 2 325 1 128 2 971 6 424 –1 126 5 298

Gross investment in fixed assets 105 51 9 165 – 165Depreciation and amortisation 128 50 28 206 94 300

1) Denotes primarily amounts payable to Lindab AB by group companies and vice versa.

2) Denotes goodwill from acquisitions.

VENTILATION PROFILE OTHER TOTAL ELIMINIATION TOTALAND GROUP

SEK M SHARED

annual report 2002 consol idated income statement , segmental analys is

41

consol idated balance sheet , group

CONSOLIDATED BALANCE SHEET ASSETS

INTANGIBLE FIXED ASSETS Patents and similar rights 6 23 23Goodwill 6 2 121 2 231

TANGIBLE FIXED ASSETS Buildings and land 7, 8 557 735Machinery and equipment 7 684 775Construction in progress and advancepayments on tangible fixed assets 7 43 56

FINANCIAL FIXED ASSETS Financial investments 25 18Other securities held as fixed assets 9 9 8Other long-term receivables 11 47 3 509 44 3 890

CURRENT ASSETS Stock 12 853 818Advance payments to suppliers 2 3Accounts receivable 670 718Other receivables 41 42Tax receivables 33 11Prepaid expenses and accrued income 13 82 46Cash and bank 108 1 789 150 1 788

TOTAL ASSETS 5 298 5 678

SEK M NOT 2002-12-31 2001-12-31

SHAREHOLDERS' EQUITY AND LIABILITIES

SHAREHOLDERS' EQUITY 14RESTRICTED EQUITY Share capital (1 000 000 shares á SEK 1 par) 1 1

Restricted reserves 2 120 2 199

UNRESTRICTED EQUITY Unrestricted reserves 110 –6Net profit for the year 21 2 252 38 2 232

PROVISIONS Interest-bearing provisions Pensions and similar commitments 15 57 54Non-interest-bearing provisions Pensions and similar commitments 15 25 18Deferred tax liabilities 5 141 223 163 235

LONG-TERM LIABILITIES Interest-bearing liabilities Liabilities to credit institutions 16 1 784 1 998Other liabilities 16 40 1 824 12 2 010

CURRENT LIABILITIES Interest-bearing liabilitiesLiabilities to credit institutions 16 158 459Non-interest-bearing liabilities Advance payments from customers 16 16Accounts payable 494 395Tax liabilities 9 –Other liabilities 68 68Accrued expenses and deferred income 17 254 999 263 1 201

TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 5 298 5 678

PLEDGED ASSETS 18 4 128 3 750CONTINGENT LIABILITIES 19 19 25

annual report 2002

42

CONSOLIDATED CASH FLOW STATEMENT

Operating activities Operating profit 211 159Depreciation 300 153Provisions –12 22Adjustment for other non-cash items 48 –41

547 293

Interest received 14 9Interest paid –153 –62Tax paid –78 –7

CASH FLOW FROM OPERATING ACTIVITIES BEFORE CHANGE IN WORKING CAPITAL 330 233

Change in working capital Stock –30 116Operating receivables 4 204Operating liabilities –186 –162

CASH FLOW FROM OPERATING ACTIVITIES 118 391

Investing activitiesAcquisition of group companies (excl. liquid funds) –6 –3 438Investment in intangible fixed assets –11 –Investment in tangible fixed assets –165 –109Investment in financial fixed assets –11 –25Sale of tangible fixed assets (buildings) 212 6

CASH FLOW FROM INVESTING ACTIVITIES 19 –3 566

Financing activities New issues 9 2 200Loans raised 389 1 325Repayment of debt –575 –201

CASH FLOW FROM FINANCING ACTIVITIES –177 3 324

Cash flow for the year –40 149Liquid funds at beginning of year 150 –Translation differences in liquid funds –2 1

LIQUID FUNDS AT YEAR-END 108 150

SEK M 2002 2001

annual report 2002 consol idated cash f low statement , group

43

ACQUISITIONS OF GROUP COMPANIES

Assets and liabilities acquired Intangible fixed assets 0 2 325Tangible fixed assets 1 1 529Financial fixed assets 0 41Stock 5 934Operating receivables 12 1 014Tax receivables – 43Liquid funds 4 41

TOTAL ASSETS 22 5 927

Provisions – –218Loans – –1 345Operating liabilities –12 –885

TOTAL LIABILITIES AND PROVISIONS –12 –2 448

Purchase price 10 3 479Purchase price paid 10 3 479

Less liquid funds at acquired units –4 –41

IMPACT ON LIQUID FUNDS 6 3 438

SEK M 2002 2001

annual report 2002 acquis i t ions of group companies

44

PARENT COMPANY INCOME STATEMENT

Administration expenses 0 –

OPERATING PROFIT 0 –

Interest income 0 1External interest expenses –78 –41Internal interest expenses –13 –

LOSS AFTER FINANCIAL ITEMS –91 –40

Deferred tax 25 11

NET LOSS FOR THE YEAR –66 –29

SEK M 2002 2001

PARENT COMPANY BALANCE SHEET ASSETS

FINANCIAL FIXED ASSETS Shares in group companies 10 3 467 3 479Other long-term receivables 11 19 3 486 11 3 490

CURRENT ASSETS Cash and bank 0 0 21 21

TOTAL ASSETS 3 486 3 511

SEK M NOTE 2002-12-31 2001-12-31

SHAREHOLDERS' EQUITY AND LIABILITIES

SHAREHOLDERS' EQUITY 14RESTRICTED EQUITY Share capital (1 000 000 shares á SEK 1 par) 1 1

Share premium account 9 0Statutory reserve 2 199 2 199

UNRESTRICTED EQUITY Profit brought forward 66Net loss for the year –66 2 209 –29 2 171

LONG-TERM LIABILITIES Liabilities to credit institutions 16 600 900Liabilities to group companies 519 1 119 – 900

CURRENT LIABILITIES Liabilities to credit institutions 16 150 425Accrued expenses and deferred income 17 8 158 15 440

TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 3 486 3 511

PLEDGED ASSETS 18 3 467 3 479CONTINGENT LIABILITIES 19 – –

annual report 2002 parent company income statement

45

PARENT COMPANY CASH FLOW STATEMENT

Operating profit 0 0Adjustment for non-cash items 0 –

0

Interest received 0 1Interest paid –98 –26Tax –10 –

CASH FLOW FROM OPERATING ACTIVITIES –108 –25

Investing activities Investment in financial fixed assets 4 –3 479

CASH FLOW FROM INVESTING ACTIVITIES 4 –3 479

Increase in shareholders' equity 9 2 200Loans raised 519 1 325Repayment of debt –575Group contributions 130

CASH FLOW FROM FINANCING ACTIVITIES 83 3 525

Cash flow for the year –21 21Liquid funds at beginning of year 21 –

LIQUID FUNDS AT YEAR-END 0 21

SEK M 2002 2001

annual report 2002 parent company cash f low statement

46

Account ing po l ic ies The annual report has been prepared in accordance with the

Swedish Annual Accounts Act and the recommendations of the

Swedish Financial Accounting Standards Council.

All amounts are stated in units of SEK M unless otherwise

specified.

The council's new recommendations for 2002 have been

applied with effect from 1 January 2002. This has not required the

restatement of figures for earlier periods. Otherwise the accoun-

ting policies are unchanged from previous years.

BASIS OF CONSOLIDATION

The consolidated accounts include the parent company and all

group companies. Group companies are companies in which the

parent company directly or indirectly controls more than 50 per-

cent of the votes or has a dominant influence. The number of

group companies at the year-end was 55.

The consolidated balance sheet has been prepared on the

basis of acquisition accounting. This means that consolidated

shareholders' equity consists of the parent company's equity plus

equity at group companies earned after the time of acquisition.

The assets and liabilities of group companies acquired are

included in the consolidated accounts at market value taking

account of deferred tax. The difference between the cost of

shares in group companies and the fair value of the net assets

acquired including untaxed reserves is reported as goodwill from

acquisitions. Any premiums paid for fixed assets are written down

in accordance with the information on depreciation and amortisa-

tion below.

Companies sold during the year are included in the consoli-

dated accounts until the time of disposal.

Companies acquired during year are included in the consoli-

dated accounts from the time of acquisition. The consolidated

accounts do not show untaxed reserves and transfers to/from

these reserves; these are divided into deferred tax liabilities repor-

ted under non-interest-bearing provisions and restricted reserves

reported under shareholders' equity on the basis of the tax rate

applicable in the country in question.

DEPRECIATION AND AMORTISATION

Depreciation and amortisation are based on historical cost and

charged on a straight-line basis over the useful economic life of

the asset.

Depreciation and amortisation are charged at the following rates:

Percentage

Patents and similar rights 10–20

Goodwill 5–10

Buildings 2–4

Land improvements 3.75–5

Machinery and equipment 10

Vehicles and computers 20–33

Machinery, equipment, vehicles and computers are depreciated

by half the rate specified above in the year of purchase.

LEASES

Leases are reported in the consolidated accounts as either finan-

ce leases or operating leases. With finance leases, the leased

object is included as an asset in the balance sheet along with a

corresponding liability.

The fixed asset is then depreciated over its useful economic

life and rentals are reported as interest and repayment of the liabi-

lity. With operating leases, no asset or liability is reported in the

balance sheet and rentals are reported in the income statement

as expenses.

RESEARCH AND DEVELOPMENT

Research costs are charged to the income statement as they are

incurred. Development costs are capitalised only if future econo-

mic benefits can be reliably calculated and demonstrated.

TAX

The income tax reported in the consolidated accounts includes

both paid tax and deferred tax. The tax liability or tax receivable

for the current year is calculated on the basis of the taxable profit

for the period. Deferred tax is calculated on the basis of differen-

ces between values reported in the balance sheet and written-

down values for tax purposes. Deferred tax is tax calculated on

the basis of temporary timing differences that must be paid in the

future. The valuation of deferred tax is based on anticipated liabili-

ties and receivables on the balance sheet date using the tax rates

for the individual companies decided or announced on the balan-

ce sheet date.

The tax value of any allowable losses is reported as an asset

where it is likely that these will result in reduced tax payments in

the future.

GOODWILL

The acquisition of established companies generally involves a

purchase price that is higher than the value of their net assets.

The market price is determined above all by expectations of futu-

re performance based on the company's market position and

intellectual capital. An acquisition where the purchase price

exceeds the market value of the net assets results in intangible

assets.

Goodwill from acquisitions of group companies is reported as

a fixed asset and amortised over its estimated useful life. The

useful life of goodwill from acquisitions has been estimated at 10-

20 years. This amortisation period reflects the acquisitions' long-

term strategic value to the group.

TRANSLATION OF FOREIGN GROUP COMPANIES' ACCOUNTS

Lindab translates the income statements and balance sheets of

foreign group companies in accordance with the recommendation

of the Swedish Financial Accounting Standards Council. This

annual report 2002 account ing pol ic ies

47

means that the income statements of independent foreign group

companies are translated into SEK using the average rates of

exchange during the year and that their balance sheets are trans-

lated into SEK using the rates of exchange ruling at the year-end.

Translation differences in shareholders' equity and restricted

reserves are taken to restricted equity. Other translation differen-

ces, including those in the profit for the year, are taken to

unrestricted equity.

RECEIVABLES AND LIABILITIES IN FOREIGN CURRENCIES

Swedish group companies' receivables and liabilities in foreign

currency are translated using the rates of exchange ruling at the

year-end in accordance with the recommendation of the Swedish

Financial Accounting Standards Council. Unrealised exchange

gains are offset against unrealised exchange losses and the net

gain/loss is taken to the income statement. Where the rate of

exchange has been hedged through a forward contract, the for-

ward rate is used. Exchange rate differences resulting from loans

and forward contracts taken out to offset net investments in

foreign group companies are taken directly to equity in the conso-

lidated accounts after deductions for tax effects. Exchange rate

differences relating to day-to-day business operations are inclu-

ded in operating profit, while exchange rate differences of a finan-

cial nature are reported under financial income and expenses.

STOCK

Stock is carried at the lower of cost and replacement value in the

case of raw materials, consumables and finished goods bought

in, and manufacturing cost in the case of goods produced inter-

nally. Under no circumstances is stock carried above net realisa-

ble value. Interest is not included in stock values. Supplies of

goods between group companies are undertaken at market pri-

ces. Internal gains in group companies' stock are eliminated in

the consolidated accounts. These eliminations impact on opera-

ting profit. Allowances are made for obsolescence.

EXTRAORDINARY INCOME AND EXPENSES

In accordance with the recommendations of the Swedish

Financial Accounting Standards Council, Lindab applies a strict

interpretation of what may be reported as extraordinary. Virtually

all income and expenses derive from activities within the frame-

work of the company's normal business operations and so no

extraordinary items have been reported.

The average number of employees at the Swedish group companies has been calculated as the number of working hours paid by the

company relative to the normal number of working hours, which has been calculated as 1 600 (1 600) hours. The average number of

employees at foreign group companies has been calculated as an average over the year. (The figures for 2001 are for the full year). The

parent company Lindab Intressenter AB has no employees and has paid no salaries or other benefits.

AVERAGE NUMBER OF EMPLOYEES

Group companies, Sweden 1 118 1 118 248 248 1 366 1 366 1 121 1 121 265 265 1 386 1 386Group companies, outside SwedenBelgium 27 2 29 21 2 23Denmark 573 177 750 604 191 795Estonia 9 2 11 10 2 12Finland 48 10 58 44 10 54France 52 15 67 48 13 61Italy 17 7 24 15 6 21Croatia 13 6 19 16 7 23Latvia 5 1 6 – – –Lithuania 2 1 3 – – –Netherlands 19 8 27 4 3 7Norway 86 17 103 94 21 115Poland 54 17 71 55 15 70Romania 54 19 73 36 12 48Switzerland 122 14 136 112 13 125UK 126 25 151 139 23 162Czech Republic 64 22 86 53 20 73Germany 207 26 233 214 27 241Hungary 249 47 296 130 31 161USA 221 1 948 36 452 257 2 400 213 1 808 45 441 258 2 249

Total group 3 066 700 3 766 2 929 706 3 635

SALARIES AND OTHER BENEFITS

Group companies, Sweden 17.2 356.6 373.8 8.8 328.6 337.4Group companies, outside SwedenBelgium 1.3 5.6 6.9 1.2 5.6 6.8Denmark 4.6 250.0 254.6 2.4 269.0 271.4Estonia 0.3 1.3 1.6 0.2 1.2 1.4Finland 2.2 16.8 19.0 1.8 16.6 18.4France 1.7 14.6 16.3 1.6 12.6 14.2Italy 1.4 5.7 7.1 1.4 5.6 7.0Croatia – 1.7 1.7 – 2.0 2.0Latvia 0.1 0.1 0.2 – – –Lithuania 0.1 – 0.1 – – –Netherlands 1.8 7.6 9.4 0.6 1.8 2.4Norway 1.4 46.5 47.9 1.4 43.2 44.6Poland 1.0 8.7 9.7 1.2 8.6 9.8Romania 0.5 5.5 6.0 0.6 4.6 5.2Switzerland 3.2 56.4 59.6 4.0 58.6 62.6UK 0.9 39.8 40.7 1.8 40.8 42.6Czech Republic 0.5 5.8 6.3 0.4 4.6 5.0Germany 2.1 63.8 65.9 2.2 68.6 70.8Hungary 1.7 29.0 30.7 1.0 17.6 18.6USA 3.9 133.0 136.9 4.4 146.0 150.4

Group total 45.9 1 048.5 1 094.4 35.0 1 035.6 1 070.6

Contractual pensions 14.0 59.7 73.7 10.4 42.3 52.7Other payroll overheads 192.2 185.2Total payroll expenses 1 360.3 1 308.5

MEN WOMAN TOTAL MEN WOMAN TOTAL

48

NOTE 1. EMPLOYEES

2002 2001

BOARD AND OTHER TOTAL BOARD AND OTHER TOTALCEOS EMPLOYEES SALARIES AND CEOS EMPLOYEES SALARIES AND

OTHER BENEFITS OTHER BENEFITS

2002 2001

annual report 2002 comments & notes

49

The president and CEO, deputy CEO and board of directors

received salaries and other benefits from the group company

Lindab AB.

In accordance with the annual general meeting's resolution on

board fees, a total of SEK 753 000 was paid out in 2002 (SEK 271

000 at six months), of which the chairman received SEK 300 000.

CEO Carl-Gustaf Sondén received salary and bonuses totalling

SEK 6 536 000, of which SEK 2 800 000 is payable in 2003.

Lindab AB paid bonuses of SEK 700 000 to both Carl-Gustaf

Sondén and Hans Schmidt-Hansen, CEO of Lindab A/S in

Denmark and deputy CEO of Lindab AB. The bonus payable to

each is 1 percent of that part of the old Lindab group's profit after

financial items in excess of 4 percent of sales, up to a maximum

of 75 percent of annual salary.

The former CEO and deputy CEO of Lindab AB have indivi-

dual pension agreements that entitle them to a retirement pension

from the ages of 58 and 60 respectively. The pension payable by

the company is 70 percent of basic salary.

If their employment is terminated by the company, the mem-

bers of the group management are entitled to severance pay equ-

ivalent to one to two years' salary.

Kjell Åkesson is entitled to retire at the age of 60. The compa-

ny pays 55 percent of his salary in pension premiums each year. If

his employment is terminated by the company, he is entitled to

severance pay equivalent to one year's salary with a further year

on full salary under a non-competition undertaking.

The following is a breakdown of payments of statutory audi-

ting and consulting fees to the auditors. "Other work" denotes pri-

marily advice in accountancy-related areas such as reporting and

taxation.

NOTE 2. GEOGRAPHICAL BREAKDOWN OF SALES

Nordic region 2 822 2 870 1 462Western Europe 1 253 1 191 614Eastern Europe 784 672 418USA 333 384 189Other markets 43 43 24

Total 5 235 5 160 2 707

SALES BY BUSINESS AREAVentilation 3 018 3 069 1 536Profile 1 856 1 747 974Other business 361 344 197

Total 5 235 5 160 2 707

GROUP

NOTE 3. DEPRECIATION AND AMORTISATION

Patents 7 8 4Goodwill 114 134 67Properties 26 26 13Machinery and othertechnical facilities 109 106 53Equipment, tools and installations 44 32 16

Total 300 306 153

TOTAL DEPRECIATION AND AMORTISATION BY ITEMCost of goods sold 238 236 118Selling expenses 23 20 10Administration expenses 39 50 25

Total 300 306 153

GOODWILL AMORTISATION BY ITEMCost of goods sold 113 133 66Selling expenses 1 1 1

Total 114 134 67

GROUP

NOTE 4. OTHER OPERATING INCOME AND EXPENSES

Exchange rate differences in operating receivables 36 56 31Capital gains on sale ofproperties 26 – –Exchange rate differences in operating expenses –34 –16 –14Capital losses on sale of properties –16 – –

Net 12 40 17

GROUP

FEES AND EXPENSES PAID TO AUDITORS

Ernst & YoungAuditing 4.8 0.3 0.1Other work 1.0 0.1 0.1Other auditorsAuditing 0.3 6.1 3.0Other work 0 2.5 1.3

Total 6.1 9.0 4.5

Ernst & YoungAuditing 0.1 – –Other auditors – 0.1 0

Total 0.1 0.1 0

2002 2001 20016 MONTH

GROUP

PARENT COMPANY

2002 2001 20016 MONTH

2002 2001 20016 MONTH

2002 2001 20016 MONTH

50

NOTE 5. TAXYEAR'S TAX CHARGE

Paid tax, current period –66 –

Total paid tax –66 –Deferred tax 4 25

Total reported tax charge –62 25

The year's tax charge was SEK 62 M or 74.6 percent of profitafter financial items. Adjusted for goodwill amortisation of 114 thisfigure falls to 31.5 percent. The standard tax rate in Sweden is 28percent.

GROUP PARENTCOMPANY

Profit before tax 83

Weighted tax rate based on tax rate in each country –22 –26.3

RECONCILIATION WITH REPORTED TAX RATENon-allowable goodwill amortisation –32 –38.6Tax losses not offset –16 –19.3Adjustments for previous years 4 4.8Other items, net 4 4.8

Reported tax charge –62 –74.6

2002 %

GROUP

annual report 2002 comments & notes

ACQUISITION VALUE

Opening balance 80 2 439 2 519Additions 7 4 11

Closing balance 87 2 443 2 530

ACCUMULATED AMORTISATIONOpening balance –57 –208 –265Year's amortisation –7 –114 –121

Closing balance –64 –322 –386

Net book value 23 2 121 2 144

2002 2002 2002

PATENTS GOODWILL TOTAL

NOTE 6. INTANGIBLEFIXED ASSETS

Intangible fixed assets 0 0 0Tangible fixed assets 1 –133 –132Financial fixed assets 0 –2 –2Stock 8 –1 7Receivables 2 –5 –3Provisions 5 0 5Interest-bearing liabilities 0 0 0Non-interest-bearing liabilities 0 –1 –1Leasing 37 0 37Other 3 –57 –54Tax losses 2 0 2

Total 58 –199 –141

Offset between companies –58 58 0

The provisions under "Other" consist primarily of Swedish tax allocation reserves and similar untaxed reserves with no links to assets or liabilities.

Reconciliation of deferred net liabilities at the beginning and end of the year:Net deferred tax liabilities on 1 Jan 2002 –163Recognised in income statement 4Change in accounting policies 16Other 2

Total –141

Deferred tax receivables relating to tax losses of 205 have not been recognised as it is not currently considered likely that Lindab will be ableto offset them in the foreseeable future.

DEFERRED TAX DEFERRED TAX NETRECEIVABLES LIABILITIES

NOTE 5 CONT. TAX RECEIVABLES/PROVISIONS FOR DEFERRED TAX

51

NOTE 8. PROPERTY VALUES FOR TAX PURPOSES

Buildings 22 75Land 6 14

Total 28 89

These property values for tax purposes relate exclusively toSwedish group companies' property holdings.

The book value of these properties is 26 (130).

PROPERTIES 2002 2001

GROUP

NOTE 9. SECURITIES HELD AS FIXED ASSETS

ACQUISITION VALUE 8 7Additions 1 1

Net book value 9 8

2002 2001

GROUP

AQUISITION VALUEOpening balance 870 1 311 408 22 34 2 645Additions, gross 23 50 54 10 28 165Reclassifications 20 31 – –20 –31 –Disposals –212 –52 –64 – – –328Translation differences –22 –34 –12 – – –68

Closing balance 679 1 306 386 12 31 2 414

ACCUMULATED DEPRECIATIONOpening balance –134 –708 –225 – – –1 067Year's depreciation –26 –109 –44 – – –179Disposals 36 28 32 – – 96Translation differences 2 13 5 – – 20

Closing balance –122 –776 –232 – – –1 130

Net book value 557 530 154 12 31 1 284

BUILDINGS MACHINERY AND EQUIPMENT, CONSTRUCTION CONSTRUCTION TOTALAND LAND OTHER TECHNICAL TOOLS AND IN PROGRESS IN PROGRESS

FACILITIES INSTALLATIONS BUILDINGS MACHINERY

GROUP 2002 2002 2002 2002 2002 2002

NOTE 7. TANGIBLE FIXED ASSETS

OPERATING LEASES

Rentals for assets held under operating leases such as rented

premises, machinery and office equipment are reported under

operating expenses and amounted to 38 in 2002. Future pay-

ments on non-cancellable operating leases total 413 and fall due

as follows (variable element is not material):

2003 48

2004 – 2007 185

2008 and beyond 180

Total 413

Companies in the group have contractual options to buy back

properties sold to sale-leaseback companies. The rentals for

these properties amounted to 15 (18). In 2002 a sale-leaseback

deal was concluded for properties in Sweden. The value of the

properties sold was 117. The following information includes 377

relating to finance leases entered into prior to 1997.

If buyback options were exercised for all of the properties,

this would reduce the equity/assets ratio from its current 43 per-

cent to 39 percent.

FINANCE LEASES

Finance leases are included in the balance sheet at 25, of which

properties account for 21. The cost of these leases in 2002 was

2. Future commitments under finance leases amount to 34 and

break down as follows (variable element is not material):

Nominal present value

2003 2 (2)

2004 – 2007 8 (6)

2008 and beyond 24 (18)

Total 34 (26)

52

SHARES HELD BY PARENT COMPANY

Lindab AB 556068-2022 Båstad 98.3 23.582.857 SEK 3.466.736The remaining 417 143 shares are treasury shares from buybacks.

INDIRECT HOLDINGS (most important holdings)

SWEDISH GROUP COMPANIESLindab Ventilation AB 556026-1587 Båstad 100.0Tortuga AB 556180-0961 Båstad 100.0Lindab Profil AB 556071-4320 Båstad 100.0Lindab Steel AB 556237-8660 Båstad 100.0Lindab Nord AB 556155-6183 Båstad 100.0Lindab Sverige AB 556247-2273 Båstad 100.0Lindab Meko AB 556203-2085 Halmstad 100.0Bjäre Leasing HB 916753-4404 Båstad 100.0Lindab International AB 556069-1882 Båstad 100.0Lindab Development AB 556453-3569 Båstad 100.0Lindab Plåt AB 556585-7124 Vara 100.0U-nite Fasteners Technology AB 556286-9858 Uddevalla 100.0Primulus AB 556054-2440 Borlänge 100.0Folkebolagen AB 556144-0149 Borlänge 100.0Scandab AB 556044-4704 Kumla 100.0Lindab Climate AB 556392-9172 Göteborg 100.0JiWeGalv AB 556095-7028 Sölvesborg 100.0Eskilstuna Galvan AB 556092-9340 Eskilstuna 100.0Folke i Borlänge AB 556047-7365 Borlänge 100.0

FOREIGN GROUP COMPANIES (most important holdings)Lindab N.V., Belgium BE 100.0Lindab Bartholet A.G., Schwitzerland CH 100.0Spiro International S.A., Schwitzerland CH 100.0Spiro S.A., Schwitzerland CH 100.0Lindab s.r.o., Czech republic CZ 100.0Lindab GmbH, Germany DE 100.0Lindab Holding A/S, Denmark DK 100.0Lindab A/S, Denmark DK 100.0Dansk Portservice A/S, Denmark DK 100.0Lindab AS, Estonia EE 100.0Oy Lindab Ab, Finland FI 100.0Ventlandia Oy, Finland FI 99.0Lindab France S.A., France FR 100.0Spiro France S.A. France FR 100.0Lindab Production S.A., France FR 100.0Lindab Ltd., UK GB 100.0Lindab d.o.o., Croatia HR 100.0Lindab Kft., Hungary HU 100.0Lindab Butler Kft., Hungary HU 90.0Lindab S.r.l., Italy IT 100.0UAB Lindab, Latvia LT 100.0Lindab SIA, Lithuania LI 100.0Inatherm Holding B.V., Netherlands NL 95.0Lindab Door B.V., Netherlands NL 100.0Inatherm B.V., Netherlands NL 100.0Lindab A/S, Norway NO 100.0Scandab A/S, Norway NO 100.0Nor-Vent A/S, Norway NO 100.0Spiromaskiner A/S, Norway NO 100.0Lindab Sp. z o.o., Poland PL 100.0Lindab Constructii SRL, Romania RO 100.0Lindab Holding Inc., USA US 100.0Lindab Inc., USA US 100.0Spiral-Helix Inc., USA US 100.0

REG. NO. OFFICE HOLDING % SHARES NO OF CURRENCY BOOK VALUECODE SEK '000S

NOTE 10. SHARES IN GROUP COMPANIES

annual report 2002 comments & notes

53

NOTE 11. OTHER LONG-TERM RECEIVABLES

Operating receivables 8 9 – –Deferred tax receivables 17 35 – 11Other receivables 22 – 19 –

Total 47 44 19 11

2002 2001 2002 2001

GROUP PARENT COMPANY

NOTE 12. STOCK

Raw materials and consumables 382 340Semi-finished goods and work in progress 33 28Finished goods 438 450

Total 853 818

Internal gains reduced stock by 20 (19).

2002 2001

GROUP

NOTE 13. PREPAID EXPENSES AND ACCRUED INCOME

Prepaid rentals 13 9Prepaid interest 6 –Insurance premiums 4 3Valuation of forward contracts – 2Other prepayments 53 22Accrued bonus income 6 10

Total 82 46

There were no prepaid expenses and accrued income at theparent company.

2002 2001

GROUP

As per balance sheet on 31 Dec 2001 1 2 199 32 2 232Translation differences –30 20 –10Option scheme/share premium account 9 9Net profit for the year 21 21Transferred between restricted and unrestricted equity –58 58 –

As per balance sheet on 31 Dec 2002 1 2 120 131 2 252

SHARE CAPITAL RESTRICTED UNRESTRICTED TOTALGROUP RESERVES CAPITAL EQUITY

NOTE 14. MOVEMENTS IN SHAREHOLDERS' EQUITY

SHARE CAPITAL RESTRICTED UNRESTRICTED TOTALPARENT COMPANY RESERVES CAPITAL EQUITY

As per balance sheet on 31 Dec 2001 1 2 199 –29 2 171Option scheme/share premium account 9 9Group contributions received 130 130Marginal tax on group contributions –35 –35Net loss for the year –66 –66

As per balance sheet on 31 Dec 2002 1 2 208 0 2 209

NOTE 15. PROVISIONS FOR PENSIONS AND SIMILAR COMMITMENTS

PRI pensions 51 32Other 31 40

Total 82 72

2002 2001

GROUP

Of the group's total pension liabilities of 82, 34.7 relates to the

CEO and former deputy CEO.

These pension liabilities are the actuarially calculated value of

statutory and voluntary pension commitments. Interest has been

calculated as 6.3 percent of average PRI pension liabilities.

Interest on other pension liabilities has been calculated using

actuarial norms. The interest element amounts to 3.

54

Besides the 1 982 (2 469) reported above, there were interest-

bearing pension liabilities of 57 (54). Total interest-bearing liabiliti-

es therefore amounted to 2 039 (2 523). The bulk of the long-term

financial liabilities have a fixed-interest period of 1-12 months

which is continuously extended.

The parent company's share was 600 (900) for long-term lia-

bilities and 150 (425) for the current portion. The group had unu-

sed credit facilities of 1 245. The parent company had no unused

credit facilities.

Borrowings are due to be repaid as follows:

Parent company

2003 150

2004 200

2005 200

2006 200

Total 750

SEK – – 1 221 1 221 1 221 1 221CHF 2 12 – – 2 12CZK – – 25 7 25 7DKK 159 196 300 372 459 568EUR 5 42 – – 5 42GBP – – 1 11 1 11HUF 4 0 – – 4 0NOK 3 4 18 23 21 27PLN 5 12 – – 5 12USD – – 9 82 9 82

Total 266 1 716 1 982

AMOUNT IN RELEVANT AMOUNT AMOUNT IN RELEVANT AMOUNT AMOUNT IN RELEVANT AMOUNT CURRENCY IN SEK CURRENCY IN SEK CURRENCY IN SEK

FOREIGN GROUP COMPANIES SWEDISH GROUP COMPANIES GROUP TOTAL

NOTE 16. THE GROUP'S LONG-TERM DEBT INCLUDING CURRENT PORTION BY CURRENCY

annual report 2002 comments & notes

NOTE 18. PLEDGED ASSETS

Property mortgages 145 60 – –Floating charges 313 – –Shares in group companies 3 670 3 690 3 467 3 479

Total 4 128 3 750 3 467 3 479

All pledged assets as security for liabilities to credit institutions.

2002 2001 2002 2001

GROUP PARENT COMPANY

NOTE 19. CONTINGENT LIABILITIES

Other guarantees and sureties 18 24 – –Pension liabilities 1 1 – –

Total 19 25 – –

2002 2001 2002 2001

GROUP PARENT COMPANY

NOTE 17. ACCRUED EXPENSES AND DEFERRED INCOME

Salaries and holiday pay 113 102 – –Share of profits 7 6 – –Other payroll overheads 37 36 – –Bonuses to customers 37 34 – –Valuation of forward contracts – 13 – –Interest expenses 13 24 8 15Other expenses 47 48 – –

Total 254 263 8 15

2002 2001 2002 2001

GROUP PARENT COMPANY

NOTE 20. ITEMS AFFECTING COMPARABILITY

Irregularities in the UK operation in the first half of 2001 reducedearnings by 26.

55

Båstad, 22 April 2003

Svend Holst-Nielsen

Chairman

Mats Lönnqvist

Hans-Olov Olsson

Walther Vishof Paulsen

Anders C Karlsson

Hans Schmidt-Hansen

Carl-Gustaf Sondén

Kjell Åkesson

CEO

To the annual general meeting of Lindab Intressenter AB

reg. no. 556606-5446

We have audited the annual accounts, the consolidated

accounts, the accounting records and the administration of the

board of directors and the CEO of Lindab Intressenter AB for the

year 2002.

These accounts and the administration of the company are

the responsibility of the board of directors and the CEO. Our

responsibility is to express an opinion on the annual accounts, the

consolidated accounts and the administration based on our audit.

We conducted our audit in accordance with generally accep-

ted auditing standards in Sweden. Those standards require that

we plan and perform the audit to obtain reasonable assurance

that the annual accounts and the consolidated accounts are free

of material misstatement. An audit includes examining, on a test

basis, evidence supporting the amounts and disclosures in the

accounts. An audit also includes assessing the accounting princi-

ples used and their application by the board of directors and the

CEO, as well as evaluating the overall presentation of information

in the annual accounts and the consolidated accounts. As a basis

for our opinion concerning discharge from liability, we examined

significant decisions, actions taken and circumstances of the

company in order to be able to determine the liability, if any, to the

company of any board member or the CEO. We also examined

whether any board member or the CEO has, in any other way,

acted in contravention of the Companies Act, the Annual

Accounts Act or the articles of association. We believe that our

audit provides a reasonable basis for our opinion set out below.

The annual accounts and the consolidated accounts have

been prepared in accordance with the Annual Accounts Act and

thereby give a true and fair view of the company's and the grou-

p's financial position and results of operations in accordance with

generally accepted accounting principles in Sweden.

We recommend to the general annual meeting that the inco-

me statements and balance sheets of the parent company and

the group be adopted, that the loss of the parent company be

dealt with in accordance with the proposal in the administration

report and that the members of the board of directors and the

CEO be discharged from liability for the financial year.

Båstad, 22 April 2003

Ernst & Young AB

Ingvar Ganestam Staffan Landén

Authorised public accountant Authorised public accountant

Audi tor 's repor t

annual report 2002 comments & notes, audi tor ’s report