2011-02-15 08:00:00 CET
2011-02-15 08:00:10 CET
REGULATED INFORMATION
Talentum Oyj - Financial Statement Release
TALENTUM'S FINANCIAL STATEMENT RELEASE 2010
Helsinki, Finland, 2011-02-15 08:00 CET (GLOBE NEWSWIRE) -- TALENTUM OYJ
FINANCIAL STATEMENT RELEASE 15 February 2011 at 9.00 am
TALENTUM'S FINANCIAL STATEMENT RELEASE 2010
October-December 2010 in brief
- Net sales EUR 24.8 million (EUR 19.9 million)
- Operating income without non-recurring items EUR 1.5 million (EUR 1.6 million)
- Operating income (EBIT) EUR 1.1 million (EUR -0.8 million)
- Operating profit/loss percentage 4.4% (-4.2%)
- The start-up of event business in Sweden and Denmark weakened the result by
EUR 0.4 million.
- Amortisation of intangible assets of the Sverige Bygger and IIR Finland
corporate acquisitions totalled EUR 0.2 million (EUR 0.0 million)
- Earnings per share EUR 0.01 (EUR -0.02)
January-December 2010 in brief
- Net sales EUR 81.0 million (EUR 66.8 million)
- Operating income without non-recurring items EUR 2.0 million (EUR -0.9
million)
- Operating income (EBIT) EUR 0.3 million (EUR -5.2 million)
- Operating profit/loss percentage 0.3% (-7.8%)
- Earnings per share EUR 0.00 (EUR -0.10)
- Net cash flow from operating activities EUR 2.7 million (EUR -5.8 million)
- Net liabilities EUR 12.4 million (EUR 12.2 million)
The Board of Directors proposes that no dividend should be distributed for
2010, and that return of equity in the amount of EUR 0.02 (EUR 0.00) per share
be distributed out for 2010.
KEY FINANCIAL FIGURES
EUR million 10-12/ 10-12/ Change 1-12/ 1-12/ Change
2010 2009 % 2010 2009 %
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Net sales 24.8 19.9 24.4 81.0 66.8 21.2
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Operating income without 1.5 1.6 -0.9 2.0 -0.9 330.4
non-recurring items
--------------------------------------------------------------------------------
Operating income 1.1 -0.8 230.7 0.3 -5.2 105.1
--------------------------------------------------------------------------------
as % of net sales 4.4 -4.2 0.3 -7.8
--------------------------------------------------------------------------------
Total assets 64.7 58.8 9.9
--------------------------------------------------------------------------------
Investments 0.4 7.9 -95.2 3.9 8.8 -55.9
--------------------------------------------------------------------------------
as % of net sales 1.5 39.8 4.8 13.2
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Return on invested capital % 5.2 -19.4
--------------------------------------------------------------------------------
Return on equity % 1.0 -22.4
--------------------------------------------------------------------------------
Equity ratio % 34.4 31.4
--------------------------------------------------------------------------------
Gearing ratio % (net debt to 70.9 81.7
equity)
--------------------------------------------------------------------------------
Interest-bearing liabilities 13.9 15.9
--------------------------------------------------------------------------------
Net interest-bearing 12.4 12.2
liabilities
--------------------------------------------------------------------------------
Personnel on average 787 755 4.2
--------------------------------------------------------------------------------
Earnings per share, EUR 0.01 -0.02 176.3 0.00 -0.10 103.8
--------------------------------------------------------------------------------
Cash flow from operating 0.07 0.03 168.3 0.06 -0.13 147.6
activities per share, EUR
--------------------------------------------------------------------------------
Equity per share, EUR 0.40 0.34 19.0
--------------------------------------------------------------------------------
Market capitalization on 86.4 77.6
closing rate at period end
--------------------------------------------------------------------------------
Sector and Talentum prospects for 2011
The activity of customers increased during 2010, first in Sweden and
increasingly clearly also in Finland. We estimate that moderate economic growth
will support moderate growth in advertising in both of our main market areas.
Talentum estimates that in 2011, its net sales will grow and operating income
will improve.
CHIEF EXECUTIVE OFFICER - JUHA BLOMSTER:
- In 2010, the total amount of media advertising increased in both Finland and
Sweden. In Finland, advertising in periodicals fell by 2.6 per cent from the
previous year. In professional journals in Sweden, there was a growth of 8.5
per cent. Online media advertising, on the other hand, grew by 33.4 per cent
from the previous year in Finland and by 27.6 per cent in Sweden. On the
positive side, media advertising growth in Talentum media exceeded market
growth.
- In the final quarter, Talentum's advertising revenue grew by 43 per cent from
the previous year and circulation income by 4 per cent. Other content income,
including books, training and events, as well as business information, grew by
36 per cent. E-business increased by 89 per cent.
- In 2010, Talentum's e-business share in total net sales from publishing
operations grew to 20 per cent (13 per cent). In addition to business
information services other areas of publishing are also involved in e-business.
- Talentum Group's net sales for the fourth quarter increased by EUR 4.9
million and the operating income improved by EUR 1.9 million. The start-up of
event business in Sweden and Denmark weakened the result by EUR 0.4 million.
- In September, Talentum acquired IIR Finland Oy, which now strengthens the
Group's event and training business under the name Talentum Events FYI. The
operations of Talentum Events was expanded also to Sweden and Denmark. Sverige
Bygger AB, acquired in Sweden at the end of last year, has been successfully
integrated into the Group.
- We have made some internal structural changes that are significant for the
future. At the same time, both top and middle management have been reshaped,
particularly in Sweden. These measures weakened for their part the income for
2010.
Evaluated by many different indicators, Talentum's strong brands were
successful, and there are development projects under way aimed at further
strengthening their market position. These are progressing as planned.
Operating environment and seasonal variation
In Finland, forecasts for the development of Gross Domestic Product for 2011
are between three and four per cent. In Sweden, the development of the general
economic state has continued to be more positive than in Finland, and estimates
regarding the development of the Gross Domestic Product are mainly between four
and five per cent.
According to TNS Media Intelligence, media advertising for January-December
grew by 6.9% in Finland, and separately in periodicals it fell by 2.6%. Online
media advertising increased by 33.4%. In Sweden, total media advertising
revenues rose by 18.4% for January-December, while in professional journals the
increase was 8.5% (Sweden's Media Agencies - Sveriges Mediebyråer). For Swedish
professional journals, the growth in advertising has been slower than for
general-interest magazines. In Finland, separate statistics are not compiled
for professional journals.
Our assessment is that the information needs of Talentum's professional target
groups will remain high, irrespective of the economic situation. The
professionals' choice of channels when searching for information, i.e., books,
training, seminars, magazines and online services, may change. Talentum
produces quality content for those channels where it can best serve its
customers.
The media and media service markets are subject to seasonal variations. Whether
the Easter holiday falls in the first or second quarter of the year in spring
affects the results in that quarter. Easter fell in first quarter in the year
of comparison and in the second quarter in the period under review. Magazines
and books are not generally published during the summer holiday season, which
is why the third quarter is the weakest in terms of sales. Operations are
generally at their busiest in the final quarter.
Consolidated net sales and profit for October-December 2010
Consolidated net sales for October-December totalled EUR 24.8 million (EUR
19.9 million). Without corporate acquisitions (IIR Finland Oy and Sverige
Bygger AB) and with comparable exchange rates, net sales increased by 4.8%. The
strengthening of the Swedish krona against the Euro improved net sales by EUR
1.1 million. Net sales from publishing operations increased by 26.7%, totalling
EUR 23.3 million (EUR 18.4 million). Advertising sales rose by 42.5%.
Consolidated operating income without non-recurring items for October-December
was EUR 1.5 million (EUR 1.6 million). The consolidated operating income was
EUR 1.1 million (-0.8 million) and 4.4% of net sales (-4.2%). Non-recurring
expenses of EUR 0.5 million arose from personnel reductions in Sweden.
Operating income from publishing operations without non-recurring items was EUR
1.8 million (EUR 2.1 million). The operating income from publishing operations
was EUR 1.4 million (EUR 0.2 million). The operating income from publishing
operations is weakened by the costs of about EUR 0.4 million incurred in the
start-up of event business in Sweden and Denmark, as well as the amortisation
of intangible assets of about EUR 0.2 million caused by corporate acquisitions.
Net financial expenses amounted to EUR 0.5 million (EUR 0.2 million). The
Group's share of the income of associated companies was EUR 0.0 million (EUR
0.0 million).
Consolidated income before taxes for October-December was EUR 0.6 million (EUR
-1.1 million). The consolidated income for the period under review was EUR 0.6
million (EUR -0.8 million).
Consolidated net sales and profit for January-December 2010
Consolidated net sales for January-December was EUR 81.0 million (EUR 66.8
million). Without corporate acquisitions (IIR Finland Oy and Sverige Bygger AB)
and with comparable exchange rates, net sales increased by 3.8%. The
strengthening of the Swedish krona against the Euro improved net sales by EUR
3.1 million. The net sales of publishing operations grew by 23.0% and came to
EUR 74.8 million (EUR 60.8 million). Advertising sales grew by 32.4%.
Consolidated operating income without non-recurring items for January-December
was EUR 2.0 million (EUR -0.9 million). Consolidated operating income was EUR
0.3 million (EUR -5.2 million), 0.3% (-7.8%) of net sales. Of non-recurring
expenses, EUR 1.3 million arose from personnel reductions in Sweden and EUR 0.3
million from the acquisition expenses of IIR Finland Oy.
Operating income from publishing operations without non-recurring items was EUR
3.3 million (EUR 0.5 million). The operating income from publishing operations
was EUR 1.8 million (EUR -3.3 million). The operating income from publishing
operations is weakened by the costs of about EUR 0.4 million incurred in the
start-up of event business in Sweden and Denmark, as well as the amortisation
of intangible assets of about EUR 0.6 million caused by corporate acquisitions.
The Group's expenses before non-recurring items grew in January-December by
EUR 11.2 million, or 17.0%, from the previous year.
Net financial expenses amounted to EUR 0.2 million (EUR 0.2 million) The
Group's share of the income of associated companies was EUR 0.0 million (EUR
-0.2 million).
The income before taxes was EUR 0.1 million (EUR -5.6 million). The taxes for
the Group were EUR 0.0 million (revenue EUR 1.5 million) for the financial
period. The effective tax rate for the financial period was 25.8% (25.9%). The
consolidated income for the period under review was EUR 0.2 million (EUR -4.2
million).
Short-term risks for the business
With the growth of the Group's international operations, the consolidated
profit and loss account and balance sheet are increasingly exposed to the
effects of exchange rate fluctuations. Net sales from Other Nordic Countries
for the period under review was 48% (39%) of the total net sales of publishing
operations. The share of the balance sheet total attributable to publishing
operations in the Other Nordic Countries was 46% (45%). The companies'
operations are local and language area-bound by nature, and there are very few
currency-denominated transactions. The profit and loss account and balance
sheet have not been hedged against exchange rate fluctuations, other than that
a currency loan approximately equal to balance sheet currency-receivables has
been drawn.
The changes in economic growth will affect Talentum's revenue and revenue
structure. Traditionally, about 40% of consolidated net sales are dependent on
advertising and particularly in the b-to-b sector, which is sensitive to
economic conditions. Under the present economic conditions, the share of
advertising is about 36% of net sales. The most economically sensitive part of
advertising revenue is job advertising.
The aim is to minimise the market risk relating to advertising by increasing
revenue from circulation and content sales. The goal is for all Talentum
products and services to be market leaders in their fields, so that success is
possible even in recession.
Online services are a factor that could change the earnings logic of magazines
and books temporarily, or even in the long term. This channel selection could
be significant for the Group's revenue structure. The move from printed
products to online products may be accelerated particularly under poor economic
conditions. If the company is unable to develop its operations to respond to
changes in media usage habits, it could undermine its competitiveness.
Group subscriptions for major magazines are significant as far as coverage is
concerned, and contracts have been in place for several decades. Changes in
these contracts could have major impacts on magazine circulations and,
indirectly, media sales.
In impairment testing, the changes specified in the sensitivity analysis did
not lead to a situation where the recoverable amount by the units would fall
below their book value. However, the book value of Talentum HR would fall below
its book value, if net sales decrease more than 4 percentage units, operating
income decreases by 0.8 percentage units or discount rate increases by 0.8
percentage units.
The economic uncertainty increases the uncertainty regarding, in particular,
advertising sales receivables. Credit-loss risks are managed by following
customers' credit standing and by focusing on the follow-up of debts.
Cash flow, financial position and balance sheet for the Group
The cash flow from business operations for January-December was EUR 2.7 million
(EUR -5.8 million). The change in working capital was EUR 0.4 million (EUR -4.0
million). Working capital is negative, as is usual for the sector, because
liabilities include EUR 13.7 million (EUR 11.2 million) of subscription fee
advances received from customers.
The consolidated balance sheet total at the end of December stood at EUR 64.7
million (EUR 58.8 million). The Group's interest-bearing loans and borrowing
amounted to EUR 13.9 million (EUR 15.9 million). The Group's liquid assets were
EUR 1.5 million (EUR 3.7 million). Interest-bearing net liabilities were EUR
12.4 million (EUR 12.2 million).
Talentum Oyj's financing arrangements have been renewed with agreements signed
at the beginning of October 2010, so that the available bank overdraft limit is
EUR 14.0 million and the available financing credit limit is EUR 22.0 million,
EUR 36.0 million in total. According to the rules agreed, loans within the
financial credit limits can be drawn down and repaid in various currencies
throughout the maturity of the agreement. About half of the limits are
available for three years and the other half for four years. EUR 22.1 million
of the limits was unused at the financial year end.
In addition, the Group has a commercial paper programme in the amount of EUR 30
million, of which EUR 0.0 million was issued at the financial year end.
The equity ratio at the end of December was 34.4% (31.4%). The Group's equity
per share was EUR 0.40 (EUR 0.34). The Group does not hedge against currency
fluctuations with regard to the acquisition of subsidiaries. The weakening or
strengthening of the Swedish krona against the Euro affects the Group's equity
through the translation difference arising from the acquisition of the Swedish
subsidiaries. On 31 December 2010, the translation difference in the Group's
equity was EUR 0.5 million. The change for January-December was EUR 2.7 million
(positive).
Investments
The gross investments in tangible and intangible assets for January-December
totalled EUR 3.9 million (EUR 8.8 million), which is 4.8% (13.2%) of net sales.
This includes the increase of EUR 2.7 million (EUR 7.6 million) in goodwill and
other intangible assets that arose from the corporate acquisition.
Changes in Group structure
Talentum strengthened its training and event business with an acquisition. On
15 September 2010, Talentum acquired the entire share capital of IIR Finland
Oy. The company's name was changed to Talentum Events Oy, and it produces
training and events under the trademark FYI. At the time of the acquisition,
the company had 46 employees. The sellers in the transaction comprised six
individuals who belonged to the company's active management and who continued
to work for company.
Talentum Events Oy established subsidiaries engaging in event and training
business, FYI Leading Events AB and Talentum Events ApS, in Sweden and Denmark
in autumn 2010.
The shares of the associated company Mentor Online AB were transferred in
August.
Talentum established Talentum Business Information Group AB (TBIG) in Sweden on
30 December 2009. TBIG purchased companies operating in the construction
information business in Sweden and Norway. On 31 December 2009, Talentum
pledged to sell a 9.9% minority interest of TBIG to an associate outside the
Group. Therefore, the Group's holding of the company on 31 December 2009 was
calculated as 90.1%. The agreement was cancelled and the Group's holding of the
company is computed as 100% as of 1 January 2010. The change only had a minor
impact on the Group's financial position.
The acquisitions are described in the notes.
Personnel
In January-December, Talentum Group employed an average of 787 (755) people.
Geographically, the personnel were divided as follows: Finland 393 people
(399), Sweden 221 (176), Norway 9 (0), Denmark 1 (0), Latvia 75 (63), Lithuania
0 (33), Estonia 83 (78) and Russia 5 (5). The construction information business
acquired at the end of 2009 increased the number of employees in Sweden and
Norway by 88 at the time of acquisition. The event business acquired in
September 2010 increased the number of employees by 46 at the time of
acquisition.
BUSINESS AREAS
EUR million 10-12/ 10-12/ 1-12/ 1-12/
2010 2009 2010 2009
--------------------------------------------------------------------------------
Net sales
--------------------------------------------------------------------------------
Publishing Finland 13.0 11.1 39.2 37.3
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Publishing Other Nordic Countries 10.3 7.3 35.5 23.5
--------------------------------------------------------------------------------
Direct marketing 2.1 2.2 8.8 8.8
--------------------------------------------------------------------------------
Other -0.6 -0.6 -2.6 -2.8
--------------------------------------------------------------------------------
Total 24.8 19.9 81.0 66.8
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Operating income without
non-recurring items
--------------------------------------------------------------------------------
Publishing Finland 1.5 1.5 1.4 1.9
--------------------------------------------------------------------------------
Publishing Other Nordic Countries 0.3 0.6 1.9 -1.4
--------------------------------------------------------------------------------
Direct marketing 0.2 0.1 0.9 0.7
--------------------------------------------------------------------------------
Other -0.5 -0.6 -2.1 -2.1
--------------------------------------------------------------------------------
Total 1.5 1.6 2.0 -0.9
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Non-recurring items
--------------------------------------------------------------------------------
Publishing Finland 0.0 -1.1 0.0 -2.1
--------------------------------------------------------------------------------
Publishing Other Nordic Countries -0.5 -0.9 -1.5 -1.8
--------------------------------------------------------------------------------
Direct marketing 0.0 -0.2 0.0 -0.2
--------------------------------------------------------------------------------
Other 0.0 -0.2 -0.3 -0.3
--------------------------------------------------------------------------------
Total -0.5 -2.4 -1.8 -4.3
--------------------------------------------------------------------------------
Operating income 1.1 -0.8 0.3 -5.2
--------------------------------------------------------------------------------
In 2010, non-recurring items included expenses of EUR 1.5 million related to
personnel reduction in Sweden and expenses of EUR 0.3 million arising from the
acquisition of IIR Finland Oy.
Publishing
October - December
Net sales from publishing operations for October-December amounted to EUR 23.3
million (EUR 18.4 million), a change of 26.7% from the previous year. Of net
sales from publishing operations, 56% (60%) originated from Finland and the
remaining 44% (40%) mainly from Sweden.
In October-December, advertising revenue increased by 42.4% from the previous
year. The share of advertising revenue in net sales from publishing operations
totalled 37% (33%). The most economically sensitive part of advertising
revenue, job advertising, reacted most strongly to the more positive economic
situation.
Total net sales from e-business for October-December increased by 88.6%. Net
sales from e-business were EUR 4.1 million (EUR 2.2 million), which corresponds
to 18% (12%) of the total figure for publishing.
January - December
Net sales from publishing operations for January-December amounted to EUR 74.8
million (EUR 60.8 million), a change of 23.0% from the previous year. Of net
sales from publishing operations, 52% (61%) originates from Finland and the
remaining 48% (39%) mainly from Sweden.
In January-December, advertising revenue increased by 32.4% from the previous
year. The share of advertising revenue in net sales from publishing operations
totalled 36% (34%).
EUR million 10-12/ 2010 10-12/ 2009 1-12/ 2010 1-12/ 2009
-------------------------------------------------------------------------
Net sales
-------------------------------------------------------------------------
Advertisement revenue 8.7 6.1 27.0 20.4
-------------------------------------------------------------------------
Circulation revenue 6.7 6.4 23.8 23.4
-------------------------------------------------------------------------
Other content revenue * 7.9 5.8 23.9 17.0
-------------------------------------------------------------------------
Total 23.3 18.4 74.8 60.8
-------------------------------------------------------------------------
* 'Other content revenue' includes books, training, events and business
information services.
Total net sales from e-business for January-December increased by 88.7%. Net
sales from e-business were EUR 14.9 million (EUR 7.9 million), which
corresponds to 20% (13%) of the total figure for publishing.
Publishing Finland
In the Publishing Finland segment, financial development is reported for
periodicals, book publishing, training and event business. The best known book
in the book publishing business is the green Finnish Law (Suomen Laki) book.
The magazines with the highest circulation are Talouselämä and Tekniikka &
Talous.
The Finnish operations of IIR Finland Oy (now Talentum Events Oy), which was
acquired in September 2010, has belonged to this segment since the acquisition
(15 September 2010).
October-December
Net sales from publishing operations in Finland for October-December amounted
to EUR 13.0 million (EUR 11.1 million), a change of 17.5% from the previous
year. Advertising revenue was up 42.5% on the previous year. Circulation income
from magazines remained at a good level. The strongest growth in advertising
was seen in recruitment advertising. In other content revenue, books and
training succeeded fairly well. Integration and personnel changes in Talentum
Events weakened profitability.
Operating income from publishing operations in Finland without non-recurring
items was EUR 1.5 million (EUR 1.5 million). The operating income (EBIT) from
publishing operations in Finland was EUR 1.5 million (EUR 0.4 million).
Amortisation of intangible assets relating to the IIR Finland Oy acquisition
weakened the result by about EUR 0.1 million.
January-December
Net sales from Publishing Finland for January-December amounted to EUR 39.2
million (EUR 37.3 million), a change of 5.1% from the previous year.
Advertising revenue was up 13.1% on the previous year.
Operating income Publishing Finland without non-recurring items was EUR 1.4
million (EUR 1.9 million). The operating income (EBIT) from Publishing Finland
was EUR 1.4 million (EUR -0.1 million). Amortisation of intangible assets
relating to the IIR Finland Oy acquisition weakened the result by about EUR 0.1
million.
Online Talentum media focused on building premium services that require
registration. The aim of the new content areas is to strengthen relationships
with readers. In Finland, the number of different browsers in online media
increased by a total of 6% compared to the corresponding period in the previous
year.
The circulations of Talentum's major business magazines remained at the
previous good levels.
The editorial offices of Talouselämä and Markkinointi & Mainonta merged in
September. Also the editorial offices of Tekniikka & Talous, Metallitekniikka
and Energia merged.
The first issue of Talouselämä's lifestyle supplement, Talouselämä Platinum,
was published in December 2010. In future, the supplement will be published
four times a year.
As a result of IIR Finland (Talentum Events) acquisition Talentum's training
and event offering increased and expanded to new themes.
At the end of the year, Talentum book publishing published 28 professional
books as e-books to be downloaded into electronic reading devices. In future,
the majority of new business books will be published as e-books in addition to
the traditional printed book.
Publishing Other Nordic Countries
In the Publishing Other Nordic Countries segment, financial development is
reported for periodicals, the event business and the business information
business. The magazines with the highest circulation are Ny Teknik and
Affärsvärlden. The largest providers of business information are Sverige Bygger
and Talentum HR.
October-December
Net sales from the Publishing Other Nordic Countries segment for
October-December amounted to EUR 10.3 million (7.3 million), a change of 40.8%
from the previous year. Advertising revenue was up 42.5% on the previous year.
Compared to the previous year, exchange rates increased net sales by about EUR
1.1 million. Circulation income from magazines increased moderately. The
information business developed according to expectations.
Operating income from Publishing Other Nordic Countries without non-recurring
items was EUR 0.3 million (EUR 0.6 million). The operating income (EBIT) was
EUR -0.1 million (EUR -0.2 million). The operating income was weakened by the
costs of about EUR 0.4 million incurred in the start-up of event business in
Sweden and Denmark, as well as the amortisation of intangible assets of about
EUR 0.1 million caused by corporate acquisitions.
January-December
Net sales from Publishing Other Nordic Countries for January-December amounted
to EUR 35.5 million (23.5 million), a change of 51.5% from the previous year.
Exchange rates increased net sales by EUR 3.1 million. Without the impact of
exchange rates, net sales increased by 38.3%. Advertising revenue was up 56.1%
on the previous year.
Operating income from the Publishing Other Nordic Countries segment without
non-recurring items was EUR 1.9 million (EUR -1.4 million). Expenses of EUR 1.5
million arising from personnel reduction are presented as non-recurring items.
The operating income (EBIT) was EUR 0.4 million (EUR -3.2 million). The
operating income was weakened by the costs of about EUR 0.4 million incurred in
the start-up of event business in Sweden and Denmark, as well as the
amortisation of intangible assets of about EUR 0.5 million caused by corporate
acquisitions.
Sverige Bygger and Norge Bygges, producers of construction industry information
acquired at the end of 2009, performed according to expectations.
The Ny Teknik Historia magazine was first published as an online digital
version to gauge interest, and now the magazine is published also in printed
format.
Ny Teknik magazine's job service Nyteknik.se/job succeeded particularly well in
sales terms.
Direct Marketing
In the Direct Marketing segment, financial development is reported for the
business of Talentum's subsidiary Suoramarkkinointi Mega Oy in Finland and the
Baltic countries. The company operates in the telemarketing business.
October-December
Net sales from Direct Marketing for October-December was EUR 2.1 million (EUR
2.2 million), and operating income without non-recurring items was EUR 0.2
million (EUR 0.1 million). The operating income (EBIT) from direct marketing
operations was EUR 0.2 million (EUR -0.2 million).
January-December
Net sales from Direct Marketing for January-December amounted to EUR 8.8
million (EUR 8.8 million), and the operating income without non-recurring items
was EUR 0.9 million (EUR 0.7 million). The operating income (EBIT) from Direct
Marketing was EUR 0.9 million (EUR 0.5 million).
As Talentum Group decreased its direct marketing, its internal net sales fell
by around EUR 0.2 million. The Group's external net sales, on the other hand,
continued their growth.
TALENTUM GROUP
Management
Talentum Oyj's AGM on 31 March 2010 decided that the number of members of the
Board of Directors is six. Harri Kainulainen, Eero Lehti, Atte Palomäki, and
Merja Strengell were re-elected as members of the Board of Directors. Joachim
Berner and Kai Telanne were elected as new members. Merja Strengell was elected
the Chairman of the Board and Kai Telanne the Deputy Chairman.
The General Meeting re-elected Authorised Public Accountants
PricewaterhouseCoopers Oy as auditors, with APA Juha Wahlroos as the auditor
responsible.
Payment of dividends for 2009
The AGM on 31 March 2010 decided, on a motion by the Board of Directors, not to
pay out any dividends for 2009.
Extraordinary General Meeting
Talentum's Extraordinary General Meeting was held on 15 June 2010. The Board of
Directors had called the EGM upon Oy Herttaässä Ab's request to elect one new
member to the Board of Directors and to elect Kai Mäkelä as the seventh member
of the Board. At the time of the request, Oy Herttaässä Ab owned 10.27% of
Talentum Oyj shares. After voting, the EGM decided that the number of the
members of Talentum's Board of Directors would remain the same, i.e., six and
that no new members would be elected.
Shares and share capital
On 31 December 2010, Talentum Oyj's share capital totalled EUR 18,593,518.79
and the company had 44,295,787 fully paid shares. The shares are listed on the
NASDAQ OMX Helsinki.
A total of 6,572,178 shares were traded in 2010, which corresponds to 14.8% of
the number of shares. The highest price paid for shares in January-December was
EUR 2.26, and the lowest was EUR 1.64. The closing price for the shares on 30
December 2010 was EUR 1.98.
On 31 December 2010, the company held 681,000 of its own shares, which is about
1.5% of Talentum's total shares and votes. No new own shares were bought in
2010.
Flagging notifications
No flagging notifications were made in 2010.
Shareholder agreements
The company is not aware of any mutual shareholder agreements between its
shareholders relating to the operations or ownership of the company.
Shareholdings of the Board of Directors and CEO
On 31 December 2010, the number of Talentum Oyj shares and options owned by
members of the Board of Directors and the CEO, personally or through companies
in which they have a controlling interest, was 49,912, representing 0.11% of
the company's total shares and votes.
Authorisations of the Board of Directors
Authorisation of the Board of Directors to decide on the acquisition of own
shares
The Annual General Meeting on 31 March 2010 authorised, cancelling all previous
authorisations, the Board of Directors to decide on the acquisition of own
shares. By virtue of the authorisation, the Board of Directors has the right to
decide on the acquisition of own shares. The shares can be acquired for the
value determined by the Board of Directors and based on the fair value of the
shares in public trading at the time of their acquisition. Own shares may be
only acquired using unrestricted equity. Based on this authorisation, own
shares may be acquired in one or several lots, but limited to a total of
3,500,000 shares, which corresponds to approximately eight (8) per cent of the
issued shares of the company. The authorisation will remain in force until 30
June 2011. The Board of Directors is otherwise authorised to decide on all
terms and conditions regarding the acquisition, including the manner of
acquisition of the shares. The authorisation does not exclude the right of the
Board of Directors to also decide on a directed acquisition of own shares,
providing that there are strong financial grounds for the company to do so.
The authorisations were unused as of 31 December 2010.
Authorisation of the Board of Directors to decide on a share issue including
the conveyance of own shares and the issue of special rights
The Annual General Meeting on 31 March 2010 authorised, cancelling all previous
authorisations, the Board of Directors to decide on the issue of shares and
special rights. By virtue of the authorisation, the Board of Directors has the
right to decide on a share issue that may be either chargeable or free of
charge, including the issue of new shares and the conveyance of own shares
possibly in the company's possession. The Annual General Meeting has also
authorised the Board of Directors to decide on an issue of option rights and
other special rights which grant entitlement, in return for payment, to receive
new shares or any shares possibly in the company's possession. Based on the
authorisations pertaining to share issue and/or special rights, new shares may
be issued and/or own shares held by the company may be conveyed in one or
several lots, but limited to a total of 3,500,000 shares, which corresponds to
approximately eight (8) per cent of the issued shares of the company. The
authorisations will remain in force until 30 June 2011. The Board of Directors
is otherwise authorised to decide on all terms and conditions regarding share
issue and granting of special rights, including the Board's right to decide on
a directed share issue and the granting of special rights. Shareholders'
pre-emptive subscription rights can be deviated from, provided that there are
strong financial grounds for the company to do so.
The authorisations were unused as of 31 December 2010.
Management's share-based incentive scheme
Talentum Oyj's Board of Directors decided on 18 March 2010 to establish a new
share-based incentive scheme for corporate management. The scheme consists of
three earnings periods, each comprising at least one and no more than three
earnings periods, the first of which began on 1 January 2010 and ended on 31
December 2010. The bonuses will be paid partly in the company's shares and
partly in cash after the end of each earnings period. The share paid in cash
will cover any taxes and other such costs arising from the bonus. Transferring
shares earned within two years of the end of the earnings period is prohibited.
The total length of the scheme is 5 years. After this, the company's CEO must
retain one half of the shares earned by him under the scheme for the entire
duration of his employment relationship and for one year after its termination.
The Board of Directors will decide at a later stage on the next earnings
periods and the restrictions related to the disposal of the shares earned
during these periods. The possible scheme revenue for the 2010 earnings period
is based on Talentum Group's net sales and operating profit and Talentum's
share revenue. Eight people were covered by the scheme for the 2010 earnings
period. If the scheme targets are fully achieved in the 2010 earning period, a
maximum of 151,000 shares and the amount of cash required for the tax-like
charges arising from the distributed shares at issue will be given within the
scheme. If the scheme targets are fully achieved, a maximum of 484,500 shares
of Talentum Oyj and the amount of cash required for the tax-like charges
arising from the distributed shares at issue will be given within the scheme
over a period of 3 years.
This scheme replaces the scheme of the same content taken into use on 1 January
2007 and terminated on 31 December 2009.
In 2010, a total of 1,268 shares were given on the basis of the result, which
corresponds to a cost of about six thousand euros for the company. Talentum
Oyj's Board of Directors decided in its meeting held on 14 February 2011 that
the bonus will be paid in cash instead of in shares.
Market guarantee
An agreement with Nordea Securities Oyj on a market guarantee for Talentum Oyj
shares became effective on 21 June 2004. Under the agreement, Nordea Securities
will submit a purchase and sale offer, so that the maximum permitted
differential between them is 3% of the purchase offer. The offers will include
a minimum of 2,500 shares.
The Board of Directors' motion concerning distribution of profits
The parent company's distributable assets as of 31 December 2010 comprises of
invested non-restricted equity fund of EUR 86,976,714.06, treasury shares of
EUR -2,834,420.30 and EUR -12,555,189.51. of retained earnings, of which the
result for the financial period is EUR 922,539.23, totalling EUR 71,587,104.25.
The Board of Directors proposes that no dividend should be distributed for 2010.
The Board of Directors proposes that return of equity in the amount of EUR 0.02
per share be paid out for 2010.
The Board of Directors proposes that the retained loss will be covered by the
invested unrestricted equity fund.
Annual General Meeting
Talentum Oyj's Annual General Meeting will be held on 1 April 2011 at 2 pm in
Helsinki.
TABLES
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
EUR million 10-12/ 10-12/ 1-12/ 1-12/
2010 2009 2010 2009
--------------------------------------------------------------------------------
Net sales 24.8 19.9 81.0 66.8
--------------------------------------------------------------------------------
Other operating income 0.2 0.3 0.7 0.7
--------------------------------------------------------------------------------
Materials and services 4.2 3.6 13.3 12.2
--------------------------------------------------------------------------------
Employee benefit expenses 12.3 11.4 42.8 39.2
--------------------------------------------------------------------------------
Depreciation, amortisation and 0.6 0.5 2.5 1.8
impairment
--------------------------------------------------------------------------------
Other operating expenses 6.9 5.5 22.8 19.6
--------------------------------------------------------------------------------
Operating income 1.1 -0.8 0.3 -5.2
--------------------------------------------------------------------------------
Financial income 0.5 -0.2 1.3 0.1
--------------------------------------------------------------------------------
Financial expenses 1.0 0.1 1.5 0.3
--------------------------------------------------------------------------------
Share of income of associated companies 0.0 0.0 0.0 -0.2
--------------------------------------------------------------------------------
Income before taxes 0.6 -1.1 0.1 -5.6
--------------------------------------------------------------------------------
Taxes 0.0 0.2 0.0 1.5
--------------------------------------------------------------------------------
Income for the period 0.6 -0.8 0.2 -4.2
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Other comprehensive income:
--------------------------------------------------------------------------------
Translation differences 0.4 0.0 2.7 1.0
--------------------------------------------------------------------------------
Available-for-sale investments 0.0 0.0 -0.0 0.0
--------------------------------------------------------------------------------
Income tax on available-for-sale 0.0 0.0 0.0 0.0
investments
--------------------------------------------------------------------------------
Total comprehensive income for the 1.0 -0.7 2.9 -3.1
period
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Income for the period attributable to:
--------------------------------------------------------------------------------
Owners of the parent company 0.7 -0.8 0.2 -4.2
--------------------------------------------------------------------------------
Non-controlling interest 0.0 0.0 -0.0 0.0
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Total comprehensive income for the
period attributable to:
--------------------------------------------------------------------------------
Owners of the parent company 1.0 -0.8 2.9 -3.1
--------------------------------------------------------------------------------
Non-controlling interest 0.0 0.0 -0.0 0.0
--------------------------------------------------------------------------------
Basic and diluted Earnings per share, 0.01 -0.02 0.00 -0.10
EUR*
--------------------------------------------------------------------------------
* Earnings per share are calculated from the income attributed to the equity
owners of the parent company.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
31.12.2010 31.12.2009
--------------------------------------------------------------------------
EUR million
--------------------------------------------------------------------------
ASSETS
--------------------------------------------------------------------------
Non-current assets
--------------------------------------------------------------------------
Property, plant and equipment 1.2 1.3
--------------------------------------------------------------------------
Goodwill 31.7 28.1
--------------------------------------------------------------------------
Other intangible assets 14.5 11.6
--------------------------------------------------------------------------
Investments in associates 0.1 0.1
--------------------------------------------------------------------------
Available-for-sale investments 0.1 0.1
--------------------------------------------------------------------------
Deferred tax assets 1.8 1.8
--------------------------------------------------------------------------
Other non-current receivables 1.8 0.3
--------------------------------------------------------------------------
Total non-current assets 51.2 43.3
--------------------------------------------------------------------------
Current assets
--------------------------------------------------------------------------
Inventories 1.1 1.3
--------------------------------------------------------------------------
Trade and other receivables 10.9 10.5
--------------------------------------------------------------------------
Cash and cash equivalents 1.5 3.7
--------------------------------------------------------------------------
Total current assets 13.5 15.5
--------------------------------------------------------------------------
TOTAL ASSETS 64.7 58.8
--------------------------------------------------------------------------
EQUITY AND LIABILITIES
--------------------------------------------------------------------------
Equity attributable to equity owners of the parent
--------------------------------------------------------------------------
Share capital 18.6 18.6
--------------------------------------------------------------------------
Share premium reserve 0.0 0.0
--------------------------------------------------------------------------
Treasury shares -2.8 -2.8
--------------------------------------------------------------------------
Other reserves 0.5 -2.2
--------------------------------------------------------------------------
Invested non-restricted equity fund 3.3 3.3
--------------------------------------------------------------------------
Retained earnings -2.2 -2.2
--------------------------------------------------------------------------
Total 17.4 14.6
--------------------------------------------------------------------------
Non-controlling interest 0.1 0.3
--------------------------------------------------------------------------
Total equity 17.5 14.9
--------------------------------------------------------------------------
Non-current liabilities
--------------------------------------------------------------------------
Deferred tax liabilities 3.8 2.9
--------------------------------------------------------------------------
Non-current financial liabilities 0.1 0.1
--------------------------------------------------------------------------
Pension obligation 0.1 0.1
--------------------------------------------------------------------------
Other non-current liabilities 1.7 0.4
--------------------------------------------------------------------------
Non-current provisions 0.3 0.2
--------------------------------------------------------------------------
Total non-current liabilities 6.0 3.7
--------------------------------------------------------------------------
Current liabilities
--------------------------------------------------------------------------
Current financial liabilities 13.8 15.8
--------------------------------------------------------------------------
Advances received 13.7 11.2
--------------------------------------------------------------------------
Trade and other payables 13.6 13.1
--------------------------------------------------------------------------
Currents provisions 0.1 0.1
--------------------------------------------------------------------------
Total current liabilities 41.1 40.2
--------------------------------------------------------------------------
TOTAL EQUITY AND LIABILITIES 64.7 58.8
--------------------------------------------------------------------------
CONSOLIDATED STATEMENT OF CASH FLOW
EUR million 1-12/ 1-12/
2010 2009
--------------------------------------------------------------------------------
Cash flow from operating activities
--------------------------------------------------------------------------------
Operating income 0.3 -5.2
--------------------------------------------------------------------------------
Adjustments to operating income 1.7 4.1
--------------------------------------------------------------------------------
Change in working capital 0.4 -4.0
--------------------------------------------------------------------------------
Financial items and taxes 0.4 -0.6
--------------------------------------------------------------------------------
Net cash from operating activities 2.7 -5.8
--------------------------------------------------------------------------------
Cash flow from investing activities
--------------------------------------------------------------------------------
Acquisition of subsidiaries and associates, net of cash -2.5 -4.3
acquired
--------------------------------------------------------------------------------
Disposal of subsidiaries and associates 0.3 -0.1
--------------------------------------------------------------------------------
Acquisition of property, plant and equipment and -1.1 -1.2
intangible assets
--------------------------------------------------------------------------------
Other items 0.0 0.0
--------------------------------------------------------------------------------
Net cash from investing activities -3.3 -5.6
--------------------------------------------------------------------------------
Cash flow from financing activities
--------------------------------------------------------------------------------
Change in current loans -1.8 15.0
--------------------------------------------------------------------------------
Repayment of non-current loans -0.2 -1.4
--------------------------------------------------------------------------------
Dividends paid 0.0 -4.4
--------------------------------------------------------------------------------
Purchase of treasury shares
--------------------------------------------------------------------------------
Net cash used in financing activities -2.0 9.2
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Change in cash and cash equivalents -2.5 -2.1
--------------------------------------------------------------------------------
Cash and cash equivalents at the beginning of period 3.7 5.7
--------------------------------------------------------------------------------
Foreign exchange adjustment 0.3 0.1
--------------------------------------------------------------------------------
Net change in cash and cash equivalents -2.5 -2.1
--------------------------------------------------------------------------------
Cash and cash equivalents at the end of period 1.5 3.7
--------------------------------------------------------------------------------
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
a = Share capital f = Invested non-restricted equity fund
b = Share premium g = Retained earnings
reserve h = Equity attributable to equity owners of the parent
c = Treasury shares company
d = Revaluation reserve i = Non-controlling interest
e = Translation j = Total equity
differences
EUR million a b c d e f g h i j
--------------------------------------------------------------------------------
Equity at 1 January 18.6 0.0 -2.8 0.0 -2.2 3.3 -2.2 14.6 0.3 14.9
2010
--------------------------------------------------------------------------------
Business combinations -0.2 -0.2
--------------------------------------------------------------------------------
Other items -0.1 -0.1 -0.1
--------------------------------------------------------------------------------
Comprehensive income:
--------------------------------------------------------------------------------
Translation 2.7 2.7 2.7
differences
--------------------------------------------------------------------------------
Available-for-sale 0.0 0.0 0.0
investments
--------------------------------------------------------------------------------
Income for the period 0.2 0.2 -0.0 0.2
--------------------------------------------------------------------------------
Total comprehensive 0.0 2.7 0.2 2.9 -0.0 2.9
income for the period
--------------------------------------------------------------------------------
Equity at 31 December 18.6 0.0 -2.8 0.0 0.5 3.3 -2.2 17.4 0.1 17.5
2010
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Equity at 1 January 18.6 0.0 -2.8 0.0 -3.2 5.9 3.7 22.2 0.1 22.3
2009
--------------------------------------------------------------------------------
Return of equity -2.6 -2.6 -2.6
--------------------------------------------------------------------------------
Dividend paid -1.7 -1.7 -1.7
--------------------------------------------------------------------------------
Other items -0.0 0.2 0.2
--------------------------------------------------------------------------------
Other comprehensive
income:
--------------------------------------------------------------------------------
Translation 1.0 1.0 1.0
differences
--------------------------------------------------------------------------------
Available-for-sale 0.0 0.0 0.0
investments
--------------------------------------------------------------------------------
Income for the period -4.2 -4.2 0.0 -4.2
--------------------------------------------------------------------------------
Total comprehensive 0.0 1.0 -4.2 -3.1 -0.0 -3.2
income for the period
--------------------------------------------------------------------------------
Equity at 31 December 18.6 0.0 -2.8 0.0 -2.2 3.3 -2.2 14.6 0.3 14.9
2009
--------------------------------------------------------------------------------
The change in share quantities are disclosed in the notes to the financial
statements.
NOTES TO THE FINANCIAL STATEMENTS
In preparation of this financial statement, Talentum has applied the same
principles as in the financial statements for 2009, apart from the additions
described below.
From 1 January 2010, Talentum has adopted the following revised and amended
IFRS standards:
Revised IFRS 3 Business Combinations
The revisions of the standard affect, among other things, the amount of
goodwill from acquisitions and income of sales of the business operations.
Acquisition-related expenses, such as consultants' fees, will be recognised in
profit or loss according to the revised IFRS 3 standard. The conditional
purchase price is valued at fair value and subsequent changes in its value will
be recognised in profit or loss. The non-controlling interest for each
acquisition can be valued either at fair value or as a proportion of the net
assets of the acquisition target.
Amended IAS 27 Consolidated and Separate Financial Statements
The amendments to the standard affect how phased acquisitions and disposals are
treated. If the parent company retains its control in the subsidiary, the
effects of changes in share of ownership are recognised directly in equity, and
no goodwill or revenue and expenses to be recognised in profit or loss arise.
If the parent company loses its control in the subsidiary, any remaining
investment is valued at fair value in profit or loss.
Amended IFRS 2 Share-based payments
The amendment clarifies the scope of IFRS 2. In accordance with the amendment
an entity that receives products or services has to apply IFRS 2 even if that
entity would not be obliged to deliver cash-settled share-based payments.
April 2009 Annual Improvements to IFRSs
The April 2009 Annual Improvements to IFRS have affected segment reporting in
such a way that segments' assets are no longer presented in the notes to the
financial statements. In addition, the recognition procedure of an acquisition
executed during the validity of the old IFRS 3 standard, in accordance with
which the Group has recognised the change of additional purchase price against
goodwill, has been further defined.
The other new and revised standards or interpretations are not relevant to the
Group.
All figures in this report have been rounded up or down, so the sum of single
figures may be different from the totals shown.
TALENTUM GROUP BY SEGMENTS
1-12/2010 Publishing Publishing Other Direct Other Group
Finland Nordic Countries marketing total
--------------------------------------------------------------------------------
EUR million
--------------------------------------------------------------------------------
External sales 39.2 35.5 6.0 -2.6 81.0
--------------------------------------------------------------------------------
Inter-segment net sales 2.8 -2.8 0.0
--------------------------------------------------------------------------------
Operating income 1.4 1.9 0.9 -2.1 2.0
--------------------------------------------------------------------------------
Segment income before 1.4 1.9 0.0 -2.1 2.0
taxes
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Reconciliation:
--------------------------------------------------------------------------------
Segment income before 2.0
taxes
--------------------------------------------------------------------------------
Non-recurring items -1.8
unallocated to the
segments
--------------------------------------------------------------------------------
Financing items, net -0.2
--------------------------------------------------------------------------------
Share of income of 0.1
associated companies
--------------------------------------------------------------------------------
Consolidated income 0.2
before taxes
--------------------------------------------------------------------------------
* Includes the assets of the business information business.
1-12/2009 Publishing Publishing Other Direct Other Group
Finland Nordic Countries marketing total
--------------------------------------------------------------------------------
EUR million
--------------------------------------------------------------------------------
External net sales 37.3 23.5 5.8 0.2 66.8
--------------------------------------------------------------------------------
Inter-segment net sales 3.0 -3.0 0.0
--------------------------------------------------------------------------------
Operating income 1.9 -1.4 0.7 -2.1 -0.9
--------------------------------------------------------------------------------
Segment income before 1.9 -1.4 0.7 -2.1 -0.9
taxes
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Reconciliation:
--------------------------------------------------------------------------------
Segment income before -0.9
taxes
--------------------------------------------------------------------------------
Non-recurring items -4.4
unallocated to the
segments
--------------------------------------------------------------------------------
Financing items, net -0.2
--------------------------------------------------------------------------------
Share of income of -0.2
associated companies
--------------------------------------------------------------------------------
Consolidated income -5.6
before taxes
--------------------------------------------------------------------------------
ACQUIRED BUSINESS FUNCTIONS
Acquisitions of subsidiaries and business functions
IIR Finland Oy
On 15 September 2010, Talentum Oyj acquired the entire share capital of IIR
Finland Oy. In the purchase price allocation of the goodwill that arose from
the acquisition, one intangible asset, customer relationships, was recognised
as its own balance sheet item. The goodwill that arose from the acquisition was
presented as a EUR 1.9 million item in the balance sheet of 30 September 2010,
because the fair value of the net assets acquired was provisional and dependent
on the final determination.
The amount of goodwill was reviewed in the fourth quarter by review of the
balance sheet values in the acquisition calculation. After the review, the
amount of goodwill arising from the acquisition is EUR 2.0 million in the
balance sheet of the reporting date. The reviewed figure for goodwill is
regarded as arising principally from event process expertise, specialist
personnel and industry expertise.
The consolidated financial statements at the time of reporting include the
acquired company's net sales and income after the acquisition.
Assets and liabilities of Recognised fair values/ Reviewed fair
acquired companies at the date carrying amounts at 15 values/ carrying
of acquisition: September 2010 amounts at
15 September 2010
--------------------------------------------------------------------------------
Property, plant and equipment 0.0 0.0
--------------------------------------------------------------------------------
Intangible assets 0.6 0.6
--------------------------------------------------------------------------------
Shares of associates 0.1 0.1
--------------------------------------------------------------------------------
Trade and other receivables 0.7 0.7
--------------------------------------------------------------------------------
Cash and cash equivalents 0.9 0.9
--------------------------------------------------------------------------------
Total assets 2.3 2.3
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Deferred tax liabilities 0.2 0.2
--------------------------------------------------------------------------------
Current liabilities 0.9 1.0
--------------------------------------------------------------------------------
Total liabilities 1.1 1.2
--------------------------------------------------------------------------------
Net assets 1.2 1.1
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Cost of an acquisition 3.1 3.1
--------------------------------------------------------------------------------
Goodwill 1.9 2.0
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Consideration paid (in cash) 3.4 3.4
--------------------------------------------------------------------------------
Cash and cash equivalents of -0.9 -0.9
acquired companies
--------------------------------------------------------------------------------
Net cash outflow 2.5 2.5
--------------------------------------------------------------------------------
EUR million
----------------------------------------------------------------------
Reconciliation of goodwill
----------------------------------------------------------------------
Carrying amount at 30 September 2010 1.9
----------------------------------------------------------------------
Review of the balance sheet values in the acquisition calculation 0.1
----------------------------------------------------------------------
Carrying amount at 31 December 2010 2.0
----------------------------------------------------------------------
Sverige Bygger AB and Norge Bygges AS
Talentum's Swedish subsidiary, Talentum Business Information Group AB (TBIG),
acquired the entire share capital of Sverige Bygger AB and Norge Bygges AS on
30 December 2009. The goodwill that arose from the acquisition was presented as
a EUR 7.6 million item in the balance sheet of 31 December 2009, because the
fair value of the net assets acquired was provisional and was dependent on the
final determination. The amount of goodwill was reviewed on 30 June 2010, and
two intangible assets, a database and its management system, as well as
customer relationships, were recognised as their own balance sheet items. The
reviewed figure for goodwill is regarded as arising principally from specialist
personnel, market share and industry expertise.
The amount of goodwill was reviewed again in the third quarter. After the
review, the amount of goodwill arising from the acquisition was EUR 6.8 million
in the balance sheet of 30 September 2010.
An additional purchase price estimated at EUR 0.4 million was also included in
the acquisition cost. The realisation of the additional purchase price depends
on the companies' profitability growth in 2010-2011. It will be paid in spring
2012 at the latest, and it is included in consolidated long-term liabilities.
On the basis of the valuation of the additional purchase price as of 31
December 2010, the Group has reduced the liability recognised for it and
correspondingly, the goodwill arising from the acquisition, by EUR 0.2 million.
EUR million
-----------------------------------------
Reconciliation of goodwill
-----------------------------------------
Carrying amount at 1 January 2010 7.6
-----------------------------------------
Purchase price allocation -2.1
-----------------------------------------
Deferred taxes 0.6
-----------------------------------------
Change in additional purchase price -0.2
-----------------------------------------
Exchange rate differences 0.8
-----------------------------------------
Carrying amount at 31 December 2010 6.8
-----------------------------------------
CHANGE IN SHARE QUANTITIES *
1000 shares 1-12/2010 1-12/2009
-------------------------------------------------------------------
Shares outstanding at the beginning of period 43 615 43 615
-------------------------------------------------------------------
Number of shares outstanding at end of period 43 615 43 615
-------------------------------------------------------------------
* Excluding own shares held by the company
For the period under review, the weighted average number of shares used in the
calculation of earnings per share during the financial period is 43,614,787
(43,614,787 shares 1-12/2009).
The number of shares issued is 44,295,787.
PERSONNEL BY SEGMENTS, ON AVERAGE
1-12/2010 1-12/2009
-------------------------------------------------------
Publishing Finland 210** 201
-------------------------------------------------------
Publishing Other Nordic Countries 232* 176
-------------------------------------------------------
Direct Marketing 327 357
-------------------------------------------------------
Other 18 20
-------------------------------------------------------
Total 787 755
-------------------------------------------------------
* Includes the 79 people of the business information operations acquired on 30
December 2009.
** Includes the 5 people of the event business acquired on 15 September 2010.
CHANGES IN PROPERTY, PLANT AND EQUIPMENT
EUR million 31.12.2010 31.12.2009
------------------------------------------------------------------
Carrying amount at the beginning of period 1.3 1.6
------------------------------------------------------------------
Additions 0.4 0.3
------------------------------------------------------------------
Acquisitions through business combinations 0.0 0.0
------------------------------------------------------------------
Disposal of businesses 0.0 -0.0
------------------------------------------------------------------
Decreases -0.3 --
------------------------------------------------------------------
Depreciation -0.3 -0.7
------------------------------------------------------------------
Carrying amount at the end of period 1.2 1.3
------------------------------------------------------------------
CHANGES IN INTANGIBLE ASSETS
EUR million 31.12.2010 31.12.2009
------------------------------------------------------------------
Carrying amount at the beginning of period 39.7 31.3
------------------------------------------------------------------
Additions 0.7 1.0
------------------------------------------------------------------
Purchase price allocation 0.6 --
------------------------------------------------------------------
Acquisitions through business combinations 2.7 7.6
------------------------------------------------------------------
Decreases -0.2 -0.5
------------------------------------------------------------------
Amortisation -1.9 -1.2
------------------------------------------------------------------
Exchange rate differences 4.5 1.6
------------------------------------------------------------------
Carrying amount at the end of period 46.2 39.7
------------------------------------------------------------------
RELATED PARTY TRANSACTIONS
EUR million 1-12/2010 1-12/2009
----------------------------------------------------------
Employee benefits for key management 1.0 1.8
----------------------------------------------------------
Support payments to pension fund -0.2 3.7
----------------------------------------------------------
Associates and joint ventures:
----------------------------------------------------------
Sales 0.3 0.3
----------------------------------------------------------
Liabilities 0.5 0.5
----------------------------------------------------------
Talentum Group general pension fund
The Talentum Group general pension fund's assets and liabilities were
transferred to Ilmarinen Mutual Pension Insurance Company on 1 January 2010 and
the pension fund was placed into receivership. The final pay-as-you-go pool for
2009 was received in December 2010 and it was positive to the Group by EUR 0.2
million.
GUARANTEES AND CONTINGENT LIABILITIES
EUR million 31.12.2010 31.12.2009
--------------------------------------------------------------------------------
Guarantees posted for own commitments
--------------------------------------------------------------------------------
Financial institution loans -- --
--------------------------------------------------------------------------------
Book value of shares pledged -- --
--------------------------------------------------------------------------------
Business mortgage -- --
--------------------------------------------------------------------------------
Guarantees posted on behalf of commitments of associates -- 0.2
--------------------------------------------------------------------------------
Guarantees posted on behalf of Talentum´s pension fund -- 0.4
--------------------------------------------------------------------------------
Calculation of key indicators
Earnings per share = Profit for the period attributable to parent company
shareholders / Adjusted average number of shares at the end of the financial
period
Equity per share = Equity attributable to parent company shareholders /
Adjusted average number of shares at the end of the financial period
Return on invested capital, % = Income before taxes + interest and other
financial expenses / Balance sheet total - non-interest-bearing liabilities
(average of beginning and end of financial year) x 100
Return on equity, % = Result for the financial period / Total equity (average
of beginning and end of financial year) x 100
Equity ratio, % = Total equity / Balance sheet total - advances received x 100
Gearing, % = Interest-bearing liabilities - cash and cash equivalents / Total
equity x 100
Market capitalisation = Number of shares at the end of the financial period x
trading price at the end of the financial period
The figures in this release are unaudited.
General statement
The forecasts and estimates presented here are based on the management's
current view of economic development, and the actual results may differ
substantially from what is now expected of the company.
Financial information 2011
Talentum is planning to publish the results in 2011 as follows:
January-March income, 29 April 2011
January-June income, 21 July 2011
January-September income, 27 October 2011
TALENTUM OYJ
Board of Directors
ADDITIONAL INFORMATION
Chief Executive Officer Juha Blomster, telephone +358 40 342 4444
Chief Financial Officer Kaisa Kokkonen, telephone +358 40 342 4212
DISTRIBUTION
NASDAQ OMX Helsinki
Principal media
www.talentum.com
BRIEFING
A briefing in Finnish will be held for analysts and the media today, 15
February 2011 at 11:00 at the Talentum head office, Annankatu 34-36 B, Kamppi,
Helsinki, Finland. The financial results will be presented by CEO Juha Blomster
and CFO Kaisa Kokkonen.
Talentum Oyj
Annankatu 34-36 B
FI-00100 Helsinki
Telephone +358 20 442 40
www.talentum.com
This report has been published in Finnish and translated into English. In case
of any discrepancy between the versions, the Finnish version shall prevail.
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