2012-02-22 07:30:00 CET

2012-02-22 07:30:31 CET


REGULATED INFORMATION

English
Incap - Financial Statement Release

INCAP GROUP'S FINANCIAL STATEMENTS RELEASE FOR 2011: INCREASE IN REVENUE, STRATEGIC STRUCTURAL CHANGE FINISHED


Incap Corporation           Stock Exchange Release             22 February 2012
at 8:30 a.m.

INCAP GROUP'S FINANCIAL STATEMENTS RELEASE FOR 2011: INCREASE IN REVENUE,
STRATEGIC STRUCTURAL CHANGE FINISHED

  * full-year revenue for 2011 amounted to EUR 68.9 million - increase of about
    16% year-on-year (2010: EUR 59.2 million)
  * full-year operating result (EBIT) was EUR -1.6 million (EUR -3.2 million)
  * operating result (EBIT) excluding non-recurring expenses was positive both
    for the fourth quarter and the second half of the year
  * operating result for the fourth quarter includes non-recurring expenses of
    approx. EUR 0.6 million for the closedown of the Helsinki factory
  * full-year earnings per share stood at EUR -0.21 (-0.33)
  * the company's strategic change has been completed and stable basis for
    profitable growth has been laid
  * Incap estimates that the revenue in 2012 grows and the operating result
    (EBIT) is positive


These unaudited financial statements have been prepared in compliance with the
international financial reporting standards (IFRS) IAS 34. Unless otherwise
mentioned, the comparison figures refer to the same period in 2010.


Sami Mykkänen, President and CEO of Incap Group: "Demand for Incap's services
developed favourably both in Europe and Asia during 2011, and demand increased
at a steady rate in both business areas of the company. The growth in revenue
was slowed down to some extent by the global shortage of semiconductor
components that had already emerged the previous year but the situation
stabilised during the second half of the year."" We secured new customer accounts in the growth industries pursuant to our
strategy. We began cooperation in the manufacture of welding equipment, bright
light headset, sauna heater control systems, intelligent electricity network
equipment, solar panel applications and small-scale back-up wind power plants,
among other areas. The share of revenue for products combining electronics and
mechanics increased in line with our objectives.""The profitability developed favourably in the right direction and the result
from actual operations was for the second half of the year positive in line with
our expectations. Even though the revenue was lower in the fourth quarter of the
year compared with the third quarter, the result for actual operations was on
the same level. Contributing to the full-year performance were the growth in
revenue, as well as the changes made in production structure in 2010 and
adjustments to customer prices. However, increased expenses in raw material and
production due to the global shortage of components weighed down the result.""We will continue the determined implementation of our strategy. We focus on
manufacturing of equipment related to energy efficiency and well-being, whose
markets offer good growth prospects thanks to the global mega trends. We help
our customers to create successful products by offering them diverse, flexible
and high-quality total manufacturing services for the full life-cycle of the
product.  Our operations in Europe and Asia offer good opportunities for
supporting customers locally in their main market areas.""In the development of our services, we are investing particularly in product
design, which helps to deepen the cooperation with our customers further. We
complement our in-house competence in product design by networking with design
firms when necessary. In our own product development, we focus especially on the
development of products for production, storage and distribution of energy, in
which we have gained already a lot of experience and competence.""We expect that the structural changes that we have implemented and our other
streamlining measures will be visible in our performance in 2012. I believe that
our operations will return to a steady track of profitable growth after these
challenging years."


Revenue and earnings in October-December 2011
Revenue for the final quarter of 2011 amounted to EUR 16.9 million, higher 5%
year-on-year. Especially the demand for electric power equipment was strong.

Operating result for the final quarter was EUR -0.6 million and it includes a
non-recurring cost of EUR 0.6 million for the closedown of the Helsinki factory.
Even though the revenue was lower in the fourth quarter compared with the third
quarter of the year, the result for actual operations was on the same level and
positive.


Quarterly comparison    10-12/   7-9/    4-6/   1-3/ 10-12/   7-9/   4-6/   1-3/
(EUR thousands)           2011   2011    2011   2011   2010   2010   2010   2010
--------------------------------------------------------------------------------

Revenue                 16,906 18,286  17,694 16,005 16,149 13,741 15,836 13,436


Operating profit/loss                    -623
(EBIT)                    -609     35           -423     14   -470 -1,097 -1,670


Net profit/loss         -1 288   -576 - 1 182   -951   -427 -1 067 -1,490 -1,899

Earnings per share, EUR - 0.07  -0.03   -0.06  -0.05  -0.03  -0.08  -0.12  -0.16



Revenue and earnings in 2011
Incap Group's revenue for 2011 amounted to EUR 68.9 million, up about 16% year-
on-year (59.2 million in 2010). Delivery volumes increased in energy-efficiency
products as well as well-being technology products. However, revenue was held
back somewhat by a global shortage of certain semiconductor components. This had
a negative impact on the company's delivery capacity particularly in well-being
technology products.

Incap Group's profitability developed favourably, and the company recorded a
positive operating result (EBIT) before non-recurring items in the second half
of 2011. The operating result for 2011 was EUR -1.6 million and clearly better
than previous year (-3.2 million in 2010) even though it still was negative. The
result was affected by a weakened availability of materials and an increase in
material costs due to the tsunami in Japan as well as by a non-recurring
provision of EUR 0.6 million related to the closure of the Helsinki plant.
However, increased revenue and customer price adjustments improved the result.
The merger of two electronics plants in 2010 in line with the company's
structural change also had a favourable effect on the operating result.

The Indian unit's revenue increased by approximately 15% from the previous year
to EUR 13.8 million (12.0 million). The company's operations in India showed a
loss, but profitability improved from the previous year, and the result for the
second half of 2011 was better than that for the first half.

Net financial expenses rose to EUR 2.4 million (1.7 million). Depreciation stood
at EUR 2.0 million (2.8 million). Loss for the period was EUR 4.0 million (4.9
million).

Return on investment was -5% (-11%), and return on equity was -115% (-81%).
Earnings per share were EUR -0.21 (-0.33).

Development of operations
The company acquired new customers in its strategic focus areas. During 2011,
cooperation was started with several technology companies among others in the
manufacture of equipment for intelligent electricity network and for distributed
energy production.

Incap established an in-house procurement office in Hong Kong, near the
inexpensive raw material sources of Asia. The goal is to improve the company's
competitive edge as a manufacturing and technology partner by reducing the
prices of materials and components. The company's subsidiary in Hong Kong is
included in the consolidated financial statements as of 1 September 2011.

While revenue rose by 16%, the value of inventories decreased by almost 13%,
from EUR 13.1 million at the beginning of 2011 to EUR 11.4 million at the end of
the year. The company was able to reduce stock values despite difficulties with
the availability of components.

The company allocated more resources to its design services unit in Bangalore,
and competence was enhanced especially in the design of equipment that improves
energy efficiency. Among other solutions, the unit designed UPS backup power
sources, micro-turbine control systems and solar power inverters for customers.

The lease contract of the production plant in Kuressaare in Estonia was renewed
to cover the expansion of the facilities. When completed in June 2012, the
extension will cover 3,400 square metres, which doubles the area of the present
facilities.

To harmonise operating methods, the operations in India were included in the
corporate quality assurance system, and now the same quality indicators are used
group-wide.

Restructuring process
The production transfer from the Vuokatti electronics plant to Kuressaare, which
was carried out in 2010, improved efficiency as expected, resulting in a
reduction of approximately EUR 3 million in personnel expenses in 2011, when
compared to 2009.

Incap continued negotiations on the sale of its sheet-metal production but they
did not lead to satisfactory results. As no means of improving profitability on
long term were found, Incap decided after the close of the financial period in
January 2012 to close its Helsinki plant and to transfer the production to the
company's other plants in Vaasa and Kuressaare by the autumn of 2012. The
transfer is estimated to result in remarkable savings during the years
2012-2013.

After the production restructuring, Incap will have a production plant in each
of its countries of operation: Finland, Estonia and India. In addition, the
company has a procurement office in Hong Kong.

Balance sheet
The balance sheet total fell by EUR 3.3 million from the end of 2010 to EUR
39.3 million (42.6 million).

The Group's equity at the close of the financial period was EUR 1.3 million (5.6
million). Liabilities totalled EUR 38.0 million (37.0 million), of which EUR
24.9 million (22.0 million) were interest-bearing liabilities. Current
liabilities constituted EUR 37.7 million (27.4 million) of all liabilities,
because the company's convertible bond, which matures in May 2012, was
transferred to current liabilities on the balance sheet. The parent company's
equity totalled EUR 12.8 million, representing 63% of the share capital (15.2
million, 74%). It is therefore exceeding the minimum equity limit as given in
the Companies Act by approx. EUR 2.6 million.

The Group's equity ratio was 3.3% (13.2%). Interest-bearing net liabilities were
EUR 24.5 million (21.5 million), and the gearing ratio was 1,868% (383%). The
high gearing ratio was affected by the restructuring costs and the investments
in the company's internationalisation as well as the slower than expected
improvement of earnings development of the company.

On 31 December 2011, the Group's cash and cash equivalents totalled EUR 0.4 (0.5
million at the end of 2010).

At the end of 2011, EUR 1.7 million of the Group's long-term and short-term
loans were guaranteed, and the rest were unguaranteed. Of the loans, EUR 7.6
million were secured loans. The securities for these loans are the EUR 8.1
million mortgages on company assets and a EUR 2.5 million and a EUR 0.7 million
mortgage on the production facilities in Vuokatti, Finland and Tumkur, India.

Financing and cash flow
The Group's quick ratio was 0.4 (0.6), and the current ratio was 0.7 (1.0). Cash
flow from operations was EUR -3.1 million (-4.4 million), and the change in cash
and cash equivalents showed a decrease of EUR 0.4 million (an increase of EUR
0.08 million).

The Group's cash flow and liquidity situation was challenging. Financing was
improved by the financing package issued in May 2011, totalling EUR 3.8 million.
Of the total, EUR 1.5 million consists of a counter-cyclical guarantee from
Finnvera, 2 million of a short-term financing and 1 million of a factoring
credit facility from a Finnish bank and 0.8 million of a short-term credit from
an Indian bank.

Research and development
Incap's R&D expenses are related to the development of its processes. They
amounted to EUR 0.1 million (0.05 million).

Capital expenditure
Capital expenditure totalled EUR 0.3 million in 2011 (0.5 million), consisting
of equipment acquisitions related to the Vaasa and Tumkur plants.

Quality assurance and environmental issues
All of Incap Group's plants have environmental management and quality assurance
systems certified by Det Norske Veritas or TÜV Rheinland. The systems are used
as tools for continuous improvement. During 2011, Incap's operations in India
were incorporated into the Group's quality system.

Incap's environmental management system complies with ISO 14001:2004, and its
quality assurance system complies with ISO 9001:2008. In addition, the
Kuressaare and Helsinki plants have ISO 13485:2003 quality certifications for
the manufacture of medical devices.

Personnel
At the beginning of 2011, the Incap Group had a payroll of 767 employees. At the
end of the year, it had 735 employees. In 2011, Incap employed 749 (780) people
on average. The number of employees increased by 14 in India and by 3 in
Estonia. In Finland, the number of employees decreased by 49. At the end of the
year, about 51% (49%) of the personnel worked in India, 27% (27%) in Estonia and
22% (24%) in Finland.

At the end of the year, 212 of Incap's employees were women and 514 were men.
Permanently employed staff totalled 564, and the number of fixed-term employees
was 171. The company had 9 part-time employment contracts at the end of the
year. The average age of the personnel was 38 years.

Company management and organisation
The company's President and CEO during the financial period was Sami Mykkänen,
B.Sc. (Eng.). In addition to the CEO, the Group's Management Team included Kimmo
Akiander (Business unit Well-Being), Kirsi Hellsten (Human resources, from 8
August 2011), Mikko Hirvinen (Production), Jari Koppelo (Business unit Energy
Efficiency), Kirsi Parvi (Finance and administration, from 1 July 2011) and
Hannele Pöllä (Communications).

In addition to the members of the actual Management Team, the Extended
Management Team included K.R. Vasantha (Managing Director and head of production
at the Indian subsidiary, until 9 December 2011), Sami Kyllönen (Operation
services), Murthy Munipalli (Energy Efficiency Asia), Pekka Laitila (Materials
management), Päivi Luotola (IT) and Riitta Pönniö (Quality and the environment).

Events after the end of the financial period
In January 2012, Incap decided to close its Helsinki plant and transfer the
operations to its plants in Vaasa and Kuressaare by the autumn of 2012. The
decision means that 64 employment contracts will be discontinued gradually
during the first half of 2012.

Statutory employer-employee negotiations were started in Group Services in late
2011, and the negotiations were completed in January 2012. Group Services will
be centralised in Estonia in order to cut costs and enhance the efficiency of
operations. For this reason, the number of locations in Finland will be reduced
and 8 employment contracts will be discontinued.

Annual General Meeting 2011
Incap Corporation's Annual General Meeting (AGM) was held in Helsinki on 13
April 2011. The AGM adopted the consolidated financial statements for the
financial year that ended on 31 December 2010. In accordance with the proposal
of the Board of Directors, the AGM decided that no dividend be distributed and
that the loss for the financial year (EUR 1,561,513.95) be recognised in equity.

The AGM re-elected the five members of the Board of Directors. Authorised Public
Accountant Ernst & Young Oy was again elected as the company auditor.


Authorisation of the Board of Directors
At the end of the financial period, the Board of Directors held an authorisation
granted by the Annual General Meeting on 13 April 2011 to decide on increasing
the share capital through one or more rights issues so that the total number of
shares to be subscribed for on the basis of the authorisation is a maximum of
2,168,100, of which a maximum of 300,000 shares can be used in stock options.
The authorisation includes a right to deviate from shareholders' pre-emptive
subscription right and to decide on the subscription price and other terms and
conditions of subscription. It is possible to deviate from shareholders' pre-
emptive subscription rights, provided that there is a significant financial
reason for the company to do so, such as developing the company's business,
financing business restructuring, making an arrangement in association with
capital maintenance, or a reason related to HR policy. The Board of Directors
shall have the right to decide that shares can be subscribed for through a
contribution in kind, by way of offsetting rights or otherwise subject to
certain conditions. The authorisation is valid for one year but no later than
the next Annual General Meeting. The Board did not exercise the authorisation
during the financial period.

Board of Directors and auditor
The Annual General Meeting re-elected Raimo Helasmäki, Kari Häyrinen, Kalevi
Laurila, Susanna Miekk-oja and Lassi Noponen as members of the Board of
Directors. From among its members, the Board elected Kalevi Laurila as Chair and
Susanna Miekk-oja as Deputy Chair. The secretary of the Board was Jari Pirinen,
LL.M., until 13 April and Anu Kaskinen, LL.M., from 13 April 2011. The Board
convened 20 times in 2011, and the average attendance rate was 84%.

The auditor was auditing firm Ernst & Young Oy with Jari Karppinen, Authorised
Public Accountant, as the principal auditor.

Report on corporate governance
Incap will release a report on the company's corporate governance in compliance
with the Securities Market Act as a separate document, in connection with the
publication of the report of the Board of Directors and the annual report.

Shares and shareholders
Incap Corporation has one series of shares, and the number of shares at the end
of the period is 18,680,880. During the financial period, the share price varied
between EUR 0.37 and 0.64 (EUR 0.49 and 0.75). The closing price for the year
was EUR 0.42 (EUR 0.57). During the financial period, the trading volume was 4%
of outstanding shares (39%).

At the end of the financial period, Incap had 1,053 shareholders (1,085).
Nominee-registered owners held 0.5% (0.6%) of all shares. The company's market
capitalisation on 31 December 2011 was EUR 7.8 million (10.6 million). The
company does not hold any of its own shares.

Incap's share has been listed on the Helsinki Stock Exchange (NASDAQ OMX
Helsinki) since 1997 with the trading code ICP1V. The sector classification on
the NASDAQ OMX Nordic Exchange Helsinki is Industrial/Industrial Goods &
Services.

The company's share capital as recorded in the trade register on 31 December
2011 is EUR 20,486,769.50. The share has no nominal value. The company does not
hold any of its own shares, and the Board of Directors is not aware of any
shareholder agreements concerning holdings in company shares and the exercise of
voting rights.

Share-based incentive system 2009
The option scheme implemented in February 2009 includes a total of 600,000 stock
options entitling their holders to subscribe for an equal number of Incap
shares. The stock options are broken into three categories: 2009A, 2009B and
2009C. There are 100,000 A options, 100,000 B options and 400,000 C options. The
subscription price for all stock options is EUR 1. The subscription period is
from 1 April 2010 to 31 January 2014 for 2009A stock options and from 1 April
2011 to 31 January 2014 for 2009B and 2009C stock options.

The CEO has received 100,000 A stock options and 100,000 B stock options. The
company's key employees have received a total of 169,000 C stock options.

The proportion of shares to be subscribed on the basis of stock options is up to
3.1% of the company's shares and votes after a possible increase in share
capital. Undistributed and returned stock options will be given to Euro-ketju
Oy, a subsidiary fully owned by Incap, and the Board of Directors will make a
separate decision on distributing these.

Announcements in accordance with Section 9 of Chapter 2 of the Securities Market
Act on changes in holdings
During the financial period, Incap did not receive any notifications on changes
in holdings that require announcements in accordance with Section 9 of Chapter
2 of the Securities Market Act.

Short-term risks and factors of uncertainty concerning operations
The Risk Management Policy approved by the Incap Board classifies risks as risks
connected to the operating environment, operational risks and damage and funding
risks. Risk management at Incap is mainly focused on risks that threaten the
company's business objectives and continuity of operations. In order to improve
its business opportunities, Incap is willing to take on managed risks within the
scope of the Group's risk management capabilities. Incap regularly reviews its
insurance policies as part of its risk management system.

Incap's most significant short-term risks are associated with the development of
customer demand, the sufficiency of funding and the realisation of plans related
to profitability and inventories.

Demand for Incap's services as well as the company's financial position are
affected by international economic trends and economic trends among Incap's
customer industries. In 2012, the business environment is expected to develop
more stably than in 2011. Incap's sales are spread over several customer
sectors, which balances out the impact of the economic trends in different
industrial sectors.

In 2011, Incap's largest single customer accounted for 18% of the Group's
revenue. The company maintains a balanced customer base in order to ensure that
it will not become dependent on a single customer or on several customers in a
single customer sector, because this would entail significant financial risks.
Risks associated with customer agreements are regularly reviewed and their
combined effect is being monitored. Risks associated with customers are managed
through contract terms and insurance policies. The uncertain economic outlook
has not had a negative effect on the solvency of Incap's customers.

Incap's sector, contract manufacturing, is highly competitive, and there are
major pressures on cost level management. Incap manages risks through continuous
monitoring and management of operational efficiency and cost levels. The cost
structure has been made more flexible by distributing production activities into
several countries and by managing manufacturing operations between Finland and
other countries.

The company continuously assesses the organisation of different activities as
well as the sufficiency and level of human resources to ensure that the
organisation is efficient, the correct competencies are available and the
company can provide its customers with the high-quality services they require
without interruptions and take care of its commitments to other stakeholders. An
essential element to maintain the company's competitive edge is the development
of labour costs in Incap's countries of operation. Incap manages its personnel
risks through active succession planning and by developing its incentive and
management systems in a manner that prevents personnel turnover from
jeopardising business growth.

Material suppliers' quality problems, manufacturing problems and distribution
problems, as well as changes in the market prices of materials, influence
Incap's delivery ability and costs. Most material prices are linked to customer
agreements to reduce material price risks. Incap enters into framework
agreements with trusted material suppliers and seeks to improve predictability
in collaboration with customers. With critical suppliers, the company aims to
agree on buffer inventories within the limits set by agreements between Incap
and the end customer.

The nature of Incap Group's business exposes the company to foreign exchange,
interest rate, credit and liquidity risks. The aim of the Group's risk
management policy is to minimise the negative effects of changes in the
financing markets on the Group's earnings and cash flow. Forward exchange
agreements, foreign currency loans and interest rate swaps are used for the
management of financing risks as required. Subsidiaries' financing structures
are planned, evaluated and directed, taking into account the management of
financing risks.

Because Incap operates in the eurozone and in Asia, it is subjected to foreign
exchange risks. In accordance with its policy, the company seeks to hedge
against foreign exchange risks through currency options and forward exchange
agreements. The Group's interest and foreign exchange risks are managed by means
of a selected financing structure based on both fixed and floating rate
financial instruments in selected currencies.

On 3 May 2011, Incap signed financing agreements totalling EUR 3.8 million.
Finnvera granted the company a counter-cyclical guarantee of EUR 1.5 million. A
Finnish bank granted Incap EUR 2 million in long-term financing and a short-term
factoring facility of EUR 1 million. The long-term financing was recognised in
current liabilities, because covenants are tested at an interval of 6 months. In
addition, the Indian subsidiary signed a loan agreement with a local bank on a
short-term credit of some EUR 0.8 million.

The financing agreements are valid until 31 May 2012 and cover Incap's credit
line and factoring credit line as well as the loans related to the financing of
the Indian subsidiary. The financing agreements include the following covenants:


                   Equity ratio Net IBD/EBITDA Net capital expenditure

31/12/2010           7.4 %      20.6           EUR 1 million/12 months

30/6/2011          11.6 %         4.1          EUR 1 million/12 months

31/12/2011 onwards 10.9 %         5.6          EUR 1 million/12 months



When calculating the covenants, the factoring credit line in use is not
included. On 31 December 2011, the equity ratio was 3.3% and net IBD/EBITDA was
38.9 The covenants were not met on 31 December 2011. However, the financier has
informed Incap in writing that it will not exercise its right to terminate the
agreement. If the financier exercised this right based on the covenants, Incap
would not be able to repay the loans immediately as obliged.

Incap Group has a convertible bond of EUR 6.7 million, which was launched in
2007 and will mature on 25 May 2012.

To assess its liquidity, Incap has prepared a 12-month cash flow projection for
the Group, based on its performance forecast for 2012 and the actual turnover of
its sales receivables, accounts payable and inventories. Based on the cash flow
projection, the company's working capital is sufficient for the next 12 months
provided that the negotiations on financing arrangements and additional funding
proceed according to plan.

The Group's management is currently undergoing negotiations to renew the
company's convertible bond and other loans maturing during spring 2012 and to
ensure sufficient additional funding for business operations. The Group's
management is confident in succeeding in these negotiations.

In addition, the management will continue measures aimed at selling the Vuokatti
plant property. The property and the related loans were recognised as available
for sale in the financial statements for 2010. The price estimate given by an
external valuer on 23 January 2012 clearly exceeds the book value of the
property.

According to the sensitivity analysis made for the Indian subsidiary the revenue
can decrease by a maximum of 16% and the average cost of capital can increase by
approximately 10% without any need for goodwill write-offs.

The deferred tax assets recognised in the consolidated balance sheet (EUR 4.1
million) are based on the Board of Directors' assessment of future earnings
development at Incap Corporation and the Indian subsidiary. On 31 December
2011, confirmed tax losses for which no deferred tax asset was recognised
amounted to EUR 8.1 million. Because Incap's performance in the previous years
deviated remarkably from the projected development, future utilisation of
deferred tax assets is uncertain. Should future development not correspond to
the Board's estimate, the ensuing write-down of deferred tax assets in the
consolidated balance sheet would have a considerable impact on Incap Group's and
the parent company's equity ratio and, consequently, on their equity, among
others.

Objectives of the company
In 2012, Incap aims to increase its revenue moderately and profitably.
Demand in the company's strategic customer segments is expected to develop
stably, although the market outlook is typically very short-term. Incap's goal
is to expand deliveries to existing customers to cover more comprehensive
solutions and a broader range of end products. Customer acquisition will focus
on selected sectors within equipment manufacture related to well-being and
energy efficiency. In particular, demand for energy-efficient equipment and
equipment related to renewable sources of energy is expected to increase
strongly within the next few years.

The company will strengthen the role of product design and launch cooperation
networks with design companies, if necessary. In its own product design, the
company will focus on equipment related to energy production, storage and supply
- an area in which the company already has a great deal of expertise.

The company will continue to enhance the efficiency of its operations by making
use of global opportunities and its upgraded operating method in materials
management. Incap intends to cut costs by a total of EUR 4 to 4.5 million in
2012 and 2013, when compared to 2011. Costs are reduced by transferring
operations from the Helsinki plant to other plants, enhancing the efficiency of
material procurement and centralising Group Services in Estonia.

The company estimates that, with its present production structure, it will be
able to increase its annual revenue to approximately EUR 100 million by 2015.
The company's target customer base and product range will enable it to achieve
an operating margin of approximately 5 to 8 percent (EBIT).

Outlook for 2012
Incap's estimates for future business development are based on its customers'
forecasts and the company's own assessments. Customers' estimates on the
development of their demand are cautious. Based on these estimates, Incap
expects favourable development particularly in the demand for equipment related
to energy production, storage and supply.

Incap estimates that its revenue in 2012 will increase from the EUR 68.9 million
achieved in 2011. The Group's full-year operating result (EBIT) in 2012 is
expected to be positive and, thus, clearly higher than in 2011 (EUR -1.6
million).

Board of Directors' proposal on measures related to the operating result
The parent company's loss for the financial period totalled EUR 2,372,981.70.
The Board will propose to the Annual General Meeting on 11 April 2012 that no
dividend be paid and the loss for the accounting period be recognised in equity.

Annual General Meeting 2012
Incap Corporation's Annual General Meeting will take place on Wednesday, 11
April 2012 at 3.00 p.m. at Hotel Kämp, Pohjoisesplanadi 29, 00100 Helsinki.

Publication of financial statements
Incap will publish the Group's annual report and financials for the year 2011
including the Report of the Board of Directors during week 12/2012.

Helsinki, 21 February 2012

INCAP CORPORATION
Board of Directors


Additional information:
Sami Mykkänen, President and CEO, tel. +358 40 559 9047
Kirsti Parvi, CFO, tel. +358 50 517 4569
Hannele Pöllä, Director, Communications and Investor Relations, tel.
+358 40 504 8296

DISTRIBUTION
NASDAQ OMX Helsinki Ltd
Principal media
The company's home pagewww.incap.fi


PRESS CONFERENCE
Incap will arrange a conference for the press and financial analysts on 22
February 2012 at 10:00 a.m. at the World Trade Center, Helsinki, in Meeting Room
4 on the 2nd floor at Aleksanterinkatu 17, FI-00100 Helsinki.

ANNEXES
1 Consolidated Income Statement
2 Consolidated Balance Sheet
3 Consolidated Cash Flow Statement
4 Consolidated Statement of Changes in Equity
5 Group Key Figures and Contingent Liabilities
6 Quarterly Key Figures
7 Calculation of Key Figures


INCAP IN BRIEF
Incap Corporation is an internationally operating contract manufacturer whose
comprehensive services cover the entire life-cycle of electromechanical products
from design and manufacture to maintenance services. Incap's customers include
leading equipment suppliers in energy-efficiency and well-being technologies,
for which the company produces competitiveness as a strategic partner. Incap has
operations in Finland, Estonia, India and China. The Group's revenue in 2011
amounted to EUR 68.9 million, and the company currently employs approximately
730 people. Incap's share is listed on the NASDAQ OMX Helsinki. Additional
information:www.incap.fi.


Annex 1

CONSOLIDATED INCOME
STATEMENT (IFRS)


(EUR thousand,        10-12/   7-9/   4-6/   1-3/ 10-12/  1-12/            1-12/
unaudited)              2011   2011   2011   2011   2010   2011 Change %    2010


REVENUE               16,906 18,286 17,694 16,005 16,149 68,890       16  59,162

Work performed by the
enterprise and
capitalised                0      0      0      0      0      0        0       0

Change in inventories
of finished goods and
work in progress        -358    -42      4     34   -285   -363     -293     188

Other operating
income                    49     18     40     38     76    145      -61     372

Raw materials and
consumables used      11,515 13,034 12,812 11,270 10,941 48,631       19  40,828

Personnel expenses     3,164  2,861  3,075  2,916  2,580 12,016       -3  12,437

Depreciation and
amortisation             460    494    542    552    654  2,047      -28   2,831

Other operating
expenses               2,068  1,837  1,931  1,762  1,751  7,597       11   6,849
--------------------------------------------------------------------------------
OPERATING PROFIT/LOSS   -609     35   -623   -423     14 -1,619      -50 - 3,223

Financing income and
expenses                -679   -611   -559   -528   -505 -2,378       38 - 1,724
--------------------------------------------------------------------------------
PROFIT/LOSS BEFORE
TAX                   -1,288   -576 -1,182   -951   -491 -3,997      -19 - 4,947

Income tax expense         0      0      0      0      0      0               64
--------------------------------------------------------------------------------
PROFIT/LOSS FOR THE
PERIOD                -1,288   -576 -1,182   -951   -427 -3,997      -18  -4,884


Earnings per share     -0,07  -0,03  -0,06  -0,05  -0,03  -0,21      -36   -0.33

Options have no
dilutive effect
in accounting periods
2010 and 2011


OTHER COMPREHENSIVE      10-12/ 7-9/   4-6/   1-3/ 10-12/  1-12/           1-12/
INCOME                     2011 2011   2011   2011   2010   2011 Change %   2010


PROFIT/LOSS FOR THE
PERIOD                   -1,288 -576 -1,182   -951   -427 -3,997      -18 -4,884



OTHER COMPREHENSIVE
INCOME:

Translation differences
from foreign units          -34  -40    -57   -185    -32   -316    1,220    -24
--------------------------------------------------------------------------------
Other comprehensive
income, net                 -34  -40    -57   -185    -32   -316    1,220    -24


TOTAL COMPREHENSIVE
INCOME                   -1,322 -616 -1,239 -1,136   -459 -4,313      -12 -4,908


Attributable to:

Shareholders of the
parent company           -1,322 -616 -1,239 -1,136   -459 -4,313      -12 -4,908


Non-controlling interest      0    0      0      0      0      0        0      0



Annex 2

CONSOLIDATED BALANCE SHEET

(EUR thousand, unaudited)                         31.12.2011 31.12.2010 Change %


ASSETS


NON-CURRENT ASSETS

Property, plant and equipment                          4,007      6,026      -34

Goodwill                                                 964      1,040       -7

Other intangible assets                                  341        705      -52

Other financial assets                                   314        314        0

Deferred tax assets                                    4,085      4,209       -3
--------------------------------------------------------------------------------
TOTAL NON-CURRENT ASSETS                               9,710     12,294      -21


CURRENT ASSETS

Inventories                                           11,423     13,062      -13

Trade and other receivables                           15,834     14,823        7

Cash and cash equivalents                                369        476      -23
--------------------------------------------------------------------------------
TOTAL CURRENT ASSETS                                  27,625     28,362       -3


Non-current assets held-for-sale                       1,936      1,936        0


TOTAL ASSETS                                          39,271     42,592       -8


EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE
PARENT

COMPANY

Share capital                                         20,487     20,487        0

Share premium account                                     44         44        0

Reserve for invested unrestricted equity               4,084      4,084        0

Exchange differences                                    -765       -483       58

Retained earnings                                    -22,540    -18,510       22
--------------------------------------------------------------------------------
TOTAL EQUITY                                           1,311      5,622      -77


NON-CURRENT LIABILITIES

Deferred tax liabilities                                   0          0        0

Interest-bearing loans and borrowings                    259      9,403      -97
--------------------------------------------------------------------------------
NON-CURRENT LIABILITIES                                  259      9,403      -97


CURRENT LIABILITIES

Trade and other payables                              13,109     14,961      -12

Current interest-bearing loans and borrowings         24,336     12,007      103
--------------------------------------------------------------------------------
CURRENT LIABILITIES                                   37,445     26,969       39


Liabilities relating to non-current assets held-
for-sale                                                 256        598      -57


TOTAL EQUITY AND LIABILITIES                          39,271     42,592       -8





Annex 3

CONSOLIDATED CASH FLOW STATEMENT                   1-12/2011 1-12/2010

(EUR thousand, unaudited)


Cash flow from operating activities

Operating profit/loss                                 -1,619    -3,223

Adjustments to operating profit                        2,157        23

Change in working capital                             -1,920       644

Interest paid                                         -1,793    -1,840

Interest received                                         38        27
----------------------------------------------------------------------
Cash flow from operating activities                   -3,137    -4,369


Cash flow from investing activities

Capital expenditure on tangible and

intangible assets                                       -280      -486

Proceeds from sale of tangible

and intangible assets                                    148       591

Other investments                                        -80      -159

Loans granted                                             -6        -5

Sold shares of subsidiary                                  0         0

Repayments of loan assets                                  0         0
----------------------------------------------------------------------
Cash flow from investing activities                     -218       -59


Cash flow from financing activities

Proceeds from share issue                                  0     4,084

Drawdown of loans                                      4,946     5,825

Repayments of borrowings                              -1,118    -4,338

Repayments of obligations under finance leases          -843    -1,064
----------------------------------------------------------------------
Cash flow from financing activities                    2,985     4,507


Change in cash and cash equivalents                     -371        79

Cash and cash equivalents at beginning of period         476       661

Effect of changes in exchange rates                      288      -228

Changes in fair value (cash and cash equivalents)        -24       -36

Cash and cash equivalents at end of period               369       476





Annex 4

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
(EUR thousand, unaudited)


                                         Reserve for
                                Share       invested
                     Share    premium   unrestricted    Exchange Retained
                   capital    account         equity differences earnings  Total



Equity at
1.1.2010            20,487         44              0        -459  -13,629  6,443

Issue premium            0          0          4,160           0        0  4,160

Transaction
costs for
equity                   0          0            -76           0        0    -76

Change in
exchange
differences              0          0              0         -24        0    -24

Options and
share-based
compensation             0          0              0           0        2      2

Other changes            0          0              0           0        0      0
--------------------------------------------------------------------------------
Net income and
losses
recognised
directly in
equity                   0          0          4,084         -24        2  4,062


Net profit/loss          0          0                          0   -4,884 -4,884
--------------------------------------------------------------------------------
Total income
and losses               0          0          4,084         -24   -4,882   -821


Equity at
31.12.2010          20,487         44          4,084        -483  -18,510  5,622


Equity at
1.1.2011            20,487         44          4,084        -483  -18,510  5,622

Share issue                                                                    0


Transaction
costs for
equity                   0          0              0           0        0      0

Change in
exchange
differences              0          0              0        -316        0   -316

Options and
share-based
compensation             0          0              0           0        2      2

Other changes            0          0              0           0        0      0
--------------------------------------------------------------------------------
Net income and
losses
recognised
directly in
equity                   0          0              0        -316        2   -314


Net profit/loss          0          0              0           0   -3,997 -3,997
--------------------------------------------------------------------------------
Total income
and losses               0          0              0        -316   -3,995 -4,311


Equity at
31.12.2011          20,487         44          4,084        -799  -22,506  1,311



Annex 5


GROUP KEY FIGURES AND CONTINGENT LIABILITIES    31.12.2001 31.12.2010


Revenue, EUR million                                  68.9       59.2

Operating profit, EUR million                         -1.6       -3.2

  % of revenue                                        -2.4       -5.4

Profit before taxes, EUR million                      -4.0       -4.9

  % of revenue                                        -5.8       -8.4

Return on investment (ROI), %                         -5.1      -10.6

Return on equity (ROE), %                           -115.3      -81.0

Equity ratio, %                                        3.3       13.2

Gearing, %                                          1867.7      383.0

Net debt, EUR million                                 21.8       21.7

Net interest-bearing debt, EUR million                24.5       21.5

Average number of shares during the report

period, adjusted for share issues               18,680,880 14,682,250

Earnings per share (EPS), EUR                        -0.21      -0.33

Equity per share, EUR                                 0.07       0.30

Investments, EUR million                               0.3        0.5

  % of revenue                                         0.4        0.8

Average number of employees                            749        780


CONTINGENT LIABILITIES, EUR millions

FOR OWN LIABILITIES

Mortgages                                             13.3       14.5

Other liabilities                                      1.8        2.4


Nominal value of currency options, EUR thousand          0      1 881

Fair values of currency options, EUR thousand            0       -5.5



Annex 6

QUARTERLY KEY FIGURES

                      10-12/    7-9/    4-6/    1-3/ 10-12/   7-9/   4-6/   1-3/
                        2011    2011    2011    2011   2010   2010   2010   2010



Revenue, EUR million    16.9    18.3    17.7    16.0   16.1   13.7   15.8   13.4

Operating profit,
EUR million             -0.6     0.0    -0.6    -0.4    0.0   -0.5   -1.1   -1.7

  % of revenue          -3.6     0.2    -3.5    -2.6    0.1   -3.4   -6.9  -12.4

Profit before taxes,
EUR million             -1.3    -0.6    -1.2    -1.0   -0.5   -1.1   -1.5   -1.9

  % of revenue          -7.6    -3.2    -6.7    -5.9   -3.0   -7.8   -9.4  -14.1

Return on investment
(ROI), %                -7.6     1.1    -9.4    -4.3    2.1   -6.8 -111.3  -21.5

Return on equity
(ROE), %              -148.7   -55.8  -106.5   -75.2  -28.3  -68.0  -14.6 -138.3

Equity ratio, %          3.3     6.3     7.6    11.0   13.2   14.6   10.1   11.1

Gearing, %           1,867.7   946.5   739.3   486.6    383  338.1  523.1  477.3

Net debt, EUR
million                 21.8    22.0    22.9    21.7   21.7   23.1   24.7   24.4

Net interest-bearing
debt, EUR million       24.5    24.9    24.1    21.9   21.5   20.7   22.3   21.7

Average number of
share issue-
adjusted shares
during the financial 18,680, 18,680, 18,680, 18,680, 14,682 13,334 12,854 12,180
period                   880     880     880     880    250    726    913    880

Earnings per share
(EPS), EUR             -0.07   -0.03   -0.06   -0.05  -0.03  -0.08  -0.12  -0.16

Equity per share,
EUR                     0.07    0.14    0.17    0.24   0.30   0.30   0.30   0.37

Investments, EUR
million                  0.0     0.1     0.1     0.1    0.2    0.1    0.1    0.1

  % of revenue           0.0     0.7     0.7     0.3    1.3    1.1    0.4    0.4

Average number of
employees                753     770     745     727    767    787    791    734



Annex 7

CALCULATION OF KEY FIGURES

                                       -----------------------------------------
Return on investment, %                 100 x (profit/loss for the period +
                                        financing costs)
                                       -----------------------------------------
                                        equity + interest-bearing financing
                                        loans



Return on equity (ROE), %               100 x profit/loss for the period

                                       -----------------------------------------
                                        average equity during the accounting
                                        period


Equity ratio, %                         100 x equity
                                       -----------------------------------------
                                        balance sheet total - advances received


Gearing, %                              100 x interest-bearing net financing
                                        loans
                                       -----------------------------------------
                                        equity


Net liabilities                         liabilities - current assets


Quick ratio                             current assets
                                       -----------------------------------------
                                        short-term liabilities - short-term
                                        advances received


Current ratio                           current assets + inventories
                                       -----------------------------------------
                                        short-term liabilities


Earnings per share                      net profit/loss for the period
                                       -----------------------------------------
                                        average number of share-issue adjusted
                                        shares during the period


Equity per share                        equity
                                       -----------------------------------------
                                        number of share-issue adjusted shares at
                                        the end of the period


                                        VAT-exclusive working capital
Capital expenditure                     acquisitions, without
                                        deduction of investment subsidies


Average number of employees             average of personnel numbers calculated
                                        at the end of each month


                                        closing price for the period x number of
Market value of share capital           shares available
                                        for public trading





[HUG#1588039]