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2009-11-12 08:00:00 CET 2009-11-12 08:02:14 CET REGULATED INFORMATION Aspocomp Group - Interim report (Q1 and Q3)ASPOCOMP'S INTERIM REPORT JANUARY 1 - SEPTEMBER 30, 2009Aspocomp Group Plc., Interim report November 12, 2009 at 9:00 am ASPOCOMP'S INTERIM REPORT JANUARY 1 - SEPTEMBER 30, 2009 In this financial statements bulletin, the Group's business has been presented in line with IFRS standards, divided into continuing operations as well as divested and discontinued operations. Continuing operations comprise Aspocomp Oulu Oy and the parent company Aspocomp Group Plc. These operations form one business segment. - Net sales: EUR 8.9 million (EUR 16.3 million 1-9/2008). - Operating profit before depreciation (EBITDA): EUR -1.2 million (1.7). - Operating profit (EBIT): EUR -2.1 million (0.5). - Earnings per share (EPS) from continuing operations: EUR -0.05 (-0.02). - Earnings per share (EPS) from divested and discontinued operations: EUR 0.00 (-0.02). - Cash flow from operations: EUR 0.6 million (-3.5). SAMI HOLOPAINEN, PRESIDENT AND CEO:"The market still remained challenging. Oulu plant's result stayed on red, but improved from the second quarter of the year. Group's result was weakened by one-time, unexpected pension costs and provisions amounting to EUR 0.3 million. Cash flow after investments barely remained positive. The market is estimated to slightly improve and the operating result of the forth quarter is expected to be positive. However, the full year 2009 EBITDA will be negative. The Suzhou, China plant (MAS) of the joint venture Meadville Aspocomp (BVI) Holdings Ltd. still runs at a low capacity utilization level. It is expected that there will be gradual improvement of both export and local sales in the later part of year 2009. The India plant project remains on hold until further notice." THE GROUP'S BUSINESS ACTIVITIES Aspocomp Oulu Oy manufactures and sells PCBs for telecom, industrial, and automotive electronics applications. Its service portfolio includes prototype and quick-turn deliveries, fulfillment of urgent PCB needs in high-volume operations as well as development and commercialization of new technologies. Aspocomp Oulu's primary technologies are HDI (High Density Interconnection), multilayer and special material PCBs. The figures of Aspocomp Oulu Oy and the parent company Aspocomp Group Plc. are consolidated in the Group's profit and loss statement. Aspocomp has a 20% stake in the joint venture Meadville Aspocomp (BVI) Holdings Limited. The joint venture's production facility in Suzhou, China is a volume manufacturer of HDI and multilayer PCBs. Aspocomp's 20% stake in the joint venture is booked into the balance sheet at its minimum value, which is based on the option agreement made in connection with the ownership arrangements in 2007. The minimum value is 16.1 million euro in the end of the period, and it increases by 2.5 percent annually until the option is exercised. Details of the option agreement can be found in the press release of Meadville Holdings Ltd. published on November 16, 2007: "Major transaction - acquisitions and resumption of trading, pages 8-9" (www.meadvillegroup.com/announcements.html). Due to the aforementioned the financial performance of the joint venture does not impact on the value of Aspocomp's holding. In addition, Aspocomp holds a 14.1% share in the Thai company PCB Center Co., Ltd. (former subsidiary Aspocomp (Thailand) Co., Ltd.) and a 5.3% share in Imbera Electronics Inc. CONSOLIDATED NET SALES AND OPERATING PROFIT 7-9/2009 (Reference figures are for 7-9/2008, include only continuing operations) Net sales and operating profit, EUR million 7-9/2009 Change, 7-9/2008 % Net sales 2.7 -45.1 5.0 Operating -0.9 0.4 profit Aspocomp's five largest customers accounted for 80% of net sales (78%). Net financial expenses were EUR -0.3 million (-0.4). Profit was EUR -1.2 million (-0.1) and earnings per share were EUR -0.02 (0.00). CONSOLIDATED NET SALES AND OPERATING PROFIT 1-9/2009 (Reference figures are for 1-9/2008, include only continuing operations) Net sales and operating profit, EUR million 1-9/2009 Change, 1-9/2008 % Net sales 8.9 -45.4 16.3 Operating -2.1 0.5 profit Aspocomp's five largest customers accounted for 76% of net sales (75%). Net financial expenses were EUR -0.7 million (-1.2). Profit was EUR -2.6 million (-0.9) and earnings per share were EUR -0.05 (-0.02). FINANCING, INVESTMENTS AND EQUITY RATIO (Reference figures are for 9/2008, include continuing as well as divested and discontinued operations) Aspocomp's cash flow from operations during the period was EUR 0.6 million (-3.5). Net liquid assets at the end of the period amounted to EUR 3.0 million (3.7). Interest-bearing net debt was EUR 19.0 million (35.7). Gearing increased to 620.7% (563.4%). Non-interest bearing liabilities amounted to EUR 5.5 million (11.4). Investments were EUR 0.6 million (1.3). The equity ratio stood at 10.0% (6.8%) at the end of the period. SHAREHOLDERS' EQUITY OF THE PARENT COMPANY In accordance with the requirements of the Companies Act, the Trade Register has been notified of the loss of share capital on May 14, 2008. The shareholders' equity of Aspocomp Group's parent company, Aspocomp Group Plc., was EUR 3.2 million negative at the end of the second quarter. However, the shareholders' equity of Aspocomp Group was EUR 3.1 million positive. RESEARCH AND DEVELOPMENT Aspocomp engages in R&D primarily through cooperation with its customers and suppliers. In connection with customer projects and other customer contacts, information on future interconnection technology applications is exchanged. This information is used to steer development work and execute investments to improve technical capability. Correct timing of investments is vital for maintaining competitiveness, cost efficiency and technological viability. Research and product development costs are recognized in plant overhead. SHARES AND SHARE CAPITAL The total number of Aspocomp's shares at September 30, 2009 was 49 905 130 and the share capital stood at EUR 20 082 052. Of the total shares outstanding, the company held 200 000 treasury shares, representing 0.4% of the aggregate votes conferred by all the shares. The number of shares adjusted for the treasury shares was 49 705 130. A total of 32 333 328 Aspocomp Group Plc. shares were traded on NASDAQ OMX Helsinki during the period from January 1 to September 30, 2009. The aggregate value of the shares exchanged was EUR 4 686 546. The shares traded at a low of EUR 0.05 and a high of EUR 0.24. The average share price was EUR 0.14. The closing price at September 30, 2009 was EUR 0.13, which translates into market capitalization of EUR 6 487 667. At the end of the period, nominee-registered shares accounted for 4.9% of the total shares and 0.2% were directly held by non-domestic owners. PERSONNEL During the period, Aspocomp had an average of 108 employees (147). The personnel count on September 30, 2009 was 101 (126). Of them, 69 (83) were non-salaried and 32 (43) salaried employees. The reference numbers are for continuing operations. DECISIONS OF THE ANNUAL GENERAL MEETING The Annual General Meeting of Aspocomp Group Plc. held on April 21, 2009 re-elected the current Board and decided that the remunerations of the members of the Board will remain the same as in 2008. The General Meeting also decided to amend the company's Articles of Association. Furthermore, the Meeting decided not to pay dividend for the period. The Annual General Meeting decided to set the number of Board members at three (3) and re-elected the current members of the Board: Johan Hammarén, Tuomo Lähdesmäki, and Kari Vuorialho. The Meeting re-elected PricewaterhouseCoopers Oy as the company's auditor for the 2009 financial year. Annual remuneration of EUR 24 000 will be paid to the chairman of the Board and EUR 12 000 to the other Board members. 60% of the annual remuneration will be paid in cash and 40% in company shares, which will be acquired and distributed to Board members. EUR 1 000 per meeting will be paid to the chairman and EUR 500 per meeting to the other members. The members of the Board residing outside of the Greater Helsinki area are reimbursed for reasonable travel and lodging expenses. The auditor will be paid according to invoice. The Annual General Meeting decided to amend the Articles of Association such that Articles 6 and 12 were deleted as unnecessary and the new Article 10 was amended to read as follows: "Article 10 The notice of meeting shall be delivered to the shareholders at the earliest three (3) months and at the latest twenty-one (21) days prior to the General Meeting by publishing the notice on the company's website and, should the Board of Directors so decide, in one widely circulated newspaper specified by the Board." THE BOARD OF ASPOCOMP GROUP PLC., AUTHORIZATIONS GIVEN TO THE BOARD In its organization meeting, the Board of Directors of Aspocomp Group Plc. re-elected Tuomo Lähdesmäki as Chairman of the Board. As the Board only comprises three (3) members, Board committees were not established. The Annual General Meeting 2008 of Aspocomp Group Plc. authorized the Board to decide on issuing new shares and conveying the Aspocomp shares held by the company. A maximum of 55 000 000 new shares can be issued and/or granted on the basis of special rights. Authorization is valid 5 years from the respective Annual General Meeting. The Annual General Meeting 2008 also decided about issuing stock options to the CEO. The Board of Directors has not granted the said stock options. Details of the authorizations can be found on pages 10-11 of the Annual Report 2008 (www.aspocomp.com/linked/investor/ar_2008.pdf). ASSESSMENT OF BUSINESS RISKS Significant indebtedness The Aspocomp Group's interest-bearing liabilities at September 30, 2009 amounted to about EUR 22.0 million under IFRS and had a nominal value of about EUR 24.4 million. Liquidity and financial risks Because of the agreement on debt restructuring, management of Aspocomp's liquidity risk is based on the cash assets of the parent company and the cash flow generated by the Oulu plant. If Aspocomp Group Plc. does not obtain financing from Aspocomp Oulu Oy, or its associated company Meadville Aspocomp (BVI) Holdings Ltd. in the form of dividends or other income, or other ways of financing, to cover its expenses by 2013, the company may ultimately become insolvent. Litigations In 2007, the French Supreme Court ordered the company to pay approximately EUR 11 million, including annual interest of about 7%, to 388 former employees of Aspocomp S.A.S. In January 2009, the Labor Court of Evreux, France ruled that the company has to pay approximately EUR 0.5 million in compensation, with interest, to a further 13 former employees. Aspocomp has appealed the decision to the next instance in France. The aforementioned compensations do not have a profit impact during 2009. The claims are related to the notice time salaries of the closed, heavily loss-making Evreux plant. The closure took place in 2002. There is a risk that the remaining approximately 100 employees may also institute proceedings. In France, the statute of limitations for filing a suit is 30 years. OUTLOOK FOR THE FUTURE Aspocomp's financial position is satisfactory. The lean cost structure and the outlook for operations in Oulu enable the continuity of operations. Net sales in 2009 will decline due to the difficult market situation and solutions implemented to reduce risks. The market is estimated to slightly improve during the last quarter compared to the previous quarters. Group's forth quarter operating result is expected to be positive, but the full year operating profit before depreciation (EBITDA) will remain negative. In addition to developing the continuing operations of the company, the Board of Directors is looking into various structural development solutions, including carrying out company reorganization in the future. ACCOUNTING POLICIES All figures are unaudited. Aspocomp's financial statements bulletin has been prepared in accordance with IAS 34, Interim Financial Reporting. The accounting principles that were applied in the preparation of the financial statements of December 31, 2008 have been applied in the preparation of this report. However, as of January 1, 2009 the company has applied the following new or modified standards: - IAS 1 Presentation of Financial Statements - amended - IFRS 8 Operating Segments The amendments to IAS 1 change the structure of the Profit & Loss and Changes in Equity statements. IFRS 8 does not impact on any of the financial information presented. PROFIT & LOSS STATEMENT, JULY-SEPTEMBER 7-9/09 7-9/08 1000 e % 1000 e % NET SALES 2 747 100.0 5 000 100.0 Other operating income 66 2.4 270 5.4 Materials and services -958 -34.9 -1 911 -38.2 Personnel expenses -1 369 -49.8 -1 220 -24.4 Other operating costs -1 066 -38.8 -1 286 -25.7 Depreciation and -280 -10.2 -416 -8.3 amortization OPERATING PROFIT -860 -31.3 436 8.7 Financial income and -304 -11.1 -381 -7.6 expenses Share of loss of 0 0.0 0 0.0 associate PROFIT ON CONTINUING OPERATIONS BEFORE TAX -1 164 -42.4 55 1.1 Taxes -1 0.0 -143 -2.9 PROFIT ON CONTINUING OPERATIONS -1 165 -42.4 -88 -1.8 Profit on discontinued operations 0 0.0 -365 -7.3 PROFIT FOR THE PERIOD -1 165 -42.4 -453 -9.1 Other comprehensive income for the period, net of tax Translation differences 13 0.5 1 109 22.2 TOTAL COMPREHENSIVE INCOME FOR THE PERIOD -1 152 -41.9 656 13.1 Profit for the period attributable to: Minority interests -17 -0.6 83 1.7 Equity shareholders -1 148 -41.8 -536 -10.7 Total comprehensive income attributable to: Minority interests -17 -0.6 83 1.7 Equity shareholders -1 135 -41.1 573 11.5 JANUARY-SEPTEMBER 1-9/09 1-9/08 1-12/08 1000 e % 1000 e % 1000 e % NET SALES 8 912 100.0 16 312 100.0 20 682 100.0 Other operating income 177 2.0 1 559 9.6 1 616 7.8 Materials and services -3 034 -34.0 -7 107 -43.6 -8 706 -42.1 Personnel expenses -4 277 -48.0 -5 264 -32.3 -6 218 -30.1 Other operating income -2 985 -33.5 -3 765 -23.1 -5 145 -24.9 Depreciation and -844 -9.5 -1 280 -7.8 -1 686 -8.2 amortization OPERATING PROFIT -2 052 -23.0 457 2.8 543 2.6 Financial income and -673 -7.6 -1 188 -7.3 -1 876 -9.1 expenses Share of loss of 0 0.0 0 0.0 -1 020 -4.9 associate PROFIT ON CONTINUING OPERATIONS BEFORE TAX -2 725 -30.6 -732 -4.5 -2 353 -11.4 Taxes 141 1.6 -143 -0.9 -145 -0.7 PROFIT ON CONTINUING OPERATIONS -2 583 -29.0 -875 -5.4 -2 498 -12.1 Profit on discontinued operations 0 0.0 -1 091 -6.7 2 839 13.7 PROFIT FOR THE PERIOD -2 583 -29.0 -1 966 -12.1 341 1.7 Other comprehensive income for the period, net of tax Translation differences 10 0.0 331 2.0 176 0.8 TOTAL COMPREHENSIVE INCOME FOR THE PERIOD -2 573 -29.0 -1 635 -10.0 517 2.5 Profit for the period attributable to: Minority interests -56 -0.6 219 1.3 270 1.3 Equity shareholders -2 528 -28.4 -2 185 -13.4 71 0.3 Total comprehensive income attributable to: Minority interests -56 -0.6 219 1.3 270 1.3 Equity shareholders -2 517 -28.2 -1 854 -11.4 247 1.2 Earnings per share from continuing operations Basic EPS -0.05 -0.02 -0.06 Diluted EPS -0.05 -0.02 -0.06 Earnings per share from discontinued operations Basic EPS 0.00 -0.02 0.06 Diluted EPS 0.00 -0.02 0.06 CONSOLIDATED BALANCE SHEET 6/09 6/08 Change 12/08 1000 e 1000 e % 1000 e ASSETS NON-CURRENT ASSETS Intangible assets 3 030 3 199 -5.3 3 037 Tangible assets 3 148 2 257 39.5 3 462 Investments in associated companies 16 113 16 723 -3.6 15 831 Investments in properties 0 2 294 -100.0 0 Available for sale investments 44 44 0.0 44 Other non-current receivables 0 2 452 -100.0 0 TOTAL NON-CURRENT ASSETS 22 335 26 968 -17.2 22 374 CURRENT ASSETS Inventories 1 771 2 451 -27.7 2 089 Short-term receivables 3 491 6 316 -44.7 6 034 Cash and bank deposits 3 034 3 693 -17.8 4 255 Assets held for sale 15 927 TOTAL CURRENT ASSETS 8 296 28 388 -70.8 12 378 TOTAL ASSETS 30 631 55 356 -44.7 34 752 SHAREHOLDERS' EQUITY AND LIABILITIES Share capital 20 082 20 082 0.0 20 082 Share premium 27 918 27 918 0.0 27 918 Treasury shares -758 -758 0.0 -758 Special reserve 45 989 45 989 0.0 45 989 Reserve for invested non-restricted 23 885 23 885 0.0 23 885 equity Retained earnings -114 690 -114 274 0.4 -112 173 Equity attributable to shareholders 2 425 2 842 -14.7 4 943 Minority interest 638 897 -28.9 694 TOTAL EQUITY 3 064 3 739 -18.1 5 637 Long-term loans 21 755 24 415 -10.9 22 480 Provisions 256 694 -63.1 311 Short-term loans 294 362 -18.7 367 Trade and other payables 5 262 6 516 -19.3 5 957 Liabilities held for sale 19 629 TOTAL LIABILITIES 27 567 51 617 -46.6 29 115 TOTAL SHAREHOLDERS' EQUITY AND 30 631 55 356 -44.7 34 752 LIABILITIES CONSOLIDATED CHANGES IN EQUITY, JANUARY-SEPTEMBER Reserve 1000 e for invested non- Trans- Mino- Share Share rest- lation rity capi- pre- Special ricted Own differ- Retained inte- Total Balance at tal mium reserve equity shares ences earnings rests equity 27 1.1.09 20 082 918 45 989 23 885 -758 -1 203 -110 970 694 5 636 Comprehensive income for the period 10 -2 527 -56 -2 587 Balance at 27 30.9.09 20 082 918 45 989 23 885 -758 -1 193 -113 497 638 3 064 Reserve for invested non- Trans- Mino- Share Share rest- lation rity capi- pre- Special ricted Own differ- Retained inte- Total Balance at tal mium reserve equity shares ences earnings rests equity 27 1.1.08 20 082 918 45 989 23 885 -758 -884 -111 536 742 5 438 Comprehensive income for the period 331 -2 185 155 -1 699 Balance at 27 30.9.08 20 082 918 45 989 23 885 -758 -553 -113 721 897 3 739 CONSOLIDATED CASH FLOW STATEMENT, JANUARY-SEPTEMBER 1000 e 1-9/09 1-9/08 1-12/08 Profit for the period -2 583 -1 966 341 Adjustments 1 314 3 292 -533 Change in working capital 1 868 -4 477 -1 522 Received interest income and dividends 17 266 302 Paid interest expenses -34 -661 -761 Paid taxes -2 0 -2 Operational cash flow 580 -3 546 -2 175 Investments -618 -1 246 -1 443 Proceeds from sale of property, plant and equipment 97 6 793 8 420 Cash flow from investments -522 5 547 6 977 Decrease in financing -1 280 -6 612 -8 919 Increase in financing 0 0 0 Cash flow from financing -1 280 -6 612 -8 919 Change in cash and cash equivalents -1 221 -4 623 -4 118 Cash and cash equivalents at the beginning of period 4 255 8 373 8 373 Currency exchange differences 0 -12 0 Cash and cash equivalents at the end of period 3 034 3 750 4 255 Reference figures include divested and discontinued operations. KEY FINANCIAL INDICATORS 9/09 9/08 Equity per share, EUR 0.05 0.06 Equity ratio, % 10.0 6.8 Gearing, % 620.7 563.4 Earnings per share (EPS) from continuing operations Basic and diluted EPS, EUR -0.05 -0.02 Earnings per share (EPS) from discontinued operations Basic and diluted EPS, EUR 0.00 -0.02 CONTINGENT LIABILITIES 1000 e 9/09 9/08 12/08 Mortgages given for security for liabilities 15 400 25 400 15 400 Operating lease liabilities 100 100 100 Other liabilities 100 400 100 Total 15 600 25 900 15 600 Mortgages as collateral for debt have declined due to the divestment of the Thai subsidiary. With regards to other commitments, the customs bonds of the parent company have been discontinued, as they are no longer necessary. FORMULAS FOR CALCULATION OF KEY FIGURES Equity/share, EUR = Equity attributable to shareholders ____________________________________ Number of shares at the end of period Equity ratio, % = Total equity _______________________________________ x 100 Balance sheet total - advances received Gearing, % = Net interest-bearing liabilities ________________________________ x 100 Total equity Earnings per share (EPS), EUR = Profit attributable to equity shareholders __________________________________________ Adjusted weighted average number of shares outstanding All figures are unaudited. Espoo, November 12, 2009 Aspocomp Group Plc. Board of Directors For further information, please contact Sami Holopainen, CEO, tel. +358 400 487 180. www.aspocomp.com Some statements in this stock exchange release are forecasts and actual results may differ materially from those stated. Statements in this stock exchange release relating to matters that are not historical facts are forecasts. All forecasts involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performances or achievements of the Aspocomp Group to be materially different from any future results, performances or achievements expressed or implied by such forecasts. Such factors include general economic and business conditions, fluctuations in currency exchange rates, increases and changes in PCB industry capacity and competition, and the ability of the company to implement its investment program. |
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