2015-05-27 18:15:00 CEST
2015-05-27 18:15:03 CEST
REGULATED INFORMATION
Valoe Oyj - Interim report (Q1 and Q3)
VALOE CORPORATION, INTERIM REPORT FOR JANUARY - MARCH 2015
Valoe Corporation Interim Report
27 May 2015 at 19.15 Finnish time
VALOE CORPORATION, INTERIM REPORT FOR JANUARY - MARCH 2015
SUMMARY
- The restructuring of Valoe Corporation (“Valoe”) from a company providing
electronics automation solutions to a technology company focusing on clean
energy solutions, particularly on photovoltaic solutions, is completed. Since
FTTK Company Limited bought 70 percent of Valoe's electronics automation
business the company has reported of only one business segment. The segment is
the Clean Energy Segment that is the company's only continuing business. The
company aims to close the FTTK transaction in terms of the remaining 30 percent
as soon as possible.
- The net sales of the continuing operations of Valoe for the reporting
period January - March 2015 was EUR 0.1 million (EUR 0.6 million in 2014). The
operating profit of continuing operations was EUR -0.02 million (EUR -1.2
million), profit for the period EUR -0.2 million (EUR -1.6 million), earnings
per share were EUR -0.0002 (-0.002) and EBITDA was EUR 0.2 million (EUR -0.8
million). On the corresponding period in 2014 the Beijing factory had still
operations but the figures of the reporting period in 2015 include only the net
sales of Valoe.
- Based on tax indemnity in the share and asset sale agreement between Valoe
and Savcor Group Ltd done in 2009 a claim of EUR 0.7 million against Savcor
Group Ltd has been booked in the other operating income in relation to taxation
of the Beijing factory in China on the reporting period January - March. The
outcome of the claim will have a major importance while evaluating the
sufficiency of the parent company's equity.
- The financing situation of Valoe continues to be very tight. If the company
does not succeed in securing sufficient short-term and long-term financing, the
continuity of the company's operation may be jeopardized. Since the sale of the
electronics automation business Valoe has moved on to the next phase in its
Cleantech strategy. In August 2014, according to the strategy and in order to
obtain finance for it, Valoe decided to sell the remaining operations not
included in its strategy, i.e. the production of RFID components and flexible
electronics for mobile phones, to become a company providing solely clean
energy solutions. Valoe is having ongoing negotiations for the sale of the
operations and production machinery but likelihood of a sale has decreased in
the course of time. Valoe Group has no longer any future expectations or assets
relating to the factory in Beijing in its balance sheet.
- Valoe's equity decreased below half of the share capital as on 31 December
2014. Thus, the Board of Directors convened a general meeting to consider
measures to remedy the financial position of the company and to reduce the
share capital among other things. The matter will be handled in the annual
general meeting on 28 May 2015. In practice Valoe has already commenced
measures to remedy the financial position of the company.
OVERVIEW
More information on principle activities and events during the reporting period
can be found in the stock exchange releases published on Valoe's website at
www.valoe.com. The Interim Report has been drawn up in compliance with the IAS
34 Interim Financial Reporting standard. In the Interim Report Valoe has
applied the same accounting principles as in its Annual Report 2014. The
Interim Report has not been audited.
FINANCIAL DEVELOPMENT
Since Valoe transferred its electronics automation business to Cencorp
Automation Oy and sold at first 70 percent and in December 2014 the remaining
30 percent of this company to FTTK Valoe reports of only one business segments,
the Clean Energy segment. In terms of the latter 30 percent the transaction has
not yet been closed.
Part of the deliveries of orders received by LAS and LCM segments before the
transaction remained in Valoe. Net sales originating from these orders
decreases and gradually finishes as the orders will be delivered during the
financial year 2015. The LAS and LCM Segments are reported in the discontinued
operations. In Valoe's financial reports the profit of discontinued operations
is reported on a separate line, apart from continuing operations, thus, the
income statement, excluding the discontinued operations item, concern the
company's continuing operations only. The group's segment information is based
on the management's internal reporting and on the organisation structure of the
company.
Valoe's equity decreased below half of the share capital as on 31 December
2014. Thus, the Board of Directors convened a general meeting to consider
measures to remedy the financial position of the company and to reduce the
share capital among other things. The matter will be handled in the annual
general meeting on 28 May 2015. In practice Valoe has already commenced
measures to remedy the financial position of the company.
The figures in brackets are comparison figures for the corresponding period in
2014, unless stated otherwise. In this Financial Statement Release the figures
for Beijing have been reported in the continuing operations.
January - March 2015 (continuing operations)
- Valoe Group's net sales decreased by 77.8 percent to EUR 0.1 million (In
2014: EUR 0.6 million including the component production at the Beijing
factory).
- EBITDA was EUR 0.2 million (EUR -0.8 million).
- Operating profit was EUR -0.02 million (EUR -1.2 million).
- The profit before taxes was EUR -0.2 million (EUR -1.6 million).
- Profit for the period was EUR -0.2 million (EUR -1.6 million).
- Earnings per share were EUR -0.0002 (EUR -0.002) and diluted earnings per
share EUR -0.0002 (EUR -0.002).
- Net sales of the Clean Energy segment (CCE) decreased by 77.8 percent to EUR
0.1 million (EUR 0.6 million) due to close-down of antenna production at the
Beijing factory and operating profit was EUR -0.02 million (EUR -1.2 million).
The segment's EBITDA was EUR 0.2 million (EUR -0.8 million). On the reporting
period the operating profit increased due to a claim of EUR 0.7 million against
Savcor Group Ltd relating to the taxation of the Beijing factory in China that
was booked in the other operating income. The claim is based on the tax
indemnity in the share and asset sale agreement between Valoe and Savcor Group
Ltd done in 2009. The outcome of the claim will have a major importance while
evaluating the sufficiency of the parent company's equity.
MANAGING DIRECTOR IIKKA SAVISALO'S REVIEW
In 2015 Valoe's most important objective is to conclude the ongoing business
negotiations successfully; to secure short- and long-term financing facility;
and to sign the first manufacturing partnership agreements.
On the first quarter of 2015 the company's net sales were very low. The net
sales consisted of small deliveries of PV modules and solar power plants. In
terms of technology the company is ready for mass production and as the CEO I
trust the net sales will grow on the second quarter.
Domestic demand for solar energy systems has grown clearly compared to the
previous year. Valoe has received several orders which have only minor economic
value but which are important reference cases for the company generating
valuable knowledge and experience of the module manufacturing recipe, system
design and installations. Reference cases are important while Valoe is
endeavouring to sign agreements on module plant deliveries and manufacturing
partnerships with foreign partners.
The company has ongoing negotiations with several candidates interested in
manufacturing partnership. Some of the negotiations have proceeded
significantly during the reporting period. It is possible that Valoe signs its
first agreement exceeding the limit of EUR 0.4 million set for public releases
on the second quarter of 2015. The company is aiming to sell one PV module
plant and one production line during 2015. The total value of Valoe's
quotations has increased during the reporting period and the value of a single
quotation, the biggest one in the company's history, totals more than EUR 60
million.
Valoe has earlier announced that it has signed a Term Sheet with Vikram Solar,
an Indian based company. The companies continue negotiating to find a
cooperation model acceptable for both parties. In the future Valoe will make no
separate announcement on the cooperation with Vikram unless a deal between the
parties exceeds the company's current limit for stock exchange releases.
During the reporting period Valoe has further improved its sales and developed
its Conductive Back Sheet (“CBS”) technology for solar modules and related
production. In my opinion the ongoing development will improve the
competitiveness of Valoe's technology and solutions.
As a material technology specialist Valoe participates, when possible, in the
development of silicon based solar cells. Cells are the most crucial component
in a module. Together with the German Fraunhofer ISE Valoe has developed and
manufactured the first prototype of its own back contact solar cell. The
company aims to develop a cost-efficient cell optimized for CBS technology by
the end of 2015 and to build a CBS based module of 60 cells with efficiency of
more than 290 Wp (nominal power) using the new solar cell.
The company is trying to find a manufacturing partner with mass production
capability for the above mentioned cell production technology, developed by
Valoe, within the next few years. Worldwide there are only very few advanced
manufacturers of high efficiency modules with the power exceeding 290 Wp.
Typically the cells are heterojunction (HJ) or interdigitated back contact
(IBC) cells that are produced using complex and expensive methods. The price
level of modules with HJ or IBC cells is significantly higher than the price
level of traditional polycrystalline silicon modules of 250 - 260 Wp. Valoe's
objective is to achieve efficiency of HJ and IBC modules, i.e. more than 290
Wp, using lower-cost structure.
Valoe strives to develop new pioneering CBS based modules as well as components
and production solutions for modules. If Valoe succeeds in its goal, future
users, component suppliers, manufacturers and developers of CBS based modules
will form an ecosystem. If the ecosystem is strong enough it is expected to
draw in new manufacturing and other partners who operate in their own local
geographical areas. Thus the partners can speed up commercialization of Valoe's
technology remarkably and enhance establishment of the technology in larger
geographical area compared to Valoe using only its own resources.
Risks are described in detail in the item “Risk management, risks and
uncertainties” of this Interim Report.
REVIEW BY SEGMENTS
- The net sales for the reporting period January -
March decreased by 77.8 percent to EUR 0.1 million compared to the
corresponding period in 2014. The EBITDA increased to EUR 0.2 million from the
previous year's EUR -0.8 million due to non-recurring income of EUR 0.7
million. Valoe will no longer give written reports on LAS and LCM segments.
From 17 September 2014 the LAS and LCM business has been operated by Cencorp
Automation Oy.
- FTTK has used its option to purchase the remaining
30 percent of the shares in Cencorp Automation Oy and the parties have signed
an agreement on exercising the option in December 2014. However, in terms of
the remaining 30 percent the transaction has not yet been closed.
The net sales of Valoe's Clean Energy segment will be generated by the
following four product concepts:
1. Photovoltaic modules and systems
Sales of modules and small photovoltaic systems are probably Valoe's most
visible but in terms of revenue potential the smallest product group. All
Valoe's PV modules are manufactured at the company's factory in Mikkeli. They
are mainly delivered to the company's distributors and future manufacturing
partners. Further, the company provides solar power plants and systems to its
customers in Finland.
Current capacity of the company's Mikkeli factory is designed to annually
produce PV modules worth max EUR 6 - 8 million at the current market prices.
Thus, the module sales do not form a major part of the sales of the company.
The first module manufacturing recipes fully developed by Valoe has passed the
demanding test programs of the German Fraunhofer ISE, which enables Valoe's
modules to be certified in all market areas the company is targeting. After
required administrative certification Valoe or its manufacturing partners are
able to quote for their modules in competitive tendering where the
certification in question is required.
2. Production lines and related components
Typically, manufacturers operating in the developing markets, e.g. in China,
could be interested in investing in new production lines. These Valoe's
potential customers are producing traditional H-pattern modules. According to
the information available to Valoe many manufacturers are going to start to
manufacture next generation modules using the CBS technology. At least one of
the world's biggest manufacturers has already announced in public that it will
start using CBS technology in 2015. These kinds of customers usually have their
own module manufacturing recipe and require only production equipment or lines.
According to Valoe's estimation typical price of production equipment or a
production line for solar modules is EUR 4 - 6 million.
The company is having negotiations for delivering solar module plants or
production lines with several potential customers interested in Valoe's
production technology worldwide. The value of the contracts Valoe is
negotiating for varies from approximately 2 million Euros to approximately 60
million Euros.
If Valoe is able to achieve market position it is targeting as a supplier of
CBS production lines expected development in the market facilitates orders for
tens of production lines in the next five years. The company estimates it will
get the first order for this kind of production line in 2015.
3. Manufacturing partners
For the moment Valoe is negotiating for cooperation agreements with several
potential manufacturing partners who as newcomers on the market would commit
themselves to both Valoe's production technology and module manufacturing
recipe. In these cases Valoe would provide a partner with a turnkey delivery
project and commit to minority shareholding in a manufacturing company if
required. Manufacturing partners operate mainly in developing markets and
produce solar energy modules for local and nearby markets. Value of a typical
turnkey plant delivery is more than ten million euros. Valoe is aiming to sign
at least 10 manufacturing partner contracts in the next five years.
4. Special components
Special components are the most important part in Valoe's strategy and most
remarkable in terms of net sales potential. Valoe's first component is
Conductive Back Sheet (CBS) developed by the company. All back contact modules
require conductive back sheet in order to function. One normal size production
line using back contact technology needs approximately 300,000 - 500,000
conductive back sheets in a year when operating at full capacity. Based on
current estimation, considering price level in the near future, each production
line will annually require back sheets worth approximately 5 - 11 million
Euros.
In the future Valoe is planning to offer its partners other components too.
These components might include e.g. various intelligent components, components
relating to energy storages and special silicon wafer technology based on back
contact.
The non-binding objectives of Valoe for both market share and the number of
partners are ambitious and attainment of the objectives involves significant
risks. However, Valoe views it has a technological concept that provides the
company a good position to achieve the objectives. Attainment of the objectives
is subject to sufficient financing.
During the reporting period January - March the gross investments in the Clean
Energy i.e. the continuing operations totaled EUR 0.04 million. No investments
were made in the discontinued operations.
OPERATING ENVIRONMENT
Valoe operates in industries applying clean energy technology.
Valoe's operating environment is global. The company's customers operating in
the clean energy business are companies that provide products and services
locally and/or worldwide.
Valoe's key products and services have been designed for the photovoltaic
market. Modern next generation conductive back sheet based solar modules can be
manufactured with Valoe's own module manufacturing recipe and automated
production.
In the market, general attitude to the solar energy investments improved
clearly already at the end of 2013. The same trend continued the whole year
2014 and still continues at the beginning of 2015. Many solar module
manufacturers with solid market position have started to plan investing in
capacity, partly to increase the amount of their production capacity and partly
to replace production capacity for old H-pattern solar modules.
Valoe has previously announced that it views the focus of its future business
will be in the developing countries. This view has further strengthened during
the last quarter of 2014 and in 2015. Many of the mega trends such as national
climate protection objectives; increasing industrialisation in the developing
countries and increasing energy self-sufficiency, favour local manufacturing of
solar modules. For the moment major part of the world's solar module
manufacturing is concentrated in China. Modules are manufactured in large
labour-intensive units and are delivered to the world market to be installed.
In the developed countries solar electricity is mainly produced in large solar
power plants located in open landscape feeding electricity to main grid. In
this kind of power plants logistics costs, among others, can be optimized and
such parameters as module's capacity per square meter have not had major
importance. In the developing countries logistics costs, in particular, are
significant and demand is focused on so called mini grid systems where solar
power plants have been decentralized and new local grid is built around them.
Grids are connected to each other and to new small power plants as electricity
consumption, distribution and production increases steadily. Electricity
production is decentralized and electricity is distributed through a new type
of grid infrastructure. Small power plants are often so called hybrids where
solar power plants are operated together with diesel, water and wind power
plants in same grid and where various energy storages can be integrated.
In an environment described above a local producer has much better
possibilities to control logistics costs and adopt legislation favouring local
production. Many of the partners Valoe is negotiating with have noticed that
local production costs are clearly lower than prices of modules imported from
China. When modules are produced locally possibilities to control the quality
increase, too. In Valoe's view CBS based modules have typically solid quality
which improves module capacity in most of the cases.
MARKET OUTLOOK
Demand for high capacity modules has increased in the EU, US and Japanese
markets as well in the last six months. Valoe is having negotiations on
delivering solar modules developed by the company to these markets. Valoe views
that in the future major part of its modules sold by distributors will be
manufactured by Valoe's manufacturing partners.
As announced on 21 August 2012 Valoe has decided not to give any financial
guidance for the time being as the company is in a transition phase to become a
company providing solely clean energy solutions. As the transition phase is
still partly continuing Valoe does not give any financial guidance either for
the 2015.
LONG-TERM OBJECTIVES FOR MANAGING DIRECTOR
Based on Valoe's experience in the clean energy business so far and knowledge
of technological development in the industry as well as the company's
evaluation of market development the Board of Directors of the company has set
the long-term financial objectives for Managing on 12 November 2014. The
objectives have been disclosed in the Interim Report for the third quarter of
2014. The objectives set for Managing Director should not be considered as the
financial guidance.
The long-term objectives set for Managing Director and realization of the
company's business model involve significant risks and the objectives should
not be considered as the company's financial guidance. The long-term objectives
set for Managing Director and their attainment fully depend on sufficiency of
the company's short-term financing and success in securing the long-term
financing. Negotiations for both short-term and long-term financing are going
on. The risks related to the long-term objectives set for Managing Director are
described in detail in the item “Risk management, risks and uncertainties” of
this Interim Report.
FINANCING
Cash flow from business operations before investments in January - March was
EUR -0.1 million (EUR -2.0 million). Trade receivables at the end of the
reporting period were EUR 0.8 million (EUR 1.2 million). Net financial items
amounted to EUR 0.2 million (EUR 0.4 million).
At the end of March the equity ratio was -148.7 percent (7.1 %) and equity per
share was EUR -0.012 (EUR -0.002). The equity ratio including capital loans was
-102.5 percent (23.4 %). At the end of the reporting period, the Group's liquid
assets totaled EUR 0.2 million (EUR 0.3 million) and unused export credit
limits and bank guarantee limits amounted to EUR 0.0 million (EUR 0.5 million).
The financing situation of Valoe continues to be very tight. The company has
reviewed different options for its short-term and long-term financing and for
ensuring the company's strategy to be materialized as planned. Valoe has begun
negotiations with domestic and international investors to find an arrangement
for its financing. The negotiations, where an investment bank in London assists
Valoe are going on.
On 17 March 2015 Valoe announced that it postpones the targeted schedule for
signing of the first manufacturing partnership agreement and the long-term
financing negotiations from the end of the first quarter of 2015 to the second
quarter. Negotiations for manufacturing partnership agreements, deliveries of
production lines, strategic deliveries of solar modules and long-term financing
arrangement continue as usual and the company continues focusing on finding an
overall solution as soon as possible.
Valoe's financing situation continues to be very tight. Very significant risks
are involved in sufficiency of Valoe's working capital for the next twelve
months. Valoe's management views that the company requires bridging financing
until long-term financing arrangement has been secured and the cash flow from
the business operations of the company has turned positive. The company is also
having ongoing negotiations for arranging short-term bridging financing. The
company continues to have a significant deficit in its working capital until
the first delivery of production technology for solar modules will start to
generate positive cash flow. If the company does not succeed to secure
sufficient short-term and long-term financing, the continuity of the company's
operation may be jeopardized.
Valoe has agreed to sell its electronics automation business to FTTK. The
business transaction generated working capital to the company but decrease in
the company's financing limits agreed at the sale reduced the transaction's
positive effects on the company's working capital. Only 70 percent of the
transaction has been closed so far.
In terms of the short-term financing of the company, Valoe's preliminary object
is to turn the cash flow before investments with the company's current cost
structure into profit as soon as possible.
Should there be delays in getting new orders or should the market conditions
weaken compared to the company's current view, changing orders into sales may
slow down and have a major impact in the schedule in which the cash flow of the
business operations turns positive. In such case the financing situation of the
company would further tighten if all or part of the other on-going financing
negotiations would not have been materialized by then.
Another object relating to short-term financing is to obtain bridging loan for
the company until the aforesaid long-term financing has been secured. In the
company's view a bridging loan together with cash flow of business operations
before investments turning positive would ensure sufficiency of financing for
the next twelve months or until long-term financing arrangement has been
concluded.
Valoe has agreed with Danske Bank Plc on extending the overdraft facility of
EUR 0.95 million available to the company until 30 September 2015. The export
credit limit and the bank guarantee limit have expired. For the moment Valoe
does not have significant number of projects which would require export credit
limits and bank guarantee limits. In the future Valoe is aiming to have
necessary export credit limits and bank guarantee limits available when the
company has signed new export contracts. Valoe has agreed with Savcor Group Oy
on extending the loan period of a convertible bond of ca. EUR 0.364 million
until 30 September 2015, with SCI Invest Oy on extending the loan period of a
convertible bond of ca. EUR 0.746 million until 30 September 2015, and with
Savcor Invest B.V. on extending the loan period of a loan of EUR 1.0 million
until 30 September 2015.
Very significant risks are involved in sufficiency of Valoe's working capital
for the next twelve months. In Valoe's current view, due to decrease in the
financing limits from Danske Bank the company requires more bridging financing
until long-term financing arrangement has been secured and the cash flow from
the business operations of the company has turned positive. The company
continues to have a significant deficit in its working capital until the first
delivery of production technology for solar modules will start to generate
positive cash flow.
In the Auditor's Report in the Annual Report 2013 the company's auditor drew
attention to the financial risk management with a so called Emphasis of Matter
as follows: “Without qualifying our opinion, we draw attention to the basis of
preparation of the financial statements and to the note 29. Financial risk
management. The financial statements have been prepared under the going concern
assumption. The continuity of operations requires the company to be able to
obtain supplementary funding and to negotiate changes to the terms of payment
during 2015. The company continues negotiating with its major financers and
shareholders on measures to strengthen the financing situation until the
company's cash flow is expected to turn positive. The sufficiency of the
company's financing and working capital for the next twelve months involve very
significant risks. According to the current view of Valoe's management the
company needs to obtain a bridging loan until long-term financing arrangement
has been secured and the cash flow of the business operations of the company
has turned positive. Negotiations for bridging financing are going on. The
company will have a significant deficit in its working capital until the first
delivery of production technology for solar modules will start to generate
positive cash flow. If the company does not succeed in securing sufficient
short-term and long-term financing, the continuity of the company's operation
may be jeopardized. The valuation of the assets is based on the going concern
assumption. If the estimates are not achieved the assets may become impaired.”
If the company does not succeed to secure sufficient short-term and long-term
financing, the continuity of the company's operation may be jeopardized.
RESEARCH AND DEVELOPMENT
The Group's research and development costs during the January - March period
amounted to EUR 0.3 million (EUR 0.4 million) or 127.9 (17.2) percent of net
sales. The research and development costs of the Group's continuing operations
during the January - March period totaled EUR 0.3 million (EUR 0.2 million) or
262.3 (30.8) percent of net sales.
INVESTMENTS
Gross investments in the continuing operations during the January - March
period amounted to EUR 0.04 million (EUR 0.1 million). Almost all of the
investments on the reporting period and all of the investments on the
corresponding period were in development costs.
PERSONNEL
At the end of March the Group employed 26 (144) people, out of which 21 persons
worked in Finland, 3 persons in China and 2 persons in the USA. During the
reporting period the Group's salaries and fees totaled EUR 0.4 million (EUR 1.2
million).
SHARES AND SHAREHOLDERS
Valoe's share capital amounted to EUR 3,425,059.10 at the end of the reporting
period. The number of shares was 862,472,136. The company has one series of
shares, which confer equal rights in the company. Valoe did not own any of its
own shares at the end of the reporting period.
The company had a total of 6,184 shareholders at the end of March 2015, and 0.6
percent of the shares were owned by foreigners. The ten largest shareholders
held 79.9 percent of the company's shares and voting rights on 31 March 2015.
The largest shareholders on 31 March 2015
shares
percent
1 SAVCOR GROUP OY 328 451 387
38,08
2 SAVCOR GROUP LIMITED 133 333 333 15,46
3 GASELLI CAPITAL OY 95 000 000
11,01
4 KESKINÄINEN ELÄKEVAKUUTUSYHTIÖ ETERA
63 673 860 7,38
5 SAVCOR INVEST B.V. 39 374 994
4,57
6 FRATELLI OY 9 223 250 1,07
7 SCI INVEST OY 6 870 645
0,80
8 HUHTALA KAI 4 787 500 0,56
9 NORDEA PANKKI SUOMI OYJ
4 476 035 0,52
10 VUORENMAA TIMO ANTERO 3
859 860 0,45
Others 173 421 272 20,10
TOTAL 862 472 136 100,00
The members of the Board of Directors and the President and CEO, either
directly or through companies under their control, held a total of 469,697,026
shares in the company on 31 March 2015, representing about 54.5 percent of the
company's shares and voting rights. Iikka Savisalo, Valoe's Managing Director,
either directly or through companies under his control, held a total of
374,697,026 shares in the company and 15,852,856 options connected to bond
I/2012.
The price of Valoe's share varied between EUR 0.007 and 0.01 during the January
- March period. The average price was EUR 0.009 and the closing price at the
end of March EUR 0.008. A total of 31.7 million Valoe shares were traded at a
value of EUR 0.3 million during the January - March period. The company's
market capitalization at the end of March stood at EUR 6.9 million.
No share options were granted to the company's management during the reporting
period. On 31 March 2015, the company hold 15,852,856 options connected to bond
I/2012 with subscription period ended on 7 December 2014. Options connected to
bond I/2012 are held by SCI Invest Oy and Savcor Group Oy. On 31 March 2015 the
company had 30,000,000 options connected to bond I/2013 with a subscription
period ending on 2 June 2015. The options connected to bond I/2013 are held by
Keskinäinen Vakuutusyhtiö Etera and Oy Ingman Finance Ab.
SHARE ISSUE AUTHORIZATIONS IN FORCE
At the extraordinary general meeting held on 29 April 2015 the Board of
Directors was authorized to decide on a share issue of max. 900,000,000 shares
to enable the company to realize its financial arrangements fast after
financial negotiations have been finished. Simultaneously the general meeting
revoked all previous authorizations.
THE MAJOR EVENTS ON THE REPORTING PERIOD
The events presented below comprise a summary of the stock exchange releases as
they were disclosed by the company on the reporting period. Thus the trade name
Cencorp is still used in the texts even though the company's trade name was
changed to Valoe on 13 May 2015 and tenses refer to the time of disclosure.
16.2. 2015: WRITE-DOWNS IN THE ASSETS RELATED TO THE FACTORY IN BEIJING
In the reporting period January - December 2014 a write-down of totally EUR 6.2
million was made in the continuing operations in the fixed assets and
inventories of the Beijing factory. On 20 August 2014 the Board of Directors of
the company decided to make a write-down of EUR 3.2 million in the assets
related to the factory and the production machinery in Beijing and transferred
the CBS production to its factory in Mikkeli. As Cencorp has not been able to
find a buyer for the production of RFID components and flexible electronics for
mobile phones who could utilize the technology in its production the company
made another write-down of EUR 3.0 million in the assets related to its factory
in Beijing in the Financial Statement for 2014. After the write-downs the value
of the Beijing factory has been fully written down. However, despite the
write-down Cencorp continues to take actions to sell the technology and
production machinery related to the production of RFID components and flexible
electronics for mobile phones.
19.2.2015: THE SHARES OF CENCORP CORPORATION TO OBSERVATION SEGMENT
Cencorp Corporation published on 18 February 2015 a Financial Statement Release
2014. On the grounds of the Financial Statement Release there is a material
adverse uncertainty in respect of the company's financial position. Nasdaq
Helsinki transfers the shares of Cencorp Corporation to the Observation segment
on the grounds of the Rules of the Exchange (rule 2.2.8.2 article (vi)). Rules
of the Exchange rule 2.2.8.2 article (vi): "There is a material adverse
uncertainty in respect of the company's financial position." The purpose of the
observation segment is to alert the market to special facts and circumstances
or actions pertaining to the subject issuer or security. The observation
segment is a subset of the Official List.
2.3.2015: CHANGE IN THE SCHEDULE FOR THE EXECUTION OF THE SHARE TRANSFER
AGREEMENT BETWEEN FTTK AND CENCORP FOR THE REMAINING 30 PERCENT OF ALL THE
SHARES IN CENCORP AUTOMATION OY
On 2 March 2015 Cencorp announced that it has previously estimated that the
share transfer of the remaining 30 percent of all the shares in Cencorp
Automation Oy between FTTK Company Limited (”FTTK”) and Cencorp will be
completed by 1 March 2015. The entire purchase price has been paid but the
closing of the transaction has been postponed. The change in the schedule
relates to division of costs of an unfinished customer project in electronics
automation business between Cencorp and FTTK. The parties are aiming to close
the transaction as soon as possible.
17.3.2015: THE ESTIMATED REALIZATION OF CENCORP'S FINANCING NEGOTIATIONS AND
THE FIRST MANUFACTURING PARTNERSHIP AGREEMENT WILL BE POSTPONED TO THE SECOND
QUARTER - THE COMPANY'S FINANCING SITUATION CONTINUES TO BE VERY TIGHT
On 17 March 2015 Cencorp announced that it has previously estimated that the
company's long-term financing arrangement will be secured during the first
quarter of 2015, and that the schedule of the long-term financing negotiations
will be highly depended on whether the company succeeds to sign its first
manufacturing partnership agreement on solar module manufacturing technology
during the first quarter of 2015. Further, Cencorp has previously stated that
should the signing of the first manufacturing partnership agreement be delayed
the long-term financing arrangement will be delayed too and the company will
have to seek for bridge financing, and it is not yet secured that the company
succeeds in securing bridge financing by the end of the first quarter.
It is still possible to sign the first manufacturing partnership agreement and
to get a relating order by the end of the first quarter, but the company views
that it is no longer probable that the company is able to secure project
financing for an order in this schedule. Thus the company postpones the
targeted schedule for signing of the first manufacturing partnership agreement
and the long-term financing negotiations from the end of the first quarter of
2015 to the second quarter. Negotiations for manufacturing partnership
agreements, deliveries of production lines, strategic deliveries of solar
modules and long-term financing arrangement continue as usual and the company
continues focusing on finding an overall solution as soon as possible.
Cencorp's financing situation continues to be very tight. Very significant
risks are involved in sufficiency of Cencorp's working capital for the next
twelve months. Cencorp's management views that the company requires bridging
financing until long-term financing arrangement has been secured and the cash
flow from the business operations of the company has turned positive. The
company is also having ongoing negotiations for arranging bridging financing.
The company continues to have a significant deficit in its working capital
until the first delivery of production technology for solar modules will start
to generate positive cash flow. If the company does not succeed to secure
sufficient short-term and long-term financing, the continuity of the company's
operation may be jeopardized.
25.3.2015: CENCORP POSTPONES THE RELEASE OF ITS ANNUAL REPORT
In Cencorp's stock exchange release regarding the financial information in 2015
the company announced that it will release its official annual report for 2014
today on 25 March 2015. Cencorp's Board of Directors has resolved to postpone
the release of the annual report because an Auditor's report is not yet
available. The annual report has to be released by 31 March 2015. The annual
report figures are not expected to change from the Financial Statement Release
issued on 18 February 2015.
31.3.2015: CENCORP HAS APPLIED FOR EXEMPTION PERMIT FROM THE FINNISH FINANCIAL
SUPERVISORY AUTHORITY TO THE DEADLINE OF THE DISCLOSURE OF THE FINANCIAL
STAMENT AND THE REPORT OF THE BOARD OF DIRECTORS
Pursuant to Chapter 7, Section 18, Subsection 2 of the Finnish Securities
Market Act Cencorp has applied for an exemption permit from the Finnish
Financial Supervisory Authority to the deadline of the disclosure of the
Financial Statement and the Report of the Board of Directors to disclose its
Financial Statement and the Report of the Board of Directors for the financial
period ended on 31 December 2014 latest on 30 April 2015 instead of the
deadline of three months pursuant to Chapter 7, Section 5 of the Finnish
Securities Market Act. The Finnish Financial Supervisory Authority granted
Cencorp an exemption permit pursuant to the company's application and Cencorp
disclosed its Financial Statement and the Report of the Board of Directors on
30 April 2015.
31.3.2015: CENCORP HAS AGREED WITH DANSKE BANK PLC ON AMENDMENT OF THE
OVERDRAFT FACILITY, AND ON EXPIRY OF THE EXPORT CREDIT LIMIT AND THE BANK
GUARANTEE LIMIT; AND WITH SAVCOR GROUP OY, SAVCOR INVEST BV AND SCI INVEST OY
ON TRANSFERRING THE LOAN MATURITY DATES
Cencorp has agreed with Danske Bank Plc on extending the overdraft facility of
EUR 0.95 million available to the company until 30 September 2015. The export
credit limit and the bank guarantee limit have expired. For the moment Cencorp
does not have significant number of projects which would require export credit
limits and bank guarantee limits. In the future Cencorp is aiming to have
necessary export credit limits and bank guarantee limits available when the
company has signed new export contracts. On 19 March 2015 Cencorp announced
that it postpones the targeted schedule for signing the first manufacturing
partnership agreement from the end of the first quarter of 2015 to the second
quarter. Cencorp has agreed with Savcor Group Oy on extending the loan period
of a convertible bond of ca. EUR 0.364 million until 30 September 2015, with
SCI Invest Oy on extending the loan period of a convertible bond of ca. EUR
0.746 million until 30 September 2015, and with Savcor Invest B.V. on extending
the loan period of a loan of EUR 1.0 million until 30 September 2015.
THE MAJOR EVENTS AFTER THE END OF THE REPORTING PERIOD
The events presented below comprise a summary of the stock exchange releases as
they were disclosed by the company after the end of the reporting period. Thus
the trade name Cencorp is still used in the texts even though the company's
trade name was changed to Valoe on 13 May 2015 and tenses refer to the time of
disclosure.
7.4.2015: CENCORP POSTPONES ITS ANNUAL GENERAL MEETING TO BE HELD LATER ON AND
GIVES A NOTICE TO AN EXTRAORDINARY GENERAL MEETING TO BE HELD ON 29 APRIL 2015
TO HANDLE THE BOARD'S PROPOSALS FOR CHANGING THE COMPANY'S NAME TO VALOE OYJ,
AMENDING THE COMPANY'S LINE OF BUSINESS TO CLEAN ENERGY AND FOR AUTHORIZATION
FOR SHARE ISSUE
Deviating from the previously announced, Cencorp's Board of Directors has today
resolved to postpone the annual general meeting to be held later on. As
previously announced an annual general meeting was supposed to be held on 29
April 2015. The reason for postponing the meeting is that the company's
financial statement for the financial year 2014 is not yet available. The
Finnish Financial Supervisory Authority has granted Cencorp an exemption permit
to deviate from the deadline of the disclosure of the Financial Statement and
the Report of the Board of Directors pursuant to the Finnish Securities Market
Act. According to the exemption permit, Cencorp has to publish the Financial
Statement and the Report of the Board of Directors on 30 April 2015 at latest.
Cencorp's Board of Directors has today resolved to give a notice to an
extraordinary general meeting to be held on 29 April 2015 to handle the
following proposals:
1. Amendment to the Articles of Association, article 1 The trading name and
domicile of the company
The Board of Directors proposes to the general meeting that the Article 1 in
the company's Articles of Association is amended as follows: ”1§ The trading
name and domicile of the company: The trading name of the company is Valoe Oyj,
Valoe Abp in Swedish and Valoe Corporation in English. The company's domicile
is Mikkeli.”
The trading name change is based on Cencorp Corporation's commitment to change
its trading name pursuant to the agreement between Cencorp and FTTK Company
Limited regarding the automation applications business transaction. Further,
the Board of Directors views that the trading name Valoe describes well the
company's clean energy business.
Cencorp Corporation's shareholders Savcor Group Oy and Gaselli Capital Oy,
representing ca. 49 percent of the shares in the company, have notified that
they will second the Board's motion.
2. Amendment to the Articles of Association, article 2 The company's line of
business
The Board of Directors proposes to the general meeting that the article 2 in
the company's Articles of Association is amended as follows: “2§ The company's
line of business: The company's line of business is to develop, sell and
manufacture industrial applications and solutions for clean energy production.
The company may also own and be in possession of real estate property and
securities.”
The amendment to the company's line of business is based on Cencorp's
transition from a company who used to provide electronics automation solutions
and special components to a company providing only clean energy solutions.
Cencorp Corporation's shareholders Savcor Group Oy and Gaselli Capital Oy,
representing ca. 49 percent of the shares in the company, have notified that
they will second the Board's motion.
3. Amendment to the Articles of Association, article 4 Board of Directors
The Board of Directors proposes to the general meeting that the article 4 in
the company's Articles of Association is amended as follows: ”4§ Board of
Directors: The company's administration and appropriate activity shall be
attended to by a Board of Directors with at least three and no more than seven
members. The term of notice of the members of the Board of Directors shall end
with the ending of the next annual general meeting of the company following
their election. The Board of Directors shall elect a chairman and a vice
chairman among the board members. The Board of Directors has a quorum when more
than half of the members of the Board are present at a meeting. Issues are
decided by majority rule. In case of equality of votes the chairman has a
casting vote.“
The amendment to the maximum number of Directors is based on the fact that in
the future Cencorp may require wider base for the Board of Directors.
Cencorp Corporation's shareholders Savcor Group Oy and Gaselli Capital Oy,
representing ca. 49 percent of the shares in the company, have notified that
they will second the Board's motion.
4. Technical amendment to the numbering of the articles 12 and 13 in the
Articles of Association
The Board of Directors proposes to the general meeting that the article
regarding the company's financial year, currently number 13, will be changed to
an article number 12 and the current article 12 saying “Removed” will be
totally removed from the Articles of Association. Thus, in the future there
would be only 12 articles in the company's Articles of Association.
The reason for the technical change is to make the Articles of Association and
its numbering clearer.
Cencorp Corporation's shareholders Savcor Group Oy and Gaselli Capital Oy,
representing ca. 49 percent of the shares in the company, have notified that
they will second the Board's motion.
5. Authorization of the Board of Directors to decide on a share issue as well
as other option rights and other special rights entitling to shares in the
company
The Board of Directors proposes to the General Meeting, that by revoking the
previous authorizations the general meeting authorizes the Board of Directors
to decide on a share issue with and/or without payment, either in one or in
several occasions, including right to resolve on option rights and other rights
entitling to shares pursuant to the Chapter 10, Section 1 of the Finnish
Companies Act so that the number of new shares issued based on the
authorization or number of shares issued based on option rights and other
special rights entitling to the shares pursuant to the Chapter 10, Section 1 of
the Finnish companies Act, would equal to the total amount of max. 900,000,000
shares which equals to ca. 51.1 percent, at the most, of all shares in the
company including shares issued based on the authorization and/or shares to be
issued based on option rights and other special rights entitling to shares
pursuant to the Chapter 10, Section 1 of the Finnish Companies Act. The
authorization does not exclude the Board's right to decide also on directed
issue of shares or option rights and other special rights pursuant to the
Chapter 10, Section 1 of the Finnish Companies Act. It is proposed that the
authorization may be used for important arrangements from the company's point
of view e.g. to strengthen the capital structure, to finance investments, for
acquisitions and business transactions or other business arrangements, or to
expand ownership structure, or for incentive plans, or for other purposes
resolved by the Board involving a weighty financial reason for issuing shares
or option rights or special rights entitling to shares pursuant to the Chapter
10, Section 1 of the Finnish Companies Act. The share issue may be executed by
deviating from the shareholders' pre-emptive subscription right provided the
company has a weighty financial reason for that. It is proposed that the
authorization is in force until 30 June 2017.
In addition to the previous, the purpose for the authorization is especially
to enable the company to carry out financial arrangements fast after financial
negotiations have been concluded.
Cencorp Corporation's shareholders Savcor Group Oy and Gaselli Capital Oy,
representing ca. 49 percent of the shares in the company, have notified that
they will second the Board's motion.
The extraordinary general meeting held 29 April 2015 adopted the resolutions
according to the motions of the Board of Directors. Cencorp's new trade name
Valoe Corporation was registered on the trade register on 13 May 2015.
29. 4.2015: CENCORP BOOKS AN ADDITIONAL EXPENCE AND MAKES A WRITE-DOWN IN THE
PARENT COMPANY'S FINANCIAL STATEMENTS 31.12.2014 - THE COMPANY'S EQUITY
DECEREASES BELOW HALF OF THE SHARE CAPITAL. THE BOOK ENTRIES HAVE NO INFLUENCE
IN THE FIGURES OF THE PUBLISHED CONSOLIDATED FINANCIAL STATEMENTS
Cencorp has resolved to write down the value of the shares of its subsidiary
Savcor Pacific Ltd (”Pacific”) in the financial statements for 2014. Pacific
owns the shares of the Beijing company. As the process of selling the machinery
and equipment of the closed Beijing factory is still going on, the company
writes down the value of Pacific according to the prudence principle. Further,
according to the prudence principle the company books a guarantee liability
relating to the Beijing factory as an additional expense and parent company's
liability. According to the company's current view the guarantee liability will
not realize. The book entries do not change the consolidated financial
statements figures in the Financial Statement Release published on 18 February
2015.
Due to the above mentioned facts Cencorp's equity decreases below half of the
share capital as on 31 December 2014. Thus, the Board of Directors will convene
a general meeting to consider measures to remedy the financial position of the
company. The matter will be handled in the annual general meeting to which a
notice will be published later on a separate announcement.
In practice Cencorp has already commenced measures to remedy the financial
position of the company. In the extraordinary general meeting to be held today
on 29 April 2015 the Board of Directors proposes to the general meeting that it
gives an authorization for a share issue of max. 900,000,000 e.g. to enable the
company to realize its financial arrangements fast after financial negotiations
have been finished.
A notice to an annual general meeting to be held on 28 May 2015 was disclosed
on 6 May 2015 and it included the following items in addition to the items
pursuant to the Articles of Association:
Item 15 in the Notice: Reduction of the share capital to cover losses
The Board of Directors proposes to the general meeting that the meeting
resolves to reduce the company's share capital of EUR 3,425,059.10 by EUR
2,925,059.10 to cover losses. The accrued losses from the financial year ended
on 31 December 2014 and the previous financial years would be partly covered by
reducing the company's share capital by EUR 2,925,059.10 and the distributable
non‐restricted equity fund by EUR 44,031,988.69, the reserve fund by EUR
211,384.16 and the premium fund by EUR 4,695,570.81. After the reductions the
company's new share capital would be EUR 500,000.00. The company's accrued
losses on 31 December 2014 amounted to EUR 54,384,334.28. The reductions would
be allocated to the losses in chronological sequence starting from the oldest
one. The equity of the company including the subordinated loans amounted to EUR
1,189.342.86 or ca. 34.7 percent of the share capital on 31 December 2014. The
company's subordinated loans amounted to EUR 3,209,674.38 on 31 December 2014.
During the three years following the registration of the reduction of the share
capital the equity may be distributed to the shareholders only in accordance
with the creditor protection procedure pursuant to the Chapter 14, sections 3 -
5 of the Finnish Companies Act (21.7.2006/624, amendments included).
A reason for the reduction of the share capital is that covering the losses
according to the Board's proposal would simplify the balance sheet structure of
the parent company and strengthen the ratio of the company's equity to the
share capital. The proposal is subject to the general meeting has been adopting
the financial statements pursuant to the section 7 of this Notice to the
General Meeting and the loss for the financial year 2014 to be entered in the
retained earnings pursuant to the section 8 of the Notice.
Item 16 in the Notice: Evaluation of the company's financial situation and
measures to remedy the company's financial position
The equity of the parent company (including subordinated loans) amounted to EUR
1,189,34.86 or 34.7 percent of the share capital as per 31 December 2014.
Thus, the parent company's equity has decreased below half of the share
capital. In the section 15 of this Notice to the General Meeting the Board of
Directors has separately proposed that the ratio of the company's equity to the
share capital will be strengthened by reducing the share capital for loss
coverage pursuant to the Board's proposal.
In practice Cencorp has already commenced measures to remedy the financial
position of the company. In the extraordinary general meeting held on 29 April
2015 the Board of Directors was authorized to decide on a share issue of max.
900,000,000 shares to enable the company to finalize its financial arrangements
fast after financial negotiations have been finished. On this date of this
Notice to the General Meeting the company's financial negotiations are still
going on.
The Board of Directors proposes that the general meeting addresses the
company's financial situation and considers other possible measures to remedy
the company's financial position too.
30.4.2015: THE AUDITORS'S REPORT OF CENCORP
Cencorp's auditor has today given his report for the company's Financial
Statements for 2014.
The Auditor's report includes so called emphasis of matter.
Auditor's report
To the Annual General Meeting of Cencorp Oyj
We have audited the accounting records, the financial statements, the report of
the Board of Directors, and the administration of Cencorp Oyj for the year
ended 31 December, 2014. The financial statements comprise the consolidated
statement of financial position, income statement, statement of comprehensive
income, statement of changes in equity and statement of cash flows, and notes
to the consolidated financial statements, as well as the parent company's
balance sheet, income statement, cash flow statement and notes to the financial
statements.
Responsibility of the Board of Directors and the Managing Director
The Board of Directors and the Managing Director are responsible for the
preparation of consolidated financial statements that give a true and fair view
in accordance with International Financial Reporting Standards (IFRS) as
adopted by the EU, as well as for the preparation of financial statements and
the report of the Board of Directors that give a true and fair view in
accordance with the laws and regulations governing the preparation of the
financial statements and the report of the Board of Directors in Finland. The
Board of Directors is responsible for the appropriate arrangement of the
control of the company's accounts and finances, and the Managing Director shall
see to it that the accounts of the company are in compliance with the law and
that its financial affairs have been arranged in a reliable manner.
Auditor's Responsibility
Our responsibility is to express an opinion on the financial statements, on the
consolidated financial statements and on the report of the Board of Directors
based on our audit. The Auditing Act requires that we comply with the
requirements of professional ethics. We conducted our audit in accordance with
good auditing practice in Finland. Good auditing practice requires that we plan
and perform the audit to obtain reasonable assurance about whether the
financial statements and the report of the Board of Directors are free from
material misstatement, and whether the members of the Board of Directors of the
parent company or the Managing Director are guilty of an act or negligence
which may result in liability in damages towards the company or have violated
the Limited Liability Companies Act or the articles of association of the
company.
An audit involves performing procedures to obtain audit evidence about the
amounts and disclosures in the financial statements and the report of the Board
of Directors. The procedures selected depend on the auditor's judgment,
including the assessment of the risks of material misstatement, whether due to
fraud or error. In making those risk assessments, the auditor considers
internal control relevant to the entity's preparation of financial statements
and report of the Board of Directors that give a true and fair view in order to
design audit procedures that are appropriate in the circumstances, but not for
the purpose of expressing an opinion on the effectiveness of the company's
internal control. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of accounting estimates made by
management, as well as evaluating the overall presentation of the financial
statements and the report of the Board of Directors. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for
our audit opinion.
Opinion on the consolidated financial statements
In our opinion, the consolidated financial statements give a true and fair view
of the financial position, financial performance, and cash flows of the group
in accordance with International Financial Reporting Standards (IFRS) as
adopted by the EU.
Opinion on the company's financial statements and the report of the Board of
Directors
In our opinion, the financial statements and the report of the Board of
Directors give a true and fair view of both the consolidated and the parent
company's financial performance and financial position in accordance with the
laws and regulations governing the preparation of the financial statements and
the report of the Board of Directors in Finland. The information in the report
of the Board of Directors is consistent with the information in the financial
statements.
Emphasis of Matter
Without qualifying our opinion, we draw attention to the basis of preparation
of the financial statements and to the note 29. Financial risk management. The
financial statements have been prepared under the going concern assumption. The
continuity of operations requires the company to be able to obtain
supplementary funding and to negotiate changes to the terms of payment during
2015. The company continues negotiating with its major financers and
shareholders on measures to strengthen the financing situation until the
company's cash flow is expected to turn positive. The sufficiency of the
company's financing and working capital for the next twelve months involve very
significant risks. According to the current view of Cencorp's management the
company needs to obtain a bridging loan until long-term financing arrangement
has been secured and the cash flow of the business operations of the company
has turned positive. Negotiations for bridging financing are going on. The
company will have a significant deficit in its working capital until the first
delivery of production technology for solar modules will start to generate
positive cash flow. If the company does not succeed in securing sufficient
short-term and long-term financing, the continuity of the company's operation
may be jeopardized. The valuation of the assets is based on the going concern
assumption. If the estimates are not achieved the assets may become impaired.
30.4.2015: CENCORP POSTPONES THE DISCLOSURE OF THE INTERIM REPORT FOR THE FIRST
QUARTER
Cencorp has resolved to postpone the disclosure of the interim report for the
first quarter. The interim report was supposed to be disclosed on 6 May 2015.
The new disclosure day will be 27 May 2015. The disclosure is postponed because
the company's Financial Statements were released only today on 30 April 2015.
RISK MANAGEMENT, RISKS AND UNCERTAINTIES
Valoe's Board of Directors is responsible for the control of the company's
accounts and finances. The Board is responsible for internal control, while the
President and CEO handles the practical arrangement and monitors the efficiency
of internal control. Business management and control are taken care of using a
Group-wide reporting and forecasting system.
The purpose of risk management is to ensure that any significant business risks
are identified and monitored appropriately. The company's business and
financial risks are managed centrally by the Group's financial department, and
reports on risks are presented to the Board of Directors as necessary.
Due to the small size of the company and its business operations, Valoe does
not have an internal auditing organization or an audit committee.
The financing situation of Valoe continues to be very tight. The sufficiency of
the company's financing and working capital for the next twelve months involve
very significant risks. According to the current view of Valoe's management the
company needs to obtain a bridging loan until a long-term financing arrangement
has been secured and the cash flow from the business operations of the company
has turned positive. Negotiations for a bridging financing are going on. The
company will have a significant deficit in its working capital until the first
delivery of production technology for solar modules will start to generate
positive cash flow. If the company does not succeed to secure sufficient
short-term and long-term financing, the continuity of the company's operation
may be jeopardized.
In the Auditor's Report in the Annual Report 2014 the company's auditor drew
attention to the financial risk management with a so called Emphasis of Matter
as follows: “Without qualifying our opinion, we draw attention to the basis of
preparation of the financial statements and to the note 29. Financial risk
management. The financial statements have been prepared under the going concern
assumption. The continuity of operations requires the company to be able to
obtain supplementary funding and to negotiate changes to the terms of payment
during 2015. The company continues negotiating with its major financers and
shareholders on measures to strengthen the financing situation until the
company's cash flow is expected to turn positive. The sufficiency of the
company's financing and working capital for the next twelve months involve very
significant risks. According to the current view of Valoe's management the
company needs to obtain a bridging loan until long-term financing arrangement
has been secured and the cash flow of the business operations of the company
has turned positive. Negotiations for bridging financing are going on. The
company will have a significant deficit in its working capital until the first
delivery of production technology for solar modules will start to generate
positive cash flow. If the company does not succeed in securing sufficient
short-term and long-term financing, the continuity of the company's operation
may be jeopardized. The valuation of the assets is based on the going concern
assumption. If the estimates are not achieved the assets may become impaired.”
If the company does not succeed to secure sufficient short-term and long-term
financing, the continuity of the company's operation may be jeopardized.
Valoe has agreed with Danske Bank Plc on extending the overdraft facility of
EUR 0.95 million available to the company until 30 September 2015. The export
credit limit and the bank guarantee limit have expired. For the moment Valoe
does not have significant number of projects which would require export credit
limits and bank guarantee limits. In the future Valoe is aiming to have
necessary export credit limits and bank guarantee limits available when the
company has signed new export contracts. On 19 March 2015 Valoe announced that
it postpones the targeted schedule for signing the first manufacturing
partnership agreement from the end of the first quarter of 2015 to the second
quarter. Valoe has agreed with Savcor Group Oy on extending the loan period of
a convertible bond of ca. EUR 0.364 million until 30 September 2015, with SCI
Invest Oy on extending the loan period of a convertible bond of ca. EUR 0.746
million until 30 September 2015, and with Savcor Invest B.V. on extending the
loan period of a loan of EUR 1.0 million until 30 September 2015.
On 17 March 2015 Valoe announced that it has previously estimated that the
company's long-term financing arrangement will be secured during the first
quarter of 2015, and that the schedule of the long-term financing negotiations
will be highly depended on whether the company succeeds to sign its first
manufacturing partnership agreement on solar module manufacturing technology
during the first quarter of 2015. Further, Valoe has previously stated that
should the signing of the first manufacturing partnership agreement be delayed
the long-term financing arrangement will be delayed too and the company will
have to seek for bridge financing. Due to this Valoe has previously announced
that the company postpones the targeted schedule for signing of the first
manufacturing partnership agreement and the long-term financing negotiations
from the end of the first quarter of 2015 to the second quarter. Negotiations
for manufacturing partnership agreements, deliveries of production lines,
strategic deliveries of solar modules and long-term financing arrangement
continue as usual and the company continues focusing on finding an overall
solution as soon as possible.
The equity of Valoe Corporation decreased below half of the company's share
capital as per 31 December 2014. The parent company's equity will not be
sufficient for long without equity financing or significant profitable sales.
The company has already taken actions to get more equity financing. However, it
is not certain that the company succeeds in securing sufficient financing.
Should there be delays in signing contracts for clean energy solutions in
planned schedule, it could have significant negative effect on the company's
financing situation and continuity of operations.
In terms of profitability, the most essential risks are related to the
achievement of a sufficient invoicing volume in the Clean Energy business
segment.
Valoe has announced that its objective is to transform into a company that
develops and provides Cleantech applications using laser and automation
technology as well as into a company that has a strong market position as a
provider of, in various geographical areas, locally produced high-quality
photovoltaic modules. Achievement of the objectives as well as realization of
the transformation involves risks. Even though Valoe's strategy and objectives
are based on market knowledge and technical surveys, the risks are significant
and it is not certain if the company reaches all or part of the targets set for
it. Valoe's future outlook will be highly dependent on the company's ability to
reach the targeted market position in the global photovoltaic module market as
well as on the company's short and long-term financing.
The execution of the non-binding Memorandum of Understanding signed with a
major Chinese photovoltaic module manufacturer involves risks. The final terms
of an agreement are still under negotiations, thus execution of the agreement
is not yet guaranteed. Additionally, the agreement is subject to Valoe's
short-term and long-term financing. Thus, Valoe is not yet able to estimate the
agreement's possible execution, effective date neither the agreement's impact
in Valoe nor the final risks relating to it. However, in regard to the
Memorandum of Understanding on delivering CBS to the Chinese photovoltaic
module manufacturer, the estimated minimum value of EUR 20 million for three
years' period from the start of mass production will probably stay non-binding
even though the actual Memorandum of Understanding turns into a binding supply
contract. In this business customers do not give binding order estimations.
The execution of the non-binding cooperation agreement signed between Valoe and
Vikram Solar involves risks. The negotiations for business and partnership
collaboration between the parties, including detailed terms, are still under
negotiations, thus it is not yet certain that the transactions will be
materialized. Further, realization of the transactions defined in the
non-binding Term Sheet is subject to several issues and especially to Valoe's
short- and long-term financing. Therefore, Valoe is not yet able to estimate
possible realization and effective date of the transactions, the transactions'
influence in Valoe or risks relating to them.
The long-term objectives set for the Managing Director involves also
significant risks and the long-term objective should not be considered as the
company's financial guidance. Even though the objectives are based on market
knowledge and technical surveys, the risks are significant and it is not
certain if the Managing Director reaches all or part of the targets set for him
within estimated new timetable. If Valoe's financing arrangements are delayed,
the risk of the Managing Director reaching the objectives set for him in the
stated timetable will increase.
The non-binding objectives of Valoe for both market share and the number of
partners are ambitious and attainment of the objectives involves significant
risks. However, Valoe views it has a technological concept that provides the
company a good position to achieve the objectives. Attainment of the objectives
is subject to sufficient financing.
The closing of the latter part (30 %) of the transaction between Valoe and FTTK
Company Limited involves risks. In terms of the latter part of the transaction
the deal was supposed to be closed by 1 March 2015, however, the closing of the
transaction has been postponed. The postponement relates to division of costs
of an unfinished customer project in electronics automation business between
Valoe and FTTK. Valoe continues trying to settle the matter by negotiating but
it is not certain whether a solution will be reached without going to court.
Other risks connected to Valoe have been presented in more detail in the Annual
Report for 2014.
In Mikkeli, 27 May 2015
Valoe Corporation
BOARD OF DIRECTORS
For more information please contact:
Valoe: Iikka Savisalo, President and CEO, tel. +358 40 521 6082,
iikka.savisalo@valoe.com
Distribution:
NASDAQ OMX, Helsinki
Main media
www.valoe.com
Consolidated statement of comprehensive income
(unaudited)
1 000 EUR 1-3/2015 1-3/2014 1-12/2014
--------------------------------------------------------------------------------
Continuing operations
Net sales 126 567 841
Cost of sales -165 -1 047 -8 398
--------------------------------------------------------------------------------
Gross profit -39 -480 -7 557
Other operating income 751 10 23
Product development expenses -330 -174 -1 109
Sales and marketing expenses -161 -215 -840
Administrative expenses -239 -345 -1 146
Other operating expenses -2 -12 -256
Operating profit -20 -1 217 -10 885
Financial income 121 96 903
Financial expenses -275 -503 -1 707
Profit before taxes from continuing -175 -1 625 -11 689
operations
Income taxes 1 -1 -4
Profit/loss for the period from -174 -1 625 -11 693
continuing operations
Discontinued operations
Profit/loss after tax for the period 20 -512 -712
from discontinued operations
Profit/loss for the period -154 -2 137 -12 405
--------------------------------------------------------------------------------
Profit/loss attributable to:
Shareholders of the parent company -154 -2 137 -12 405
Earnings/share (diluted), eur -0,0002 -0,003 -0,015
Earnings/share (basic), eur -0,0002 -0,003 -0,015
Continuing operations:
Earnings/share (diluted), eur -0,0002 -0,002 -0,014
Earnings/share (basic), eur -0,0002 -0,002 -0,014
Profit/loss for the period -154 -2 137 -12 405
Other comprehensive income
Translation difference -464 -98 -1 114
Net other comprehensive income to be
reclassified to
profit or loss in subsequent periods -464 -98 -1 114
Total comprehensive income for the -618 -2 235 -13 519
period
--------------------------------------------------------------------------------
Total comprehensive income attributable
to:
Shareholders of the parent company -618 -2 235 -13 519
Consolidated statement of financial position
(unaudited)
1 000 EUR 31.3.2015 31.3.2014 31.12.2014
--------------------------------------------------------------------------------
ASSETS
Non-current assets
Property, plant and equipment 8 5 126 44
Consolidated goodwill 441 2 538 441
Other intangible assets 3 907 5 269 4 092
Available-for-sale investment 9 9 9
Deferred tax assets 0 6 0
Total non-current assets 4 365 12 949 4 586
--------------------------------------------------------------------------------
Current assets
Inventories 49 2 284 67
Trade and other non-interest-bearing 1 913 2 316 2 013
receivables
Cash and cash equivalents 225 283 161
Total current assets 2 188 4 884 2 240
--------------------------------------------------------------------------------
Assets classified as held for sale 564 0 733
Total assets 7 117 17 832 7 560
--------------------------------------------------------------------------------
EQUITY AND LIABILITIES
Equity attributable to shareholders of the
parent company
Share capital 3 425 3 425 3 425
Other reserves 49 460 49 325 49 460
Translation difference -745 734 -281
Retained earnings -62 654 -52 232 -62 500
-10 515 1 252 -9 897
--------------------------------------------------------------------------------
Non-controlling interests 9 0 8
Total equity -10 506 1 252 -9 888
--------------------------------------------------------------------------------
Non-current liabilities
Non-current loans 1 699 3 205 1 571
Deferred tax liabilities -1 5 0
Total non-current liabilities 1 698 3 210 1 571
--------------------------------------------------------------------------------
Current liabilities
Current interest-bearing liabilities 7 405 5 462 7 357
Trande and other payables 7 454 7 776 6 693
Current provisions 0 132 0
Total current liabilities 14 860 13 370 14 050
--------------------------------------------------------------------------------
Liabilities directly associated with assets 1 065 0 1 828
classified as held for sale
Total liabilities 17 623 16 580 17 449
--------------------------------------------------------------------------------
Equity and liabilities total 7 117 17 832 7 560
--------------------------------------------------------------------------------
Consolidated statement of cash flows
(unaudited)
1 000 EUR 1-3/20 1-3/20 1-12/20
15 14 14
--------------------------------------------------------------------------------
Cash flow from operating activities
Income statement profit/loss from continuing -175 -1 625 -11 689
operations before taxes
Income statement profit/loss from discontinued 20 -512 -712
operations before taxes
Income statement profit/loss before taxes -155 -2 137 -12 401
------------------------
Non-monetary items adjusted on income statement
--------------------------------------------------------------------------------
Depreciation and + 224 552 7 844
impairment
Gains/losses on disposals +/- 0 0 -298
of non-current assets
Unrealized exchange rate +/- -118 41 -256
gains (-) and losses (+)
Other non-cash +/- -739 109 87
transactions
Financial income and + 273 367 1 060
expense
Total cash flow before change in working capital -516 -1 068 -3 964
--------------------------------------------------------------------------------
Change in working capital
Increase (-) / decrease 46 -93 179
(+) in inventories
Increase (-) / decrease 978 185 289
(+) in trade and other
receivables
Increase (+) / decrease -523 -889 -516
(-) in trade and other
payables
Change in provisions -11 -17 -5
Change in working capital 490 -815 -53
--------------------------------------------------------------------------------
Adjustment of financial items and taxes to cash-based
accounting
Interest paid - 56 102 308
Interest received + 1 0 3
Other financial items - 28 53 -304
Taxes paid - 0 3 17
Financial items and taxes -82 -158 -17
--------------------------------------------------------------------------------
NET CASH FLOW FROM BUSINESS OPERATIONS -108 -2 040 -4 034
CASH FLOW FROM INVESTING ACTIVITIES
Investments in tangible and intangible assets - 51 380 1 084
Proceeds on disposal of tangible and intangible + 34 0 29
assets
Loans granted - 160 0 0
Loans granted to associated companies - 0 0 103
Repayment of loan receivables + 263 0 0
Acquisition of subsidiaries and other business + 0 0 1
units
Disposal of + 0 0 3 048
subsidiaries and
other business units
----------------------------
NET CASH FLOW FROM INVESTMENTS 86 -380 1 890
--------------------------------------------------------------------------------
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from share issue + 0 2 375 2 400
Proceeds from non-current borrowings + 121 98 256
Repayment of non-current borrowings - 8 4 7
Proceeds from current borrowings + 106 1 810 3 737
Repayment of current borrowings - 149 1 713 3 878
NET CASH FLOW FROM FINANCING ACTIVITIES 71 2 567 2 509
--------------------------------------------------------------------------------
INCREASE (+) OR DECREASE (-) IN CASH FLOW 48 147 364
Consolidated statement of changes in equity
(unaudited
)
1 000 EUR Share Other Transl Distribut Retaine Total Non-co Total
capit reser ation able d ntroll equity
al ves diffe non-rest earnin ing
rence ricted gs inter
equity ests
fund
--------------------------------------------------------------------------------
31.12.2014 3 425 4 908 -281 44 552 -62 500 -9 897 8 -9 888
Translatio - - -464 - - -464 1 -463
n
differenc
e,
comprehen
sive
income
Profit/los - - - - -154 -154 0 -154
s for the
period
31.3.2015 3 425 4 908 -745 44 552 -62 654 -10 515 9 -10 506
1 000 EUR Share Other Transl Distribut Retaine Total Non-co Total
capit reser ation able d ntroll equity
al ves diffe non-rest earnin ing
rence ricted gs inter
equity ests
fund
--------------------------------------------------------------------------------
31.12.2013 3 425 4 908 833 39 661 -50 095 -1 269 0 -1 269
Share - - - 4 882 - 4 882 - 4 882
issue
Share - - - -125 -125 - -125
issue
expenses
Translatio - - -98 -98 - -98
n
differenc
e,
comprehen
sive
income
Profit/los - - - - -2 137 -2 137 - -2 137
s for the
period
31.3.2014 3 425 4 908 734 44 417 -52 232 1 252 0 1 252
Segment information
(unaudited)
From 1 January 2013 Valoe reported of three business segments to comply with the
company's Cleantech strategy. The segments were Laser and Automation
Applications (LAS), Life Cycle Management (LCM) and Clean Energy (CCE). 17
September Valoe announced that it has transfered the company's electronics
automation business into Cencorp Automation Oy, a fully-owned subsidiary of
Valow. Further, in accordance to the agreement signed earlier, FTTK Company
Limited has purchased 70 percent of the shares in Cencorp Automation Oy.
Further FTTK has used its option to purchase the remaining 30 percent of the
shares in Cencorp Automation Oy and the parties have signed an agreement on
exercising the option in December 2014. In consequence of the sale of the
shares Valoe reports the financial figures relating to the electronics
automation business, i.e. LAS and LCM segments, as discontinued operations from
Q3/2014 and segment information is divided into continuing and discontinued
operations. Segment information is not available after operating profit in
profit and loss statement. Financial income and expenses or balance sheet items
are not booked to segments. Valoe's new segment information is based on the
management's internal reporting and on the organisation structure.
1 000 EUR 1-3/2015 1-3/2014 1-12/2014
--------------------------------------------------------------------------------
Net sales
Cencorp Clean 126 567 841
Energy -
continuing
operations
Discontinued 132 1 869 5 665
operations
Total 258 2 436 6 506
Operating profit
Cencorp Clean -20 -1 217 -10 885
Energy -
continuing
operations
Discontinued 20 -512 -712
operations
Total -1 -1 729 -11 597
EBITDA
Cencorp Clean 204 -801 -3 342
Energy -
continuing
operations
Discontinued 20 -376 -411
operations
Total 224 -1 177 -3 753
Depreciation
Cencorp Clean 224 416 1 318
Energy -
continuing
operations
Discontinued 0 136 301
operations
Total 224 552 1 619
Impairment
Cencorp Clean 0 0 6 225
Energy -
continuing
operations
Discontinued 0 0 0
operations
Total 0 0 6 225
Discontinued operations
(unaudited)
17 September Valoe announced that it has transfered the company's electronics
automation business into Cencorp Automation Oy, a fully-owned subsidiary of
Valoe. Further, in accordance to the agreement signed earlier, FTTK Company
Limited has purchased 70 percent of the shares in Cencorp Automation Oy.
Further FTTK has used its option to purchase the remaining 30 percent of the
shares in Cencorp Automation Oy and the parties have signed an agreement on
exercising the option in December 2014. In consequence of the sale of the
shares Valoe reports the financial figures relating to the electronics
automation business as discontinued operations from Q3/2014.
The results and major classes of assets and liabilities of Cencorp's electronics
automation business are as follows:
1 000 EUR 1-3/2015 1-3/2014 1-12/2014
--------------------------------------------------------------------------------
Revenue 132 1 869 5 665
Expenses -113 -2 422 -6 824
Other opeating income 0 44 171
Impairment 0 0 0
Operating profit/loss 20 -508 -988
from discontinued
operation
--------------------------------------------------------
Gain on discontinued - - 276
operations
Assets
Property, plant and 0 - 0
equipment
Other intangible assets 0 - 0
Inventories 0 - 28
Trade and other 564 - 705
non-interest-bearing
receivables
Cash and cash 0 - 0
equivalents
Assets classified as 564 n/a 733
held for sale
--------------------------------------------------------
Liabilities
Trande and other 931 - 1 683
payables
Provisions 134 - 145
Liabilities directly 1 065 n/a 1 828
associated with assets
classified as held for
sale
--------------------------------------------------------
Net assets directly -501 n/a -1 094
associated with
disposal group
--------------------------------------------------------
Cumulative translation
difference
Net cash flow of
Cencorp's electronics
automation business:
1 000 EUR 1-3/2015 1-3/2014 1-12/2014
--------------------------------------------------------------------------------
Operating -392 n/a -1 858
Investing 103 n/a 2 701
(includes the return on sales
of discontinued operations
in 2014)
Earnings/share (basic), 0,00002 -0,001 -0,001
from discontinued
operations
Earnings/share 0,00002 -0,001 -0,001
(diluted) from
discontinued
operations
Key figures
(unaudited)
1 000 EUR 1-3/2015 1-3/201 1-12/201
4 4
--------------------------------------------------------------------------------
Net sales 126 567 841
Operating profit -20 -1 217 -10 885
% of net sales -16,0 -214,7 n/a
EBITDA 204 -801 -3 342
% of net sales 162,1 -141,3 n/a
Profit before taxes -175 -1 625 -11 689
% of net sales -138,6 -286,6 n/a
Balance Sheet value 7 117 17 832 7 560
Equity ratio, % -148,7 7,1 -130,8
Net gearing, % n/a n/a n/a
Gross investments (continuing operations) 41 99 377
% of net sales 32,6 17,5 44,9
Research and development costs 330 174 1 109
% of net sales 262,3 30,8 131,8
Order book 122 3 034 314
Personnel on average 26 145 74
Personnel at the end of the period 26 144 26
Non-interest-bearing liabilities 8 386 7 776 8 376
Interest-bearing liabilities 9 104 8 667 8 928
Share key indicators
Earnings/share (basic) -0,0002 -0,003 -0,015
Earnings/share (diluted) -0,0002 -0,003 -0,015
Earnings/share (basic), from continuing -0,0002 -0,002 -0,014
operations
Earnings/share (diluted) from continuing -0,0002 -0,002 -0,014
operations
Equity/share -0,012 0,002 -0,011
P/E ratio -44,70 -3,70 -0,61
Highest price 0,010 0,04 0,04
Lowest price 0,007 0,01 0,01
Average price 0,009 0,02 0,02
Closing price 0,008 0,01 0,01
Market capitalisation, at the end of the 6,9 8,5 7,8
period, MEUR
Calculation of Key Figures
EBITDA, %: Operating profit + depreciation +
impairment
------------------------------------
Net sales
Equity ratio, %: Total equity x
100 ------------------------------------
Total assets - advances
received
Net gearing, %: Interest-bearing liabilities - cash
and cash equivalents
and marketable securities
x 100
------------------------------------
Shareholders' equity + minority
interest
Earnings/share (EPS): Profit/loss for the period to the
owner of the parent company
------------------------------------
Average number of shares adjusted
for share issue
at the end of the
financial year
Equity/share: Equity attributable to shareholders
of the parent company
------------------------------------
Undiluted number of shares on the
balance sheet date
P/E ratio: Price on the balance
sheet date
------------------------------------
Earnings per
share
Related party
transactions
(unaudited)
The Group has sold and purchased goods and services from companies in which the
majority holding and/or power of decision granting control of the company is
held by members of the Group's related parties. Sales of goods and services
carried out with related parties are based on market prices. Valoe Corporation
has also sold and purchased goods and services from its associated company,
Cencorp Automation Oy. Sales of goods and services carried out with the
associated company are based on the costs, according to the agreement.
The Group entered into the following
transactions with related parties:
1 000 EUR 1-3/2015 1-3/2014 1-12/2014
--------------------------------------------------------------------------------
Continuing
operations
Sales of goods and
services
Savcor companies 17 14 67
Cencorp Automation 1 0 19
Oy
Savcor Face Ltd 0 0 20
Others 1 0 0
Total 19 14 106
Purchases of goods
and services
Savcor companies 55 58 196
Savcor Face Ltd 8 6 36
SCI-Finance Oy 19 0 14
Others -1 0 0
Total 81 64 246
Interest income
Savcor companies 1 0 3
Interest expenses
and other
financial expenses
Savcor companies 36 58 213
SCI Invest Oy 15 15 60
Iikka Savisalo 0 0 0
Total 51 73 273
Discontinued
operations
Sales of goods and
services
Cencorp Automation 0 0 87
Oy
Purchases of goods
and services
Savcor companies 0 61 194
Savcor Face Ltd 0 12 46
Cencorp Automation 88 0 395
Oy
SCI-Finance Oy 0 0 30
Others 0 0 0
Total 88 73 665
Interest payable to 264 230 416
related parties
Other current 1 355 1 519 1 769
liabilities to
related parties
Current convertible 1 195 1 049 1 159
subordinated loan
from related
parties
Trade payables and
other
non-interest-beari
ng liabilities to
related parties 986 702 1 363
Trade and other 163 87 371
current
receivables from
related parties
From the beginnin of 2015 Savcor Group Limited in Australia is no longer part of
Savcor Group, and liabilities to the company are not included in related party
transactions.
SCI Invest Oy is a company under control of Iikka Savisalo, Cencorp's CEO.
1 000 EUR 1-3/2015 1-3/2014 1-12/2014
--------------------------------------------------------------------------------
Wages and
remuneration
Salaries of the 146 223 867
management and
Board
Fair values
(unaudited)
Carrying Fair value
amount
1 000 EUR 31.3.2015 31.3.2015
--------------------------------------------------------------------------------
Financial assets
Available-for-sale investments 9 9
Trade and other receivables 2 478 2 478
Cash and cash equivalents 225 225
The fair value of trade and other receivables is expected to correspond to the
carrying amount due to their short maturity.
Financial liabilities
R&D loan, non-current 1 699 1 699
Loans from financial institutions, current 2 121 2 121
Other liabilities, current 5 284 5 284
Trade payables and other non-interest-bearing 6 486 6 486
liabilities
The fair value of non-current liabilities is expected to correspond to the
carrying amount and recognized to their fair value when recorded. There has
been no significant change in common interest rate after the withdrawal of the
loans.
EUR 6.4 million out of trade payables and other current liabilites was overdue
at the end of the reporting period. That included EUR 3.6 million of Savcor
Face Bejing's overdue liabilities. During Q1 2015 there was an increase of 0.4
million in Savcor Face Beijing's overdue liabilities, which was mainly caused
by exchange rate difference. In addition, an interest-bearing loan of 0,5
million to Savcor Group Limited / The Savcor Creditors' Trust was overdue.
Change in intangible and tangible assets
(unaudited)
1 000 EUR 31.3.2015 31.3.2014 31.12.2014
--------------------------------------------------------------------------------
Includes tangible assets, consolidated
goodwill and other intangible assets
Carrying amount, beginning of period 4 577 13 654 13 654
Depreciation and impairment -224 -552 -6 905
Additions 41 229 659
Disposals -38 0 -142
Discontinued operations 0 -129 -2 955
Exchange rate difference 0 -269 265
Carrying amount, end of period 4 356 12 933 4 577
Inventories
(unaudited)
1 000 EUR 1-3/20 1-3/20 1-12/2 15 14 014
--------------------------------------------------------------------------------
Impairment losses and reversals of impairment losses for
inventories booked in Income Statement
Continuing operations
Impairment loss 0 0 939
Reversal of impairment loss 0 0 0
Discontinued operations
Impairment loss 0 0 0
Reversal of impairment loss 0 0 0
Commitments and contingent liabilities
(unaudited)
1 000 EUR 31.3.2015 31.3.2014 31.12.2014
-------------------------------------------------------------------------------
Loans from financial institutions 950 1 240 948
Promissory notes secured by pledge 12 691 12 691 12 691
Factoring loan and export credit limit 1 172 1 496 1 307
Trade receivables 73 822 91
Deposits 283 0 0
Promissory notes secured by pledge 12 691 12 691 12 691
Collaterals given from other short-term loans
Deposits 539 0 477
Operating leases - continuing operations
Payable within one year 0 7 0
Payable over one year 0 0 0
Operating leases - discontinued operations
Payable within one year 0 5 0
Payable over one year 0 0 0
Commitments - continuing operations
Payable within one year 83 756 58
Payable over one year 0 719 0
Commitments - discontinued operations
Payable within one year 0 146 0
Payable over one year 0 84 0
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