2013-03-06 09:00:00 CET

2013-03-06 09:00:06 CET


REGULATED INFORMATION

English Finnish
Panostaja Oyj - Interim report (Q1 and Q3)

PANOSTAJA GROUP INTERIM REPORT NOVEMBER 1, 2012–JANUARY 31, 2013 (3 months)


Panostaja Oyj        Interim report, March 6, 2013              10:00 a.m.





Net sales for the first quarter: MEUR 43.4, growth 15%

EBIT for the first quarter: MEUR -0.7, change -154%. Operating profit
deteriorated particularly because of weakened demand from the technology
industry segments. 

Cash flow from business operations in the period under review was MEUR 1.3
(change: MEUR -3.3). 

In November, Panostaja Oyj's subsidiary Suomen Helasto Oy bought the entire
shareholding of Oy Eurohela Trading Ltd, which provides furniture fittings
wholesale services. 

Panostaja Oyj also announced that it had bought 60% of the share capital of
Selog Oy, a company supplying material, calculation and design services for
ceiling construction. As a result of the transaction, Panostaja established
within the Group a new business area specializing in wholesale services of
ceiling materials. 

In December, Panostaja expanded its printing services segment, when its
subsidiary Digiprint Finland Oy acquired the entire share capital of
DMP-Digital Media Partners Oy. 



NOVEMBER 2012-JANUARY 2013



Net sales MEUR 43.4 (MEUR 37.7) (growth 15%)

EBIT MEUR -0.7 (MEUR 1.2) (change -154%)

Profit before taxes MEUR -1.6 (MEUR 0.5)

Earnings per share (undiluted) -3.7 cents (-1.1 cents)

Equity per share EUR 0.50 (EUR 0.59)

Equity ratio 30,0% (32.0%)

Cash flow from business operations MEUR 1.3 (MEUR 4.6).

The growth in net sales of MEUR 5.7 was mainly a result of the impact of
corporate acquisitions carried out in the period under review and previous
period, the effect of which totaled MEUR 9.0. 

EBIT totaled MEUR -0.7 (MEUR 1.2). The MEUR -1.9 decrease in EBIT was primarily
caused by the Takoma and Heat Treatment segments. 

Panostaja is keeping its result management unaltered. It is expected that the
Group's net sales will increase and EBIT will improve in 2013. 

The General Meeting of January 29, 2013 approved the capital repayment proposal
made by the Board.  EUR 0.04 per share of capital repayment was paid from the
invested unrestricted equity fund. The record date for the capital repayment
was February 1, 2013, with the payment date being February 8, 2013. A total of
MEUR 2.0 of capital was repaid to parent company shareholders. 



                                              3 months     3 months    12 months
--------------------------------------------------------------------------------
Key figures                                11/12-01/13  11/11-01/12  11/11-10/12
--------------------------------------------------------------------------------
------------------------------------------                                      
Net sales (MEUR) €                                43.4         37.7        156.8
EBIT (MEUR) €                                     -0.7          1.2          4.2
Profit before taxes (MEUR) €                      -1.6          0.5          0.9
Earnings per share, undiluted (EUR)              -0.04        -0.01        -0.04
Equity per share (EUR)                            0.50         0.59         0.56
Financial position and cash flow:          Jan 31 2013  Jan 31 2012  Oct 31 2012
--------------------------------------------------------------------------------
------------------------------------------                                      
Net liabilities (MEUR) €                          52.4         43.9         40.5
Gearing (%)                                      115.2        100.1         89.6
Equity ratio, %                                   30,0         32.0         34.1
Cash flow from business operations (MEUR)          1.3          4.6         10.6
--------------------------------------------------------------------------------

The income statement for operations discontinued during the reference period
has been separated from the income statement for retained operations and the
result for them is presented in accordance with the IFRS standard on row
‘Earnings from discontinued operations'. 



MARKET SITUATION

Although Panostaja Group's first quarter is typically the weakest of the
financial period, business development during the review period did not meet
expectations. In particular, the segments serving the technology industry
experienced a quiet quarter. During the first quarter, the general economic
situation and atmosphere were challenging. The predicted weakening in
construction volume changes has at least not yet been reflected significantly
in the construction-related segments. Panostaja believes, however, that the
situation will improve during the latter part of the financial period. The
situation on the financial markets has remained challenging, particularly in
the SME sector, and the restraints on credit issue are a significant risk to
general financial development. The corporate acquisition market remains quiet,
although reinvigoration typical after the New Year was noticeable to some
extent. 



THE ECONOMIC DEVELOPMENT OF THE PANOSTAJA GROUP



NOVEMBER 2012-JANUARY 2013

Panostaja Group's net sales in the first quarter were MEUR 43.4 (MEUR 37.7).
Export amounted to MEUR 2.3, or 5.4% (MEUR 3.4, 8.0%) of net sales. The
corporate acquisitions made during the previous and current financial period
affected the MEUR 5.7 increase in net sales by MEUR 9.0. 

The MEUR 5.7 increase in net sales was primarily the result of growth stemming
from corporate acquisitions.. Of the Group's 11 operational segments, seven
exceeded the net sales of the reference year. Correspondingly, four segments
fell below the net sales level of the reference year. 

EBIT totaled MEUR -0.7 (MEUR 1.2). The MEUR -1.9 decrease in EBIT was primarily
caused by the Takoma and Heat Treatment segments. Only the Fasteners segment
achieved better operating profit than in the reference period. 

The Group's net financial expenses for the review period were approximately
MEUR -0.9 (MEUR -0.9). The Group's liquidity was good and cash flow from
business operations (MEUR 1.3) was positive. 



Personnel                                                                       
                                                  Jan 31      Jan 31      Oct 31
                                                    2013        2012        2012
--------------------------------------------------------------------------------
Average number of employees                        1,281       1,096       1,152
Employees at the end of the period                 1,355       1,095       1,206
--------------------------------------------------------------------------------
Employees in each segment at the end of the       Jan 31      Jan 31      Oct 31
 period                                             2013        2012        2012
--------------------------------------------------------------------------------
Digital Printing Services                            421         314         335
Safety                                               215         201         212
Takoma                                               191         200         193
Value-added Logistics                                291         135         253
Sisäkattomateriaalit                                  17                        
Spare Parts for Motor Vehicles                        37          36          38
Fittings                                              42          29          30
Heat Treatment                                        65          63          65
Carpentry Industry                                    30          31          30
Supports                                              16          15          16
Fasteners                                             21          24          24
Other                                                  9          47          10
--------------------------------------------------------------------------------
Group in total                                     1,355       1,095       1,206
--------------------------------------------------------------------------------



GROUP STRUCTURE CHANGES

On November 6, Panostaja Oyj's subsidiary Suomen Helasto Oy bought the entire
shareholding of Oy Eurohela Trading Ltd, which provides furniture fittings
wholesale services. The segment was also reorganized, so that the furniture
fittings and construction fittings operations were divided into individual
companies. Suomen Helasto Oy's subsidiaries Oy Eurohela Trading Ltd and Suomen
Helakeskus Oy merged to form Suomen Helakeskus Oy, focusing on the furniture
fittings business. Suomen Helasto Oy's new subsidiary Rakennushelasto Oy, which
was established as part of the reorganization, specializes in the construction
fittings business. As a result of the reorganization, Panostaja Oyj's
shareholding in Suomen Helasto Oy is about 95%. 

Panostaja Oyj announced on November 7, 2012 that it had bought 60% of the share
capital of Selog Oy, a company supplying material, calculation and design
services for ceiling construction. As a result of the transaction, Panostaja
expanded its business operations and established within the Group a new
business area specializing in wholesale services of ceiling materials. As part
of the arrangement, Selog Oy's owners continue as minority shareholders in the
new segment. 

Panostaja expanded its Digital Printing Services segment on December 4, 2012,
which already includes the Kopijyvä Group. Panostaja's subsidiary Digiprint
Finland Oy acquired the entire share capital of DMP-Digital Media Partners Oy.
The DMP Group provides printing, publication, and production services for
marketing communications. As a result of the reorganization, Panostaja owns
approximately 56% of the total share capital of Digiprint Finland Oy. As part
of the reorganization, the shareholders of DMP-Digital Media Partners Oy became
minority shareholders in Digiprint Finland Oy. As a result of the
reorganization, Digiprint Finland Oy owns all of Kopijyvä Oy and DMP-Digital
Media Partners Oy. 



SEGMENT REVIEW

Panostaja Group's business operations for the period under review are reported
in 12 segments: Digital Printing Services, Safety, Takoma, Value-added
Logistics, Ceiling Materials, Spare Parts for Motor Vehicles, Fittings, Heat
Treatment, Carpentry Industry, Supports, Fasteners and Other (parent company +
associated companies). 



NOVEMBER 2012-JANUARY 2013

Net sales in the Digital Printing Services segment increased from MEUR 8.3 to
MEUR 10.9,but EBIT weakened slightly from MEUR 1.2 to MEUR 1.0.The review
period was characterized by the acquisition of DMP Group at the beginning of
December. Price competition on the market remained fierce, but prospects for
the segment are bright. 

Net sales in the Safety segment increased from MEUR 7.3 to MEUR 7.6, but EBIT
dropped from MEUR 0.3 to MEUR -0.2. The increase in net sales was due to the
strong organic growth of the segment. The investments in growth were evident in
increased costs in the segment, which weakened EBIT. The company's order book
is at a normal level and its stock of tenders quite good. 

Net sales in the Takoma segment declined from MEUR 7.7 to MEUR 5.5. The
segment's EBIT decreased from MEUR -0.5 to MEUR -1.0. During the early part of
the financial period, the volumes of orders were unprecedentedly low, existing
customers no longer offered sufficient market potential, and were unable to
guarantee a sufficient load for Takoma's capacity. Takoma's order book at the
end of the review period deteriorated to MEUR 8.6 (reference period: MEUR
12.2). 

Net sales in the Value-added Logistics segment grew from MEUR 4.4 to MEUR 7.1
but EBIT weakened slightly from MEUR 0.2 to MEUR 0.1. The increase in net sales
can be explained by the acquisition in May of packaging and logistics company
HSG Logistics Oy. 

Ceiling Materials is a new segment, which was created when Panostaja acquired
Selog Oy in November 2012. Net sales for the segment in the review period were
MEUR 3.0 and EBIT MEUR 0.3. 

Net sales in the Spare Parts for Motor Vehicles segment grew slightly from MEUR
2.4 to MEUR 2.5, while EBIT remained at the previous year's level (MEUR 0.2). 
Exceptionally mild weather has adversely affected sales of winter products. 

Net sales in the Fittings segment increased from MEUR 2.7 to MEUR 3.0, but the
EBIT of MEUR 0.1 dropped to MEUR -0.2. The increase in net sales for the
Fittings segment was primarily a result of the acquisition of Oy Eurohela
Trading Ltd in November.The review period was encumbered by costs arising from
business transactions. 

Net sales in the Heat Treatment segment declined from MEUR 2.0 to MEUR 1.1, and
the MEUR 0.4 EBIT dropped to MEUR -0.3. During the review period, customers
have been quiet across the board, there have been no sites, or their start-ups
have been delayed. This has had a strong impact on net sales and EBIT for the
segment. 

The Carpentry Industry segment remained strong. Net sales remained at the level
of the previous year, totaling MEUR 1.4, with EBIT remaining on a par with the
reference period at MEUR 0.2.Demand in Norway has been weaker than expected. 

Net sales in the Supports segment weakened slightly from MEUR 0.9 to MEUR 0.8.
EBIT also weakened from MEUR 0.1 in the reference year to MEUR -0.0. Market
conditions in construction have deteriorated, and permits and start-ups
throughout the construction industry have declined. 

In the Fasteners segment, net sales were on a slightly lower level than in the
reference period at MEUR 0.6. EBIT of MEUR -0.0 was slightly better than the
figure for the reference period of MEUR -0.1. In the technology industry
market, there are many operators and competition for orders is fierce. 

There were no significant changes in the net sales of the Other segment. In the
period under review, two associated companies, Ecosir Group Oy and Spectra
Yhtiöt Oy, issued reports to the parent company. The profit/loss of the
reported associated companies in the review period was MEUR -0.1 (MEUR -0.1),
which is presented on a separate row in the Group's income statement. 



INVESTMENTS AND FINANCING

The Group's liquidity was good and cash flow from business operations, MEUR
1.3, was positive (MEUR 4.6). The Group's liquid assets were MEUR 13.7 (MEUR
14.1). 

The Group's gross capital expenditure in the review period closed was
approximately MEUR 17.1 (MEUR 1.5). Investments were mainly targeted at
corporate acquisitions. The Group's equity ratio was 30.0% (32.0%) and
interest-bearing net liabilities totaled MEUR 52.4 (MEUR 43.9).
Interest-bearing net liabilities increased as a result of corporate
acquisitions. Panostaja Oyj's convertible subordinated loan amounted to MEUR 15
of the net liabilities (MEUR 15.0). The return on equity was -18.6% (-3.3 %)
and the return on investment -2.1% (1.6%). 

Financial position:                                                             
MEUR                                       Jan 31 2013  Jan 31 2012  Oct 31 2012
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Interest-bearing liabilities                      69.8         62.6         56.6
Interest-bearing receivables                       3.7          4.6          3.7
Cash and cash equivalents                         13.7         14.1         12.3
Interest-bearing net liabilities                  52.4         43.9         40.5
Equity (belonging to the parent company's         47.5         43.9         48.0
 shareholders as well as minority                                               
 shareholders)                                                                  
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Gearing ratio, %                                 115.2        100.1         89.6
Equity ratio, %                                   30.0         32.0         34.1
Return on equity, %                              -18.6         -3.3         -5.4
Return on investment, %                           -2.1          1.6          2.2
--------------------------------------------------------------------------------



The Annual General Meeting of January 29, 2013 approved the capital repayment
proposal made by the Board. EUR 0.04 per share of capital repayment was paid
from the invested unrestricted equity fund. The record date for the capital
repayment was February 1, 2013, with the payment date being February 8, 2013. A
total of MEUR 2.0 of capital was repaid to parent company shareholders. 



SHARE PRICE DEVELOPMENT AND SHARE OWNERSHIP

Panostaja Oyj's share closing rate fluctuated between EUR 0.72 and EUR 0.86
during the first quarter. During the period under review, a total of 1,650,970
shares were exchanged, which amounts to 3.2% of the share capital. The January
share closing rate was EUR 0.80. The market value of the company's share
capital at the end of January was MEUR 41.4 and the company had 3,802
shareholders (3,823). 

Development of share exchange  1Q/2013  1Q/2012
-----------------------------------------------
-----------------------------------------------
Shares exchanged, 1,000 pcs      1,651    4,252
% of share capital                 3.2      8.3
-----------------------------------------------



Share                       Jan 31 2013  Jan 31 2012  Oct 31, 2012
------------------------------------------------------------------
Shares in total, 1,000 pcs       51,733       51,733        51,733
Own shares, 1,000 pcs               540          590           553
Closing rate                       0.80         1.04          0.76
Market value (MEUR)                41.4         53.8          39.3
Shareholders                      3,802        3,823         3,780
------------------------------------------------------------------

 On December 28, 2012, Panostaja Oyj accepted a change in holding in the
company pursuant to Chapter 2, Section 9 of the Securities Markets Act. Matti
Koskenkorva's share of Panostaja Oyj's total number of voting shares exceeded
10%. Matti Koskenkorva's share on the record date was 5,187,192 shares, 10.03%
of Panostaja Oyj's share capital and voting shares. 



ADMINISTRATION AND GENERAL MEETING

Panostaja Oyj's Annual General Meeting was held on January 29, 2013 in Tampere.
Jukka Ala-Mello, Satu Eskelinen, Mikko Koskenkorva and Eero Eriksson were
re-elected to Panostaja Oyj's Board of Directors. Antero Virtanen and Jukka
Terhonen were elected as new members. In the Board's organizing meeting held
immediately after the General Meeting, Jukka Ala-Mello was elected Chairman of
the Board and Eero Eriksson as Vice Chairman. Authorized Public Accountant
Markku Launis and Authorized Public Accountants PricewaterhouseCoopers Oy were
selected as general chartered accountants, with Authorized Public Accountant
Janne Rajalahti as the responsible public accountant. 

The General Meeting approved the closing of the November 1, 2011-October 31,
2012 accounts as well as the proposal by the Board to transfer the loss for the
financial period to the profit funds and that capital repayment be paid at a
rate of EUR 0.04 per share. The record date for the capital repayment was
February 1, 2013, with the payment date being February 8, 2012. In addition,
the General Meeting authorized the Board to decide, at its discretion, on the
potential distribution of assets to shareholders, the company's financial
status permitting, as distribution of assets from the invested unrestricted
equity fund. The maximum distribution of assets performed on the basis of this
authorization totals EUR 5,200,000. The authorization includes the right of the
Board to decide on all other terms and conditions relating to the said asset
distribution. The authorization will remain valid until the end of the next
Annual General Meeting. 

In addition, the General Meeting granted exemption from liability to the
members of the Board and to the CEO. It was decided at the General Meeting that
the Chairman of the Board be paid EUR 40,000 as an annual compensation for the
term that begins at the end of the Meeting and ends at the end of the 2014
Annual General Meeting, and that the other members of the Board be paid an
annual compensation of EUR 20,000. It was further resolved at the General
Meeting that approximately 40% of the compensation remitted to the members of
the Board be paid on the basis of the share issue authorization given to the
Board, by issuing company shares to each Board member if the Board member does
not own more than one percent of the company's shares on the date of the
General Meeting. If the holding of a Board member on the date of the General
Meeting is over one percent of all company shares, the compensation will be
paid in full in monetary form. 

The General Meeting authorized the Board of Directors to decide on the
acquisition of the company's own shares, so that the shares will be acquired in
one or more installments and, based on this authorization, a maximum of
5,100,000 shares can be acquired, which corresponds to about 9.86% of all the
company's shares. By virtue of the authorization, the company's own shares may
be obtained using unrestricted equity only. 

The company's own shares may be acquired at the price in public trade arranged
by NASDAQ OMX Helsinki Oy on the date of acquisition or otherwise at the
prevailing market price.  The Board of Directors will decide how the company's
own shares are to be acquired. The company's own shares may be acquired not
following the proportion of ownership of the shareholders (directed
acquisition). The authorization shall be valid until July 29, 2014. 

The Board of Directors has not used the authorization granted by the Annual
Meeting to acquire its own shares during the review period. 



SHARE CAPITAL AND THE COMPANY'S OWN SHARES


At the close of the period under review, Panostaja Oyj's share capital was EUR
5,568,681.60. The total number of shares is 51,733,110. 

The total number of shares held by the company at the end of the period under
review was 539,910 individual shares (at the beginning of period under review:
552,566). The number of the company's own shares corresponded to 1.1% of the
number of shares and votes at the end of the entire review period. 

In accordance with the decisions by the General Meeting on January 30, 2012 and
by the Board, Panostaja Oyj relinquished a total of 12,656 individual shares as
meeting compensation to the members of the Board on December 14, 2012. 



EQUITY CONVERTIBLE SUBORDINATED LOANS

At the end of the review period, EUR 15,000,000 of the 2011 convertible
subordinated loan remained. The interest on the loan is 6.5% and the loan
period February 7, 2011-April 1, 2016. The original share exchange rate is EUR
2.20, and the loan shares may be exchanged for no more than 6,818,181 company
shares. The total number of loan shares is 300, and they are available for
public trade on the Nasdaq OMX Helsinki stock exchange. The share exchange rate
will be entered into the company's invested unrestricted equity fund. 



NEAR-FUTURE RISKS AND FACTORS OF UNCERTAINTY

The most significant risks of Panostaja Group have been described in the
financial statements. The near-future risks the Group faces are mainly tied to
the uncertainty resulting from the crisis in the eurozone and the global
economic situation as well as their potential impact on achieving the goals set
for the various segments. The instability of the overall economic situation has
led to a decline in customer demand as well as the postponement of investments,
particularly in segments serving the technology sector, which may result in a
need for consolidated goodwill write-downs. In the current financial period,
credit loss risks continue to represent a significant uncertainty factor in
some of the segments. This risk is increased by the tightening of credit issue
to SMEs. The weakening in financial market liquidity and the tightening on
credit may hamper the realization of corporate acquisitions and the
availability of finance for working capital.  As Panostaja's financing
situation is currently stable and its loan portfolio is distributed across
several different parties, the potentially negative impact that an expansion of
the crisis in the eurozone might have on the financial market will not
jeopardize Panostaja's operations. 



EVENTS AFTER THE REVIEW PERIOD



There are no major events to report.



PROSPECTS FOR THE REMAINDER OF THE FINANCIAL PERIOD

In accordance with its business strategy, Panostaja Group focuses on increasing
shareholder value in the segments owned by the Group. The development of
shareholder value will be constantly monitored as part of a changing operating
environment, and decisions on the development or divestment of business areas
will be made in order to maximize the shareholder value. Active development of
shareholder value, the effective allocation of capital and financial
opportunities create a solid foundation for operational expansion. The need for
ownership arrangements in SMEs enables both expansion into new segments and
growth in existing ones. 

Economic prospects in the fields of the existing segments are strongly tied to
the prospects of customer enterprises. The current economic prospects remain
uncertain, and the growth forecast has generally had to be cut due to the
credit crisis in the eurozone and decelerated economic growth. In the various
segments of Panostaja Group, the prospects still vary from cautiously positive
to slightly pessimistic. The challenges in the forecastability of the
technology industry or weakening prospects may create a need for consolidated
goodwill write-downs and, especially in Takoma's operating environment,
uncertainty continues, with set targets not having been reached. In part of
Takoma's operating units co-operation negotiations has been started on January
28, 2013, in order to find ways to improve Takoma's competitive position. 

The market still provides sufficient opportunities for corporate acquisitions,
and Panostaja Group aims to implement its growth strategy by means of
controlled acquisitions, particularly in present segments. In addition, the
divestments of certain segments are planned to be executed in order to maximize
owner value. 

Panostaja keeps its result management unaltered. It is expected that net sales
will increase and EBIT will improve in the 2013 financial period. 



Panostaja Oyj


Board of Directors



For further information, contact CEO Juha Sarsama: tel. +358 40 774 2099.


Panostaja Oyj



Juha Sarsama
CEO

All forecasts and assessments presented in this interim report bulletin are
based on the current outlook of the Group and the Management of the various
business areas with regard to the state of the economy and its development, and
the results attained may be substantially different. 

The information in the interim report has not been audited.

INCOME STATEMENT                             11/12-01/13  11/11-01/12       2012
                                                3 months     3 months  12 months
(EUR 1,000)                                                                     
Net sales                                         43,403       37,731    156,819
Other operating income                               230          129      1,172
Costs in total                                    42,756       35,374    146,193
Depreciations, amortizations and impairment        1,531        1,270      7,561
EBIT                                                -654        1,216      4,236
Financial income and expenses                       -800         -765     -3,710
Share of associated company profits                 -101           50        400
Profit before taxes                               -1,555          501        927
Income taxes                                        -548          -25     -2,181
Profit/loss from retained operations              -2,103          476     -1,254
Profit/loss from discontinued operations               0         -857     -1,236
Profit/loss for the financial period              -2,103         -381     -2,490
Attributable to                                                                 
To shareholders of the parent company             -1,893         -553     -1,984
To minority shareholders                            -210          172       -506
Earnings per share from retained operations                                     
EUR, undiluted                                    -0.037        0.006     -0.015
Earnings per share from retained operations                                     
EUR, diluted                                      -0.037        0.006     -0.015
Earnings per share from discontinued                                            
 operations                                                                     
EUR, undiluted                                                 -0.017     -0.024
Earnings per share from discontinued                                            
operations EUR, diluted                                        -0.017     -0.024
Earnings per share on retained and                                              
 discontinued                                                                   
operations EUR, undiluted                         -0.037       -0.011     -0.039
Earnings per share on retained and                                              
 discontinued                                                                   
operations EUR, diluted                           -0.037       -0.011     -0.039
EXTENSIVE INCOME STATEMENT                                                      
Items of the extensive income statement           -2,103         -381     -2,490
Translation differences                               -9           54        103
Extensive income statement for the period         -2,112         -327     -2,387
Attributable to                                                                 
To shareholders of the parent company             -1,902         -499     -1,881
To minority shareholders                            -210          172       -506





BALANCE SHEET                                   Jan 31, 2013    Jan 31,  Oct 31,
                                                                   2012     2012
(EUR 1,000)                                                                     
ASSETS                                                                          
Non-current assets                                                              
Goodwill                                              46,877     35,570   34,348
Other intangible assets                                6,755      4,900    6,081
Property, plant and equipment                         19,913     20,065   18,996
Interests in associates                                3,722      3,515    3,824
Other non-current assets                              13,153     14,703   13,074
Non-current assets total                              90,420     78,753   76,323
Current assets                                                                  
Stocks                                                20,398     22,779   18,639
Trade and other non-interest-bearing                  28,113     22,463   25,293
 receivables                                                                    
Cash and cash equivalents                             13,722     14,095   12,347
Current assets total                                  62,233     59,337   56,279
Assets in total                                      152,653    138,090  132,601
EQUITY AND LIABILITIES                                                          
Equity attributable to parent company                                           
 shareholders                                                                   
Share capital                                          5,569      5,569    5,569
Share premium account                                  4,646      4,646    4,646
Translation difference                                   -75       -115      -66
Invested unrestricted equity fund                     14,470     16,481   16,523
Retained earnings                                        948      3,494    1,981
Total                                                 25,558     30,075   28,653
Minority interest                                     19,893     13,836   16,520
Equity total                                          45,451     43,911   45,173
Liabilities                                                                     
Deferred tax liabilities                               1,479      1,500    1,505
Equity convertible subordinated loan                  14,456     19,945   14,414
Non-current liabilities                               40,429     31,208   27,752
Current liabilities                                   50,838     41,526   43,757
Liabilities total                                    107,202     94,179   87,428
Equity and liabilities in total                      152,653    138,090  132,601
CASH FLOW STATEMENT                              01/2013   01/2012          2012
(EUR 1,000)                                                                     
Operating net cash flow                            1,315     4,557        10,586
Investment net cash flow                         -11,301      -941        -4,420
Loans drawn                                       16,494       398        12,594
Loans repaid                                      -4,026    -3,986       -17,916
Share issue                                        5,554         0         1,522
Disposal of own shares                                10        12            44
Dividends paid and capital repayments             -1,116      -619        -3,216
Financing net cash flow                           16,916    -4,195        -6,972
Change in cash flows                               1,376      -579        -2,328



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY



(EUR 1,000)        Share   Share    Invested   Translat  Profit  Minori  Total  
                    capit   premiu   unrestri  ion        funds  ty             
                   al      m        cted        differe           inter         
                            accoun   equity    nces              est            
                           t         fund                                       
Equity              5,569    4,646     19,023      -169   4,047  14,270   47,386
Nov 1, 2011                                                                     
Profit for the                                             -553    -172     -381
 financial period                                                               
Profit and costs                                           -553     172     -381
 recorded during                                                                
 the financial                                                                  
 period, total                                                                  
Dividends paid                                                     -619     -619
Repayment of                           -2,557                             -2,557
 capital                                                                        
Share                                                                           
 subscription                                                                   
Share issue                                                                     
Disposal of own                            12                                 12
 shares                                                                         
Equity component                                                                
 of convertible                                                                 
 subordinated                                                                   
 loan                                                                           
Reward system                               3                                  3
Translation                                          54                       54
 differences                                                                    
Changes in                                                           13       13
 minority                                                                       
 interest                                                                       
Other changes in                                                                
 equity, total                                                                  
Equity                              -       2        54   3,494    -434      572
                                          542                                   
Jan 31, 2012        5,569    4,646     16,481      -115   3,494  13,836   43,911
Equity              5,569    4,646     16,523       -66   1,981  16,250   45,173
Nov 1, 2011                                                                     
Profit for the                                           -1,893    -210   -2,103
 financial period                                                               
Profit and costs                                         -1,893    -210   -2,103
 recorded during                                                                
 the financial                                                                  
 period, total                                   
Dividends paid                                                   -1,116  - 1,116
Repayment of                           -2,040                             -2,040
 capital                                                                        
Disposal of own                            13                                 13
 shares                                                                         
Reward system                                                                   
Translation                                           9                        9
 differences                                                                    
Changes in                                                  860   4,700    5,560
 minority                                                                       
 interest                                                                       
Other changes in                           13         9     860   3,583    4,421
 equity, total                                                                  
Equity              5,569    4,646     14,470       -75     948  19,893   45,451
Jan 31, 2013                                                                    





KEY FIGURES                                                                     
                                                       01/2013  01/2012  10/2012
Equity per share(EUR)                                     0.50     0.59     0.56
Earnings per share, diluted (EUR)                        -0.04    -0.01    -0.04
Earnings per share, undiluted(EUR)                       -0.04    -0.01    -0.04
Average number of shares during financial period,       51,187   51,137   51,157
 1,000                                                                          
Number of shares at end of financial period, 1,000      51,733   51,733   51,733
Share issues/CL exchanges during financial period,           0        0        0
 1,000                                                                          
Number of shares, 1,000, diluted                        58,005   61,268   57,075
Return on equity, %                                      -18.6     -3.3     -5.4
Return on investment, %                                   -2.1      1.6      2.2
Gross capital expenditure                                                       
To permanent assets (MEUR)                                17.1      1.5      6.2
% of net sales                                            39.4      4.0      4.0
Interest-bearing liabilities                              69.8     62.6     56.6
Equity ratio (%)                                          30.0     32.0     34.1
Average number of employees                              1,281    1,096    1,152





GROUP DEVELOPMENT BY QUARTER
(MEUR)                           Q1/13  Q4/12  Q3/12  Q2/12  Q1/12  Q4/11  Q3/11
Net sales                         43.4   42.1   39.0   38.0   37.7   38.6   33.9
Other operating income             0.2    0.5    0.2    0.3    0.1    0.3    0.1
Costs in total                   -42.8  -38.7  -36.2  -35.9  -35.3  -36.1  -30.3
Depreciations, amortizations      -1.5   -3.6   -1.4   -1.3   -1.3   -0.8   -1.5
 and impairment                                                                 
EBIT                              -0.7    0.3    1.6    1.1    1.2    2.0    2.2
Financing items                   -0.8   -1.5   -0.8   -0.6   -0.7   -0.7   -0.8
Share of associated company       -0.1   -0.1    0.1    0.4    0.0    0.1   -0.1
 profits                                                                        
Profit before taxes               -1.6   -1.4    0.9    0.9    0.5    1.4    1.3
Taxes                             -0.5   -1.6   -0.3   -0.4    0.0   -0.1   -0.6
Profit from continuing            -2.1   -3.0    0.6    0.5    0.5    1.2    0.7
 operations                                            
Profit from discontinued           0.0   -0.1    0.1   -0.3   -0.8   -0.5   -0.1
 operations                                                                     
Profit for the financial period   -2.1   -3.1    0.7    0.2   -0.4    0.7    0.6
Minority interest                 -0.2   -0.3   -0.2   -0.2    0.2    0.3    0.3
Parent company shareholder        -1.9   -2.8    0.9    0.4   -0.6    0.4    0.3
 interest                                                                       



 GUARANTEES GIVEN

(EUR 1,000)                                     01/2013  01/2012    2012
Guarantees given on behalf of Group companies                           
Enterprise mortgages                             44,421   41,394  40,861
Pledges given                                    79,236   51,196  58,321
Other liabilities                                   778    1,413   1,888
Other rental agreements                                                 
In one year                                       9,350    7,121   7,779
In over one year but within five years maximum   20,088   17,572  17,466
In over five years                                3,792    3,695   2,833
Total                                            33,230   28,388  28,078



SEGMENT INFORMATION
NET SALES                       11/12-01/13  11/11-01/12
(EUR 1 000)                                             
Digital Printing Services            10,931        8,324
Safety                                7,587        7,326
Takoma                                5,516        7,699
Value-added Logistics                 7,077        4,441
Ceiling Materials                     2,975            0
Spare Parts for Motor Vehicles        2,492        2,448
Fittings                              2,996        2,714
Heat Treatment                        1,067        1,953
Carpentry Industry                    1,425        1,412
Supports                                843          947
Fasteners                               616          679
Other                                    25           16
Eliminations                           -146         -227
Group in total                       43,403       37,731
EBIT                                                    
(EUR 1,000)                                             
Digital Printing Services             1,033        1,155
Safety                                 -158          281
Takoma                               -1,018         -538
Value-added Logistics                    87          159
Ceiling Materials                       247            0
Spare Parts for Motor Vehicles          158          179
Fittings                               -216          106
Heat Treatment                         -293          413
Carpentry Industry                      188          196
Supports                                -23          131
Fasteners                               -42          -68
Other                                  -617         -798
Group in total                         -654        1,216



SEGMENT INFORMATION BY QUARTER                                                 
                                1Q/13  4Q/12  3Q/12  2Q/12  1Q/12  4Q/11  3Q/11
Digital Printing Services        10.9    9.5    8.3    8.9    8.3    8.5    7.8
Safety                            7.6    8.0    6.4    7.3    7.3    7.0    5.8
Takoma                            5.5    7.0    6.7    7.5    7.7    7.4    6.3
Value-added Logistics             7.1    7.2    7.5    4.1    4.4    4.0    3.9
Ceiling Materials                 3.0                                          
Spare Parts for Motor Vehicles    2.5    2.9    2.6    2.5    2.4    2.8    2.4
Fittings                          3.0    2.5    2.3    2.7    2.7    3.0    2.7
Heat Treatment                    1.1    1.8    1.8    1.9    2.0    2.7    2.2
Carpentry Industry                1.4    1.6    1.5    1.6    1.4    1.3    1.3
Supports                          0.8    1.0    1.1    1.0    0.9    1.2    1.0
Fasteners                         0.6    0.7    0.7    0.7    0.7    0.8    0.8
Other                             0.0    0.0    0.0    0.0    0.0    0.0    0.0
Eliminations                     -0.1   -0.1    0.0   -0.2   -0.1   -0.1   -0.3
Group in total                   43.4   42.1   38.9   38.0   37.7   38.6   33.9
EBIT (MEUR)                     1Q/13  4Q/12  3Q/12  2Q/12  1Q/12  4Q/11  3Q/11
Digital Printing Services         1.0    1.9    1.0    1.4    1.1    1.3    1.1
Safety                           -0.2    0.5    0.0    0.4    0.3    0.3    0.4
Takoma                           -1.0   -2.9   -0.5   -1.0   -0.5   -0.6   -0.4
Value-added Logistics             0.1    0.6    0.5    0.1    0.1    0.3    0.2
Ceiling Materials                 0.2                                          
Spare Parts for Motor Vehicles    0.2    0.5    0.3    0.2    0.2    0.4    0.3
Fittings                         -0.2    0.1    0.0    0.2    0.1    0.0    0.0
Heat Treatment                   -0.3    0.2    0.2    0.2    0.4    0.7    0.5
Carpentry Industry                0.2    0.4    0.4    0.4    0.2    0.1    0.3
Supports                          0.0    0.0    0.2    0.0    0.1    0.2    0.2
Fasteners                         0.0   -0.1    0.0   -0.1   -0.1   -0.1    0.0
Other                            -0.6   -0.8   -0.4   -0.6   -0.7   -0.6   -0.4
Group in total                   -0.7    0.3    1.6    1.1    1.2    2.0    2.2



Panostaja is an investment company developing Finnish SMEs in the role of an
active majority shareholder. The company aims to be the most sought-after
partner for business owners selling their companies as well as for the best
managers and investors. Together with its partners, Panostaja increases the
Group's shareholder value and creates Finnish success stories. 


At present, Panostaja has 11 segments engaging in business operations. Flexim
Security Oy (Safety) is a specialist in security technology and services,
locking, door automation and access control products and solutions. Heatmasters
Group (Heat reatment) offers thermal treatment services for metals in Finland
and internationally, and produces, develops and markets heat treatment
technology. KL-Varaosat (Spare Parts for Motor Vehicles) is an importer,
wholesale dealer and retailer of original spare parts and supplies for Mercedes
Benz and BMW cars. Kopijyvä Oy & DMP-Digital Media Partners Oy (Digital
Printing Services) form Finland's largest company offering digital printing
services and publication and production services. Suomen Helakeskus Oy
(Fittings) is a major wholesaler of construction and furniture fittings in
Finland. Suomen Kiinnikekeskus Oy (Fasteners) is a supply shop in the fastener
field. Matti-Ovi Oy (Carpentry Industry) manufactures and markets, as its main
product, solid wood interior doors. Selog Oy (Ceiling Materials) is a specialty
supplier and wholesaler of ceiling materials. Takoma Oyj (Takoma) is a machine
shop group with an entrepreneur-driven business model and is registered on the
stock exchange. Toimex Oy (Supports) works in the HEPAC field, manufacturing
and selling supports. Vindea Oy (Value-added Logistics) is an enterprise
specialized in value-added logistics services for the Finnish metal industry.