2011-02-09 08:00:00 CET
2011-02-09 08:00:05 CET
REGULATED INFORMATION
Wulff-Yhtiöt Oyj - Financial Statement Release
WULFF GROUP PLC'S FINANCIAL STATEMENTS FOR JANUARY 1 - DECEMBER 31, 2010
WULFF GROUP PLC
FINANCIAL STATEMENTS RELEASE
February 9, 2011 at 9:00 A.M.
WULFF GROUP PLC'S FINANCIAL STATEMENTS FOR JANUARY 1 - DECEMBER 31, 2010
-- Net sales in the last quarter totalled EUR 27.1 million with an increase of
5.2 percentages from the comparable period last year (EUR 25.7 million).
Net sales for the year (EUR 93.1 million) increased by 24.5 percentages
from previous year (EUR 74.8 million). The markets have turned up in the
late 2010.
-- EBITDA in the last quarter was EUR 1.3 million being 56 percentages higher
than in the comparable period (EUR 0.8 million). The whole year's EBITDA
was EUR 1.6 million i.e. EUR 0.3 million (26 percentages) greater than in
the previous year (EUR 1.2 million).
-- In the last quarter 2010, the operating profit of EUR 0.9 million was 159
percentages greater than in the comparable period (EUR 0.35 million). The
operating result for the whole year turned slightly to a profit of EUR 0.04
million whereas in the previous year, the operating result was a loss of
EUR 0.15 million.
-- In the last quarter, the operating cash flow amounted to EUR 3.2 million
(EUR 1.2 million).
-- The 12-month result after financial items and taxes remained still
negative. Earnings per share were EUR -0.10 (EUR -0.11) for the whole year
and EUR +0.05 (EUR +0.03) for the last quarter.
-- The Board of Directors proposes a dividend of EUR 0.05 per share to be
distributed (EUR 0.05 per share).
GROUP'S NET SALES AND PERFORMANCE
Net sales in the last quarter totalled EUR 27.1 million with an increase of 5.2
percentages from the comparable period last year (EUR 25.7 million). Net sales
for the year (EUR 93.1 million) increased by 24.5 percentages from previous
year (EUR 74.8 million).
Wulff Group's CEO Heikki Vienola: “I am satisfied with the sales increase in
2010. The turn-up of the markets and our new customer-oriented solutions under
development create possibilities for a positive improvement. Customer
orientation has guided our operations already for more than 120 years and it
will be one of our key success factors in the future as well when we will serve
our customers in a even broader and common way following our customers' wishes.
Even closer cooperation between our group companies and taking constantly
advantage of new synergies play also important roles in our future operations”.
EBITDA in the last quarter was EUR 1.3 million being 56 percentages higher than
in the comparable period (EUR 0.8 million). The whole year's EBITDA was EUR 1.6
million i.e. EUR 0.3 million (26 percentages) greater than in the previous year
(EUR 1.2 million). The Group continues to review its cost structure and
performance efficiency with a focus on improving the profitability of all its
businesses.
In October-December, the operating profit of EUR 0.9 million was 159
percentages greater than in the comparable period (EUR 0.35 million). The
operating profit was 3.3 percentages (1.4 %) of the last quarter's net sales.
The operating result for the whole year turned slightly to a profit of EUR 0.04
million whereas in the previous year, the operating result was a loss of EUR
0.15 million. The operating profit was 0.0 percentages (-0.2 %) of the annual
net sales. The goodwill arising from the acquisition of Entre Marketing Oy, the
Group's fair and event marketing company, was impaired by EUR 0.35 million in
2010 and by EUR 0.18 million in 2009.
In 2010, the financial income and expenses totalled (net) EUR +0.18 million
(EUR -0.21 million) including dividend income of EUR 0.15 million, interest
expenses of EUR 0.27 million and other financial items (net) of EUR +0.31
million. For the last quarter, the net financial income and expenses were EUR
-0.11 million
(EUR -0.05 million).
Profit before taxes increased by 165 percentages up to EUR 0.79 million (EUR
0.30 million) in the last quarter. Also the annual result before taxes turned
up to a profit of EUR 0.22 million (EUR -0,36 million).
In the last quarter, the net profit attributable to the equity holders of the
parent company amounted to EUR 0.31 million (EUR 0.22 million) but the annual
result remained still negative at EUR -0.62 million
(EUR -0.73 million). Earnings per share for the last quarter (EUR 0.05) was
better than in the comparable period (EUR 0.03) but the annual earnings per
share (EUR -0.10) remained on previous year's level
(EUR -0.11).
Return on investment (ROI) was +3.18 percentage (+1.48 %) for the last quarter
and +1.75 percentage (+0.20 %) for the year. Return on equity (ROE) was +2.07
percentage (+1.33 %) for the last quarter and
-2,38 percentage (-3.46 %) for the year.
CONTRACT CUSTOMERS DIVISION
The Contract Customers Division is a comprehensive partner for customers in the
field of office supplies, business and promotional gifts as well as fair and
event marketing services. In 2010, the segment's annual net sales increased by
EUR 20.0 million i.e. 35 percentages up to EUR 77.3 million (EUR 57.3 million)
due to Wulff Supplies which has been consolidated since the beginning of August
2009 in the Contract Customer Division. In October-December, the division's net
sales totalled EUR 22.4 million (EUR 21.7 million).
With operations in Scandinavia, Wulff Supplies has managed to both increase its
market share and win new customers constantly. The new efficient logistic
centre opened in Ljungby, Southern Sweden, in the summer 2010, enables better
customer service and future growth. Also several development initiatives bring
cost savings in the operations. The integration of Wulff Supplies with Wulff
Group has continued successfully. The Group has good possibilities to serve
even more Nordic customers in the future. The Nordic cooperation and the
synergies, in purchases for example, give the customers even more competitive
products and services.
During the past 120 years, Wulff Oy is known for being the pioneer in its
branch in Finland. In 2010, Wulff invested remarkably in the launch,
development and marketing of the new webstore Wulffinkulma.fi. There are many
innovative ways to sell the webstore concept to customers, for example
e-marketing is supported with the sales activities of Group's qualified direct
sales persons. Personal sales activities are targeted to reach also those
customers who have not yet made active purchases in the web. Constantly during
the year, the webstore has brought new customers which will support the Group's
growth. To strengthen its status as the industry's e-commerce pioneer, Wulff
continues to take strong efforts in the constant development and marketing of
the webstore also in 2011. The webstore serves its customers with a product
range of nearly 4,000 products.
In 2010, the division's operating profit excluding the one-time goodwill
impairment expenses totalled EUR 0.83 million and was greater than the
operating profit of EUR 0.66 million in 2009. For the last quarter, the
division's operating profit excluding the one-time goodwill impairment (EUR
0.86 million) was clearly better than in the comparable period 2009 (EUR 0.47
million). From the goodwill of Entre Marketing Oy, the Group's fair and event
marketing company, a non-recurring impairment of EUR 0.35 million was expensed
in 2010 (EUR 0.18 million). Operating profit including the non-recurring
impairment amounted to EUR 0.48 million (EUR 0.48 million) in 2010 and EUR 0.86
million (EUR 0.29 million) in the last quarter.
The economic slowdown has impacted especially the demand for business and
promotional gifts. Historically the demand for business and promotional gifts
is greatest during the Christmas season in the last quarter. The improvement of
the economic situation increases also the demand for business and promotional
gifts, and especially the good Christmas season in Estonia indicates the
improvement of the business and promotional gift markets.
In the autumn 2010, there were management changes in the division when Jani
Puroranta was nominated as Wulff Oy's Managing Director and Juha Broman as the
Managing Director of Wulff Oy's subsidiary Torkkelin Paperi Oy, which is
located in Lahti, Finland.
DIRECT SALES DIVISION
The Direct Sales Division aims to improve its customers' daily operations with
innovative products and the industry's most professional personal, local
service. In the last quarter, the division's net sales (EUR 4.8 million) were
EUR 0.53 million i.e. 12 percentages greater than in the comparable period (EUR
4.3 million). In 2010, the division's net sales (EUR 16.1 million) were lower
than in 2009 (EUR 18.0 million) due to the divestment of former group companies
Everyman Oy and Officeman Oy which were sold to the minority shareholders in
September 2009.
The Direct Sales Division's operating result turned from the loss up to an
operating profit of EUR 0.32 million this year (EUR -0.25 million). In the last
quarter, the division's operating profit of EUR 0.23 million was slightly
behind the previous year's level (EUR 0.28 million).
The division's organizational changes in 2009 and the improvement of the
management practices have affected positively the profit of the Finnish direct
sales companies. In order to achieve a good profitability level and financial
result, the cost efficiency improvement initiatives will continue in all direct
sales companies. Additionally, the focus is in improving the sales and
supporting it with new methods, e.g. with e-marketing. In Lithuania, the small
direct sales operations started in 2009 were closed in summer 2010.
For a sales company, the most important asset is its personnel. Capable persons
make the growth possible and one of the most significant goals for the Direct
Sales division is to be able to recruit talented sales professionals. The Group
invests in visibility and recruitment marketing in different media and aims to
recruit several new direct sales employees in the Nordic countries. The
recruiting cooperation with the governmental employment agency is developed
constantly. Wulff Academy, the Group's own training program for its new sales
personnel, guarantees the best possible start for the persons who are changing
jobs or entering the industry for the first time. Wulff Academy trainees build
their career path based on their own talents and development. During the year,
the focus was in development of Wulff Academy operations and the new ideas have
gained good feedback also in the form of increased sales.
FINANCING, INVESTMENTS AND FINANCIAL POSITION
The cash flow from operating activities totalled EUR 3.16 million (EUR 1.24
million) in the last quarter and EUR 1.53 million (EUR 1.47 million) in the
whole year. In addition to the profitability improvement initiatives, the Group
aims to improve the working capital management and increase the cash flow from
operating activities.
In 2010, a net total of EUR 1.51 million was used in investing activities
including investments in intangible and tangible assets (EUR 1.51 million),
payment of the additional acquisition price debt related to subsidiary Ibero
Liikelahjat Oy (EUR 0.19 million), payment for the acquisition of the
subsidiary Entre Marketing Oy's minority shares (EUR 0.03 million) and proceeds
from the disposal of fixed assets (EUR 0.19 million). During the year,
investments were made e.g. in Wulff Supplies' new logistics centre in Ljungby,
Sweden as well as in IT development projects in Finland. In the last quarter of
2010, the net investments totalled EUR 0.25 million. In 2009, the net
investments amounted to EUR 2.50 million during the whole year and EUR 0.18
million during the last quarter.
The changes in long- and short-term loans totalled a net repayment of EUR 0.47
million in 2010, whereas in 2009 new funding was raised net of EUR 2.50 million
for financing the acquisition of Wulff Supplies. The acquisition of own shares
totalled EUR 0.11 million (EUR 0.13 million) and the net change in short-term
investments amounted to EUR 0.06 million (EUR 0.22 million). Dividends of EUR
0.15 million (EUR 0.01 million) were received. The parent company shareholders
were paid dividends of EUR 0.33 million (EUR 0.33 million) and the minority
shareholders of the subsidiaries were paid dividends of EUR 0.15 million (EUR
0.09 million). The net cash flow used in financing activities totalled EUR
-0.97 million in 2010 (EUR +1.74 million) and EUR -0.31 million (EUR +0.28
million) in the last quarter.
In general, the cash generated in the operations (EUR +1.53 million) was spent
mainly for the investments (EUR -1.51 million) and thus, along with the
repayments of loans and dividend distribution, the Group's cash amount
decreased by EUR 0.96 million from the beginning value of EUR 5.34 million down
to EUR 4.38 million (previous year's change EUR +0.71 million). In the last
quarter, the cash amount increased by EUR 2.59 million (EUR +1.34 million).
The equity attributable to the equity holders of the parent company totalled
EUR 2.41 per share (EUR 2.58) and the equity-to-assets ratio was 37.0
percentage (41.7 %).
DECISIONS OF THE ANNUAL GENERAL MEETING
Wulff Group Plc's Annual General Meeting held on April 23, 2010 decided to pay
a dividend of EUR 0,05 per share and authorised the Board of Directors to
decide on the repurchase of the company's own shares. The Annual General
Meeting accepted also the Board's proposal concerning the authorisation to
perform share issues.
The Annual General Meeting adopted the financial statements for the financial
year 2009 and discharged the members of the Board of Directors and CEO from
liability.
Due to a change in the legislation, the Annual General Meeting decided to amend
the Articles of Association in a way that the invitations to the General
Meetings are delivered at least 21 days prior to the General Meeting, but not
later than nine days before the General Meeting record date. The amendment of
the Articles of Association was entered in the Finnish Trade Register on June
8, 2010 which was announced in a stock exchange release on the same day. The
current Articles of Association are available on the Group's website
www.wulff-group.com.
The previous Board members Ere (Erkki) Kariola, Ari Pikkarainen, Pentti
Rantanen, Saku (Sakari) Ropponen and Heikki Vienola were re-elected and Andreas
Tallberg was elected as a new member of the Board. The organising meeting of
the Board of Directors, held after the Annual General Meeting, decided that the
new Chairman of the Board is Saku (Sakari) Ropponen.
The shareholders attending the Annual General Meeting held on April 23, 2010
were informed that Nexia Tilintarkastus Oy, Authorised Public Accountants, and
Juha Lindholm, Certified Auditor, continued operating as the Company's
auditors. The new lead auditor nominated by Nexia Tilintarkastus Oy is Christer
Antson, Authorised Public Accountant.
In 2011, Wulff Group Plc's Annual General Meeting will be held on Thursday
April 28, 2011. A separate notice to the Annual General Meeting will be
published prior to the meeting.
SHARES AND SHARE CAPITAL
Based on the authorization of the Annual General Meeting held on April 24,
2009, the acquisition of own shares continued in 2010. In the end of December
2009, the parent company held a total of 69 022 own shares and in the first
quarter of 2010, 2 807 own shares were repurchased and 5 000 own shares were
allocated to the Group's key person as a part of the share-based incentive plan
decided in 2008. In the end of March 2010, the Group held a total of 66 829 own
shares (24 956 as of March 31, 2009) representing 1.0 percentage (0.4 %) of the
total number and voting rights of Wulff shares. The average price for the own
shares repurchased in January-March was EUR 3.25 per share.
Authorized by the Annual General Meeting held on April 23, 2010, the Board of
Directors decided in its organizing meeting to continue buying back a maximum
of 300,000 own shares by the next Annual General Meeting. The reacquisition of
own shares continued in May and in the end of December 2010 the Group held
99,036 own shares (69,022 shares as of December 31, 2009) which represents 1.5
percentage (1.0 %) of the total number and voting rights of Wulff shares. The
average price for the own shares repurchased in 2010 was EUR 3.16 per share.
The shares are acquired through public trading on NASDAQ OMX Helsinki in a
proportion other than that of current shareholder holdings. The shares are
acquired at the market price quoted at the time of the repurchase in accordance
with the rules regarding the acquisition of company's owns shares. According to
the authorisation, the treasury shares can be acquired to carry out
acquisitions or other business related arrangements, to improve the company's
capital structure, to support the implementation of the company's incentive
scheme or to be cancelled or disposed of. The Group does not have any option
schemes currently in force. The parent company's share capital (EUR 2.65
million) consists of 6 607 628 shares with one vote each. There have been no
changes in share capital in 2009 and 2010. There have been no disclosed
notifications on changes in major holdings during 2009 and 2010. Wulff Group
Plc' share is listed on NASDAQ OMX Helsinki in the Small Cap segment under the
Consumer Discretionary sector. The company's trading code is WUF1V. In 2010, a
total of 261,633 (292,139) Wulff shares were traded which represents 4.0
percentages (4.4 %) of the total number of shares. The trading was worth of EUR
793.852 (EUR 752.344). In 2010, the highest share price was EUR 3.70 (EUR 4.02)
and the lowest price was EUR 2.43 per share (EUR 2.00). In the end of 2010, the
share was valued at EUR 2.60 (EUR 3.20 as of December 31, 2009) and the market
capitalization of the outstanding shares totalled EUR 16.9 million (EUR 20.9
million as of December 31, 2009).
BOARD OF DIRECTORS' DIVIDEND PROPOSAL
The parent company's distributable funds total EUR 4.21 million. The Group's
net result for 2010 was EUR -0.62 million i.e. EUR -0.10 per share (EUR -0.11
per share). The Board of Directors proposes to the Annual General Meeting that
a dividend of EUR 0.05 per share (EUR 0.05 per share) will be distributed,
which makes a total dividend of EUR 0.33 million. At the date of the dividend
distribution, the own shares held by the Company are not paid any dividend. The
remaining distributable funds of EUR 3.88 million will be retained in the
shareholders' equity.
PERSONNEL
In 2010, the Group's personnel totalled 384 (392) employees on average. In the
end of the year, the Group had 370 (372) employees of which 132 (115) persons
were employed in Sweden, Norway, Denmark and Estonia. The operations in
Lithuania were closed down in summer 2010.
The majority, over 60 percentages of the Group's personnel works in sales
operations and almost 40 percentages of the employees work in logistics and
administration. Wulff employees equally both genders: in the end of 2010, men
represented 52 percentages and women 48 percentages of the employees.
In order to increase the organic growth, the Group focuses on recruiting sales
personnel. The Group continues the close cooperation with the employment
authorities and the educational institutions. Along with the web-based
recruitment methods, the Group participates different events and takes personal
contact with potential sales talents. The Group aims to increase its sales
personnel in all its operational countries in 2011.
RISKS AND UNCERTAINTIES IN THE NEAR FUTURE
The economic downturn in the Nordic countries has clearly affected the demand
for office supplies. The general uncertainty may continue which will most
likely affect the ordering behaviour of some corporate clients also in early
2011. The improvement of the economic situation is expected to affect quickly
the demand for office supplies.
The possibly ongoing economic slowdown impacts especially the demand for
business and promotional gifts. Although the business gifts are seen
increasingly as a part of the corporate communications as a whole and they are
utilized also in the off-season, some cost savings may be sought after by
decreasing the investments in the brand promotion. In the economic downturn,
the corporations also minimize attending fairs and decrease their event
marketing activities.
MARKET SITUATION AND OUTLOOK FOR 2011
Wulff is the most significant Nordic player in its industry. Wulff's mission is
to help its corporate customers to succeed in their own business by providing
them with leading-edge products and services in a way best suitable to them.
The Nordic markets have been consolidating when - in addition to Wulff itself -
also other international players have acquired Nordic office supply companies
lately: Staples acquired Oy Lindell Ab in July 2010, Lyreco acquired Officeday
Finland Oy from Arion bank in August 2010 and Office Depot acquired Swedish
Frans Svanström & Co Ab in January 2011.
In 2011, the Group continues taking actions for enhancing profitability. The
Group focuses on the growth and development of its sales operations. In 2011,
the Group expects to win new customers and gain growth especially along with
Wulff Supplies Ab in Scandinavia and with the webstore Wulffinkulma.fi in
Finland.
The group management believes that in 2011 Wulff has good opportunities to
reach an operating result better than in 2010 as long as the markets continue
improving also in 2011 as has been experienced since the last quarter 2010.
Wulff is also prepared to carry out new strategic acquisitions.
MEETING FOR INVESTORS AND ANALYSTS
Wulff Group Plc arranges a meeting for investors and analysts today on February
9, 2011 at noon (12.00) at restaurant Mamma Rosa, Runeberginkatu 55, Helsinki,
Finland.
FINANCIAL REPORTING IN 2011
Wulff Group Plc will release the following financial reports in 2011:
Annual Report 2010 Week 12
Interim Report, January-March 2011 Friday May 6, 2011 at 9.00 A.M.
Interim Report, January-June 2011 Wednesday August 10, 2011 at 9.00 A.M.
Interim Report, January-September 2011 Thursday November 10, 2011 at 9.00 A.M.
Wulff Group Plc's financial reports are published in Finnish and in English,
and they are available at the Group's website www.wulff-group.com.
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
INCOME STATEMENT IV IV I-IV I-IV
EUR 1000 2010 2009 2010 2009
Net sales 27 073 25 724 93 107 74 785
Other operating income 94 62 467 402
Materials and services -17 384 -17 180 -60 516 -45 445
Employee benefit expenses -5 071 -4 491 -18 617 -15 980
Other operating expenses -3 429 -3 291 -12 866 -12 515
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EBITDA 1 284 824 1 575 1 247
Depreciation and amortization -381 -295 -1 182 -940
Impairment -180 -350 -460
--------------------------------------------------------------------------------
Operating profit/loss 903 349 43 -154
Financial income 65 121 755 275
Financial expenses -175 -170 -575 -481
--------------------------------------------------------------------------------
Profit/Loss before taxes 794 300 223 -360
Income taxes -446 -61 -637 -284
Net profit/loss for the period 347 239 -415 -644
Attributable to:
Equity holders of the parent company 308 219 -623 -728
Minority interest 39 19 209 84
Earnings per share for profit
attributable to the equity holders
of the parent company:
Earnings per share, EUR 0,05 0,03 -0,10 -0,11
(diluted = non-diluted)
STATEMENT OF COMPREHENSIVE INCOME IV IV I-IV I-IV
EUR 1000 2010 2009 2010 2009
Net profit/loss for the period 347 239 -415 -644
Other comprehensive income, net of tax
Change in translation differences 41 36 134 39
Fair value changes on available-for-sale 57 -66 42 -4
investments
Total other comprehensive income 98 -30 176 35
--------------------------------------------------------------------------------
Total comprehensive income for the period 445 209 -238 -609
Total comprehensive income attributable to:
Equity holders of the parent company 377 140 -540 -743
Minority interest 68 68 302 134
STATEMENT OF FINANCIAL POSITION Dec 31 Dec 31 Dec 31
EUR 1000 2010 2009 2008
ASSETS
Non-current assets
Goodwill 9 501 10 658 8 356
Other intangible assets 1 382 1 257 582
Property, plant and equipment 2 285 1 952 2 338
Non-current financial assets
Interest-bearing financial assets 503 569 579
Non-interest-bearing financial assets 442 337 340
Deferred tax assets 1 011 1 162 904
--------------------------------------------------------------------------------
Total non-current assets 15 124 15 939 13 099
Current assets
Inventories 11 740 11 793 10 904
Current receivables
Interest-bearing receivables 74
Non-interest-bearing receivables 14 708 12 582 10 546
Financial assets recognised at fair value through profit 58 275
and loss
Cash and cash equivalents 4 379 5 337 4 628
--------------------------------------------------------------------------------
Total current assets 30 902 29 770 26 353
TOTAL ASSETS 46 025 45 708 39 453
EQUITY AND LIABILITIES
Equity
Equity attributable to the equity holders of the parent
company:
Share capital 2 650 2 650 2 650
Share premium fund 7 662 7 662 7 662
Invested unrestricted equity fund 223 223 223
Retained earnings 5 121 6 351 7 549
Minority interest 1 158 1 117 1 137
--------------------------------------------------------------------------------
Total equity 16 814 18 003 19 221
Non-current liabilities
Interest-bearing liabilities 8 403 8 913 7 180
Deferred tax liabilities 136 110
--------------------------------------------------------------------------------
Total non-current liabilities 8 539 9 023 7 180
Current liabilities
Interest-bearing liabilities 2 425 2 305 1 780
Non-interest-bearing liabilities 18 247 16 377 11 273
--------------------------------------------------------------------------------
Total current liabilities 20 673 18 682 13 052
TOTAL EQUITY AND LIABILITIES 46 025 45 708 39 453
STATEMENT OF CASH FLOW IV IV I-IV I-IV
EUR 1000 2010 2009 2010 2009
Cash flow from operating activities:
Cash received from sales 27 248 28 100 91 189 73 880
Cash received from other 47 119 339 320
operating income
Cash paid for operating expenses -23 990 -26 791 -89 433 -72 348
--------------------------------------------------------------------------------
Cash flow from operating activities before 3 305 1 428 2 095 1 852
financial items and income taxes
Interest paid -48 -133 -274 -408
Interest received 17 44 79 151
Income taxes paid -118 -100 -372 -125
--------------------------------------------------------------------------------
Cash flow from operating activities 3 155 1 239 1 528 1 470
Cash flow from investing activities:
Investments in intangible and -314 -298 -1 509 -810
tangible assets
Proceeds from sales of intangible and 36 80 187 173
tangible assets
Acquisition of subsidiaries, net of cash -151 -219 -2 293
Sale of subsidiaries, net of cash 188 426
Repayments of loans receivable 25 29
--------------------------------------------------------------------------------
Cash flow from investing activities -253 -181 -1 512 -2 504
Cash flow from financing activities:
Acquisition of own shares -25 -72 -110 -126
Dividends paid -15 -29 -484 -422
Dividends received 149 8
Cash paid for (received from) -26 -55 -216
short-term investments (net)
Withdrawals of long- and short-term 794 914 3 494
loans
Repayments of long-term loans -269 -390 -1 388 -995
--------------------------------------------------------------------------------
Cash flow from financing activities -308 277 -974 1 743
Change in cash and cash equivalents 2 594 1 335 -958 709
Cash and cash equivalents at the beginning 1 785 4 002 5 337 4 628
of the period
Cash and cash equivalents at the end of the 4 379 5 337 4 379 5 337
period
STATEMENT OF CHANGES IN EQUITY
EUR 1000 Equity attributable to equity holders of the
parent company
Share Share Fund for Retain Total Minori TOTAL
capital premium invested ed ty
fund non-restr earnin intere
icted gs st
equity
--------------------------------------------------------------------------------
Equity on Jan 1, 2 650 7 662 223 7 549 18 084 1 137 19 221
2009
Comprehensive -743 -743 134 -609
income *
Dividends paid -329 -329 -93 -422
Treasury share -126 -126 -126
acquisition
Divestment of 0 -258 -258
subsidiaries
Changes in 0 196 196
ownership
--------------------------------------------------------------------------------
Equity on Dec 2 650 7 662 223 6 351 16 886 1 117 18 003
31, 2009
Equity on Jan 1, 2 650 7 662 223 6 351 16 886 1 117 18 003
2010
Comprehensive -540 -540 302 -238
income *
Dividends paid -327 -327 -157 -484
Treasury share -110 -110 -110
acquisition
Share-based 42 42 42
payments
Changes in -294 -294 -103 -398
ownership
--------------------------------------------------------------------------------
Equity on Dec 2 650 7 662 223 5 121 15 656 1 158 16 814
31, 2010
* net of tax
EUR 1000 Equity attributable to equity holders of
the parent company
Share Share Fund for Retain Total Minori TOTAL
capita premiu invested ed ty
l m fund non-rest earnin intere
ricted gs st equity
--------------------------------------------------------------------------------
Previously reported 2 650 7 662 223 8 196 18 731 1 137 19 868
equity on Dec 31, 2008
Change in the -647 -647 -647
consolidation of
subsidiary Entre
Marketing Oy **
--------------------------------------------------------------------------------
Revised equity on Dec 2 650 7 662 223 7 549 18 084 1 137 19 221
31, 2008
Previously reported 2 650 7 662 223 6 944 17 479 1 364 18 843
equity on Dec 31, 2009
Change (2008) in the -647 -647 -647
consolidation of
subsidiary Entre
Marketing Oy **
Change (2009) in the 54 54 -247 -193
consolidation of Wulff
Supplies ***
--------------------------------------------------------------------------------
Revised equity on Dec 2 650 7 662 223 6 351 16 886 1 117 18 003
31, 2009
** The consolidation of Entre Marketing Oy was revised in the financial
statement as of December 31, 2010 by taking into account also the Group's
commitment to reacquire the remaining minority shares. The Group's ownership
share is 84 percentages but it has also a commitment and right to buy back the
minority shares, which are currently held by the management of the subsidiary,
for a pre-set price and thus the subsidiary should be consolidated as a
fully-owned (100 %) group company based on IFRS principles. The goodwill has
been impaired annually and because the subsidiary has been loss-making and no
positive minority share has been presented in the balance sheet in previous
years, this change in the purchase price allocation (EUR 0.65 million) was
booked retrospectively in long-term interest-bearing liabilities and decreasing
the equity attributable to the parent company shareholders. This change to
previous years' figures has been taken into account also in the key figures
presented in this financial statement release.
*** In the financial statement 2009, a 40-percent share of Wulff Supplies'
result 2009 and its equity as of December 31, 2009 was calculated as the
minority share and the Group's commitment to the final acquisition (20 % in
2011) was not taken into account in the minority share. The consolidated
goodwill as of December 31, 2009 was based on the agreed 80%-shareholding
including the remaining additional acquisition price (20%) and thus the
goodwill determined as of December 31, 2009 was not revised retrospectively
now. The minority share of the result 2009 was revised by EUR 0.05 million, the
minority share in the balance sheet was decreased by EUR 0.25 million and the
additional acquisition price (short-term non-interest bearing liabilities) was
revised by EUR 0.19 million. These changes to previous year's figures have been
taken into account also in the key figures presented in this financial
statement release.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEGMENT INFORMATION IV IV I-IV I-IV
EUR 1000 2010 2009 2010 2009
Net sales by operating segments
Contract Customers Division 22 444 21 736 77 301 57 346
Direct Sales Division 4 787 4 261 16 075 17 985
Group Services 249 199 1 257 986
Intragroup eliminations -407 -472 -1 525 -1 531
between segments
TOTAL NET SALES 27 073 25 724 93 107 74 785
Operating profit/loss by operating segments
Contract Customers business 855 470 832 658
Non-Recurring Impairment -180 -350 -180
---------------------------------------------------------------------------
Contract Customers Division Total 855 290 482 478
Direct Sales business 234 283 324 28
Non-Recurring Impairment -280
---------------------------------------------------------------------------
Direct Sales Division Total 234 283 324 -252
Group Services and non-allocated items -186 -224 -764 -380
TOTAL OPERATING PROFIT/LOSS 903 349 43 -154
KEY FIGURES IV IV I-IV I-IV
EUR 1000 2010 2009 2010 2009
Net sales 27 073 25 724 93 107 74 785
Increase/Decrease in net sales, % 5,2 % 27,6 % 24,5 % -1,8 %
EBITDA 1 284 824 1 575 1 247
EBITDA margin, % 4,7 % 3,2 % 1,7 % 1,7 %
Operating profit/loss 903 349 43 -154
Operating profit/loss margin, % 3,3 % 1,4 % 0,0 % -0,2 %
Profit/Loss before taxes 794 300 223 -360
Profit/Loss before taxes margin, % 2,9 % 1,2 % 0,2 % -0,5 %
Net profit/loss for the period attributable 308 219 -623 -728
to equity holders of the parent company
Net profit/loss for the period, % 1,1 % 0,9 % -0,7 % -1,0 %
Earnings per share, EUR (diluted = 0,05 0,03 -0,10 -0,11
non-diluted)
Return on equity (ROE), % 2,07 % 1,33 % -2,38 % -3,46 %
Return on investment (ROI), % 3,18 % 1,48 % 1,75 % 0,19 %
Equity-to-assets ratio at the end of period, 37,0 % 41,7 % 37,0 % 41,7 %
%
Debt-to-equity ratio at the end of period 34,9 % 29,5 % 34,9 % 29,5 %
Equity per share at the end of period, EUR * 2,41 2,58 2,41 2,58
Investments in non-current assets 424 426 1 619 915
Investments in fixed assets, % of net sales 1,6 % 1,7 % 1,7 % 1,2 %
Treasury shares held by the Group at the end 99 036 69 022 99 036 69 022
of period
Treasury shares, % of total share capital 1,5 % 1,0 % 1,5 % 1,0 %
and votes
Number of total issued shares at the end of 6607628 6607628 6607628 6607628
period
Personnel on average during the period 381 378 384 392
Personnel at the end of period 370 372 370 372
* Equity attributable to the equity holders of the parent company / Number of
shares excluding the acquired own shares
QUARTERLY KEY IV III II I IV III II I
FIGURES
EUR 1000 2010 2010 2010 2010 2009 2009 2009 2009
Net sales 27 073 20 435 24 016 21 584 25 724 17 570 14 746 16 745
EBITDA 1 284 228 2 61 824 66 275 82
Operating 903 -411 -289 -160 349 -428 64 -139
profit/loss
Profit/Loss 794 -327 -200 -43 300 -488 45 -217
before taxes
Net profit/loss 308 -557 -134 -240 219 -581 -55 -311
for the period
Earnings per 0,05 -0,09 -0,02 -0,04 0,03 -0,09 -0,01 -0,05
share, EUR
(diluted =
non-diluted)
RELATED PARTY TRANSACTIONS IV IV I-IV I-IV
EUR 1000 2010 2009 2010 2009
Sales to related parties 25 4 93 17
Purchases from related parties 14 5 114 8
Loan receivables from related parties (management of 566 569 566 569
subsidiaries) at the end of period
COMMITMENTS Dec 31 Dec 31
EUR 1000 2010 2009
Mortgages and guarantees on own behalf
Business mortgage for the Group's loan liabilities 7 350 7 350
Real estate pledge for the Group's loan liabilities 900 900
Subsidiary shares pledged as security for 3 284 3 634
group companies' liabilities
Other listed shares pledged as security for 289 265
group companies' liabilities
Pledges and guarantees given for the group companies' 221 226
off-balance sheet commitments
Guarantees given on behalf of third parties 236 280
Minimum future operating lease payments 6 820 4 397
Accounting principles applied in the condensed consolidated financial statements
These condensed consolidated financial statements are unaudited. This report
has been prepared in accordance with IAS 34 following the valuation and
accounting methods guided by IFRS principles. The accounting principles used in
the preparation of this report are consistent with those described in the
Annual Report 2009 taking into account also the new, revised and amended
standards and interpretations. Adoption of the amended standards IFRS 3
(Business Combinations) and IAS 27 (Consolidated and Separate Financial
Statements) impacted the accounting of minority shares acquired during the
financial period as well as the measurement of minority interests in
loss-making subsidiaries. Adopting the amendments in IFRS 2 and IAS 39 as well
as the new interpretations IFRIC 17 and IFRIC 18 did not have a material impact
on the information presented in this report. The errors in the previous years'
figures discovered along the preparation of 2010 accounts have been revised
retrospectively following the IFRS principles and taken into account also in
the calculation of key figures, which enables the comparability of the figures
presented in this financial statement release.
The IFRS principles require the management to make estimates and assumptions
when preparing financial statements. Although these estimates and assumptions
are based on the management's best knowledge of today, the final outcome may
differ from the estimated values presented in the financial statements.
In June 2010, the parent company reacquired shares (1 %) in Wulff Supplies from
an employee leaving the group. In August, this one-percentage ownership was
sold to Wulff Supplies' new key employee. As these transactions were made based
on the share of the equity, they did not impact the Group's financial result.
Ibero Liikelahjat Oy's and Wulff Supplies' additional acquisition prices to be
paid in 2011 are re-estimated based on latest forecast, which led to a decrease
of EUR 0.82 million in the consolidated goodwill and other short-term
liabilities as of December 31, 2010.
The Group acquired the minority shares (8 %) of Torkkelin Paperi Oy from the
previous Managing Director Pekka Lähde in December 2010 and now Torkkelin
Paperi Oy is fully owned by the Group.
Closing of the small direct sales operations in Lithuania in summer 2010 did
not have a material impact on the Group's net sales, profitability or financial
status.
The TyEL pension premium loans withdrawn in summer 2009 have a bank guarantee,
the margin of which is linked to the covenants regarding the equity ratio and
the interest-bearing debt/EBITDA ratio. The equity ratio shall be 35 % at
minimum in the end of each year. On December 31, 2010 the equity ratio was 37.0
% (41.7 %). On December 31, 2010, the interest-bearing debt/EBITDA ratio
requirement of 3.5 was not reached. The Group has negotiated with the bank in
the autumn and due to this covenant breach, the Group is required to pay a
one-off minor compensation to the bank which then will not have other
requirements.
The Group has no knowledge of any significant events after the end of the
financial period that would have had a material impact on this report in any
other way that has been already discussed in the review by the Board of
Directors.
In Vantaa on February 8, 2011
WULFF GROUP PLC
BOARD OF DIRECTORS
Further information:
CEO Heikki Vienola
tel. +358 9 5259 0050 or mobile: +358 50 65 110
e-mail: heikki.vienola@wulff.fi
DISTRIBUTION
NASDAQ OMX Helsinki Oy
Key media
www.wulff-group.com
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