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2009-03-31 13:00:00 CEST 2009-03-31 13:00:13 CEST REGULATED INFORMATION Suomen Terveystalo Oyj - Financial Statement ReleaseTERVEYSTALO'S FINANCIAL STATEMENTS JANUARY 1 - DECEMBER 31, 2008TERVEYSTALO HEALTHCARE OYJ FINANCIAL STATEMENT RELEASE March 31, 2009 at 2.00 p.m TERVEYSTALO'S FINANCIAL STATEMENTS JANUARY 1 - DECEMBER 31, 2008 Terveystalo's January-December 2008 turnover and operating result increased considerably; turnover was EUR 210.1 million and operating result was EUR 7.1 million. - January-December 2008 (January-December 2007): - - Turnover EUR 210.1 million (140.7) Growth is mainly due to a large acquisition carried out in September 2007. - - Operating result EUR 7.1 million (0.4) Operating result excluding impairment in accordance with IAS 36 recognized in the last quarter was EUR 7.8 million. - In October-December, operating result grew by 2,233.0 percent compared to the corresponding period in 2007. - Terveystalo expects that the full year 2009 turnover and operating result will exceed the 2008 turnover and operating result. The figures in this financial statements bulletin are audited. -------------------------------------------------------------------------------- | KEY FIGURES | 1.10.- | 1.10.- | 1.1.- | 1.1.- | | | 31.12.2008| 31.12.2007 | 31.12.2008 | 31.12.2007 | | | | | | | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | Turnover, EUR 1,000 | 55,616 | 52,923 | 210,150 | 140,719 | -------------------------------------------------------------------------------- | Operating result, EUR | 2,053 | 88 | 7,080 | 401 | | 1,000 | | | | | -------------------------------------------------------------------------------- | Earnings per share, EUR | -0.03 | -0.03 | -0.10 | -0.05 | -------------------------------------------------------------------------------- | Equity per share, EUR | 1.08 | 1.17 | 1.08 | 1.17 | -------------------------------------------------------------------------------- | Net gearing, % | 170.7 | 184.8 | 170.7 | 184.8 | -------------------------------------------------------------------------------- | Return on investment, % | 3.6 | 0.5 | 3.0 | 0.6 | | (ROI)* | | | | | -------------------------------------------------------------------------------- | Return on equity, % | -11.3 | -12.4 | -8.5 | -5.0 | | (ROE)* | | | | | -------------------------------------------------------------------------------- | Capital adequacy, % | 30.3 | 27.5 | 30.3 | 27.5 | -------------------------------------------------------------------------------- | Operating result / | 3.7 | 0.2 | 3.4 | 0.3 | | turnover, % | | | | | -------------------------------------------------------------------------------- * the income statement figures used in the calculation have been annualized Terveystalo Healthcare Oyj (Terveystalo) Group's turnover increased in January-December 2008 by 49.3 percent compared to the corresponding period in the previous year and amounted to EUR 210.1 million (EUR 140.7 million in January-December 2007). Turnover growth is mainly due to a large acquisition carried out in September 2007. Operating result grew by 1,665.8 percent and amounted to EUR 7.1 million (0.4); excluding impairment in accordance with IAS 36, operating result grew by 1,852.1 percent and was EUR 7.8 million. Managing Director Martti Kiuru: ”Our business continued growing and we managed to further improve our profitability in October-December 2008. The integration program that we initiated in the fall of 2007 progressed as planned. The continuous weakening in the economic situation did not have an effect on the demand for Terveystalo's healthcare services in October-December.” Market situation The value of the Finnish healthcare service market is over EUR 12 billion. The public sector has traditionally been the largest producer of healthcare services. The share of private service production on the markets has increased heavily in recent years and the growth is expected to continue. The demand for private healthcare services is affected by the ageing of the population, the increase in wealth and general interest towards health, an increase in outsourcing services (such as specialist consultations, surgery, imaging, screening and other research services), regard for occupational healthcare services, the demand for flexibility in healthcare services and the outsourcing trend as the requirements of working life increase. Terveystalo's market environment is also affected by increased efficiency in service production as medical technology develops and insurance products become more common in the healthcare sector. Measured by turnover and the extent of its operations, Terveystalo has been Finland's leading healthcare company since 2007. 1.10.-31.12.2008 In October-December 2008, Terveystalo's turnover grew by 6.4 percent compared to the corresponding period last year and amounted to EUR 55.6 million (EUR 52.9 million in October-December 2007). Operating result grew by 2,233.0 percent from the corresponding period last year and was EUR 2.1 million, i.e. 3.7 percent of turnover (EUR 0.1 million, 0.2% in October-December 2007). Operating result excluding IAS 36 accordant impairment was EUR 2.8 million, 5.0% (EUR 0.1 million, 0.2% in October-December 2007). Growth in operating result was affected by turnover growth and the implemented integration program, including increased efficiency and unification of procedures, as well as merging of units. In October-December 2008, a total of EUR -3.0 million in net financial costs from interest rate hedging instruments was recognized in financial items. 1.1.-31.12.2008 In January-December 2008, Terveystalo's turnover grew by 49.3 percent compared to the corresponding period last year and amounted to EUR 210.1 million (EUR 140.7 million in January-December 2007). The growth in turnover was mainly contributable to the operations of Medivire Työterveyspalvelut Oy, which merged with the Group in September 2007. Organic turnover growth was approximately 13 percent (approximately 12 percent in 2007). Operating result grew by 1,665.8 percent from the corresponding period last year and was EUR 7.1 million, i.e. 3.4 percent of turnover (EUR 0.4 million, 0.3 % in January-December 2007). Non-recurring items recognized during the period included a EUR 2.1 million sales gain reported in January-March from the sale of the central laboratory business, a EUR 0.7 million cost item reported in April-June mainly related to an arbitration case of a copyright dispute related to the patient information system, EUR 0.2 million costs related to the subscription rights issue reported in July-September, and a EUR 0.2 million cost item related to the public bid, as well as a EUR 0.7 million impairment in accordance with IAS 36 in the last quarter. In January-December 2008, a total of EUR -2.8 million in net financial costs from interest rate hedging instruments was recognized in financial items. The earnings belonging to the owners of the parent company were EUR -7.1 million, i.e. -3.4 percent of turnover (EUR -3.1 million, -2.2%). Earnings per share calculated from earnings belonging to the owners of the parent company was EUR -0.10 (EUR -0.05). Terveystalo Healthcare Oyj (Suomen Terveystalo Oyj until the end of 2008) Business operations Measured by turnover and the extent of its operations, Terveystalo Healthcare Oyj (Suomen Terveystalo Oyj until December 31, 2008, Terveystalo) is Finland's leading healthcare company. The company offers comprehensive healthcare services to its municipal and partnership customers, occupational healthcare customers and private individuals. From January 1, 2008, the Group's business operations have been reported in three business segments: Occupational Healthcare segment, the Clinics and Hospitals segment and the Diagnostics segment. All imaging and laboratory services were reported as part of the Diagnostics segment until the end of 2007. Starting from January 1, 2008, sampling laboratory operations, rapid analytics and imaging services are reported as part of the Clinics and Hospitals segment with regard to clinic-hospitals and clinics, and as part of the Occupational Healthcare segment with regard to occupational healthcare clinics. The item Unallocated is used to report operations not allocated in the segments. These operations mainly consist of the Company's shares in the operations of AVA clinics specializing in infertility treatments. The Unallocated item also includes the costs from Group functions (HR, Quality, Sales, Finance, ICT and Communication) and national booking and customer service operations, as well as costs deriving from group structure creation and the Group's integration program. Group functions support Terveystalo's Group-level, regional and local operations. In 2008 the Group functions included HR, Quality, Sales, Finance, ICT and Communications. From the beginning of 2009, the Group functions include HR, Quality, Finance, ICT and Communications. Sales is part of the Municipality and partnership business. The Group's centralized booking and customer service operations were expanded in the call center units in Kristiinankaupunki and Lahti. The Group has grown considerably both organically and through acquisitions, and continued its integration program aiming at unifying group services and internal operating methods throughout 2008. The program helped to clarify operating procedures, boost the efficiency of the unit network, eliminate overlaps, and simplify support and administrative services to better correspond to the current and future needs of the Group's extended business operations. Operations were combined partly or in full in a number of municipalities to form larger entities in order to improve operational efficiency and achieve cost savings. At the end of December 2008, Terveystalo had over 100 units in over 50 cities across Finland. A year before, there were over 150 units. Terveystalo´s quality system has a SFS-EN ISO 9001:2008 certificate that covers all operations. Business segments Occupational Healthcare segment As a result of the Medivire Työterveyspalvelut Oy acquisition carried out at the beginning of September 2007, Terveystalo Group became the leading provider of occupational healthcare services in Finland, measured by both turnover and the extent of the network. At the end of 2008, the company had more than 100 units that offered occupational healthcare services and it was responsible for the occupational healthcare services of more than 13,000 corporate customers and more than 380,000 individuals. Clinics and Hospitals segment In 2008, Terveystalo continued developing its clinic hospitals and clinics, taking into account the need for local service offerings as well as the Group's national and regional service offerings.. A uniformly operating, extensive service network is expected to have a positive effect on Terveystalo's market position in the long term.. During 2008, new clinic-hospitals were opened in Rovaniemi and Turku. The clinic operations were made more efficient in several towns. New specialty clinics operating in accordance with the Group's clinic concept were opened in 2008, including the Allergy Clinic, Diabetes Clinic, Lung Clinic, Ear Clinic, Pain Clinic and Headache Clinic in one or several locations. Diagnostics segment In 2008, Terveystalo strengthened its diagnostics services, which include imaging, mobile imaging, laboratory and screening service both for external customers and internally within the Group, by investing in equipment and developing operating models and IT systems. In February, the Group's central laboratory operations were sold to Medix Laboratoriot Oy, who became Terveystalo's strategic cooperation partner. The company continued to seek strategic partnerships in the public sector, and cooperation with municipalities and insurance companies strengthened in imaging and mobile imaging in particular. Terveystalo's imaging services include X-rays and ultrasonography, magnetic resonance imaging (MRI), computed tomography (CT) scans, mammography and bone mineral density measurement, as well as related tele-radiology services, which, in addition to Group units, are offered to public sector actors in particular. At the end of 2008, Terveystalo had 12 fixed MRI machines and six mobile MRI units. X-rays were being taken in over 30 units in nearly 30 towns. Ultrasounds were carried out in over 50 units, of which 10 also had 4D ultrasound equipment suitable for demanding fetal structure tests during pregnancy. Bone-density tests were carried out in 20 towns. The number of customers in the mammography, pap and fetal screening services grew as planned. At the end of 2008, screening mammography tests were carried out in approximately 30 towns and, using mobile units, in nearly a hundred other locations across Finland. The pap screening process for cervical cancer screening tests was finalized and these screenings began in a few towns. From 2010 onwards, municipalities have a legal obligation to arrange fetal screening services. Since the divestment of the central laboratory operations, the laboratory operations have focused on sample taking laboratory operations and related services. Terveystalo has the most extensive national sample taking laboratory network in the private sector. Turnover by segment In January-December 2008, the Occupational Healthcare segment's share of the Group's turnover was 59.6 percent, the Clinics and Hospitals segment's share was 27.9 percent and the Diagnostics segment's share was 10.7 percent. -------------------------------------------------------------------------------- | Turnover by segment | | | | -------------------------------------------------------------------------------- | EUR 1,000 | 1.10.- | 1.10.- | 1.1- | 1.1.- | | | 31.12.2008 | 31.12.2007 | 31.12.2008 | 31.12.2007 | -------------------------------------------------------------------------------- | Occupational | 41,546 | 32,974 | 139,038 | 63,808 | | Healthcare segment | | | | | -------------------------------------------------------------------------------- | Clinics and Hospitals | 18,947 | 12,315 | 70,652 | 54,897 | | segment | | | | | -------------------------------------------------------------------------------- | Diagnostics segment | 7,902 | 10,803 | 28,574 | 32,489 | -------------------------------------------------------------------------------- | Unallocated | 832 | 55 | 3,736 | 2,667 | -------------------------------------------------------------------------------- | Intra-group sales | -13,609 | -3,226 | -31,850 | -13,142 | -------------------------------------------------------------------------------- | Group total | 55,616 | 52,923 | 210,150 | 140,719 | -------------------------------------------------------------------------------- The reference data for the segments has been adjusted to correspond with the segment division adopted from the beginning of 2008. In 2007, the operations were divided into two segments: the Clinics and Hospitals segment and the Diagnostics segment. Starting from the beginning of 2008, the business operations have been divided into three business segments: Occupational Healthcare segment, Clinics and Hospitals segment and Diagnostics segment. The Unallocated item includes the Group's share of the operations of the AVA clinic that focuses on fertilization treatment. Operating result by segment -------------------------------------------------------------------------------- | Operating result by segment | | | | -------------------------------------------------------------------------------- | EUR 1,000 | 1.10.- | 1.10.- | 1.1- | 1.1.- | | | 31.12.2008 | 31.12.2007 | 31.12.2008 | 31.12.2007 | -------------------------------------------------------------------------------- | Occupational | 4,467 | -1,928 | 11,241 | -2,929 | | Healthcare segment | | | | | -------------------------------------------------------------------------------- | Clinics and | 1,126 | 3,190 | 8,265 | 11,310 | | Hospitals segment | | | | | -------------------------------------------------------------------------------- | Diagnostics segment | 1,358 | 1,718 | 6,796 | 4,225 | -------------------------------------------------------------------------------- | Unallocated | -4,898 | -2,892 | -19,222 | -12,204 | -------------------------------------------------------------------------------- | Group total | 2,053 | 88 | 7,080 | 401 | -------------------------------------------------------------------------------- The reference data for the segments has been adjusted to correspond with the segment division adopted from the beginning of 2008. In 2007, the operations were divided into two segments: the Clinics and Hospitals segment and the Diagnostics segment. Starting from the beginning of 2008, the business operations have been divided into three business segments: Occupational Healthcare segment, Clinics and Hospitals segment and Diagnostics segment. The operating result of the Occupational Healthcare segment for January-December 2008 includes a EUR 0.5 million non-recurring expense item and the operating result of the Clinics and Hospitals segment includes a EUR 0.2 million non-recurring expense item. The January-December 2008 operating result of the Diagnostics segment includes a EUR 2.1 million non-recurring sales gain. The Unallocated item for January-December 2008 includes a EUR 0.2 million non-recurring cost recognition related to the subscription rights issue and a EUR 0.2 million non-recurring expense item related to the public bid. The impairment recognition in accordance with IAS 36 is divided by segment as follows: Occupational Healthcare segment EUR 0.4 million, Clinics and Hospitals segment EUR 0.2 million and Diagnostics segment EUR 0.1 million. The costs from Group operations (HR, Quality, Finance, ICT and Communications), the national booking and customer service operations, the formation of the Group structure and the Group's integration program are reported in the Unallocated item. The biggest cost items causing the EUR 19.2 million operating loss in the Unallocated item came from invoicing, appointment and customer service operations' costs, costs from the Group's centralized sales and marketing operations, and costs related to centralized patient information and other IT systems. The fertilization treatment operations reported in the Unallocated item did not have a significant effect on the operating result in January-December 2008. Return on assets In January-December 2008, the return on investment (ROI) was 3.0 percent (0.6% in January-December 2007). Return on equity (ROE) was -8.5 percent (-5.0 %). Investments In January-September 2008, Terveystalo continued investing in developing and modernizing its offices and imaging equipment. In October-December the company began an expansion renovation in Helsinki to expand the Kamppi occupational healthcare center into a clinic that started operating in early 2009. This clinic will house Terveystalo's, as well as Finland's, largest private imaging center. The financial year's investments in tangible assets amounted to EUR 10.8 million and in intangible assets to EUR 3.1 million. The sales proceeds from tangible assets amounted to EUR 0.2 million. Balance sheet and financing At the end of December 2008, the balance sheet total was EUR 290.3 million (EUR 296.9 million at the end of December 2007). At the end of December 2008, Terveystalo Group's Quick Ratio was 0.6 (0.2 at the end of December 2007). The Group's liquid assets, including financial securities, amounted to EUR 4.4 million at the end of December (EUR 13.5 million). In January-December 2008, the company withdrew new interest bearing loans of EUR 22.0 million and repaid EUR 36.2 million in interest bearing loans and EUR 16.6 million in interest. Net gearing at the end of 2008 was 170.7 percent (184.8%). The company agreed on new covenant levels related to its financing agreements with its principal financers in December 2008. The capital in financial liabilities to which the covenants apply was EUR 116.3 million on December 31, 2008. The company's interest margin for loans granted by the principal financers has been 2.25 percentage points between October 1 and December 31, 2008. The average interest rate for 2008 was 6.94 percent. Cash flow In January-December 2008, operational cash flow was EUR 13.8 million (EUR 9.5 million in January-December 2007). In accordance with the presentation allowed by IAS 7, paid interest has been presented in cash flow from financing, deviating from the reporting practices in the previous fiscal period, and the comparison data for 2007 have been adjusted accordingly. Personnel In January-December 2008, the average number of personnel was 2,347 (average in January-December 2007 was 1,689). At the end of December 2008, the number of personnel was 2,351 (2,398 at the end of December 2007). The increase in the average number of personnel particularly resulted from the acquisition of Medivire Työterveyspalvelut Oy in the fall of 2007. Related to the integration program launched in Terveystalo Group in the fall of 2007, the number of personnel, mainly from administration and support functions in regional and unit organizations, had decreased by approximately 120 man-years by the end of December 2008. At the end of 2008, more than 2,000 private practitioners operated on Terveystalo premises. Group structure No acquisitions of businesses or business operations outside the Group were made in January-December 2008. Preparation of measures aiming at a simplification of the Group structure and lightening of the administrative structure continued. The parent company sold its operative business to Suomen Terveystalo Oy (formerly Suomen Terveystalo Diagnostiikka Oy) on December 31, 2008. At the end of December 2008, Terveystalo Group consisted of the parent company, Terveystalo Healthcare Oyj (formerly Suomen Terveystalo Oyj), and its 34 subsidiaries. Organization As part of the integration program that began in the fall of 2007 and continued until the end of 2008, Terveystalo's operations in many towns have been partly or fully integrated into larger entities in order to ensure service availability, increase efficiency and generate cost savings. At the end of December 2008, Terveystalo had over 100 units in over 50 cities across Finland. A year before, there were over 150 units. The Group Management Team consisted of the following people in October-December 2008: Managing Director Martti Kiuru, Business Segment Directors Tanja Vuorela (Occupational Healthcare segment), Veli-Pekka Joki-Erkkilä (Clinics and Hospitals segment) and Ilkka Lehto (Diagnostics segment), Head of Human Resources Johanna Karppi, Chief Sales Officer Jukka-Pekka Kuokkanen, Chief Communications Officer Marja-Terttu Verho, Chief Information Officer Juha Wilkman and Chief Financial Officer Jukka Yli-Hankala. Subscription rights issue A total of 12,964,758 shares were subscribed for in Suomen Terveystalo Oyj's subscription rights issue that ended on October 8, 2008. Of these, 7,510,922 were subscribed for with primary subscription rights and 198,373 with secondary subscription rights. In addition, Ilmarinen Mutual Pension Insurance Company and Varma Mutual Pension Insurance Company, in accordance with their subscription guarantee, subscribed for unsubscribed Shares on the basis of the Primary Subscription Right and the Secondary Subscription Right. Ilmarinen Mutual Pension Insurance Company subscribed for a total of 1,994,608 shares and Varma Mutual Pension Insurance Company subscribed for a total of 3,260,855 shares. The shares issued correspond with approximately 19 percent of Suomen Terveystalo Oyj's total number of shares and the votes they generate prior to the issue and approximately 16 percent after the issue. Terveystalo collected a total gross sum of EUR 14.3 million in the share issue. On October 13, 2008, the Board of Directors of Suomen Terveystalo Oyj approved all primary and secondary subscriptions made in the share issue arranged between September 24 and October 8, 2008, as well as the subscriptions based on subscription guarantees made by Ilmarinen Mutual Pension Insurance Company and Varma Mutual Pension Insurance Company in accordance with the terms of the share issue. As a result of the subscription rights issue after the new shares were entered into the trade register on October 15, 2008, the company's share capital is EUR 811,064.21 and the number of shares is 81,106,421. After the subscription rights issue, Varma Mutual Pension Insurance Company's share of Terveystalo's entire stock and votes rose above one-tenth (1/10). Varma Mutual Pension Insurance Company owned 11,354,899 Terveystalo shares, which corresponded with 14.0 percent of total shares and votes. After the subscription rights issue, Ilmarinen Mutual Pension Insurance Company's share of Terveystalo's entire stock and votes rose above one-tenth (1/10). Ilmarinen Mutual Pension Insurance Company owned 11,354,899 Terveystalo shares, which corresponded with 14.0 percent of total shares and votes. After the subscription rights issue, Infosto Research & Development Oy Ltd's share of Terveystalo's entire stock and votes fell below one-twentieth (1/20) Infosto Research & Development Oy Ltd owned 3,543,827 Terveystalo shares, which corresponded with 4.37 percent of total shares and votes. All shares subscribed for in the share issue were entered into the trade register on October 15, 2008, after which the temporary shares were combined with Terveystalo's share type. On October 10, 2008, Terveystalo had 6,932 shareholders. The temporary shares and the shares subscribed for based on secondary subscription rights started trading on NASDAQ OMX in Helsinki together with the old shares on October 16, 2008. After the subscription rights issue, a total of 12,544,035 shares of the authorizations concerning a share issue and granting of special rights entitling to shares given to the Board of the Directors by the AGM on May 28, 2007, and the EGM on September 1, 2008, remain unutilized. Shares and share capital At the end of December, Terveystalo's share capital was EUR 811,064.21 (EUR 681,416.63 at the end of 2007) and the total number of shares was 81,106,421. The share ticker in the book-entry system is SUT1V. In January-December 2008, the highest share price was EUR 1.99 and the lowest was EUR 0.52. In January-December, the trading-weighted average share price was EUR 1.19 and the closing price on December 31, 2008, was EUR 0.54. In January-December, 10,246,900 shares were exchanged, which corresponds to 12.6 percent of the number of shares at the end of the period. The market value of the stock using the closing price for the review period on 31.12.08 was EUR 43.8 million. At the end of the year 2008, the company had 7,191 shareholders (6,510 at the end of 2007). On December 31, 2008, the company owned 40,400 of its own shares. In addition, the subsidiary Nova Clinic Oy owned a total of 15,291 parent company shares. The total number of these shares corresponded with 0.07 percent of all shares and votes at the end of 2008. Inside dealings The company's related parties consist of the board members, managing director, members of the management group and associated companies of Terveystalo Healthcare Oyj. In the review period, the parent company bought services related to the LIS control system used in the central laboratory from Starnet Innovations Oy, indirectly owned by Media Invest Int Oy, for approximately EUR 56,000. Media Invest Oy is owned by Ari Ahola and Matti Roto. Terveystalo's cooperation with Starnet Innovations Oy ended when the central laboratory was divested. Salaries and fees paid by Terveystalo to the related parties and short-term employee benefits amounted to approximately EUR 1.6 million in January-December 2008. At the end of December, the consolidated balance sheet contained a EUR 0.2 million receivable from associated companies and approximately EUR 0.5 million in liabilities to associated companies. Extraordinary General Meeting The EGM was arranged in Helsinki on December 18, 2008. In accordance with the proposal from the Board of Directors, the EGM decided that clause 1 of Suomen Terveystalo Oyj's Articles of Association would be changed so that the company name is changed to Terveystalo Healthcare Oyj. Events after the review period The company name was changed to Terveystalo Healthcare Oyj from the beginning of 2009. The Group continues to simplify the Group structure and lighten the administrative structure through the merging of subsidiaries. The goal is to centralize operative business into one subsidiary in the future. The mergers related to these arrangements were registered in the trade register on January 1, 2009, when a total of 17 Terveystalo Group companies were merged with another Group company as follows: Suomen Terveystalo Työterveys Oy will merge with Medivire TTP Holding Oy, Pohjanmaan Röntgen Oy with Oy Työterveyshuolto Medicentra Företagshälsovård Ab, Magneettikymi Oy with Tietotomo Oy, Joensuun Röntgen Oy with Itä-Suomen Kuvantamiskeskus Oy, and Kouvolan Lääkäritalon Röntgen Oy, Espoontorin Lääkäriasema Oy, Lääkäriasema Septum Oy, Lääkäriasema Linikka Oy, Petosen Lääkärikeskus Medina Oy, Lääketieteellinen Tutkimuslaitos Toritutkain Oy, Lääkäri- ja laboratoriopalvelu Tammer Tutka Oy, Tampereen Gynekologiakeskuksen Laboratorio- ja konsultaatiopalvelut Oy, Seinäjoen Työterveyskeskus Oy, Oy Työterveyshuolto Medicentra Företagshälsovård Ab, Suomen Terveystalo Lääkäriasema Oy, Medivire TTP Holding Oy and Lappeenrannan Lääkäriasema Oy with Suomen Terveystalo Diagnostiikka Oy. Simulatenously, Terveystalo Healthcare Oyj, the new name of the parent company Suomen Terveystalo Oyj, was taken into use in accordance with the decision by the EGM on December 31, 2008. The company name of the operative subsidiary Suomen Terveystalo Diagnostiikka Oy was changed to Suomen Terveystalo Oy. On January 19, 2009, Terveystalo Healthcare Oyj and Star Healthcare Oy signed a transaction agreement, based on which Star Healthcare made a public offer for all Terveystalo shares not owned by Terveystalo and Terveystalo's option rights. The precondition for the bid was that the bid will include an amount of shares that corresponds with over 90 percent of the shares and votes in Terveystalo. Star Healthcare is the Finnish subsidiary owned by the European capital investor Bridgepoint's Bridgepoint Europe IV fund. The price offered in the bid was EUR 2.00 per share in cash, which was 203.0 percent higher than the closing price of Terveystalo's share on NASDAQ OMX Helsinki Oy on January 16, 2009. The bid price for the option rights was EUR 0.20 in cash for each option right. Terveystalo's shareholders, representing 51.8 percent of the company's shares and votes, including Ilmarinen Mutual Pension Insurance Company, Varma Mutual Pension Insurance Company, other significant insurance companies and certain Board members, the CEO and certain members of the Group Management Team of Terveystalo had irrevocably and unconditionally committed to accepting the bid. In addition, Terveystalo's Board of Directors unanimously recommended that shareholders and option holders should accept the bid. The bid period began on January 26, 2009, and ended on February 16, 2009. On January 19, 2009, Bridgepoint Capital Limited, which is Bridgepoint's administration company and acts on its behalf, announced to the Financial Supervision Authority and Terveystalo that Star Healthcare's holding in Terveystalo would be based on the commitments and exceed 50 percent of Terveystalo's shares and votes if the bid is completed. The Finnish Competition Authority approved the acquisition of Terveystalo in accordance with the bid with a decision dated January 29, 2009. According to a notification received by Bridgepoint Capital Limited on February 10, 2009, shareholders representing 12.2 percent of Terveystalo's shares and votes had, in addition to the shares covered by the commitments, accepted the bid. If the bid materializes, Star Healthcare's holding in Terveystalo would, based on the commitments and the above-mentioned acceptances of the bid, be 54,753,611 Terveystalo Healthcare Oyj's shares, i.e. 67.5 percent of the share capital and votes. On February 16, 2009, Terveystalo Healthcare Oyj received notification that Star Healthcare Oy had learned that shareholders owning more than 94 percent of Terveystalo's shares and votes had accepted Star Healthcare Oy's bid on all of Terveystalo Healthcare Oyj's shares and option rights. On February 19, 2009, the final outcome of the bid was confirmed to be 95.7 percent of all Terveystalo shares and votes. In addition, all issued option rights were offered to Star Healthcare based on the bid. On February 26, 2009, Star Healthcare Oy initiated a redemption offer for the remaining shares in accordance with the Companies Act. On January 19, 2009, Terveystalo signed an agreement with certain financial institutions on refinancing Terveystalo's loan arrangements in connection with the bid. The availability of refinancing was a condition for the bid being completed in accordance with the terms and certain other conditions being met. Refinancing was finalized on February 27, 2009 when approximately EUR 129.5 million interest-bearing loans were paid and approximately EUR 110 million of new loan withdrawn. In addition Star Healthcare Oy granted company shareholder loan amounting to EUR 23,6 million. Extraordinary General Meeting Terveystalo Healthcare Oyj arranged an EGM on March 9, 2009. The EGM decided to revise the first paragraph of clause 3 of the Articles of Association so that the company's Board of Directors consists of at least three and a maximum of six members. After the revision, the first paragraph of clause 3 of the Articles of Association reads: ”The Company's Board of Directors, consisting of at least three (3) and at most six (6) members, manages the administration of the Company and the proper arrangement of its operations.” In addition, the members of the company's Board of Directors were relieved of their duties and Mika Herold, Håkan Johansson, Martti Kiuru and Mikael Lövgren were appointed new members of the Board of Directors. Mikael Lövgren began working as the Chairman of the Board of Directors of Terveystalo Healthcare Oyj on March 9, 2009. In accordance with the Corporate Governance Recommendations for Finnish Listed Companies, at least two Board members must be independent of significant company shareholders (Recommendation 14). European capital investor Bridgepoint's company called Star Healthcare Oy owns over 95 percent of Terveystalo Healthcare Oyj's shares and votes. On March 9, 2009, Terveystalo's EGM appointed Mika Herold, Håkan Johansson, Martti Kiuru and Mikael Lövgren members of the Board of Directors of Terveystalo Healthcare Oyj. Of these members, Herold, Johansson and Lövgren represent Bridgepoint and are thus dependent Board members, Kiuru is Terveystalo's managing director. Star Healthcare Oy has announced that it will make a redemption offer for the remaining Terveystalo shares in accordance with the Companies Act and that the aim is to delist Terveystalo's shares from NASDAQ OMX Helsinki as soon as possible. Near term risks and uncertainty factors The most significant risks related to Terveystalo's operations include risks related to growth and acquisitions, such as the growth expectations related to company operations not materializing, which could result in an impairment of the goodwill included in the consolidated balance sheet. The general economic situation also affects the materialization of the above-mentioned risks. Other risks include risks related to financing, social and legislative risks, risks related to malpractice cases and liability for damages, risks related to contracts and customer relationships, risks related to personnel and risks related to technology, functionality of IT systems and information security. These risks are managed using guidelines and rules or they are partially of fully transferred to second or third parties through agreements and insurance policies. Risks related to financing costs and loan repayments are managed with interest rate swaps and continuous communication with financers. Risks are also related to the effect of start-up of new clinics and hospitals on the Company's profitability in the short term if operations do not start-up as planned in new premises. The task of the Company's risk management is to systematically and extensively recognize and be aware of risks related to operations and to ensure that the risks are managed appropriately when making operational decisions. The Company continued the development of systematic risk management, as well as internal supervision processes and systems, in 2008. Outlook According to published research, private healthcare services are expected to continue growing in future years at an average annual rate of nine percent. According to the company's view, further or continued weakening of the general economic situation could possibly have an effect on the demand of private healthcare services in Finland. Terveystalo will continue striving to grow faster than the average market growth in its sector. In the fall of 2007, Terveystalo launched an integration program to improve operational efficiency and profitability. The program lasted until the end of 2008. The integration program progressed as planned in October-December as well. From September 2007 to the end of 2008, the man-years at Terveystalo Group had decreased by approximately 120 man-years, mainly from administration and from the support functions in regional and unit organizations. Some of the synergy benefits deriving from the reduction in man-years towards the end of 2008 will realize fully after the termination periods end during 2009. Through the program, the company achieved annual synergy benefits of EUR 3-5 million that will mainly materialize from 2008 onwards. Terveystalo expects its 2009 turnover and operating result to exceed the turnover and operating result of 2008. Board of Directors' dividend proposal to the Annual General Meeting The parent company's loss for the period was EUR -3.1 million and the assets subject to profit distribution totaled EUR 78.9 million. The Board of Directors proposes that the loss for the period is transferred to the company's unrestricted equity and no dividend is distributed. Annual General Meeting Terveystalo Healthcare Oyj's Annual General Meeting will be arranged in Helsinki on June 11, 2009. Terveystalo's printed financial statement and Annual Report for the year 2008 will be ready in week 19. It can be read on the company's Web pages at www.terveystalo.com and ordered from Terveystalo Healthcare Oyj, Communications, Ratapihantie 11, FI-00520 Helsinki. Financial reports 2009 In 2009, Terveystalo Healthcare Oyj will publish the following interim reports: interim report for January-March on May 28, 2009 interim report for January-June on August 13, 2009 interim report for January-September on November 12, 2009 TERVEYSTALO GROUP Terveystalo Healthcare Oyj's (Suomen Terveystalo Oyj until the end of 2008) January 1 - December 31, 2008, financial statement has been compiled in accordance with the recognition and measurement principles set out in the International Financial Reporting Standards (IFRS). When compiling this financial statement, the company has applied the same principles as in the financial statement for the fiscal year that ended on December 31, 2007, apart from the interest rate costs presented in cash flow from financing in the cash flow statement, which have here been adjusted to correspond with the presentation method used in 2008. The reference data for the segments has been adjusted to correspond with the segment division adopted from the beginning of 2008. The figures in the income statement and balance sheet are Group figures. All integral Group companies are consolidated in the Group's interim report. Compiling the financial statements in accordance with IFRS standards requires Terveystalo's management to use estimates and assumptions that affect the amount of assets and liabilities at the time of balance sheet compilation. In addition, the management must use discretion in the application of accounting principles in the financial statement. The actual outcome may deviate from the estimates and assumptions. The financial statement figures included in the bulletin have been audited. The original financial statement bulletin is in Finnish. The English financial statement bulletin is a translation. -------------------------------------------------------------------------------- | CONSOLIDATED BALANCE SHEET, EUR 1,000 | | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | ASSETS | 31.12.2008 | 31.12.2007 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | LONG-TERM ASSETS | | | -------------------------------------------------------------------------------- | Tangible fixed assets | 55,358 | 58,926 | -------------------------------------------------------------------------------- | Goodwill | 146,066 | 147,042 | -------------------------------------------------------------------------------- | Other intangible assets | 38,168 | 42,932 | -------------------------------------------------------------------------------- | Investment properties | 44 | 45 | -------------------------------------------------------------------------------- | Investments in associates | 1,291 | 1,262 | -------------------------------------------------------------------------------- | Receivables from associates | 17 | 17 | -------------------------------------------------------------------------------- | Financial assets available for | 1,169 | 1,231 | | sale | | | -------------------------------------------------------------------------------- | Deferred tax receivables | 5,015 | 4,924 | -------------------------------------------------------------------------------- | TOTAL LONG-TERM ASSETS | 247,128 | 256,380 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | CURRENT ASSETS | | | -------------------------------------------------------------------------------- | Current assets | 2,752 | 2,102 | -------------------------------------------------------------------------------- | Account receivable and other | 36,035 | 24,928 | | receivables | | | -------------------------------------------------------------------------------- | Financial assets recognized at | 135 | 397 | | fair value through profit or | | | | loss | | | -------------------------------------------------------------------------------- | Liquid Assets | 4,261 | 13,088 | -------------------------------------------------------------------------------- | TOTAL CURRENT ASSETS | 43,183 | 40,516 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | TOTAL ASSETS | 290,311 | 296,896 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | SHAREHOLDERS' EQUITY AND | 31.12.2008 | 31.12.2007 | | LIABILITIES | | | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | SHAREHOLDERS' EQUITY | | | -------------------------------------------------------------------------------- | Share capital | 811 | 681 | -------------------------------------------------------------------------------- | Share premium account | 459 | 459 | -------------------------------------------------------------------------------- | Invested unrestricted capital | 91,142 | 77,809 | | fund | | | -------------------------------------------------------------------------------- | Accumulated Profits | -6,231 | 889 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | Minority interest | 1,548 | 1,682 | -------------------------------------------------------------------------------- | TOTAL SHAREHOLDERS' EQUITY | 87,729 | 81,520 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | LONG-TERM LIABILITIES | | | -------------------------------------------------------------------------------- | Deferred tax liabilities | 11,071 | 12,492 | -------------------------------------------------------------------------------- | Interest-bearing liabilities | 123,627 | 21,292 | -------------------------------------------------------------------------------- | Other liabilities | 428 | 459 | -------------------------------------------------------------------------------- | TOTAL LONG-TERM LIABILITIES | 135,126 | 34,243 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | CURRENT LIABILITIES | | | -------------------------------------------------------------------------------- | Accounts payable and other | 36,986 | 38,428 | | liabilities | | | -------------------------------------------------------------------------------- | Deferred taxes based on the | 125 | 229 | | taxable income for the | | | | financial year | | | -------------------------------------------------------------------------------- | Current interest-bearing | 30,344 | 142,476 | | liabilities | | | -------------------------------------------------------------------------------- | TOTAL CURRENT LIABILITIES | 67,455 | 181,133 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | TOTAL EQUITY AND LIABILITIES | 290,311 | 296,896 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | CONSOLIDATED PROFIT AND | 1.10.- | 1.10.- | 1.1.- | 1.1.- | | LOSS ACCOUNT, EUR 1,000 | 31.12.2008 | 31.12.2007 | 31.12.2008 | 31.12.2007 | -------------------------------------------------------------------------------- | Turnover | 55,616 | 52,923 | 210,150 | 140,719 | -------------------------------------------------------------------------------- | Other operating income | 83 | 321 | 3,202 | 1,049 | -------------------------------------------------------------------------------- | Share of profit of | -97 | -50 | 395 | 365 | | associates | | | | | -------------------------------------------------------------------------------- | Raw material and | -7,798 | -9,780 | -32,701 | -23,955 | | consumables used | | | | | -------------------------------------------------------------------------------- | Employee benefit costs | -25,098 | -24,271 | -95,533 | -63,476 | -------------------------------------------------------------------------------- | Depreciations and | -6,210 | -5,290 | -21,503 | -14,134 | | write-downs | | | | | -------------------------------------------------------------------------------- | Other operating | -14,443 | -13,766 | -56,929 | -40,166 | | expenses | | | | | -------------------------------------------------------------------------------- | OPERATING RESULT | 2,053 | 88 | 7,080 | 401 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | Finance income | 159 | 141 | 298 | 564 | -------------------------------------------------------------------------------- | Finance costs | -6,198 | -2,771 | -15,648 | -5,092 | -------------------------------------------------------------------------------- | PROFIT BEFORE TAX | -3,985 | -2,542 | -8,270 | -4,127 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | Income taxes | 1,588 | 679 | 1,047 | 1,146 | -------------------------------------------------------------------------------- | PROFIT FOR THE PERIOD | -2,397 | -1,862 | -7,222 | -2,981 | -------------------------------------------------------------------------------- | Attributable to: | | | | | -------------------------------------------------------------------------------- | - Parent company owners | -2,306 | -1,810 | -7,101 | -3,088 | -------------------------------------------------------------------------------- | - Minority interest | -91 | -52 | -121 | 107 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | Earnings per share calculated on the profit belonging to the owners of the | | parent company (EUR) | -------------------------------------------------------------------------------- | Undiluted | -0.03 | -0.03 | -0.10 | -0.05 | -------------------------------------------------------------------------------- | Diluted | -0.03 | -0.03 | -0.10 | -0.05 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | CONSOLIDATED CASH FLOW STATEMENT | | -------------------------------------------------------------------------------- | EUR 1,000 | 1.1.- | 1.1.- | | | 31.12.2008 | 31.12.2007 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | Cash flow from operations | | | -------------------------------------------------------------------------------- | Profit for the period | -7,223 | -2,980 | -------------------------------------------------------------------------------- | Adjustments to the profit for the | 33,087 | 17,052 | | period | | | -------------------------------------------------------------------------------- | Change in working capital | -12,182 | -3,231 | -------------------------------------------------------------------------------- | Interest received | 282 | 514 | -------------------------------------------------------------------------------- | Taxes paid | -142 | -1,870 | -------------------------------------------------------------------------------- | Net cash flow from operations | 13,822 | 9,485 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | Cash flow from investments | | | -------------------------------------------------------------------------------- | Acquired operations | 0 | -130,236 | -------------------------------------------------------------------------------- | Investments in tangible and intangible | -9,195 | -15,455 | | assets | | | -------------------------------------------------------------------------------- | Disposal of associates | 0 | 123 | -------------------------------------------------------------------------------- | Income from business operation | 3,399 | 0 | | divestments | | | -------------------------------------------------------------------------------- | Gains on disposal of assets | 221 | 335 | -------------------------------------------------------------------------------- | Dividends received | 378 | 465 | -------------------------------------------------------------------------------- | Net cash in investing activities | -5,196 | -144,768 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | Cash flow from financing | | | -------------------------------------------------------------------------------- | Share issue payments | 14,261 | 48,187 | -------------------------------------------------------------------------------- | Costs of issuing equity | -863 | -2,065 | -------------------------------------------------------------------------------- | Withdrawals of loans | 22,000 | 134,829 | -------------------------------------------------------------------------------- | Repayment of loans | -31,466 | -33,191 | -------------------------------------------------------------------------------- | Paid interest | -16,629 | -2,327 | -------------------------------------------------------------------------------- | Repayment of finance lease liabilities | -4,724 | -3,603 | -------------------------------------------------------------------------------- | Dividends paid | -33 | -29 | -------------------------------------------------------------------------------- | Net cash flow from financing | -17,454 | 141,800 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | Liquid assets at beginning of period | 13,088 | 6,571 | -------------------------------------------------------------------------------- | Liquid assets at end of period | 4,261 | 13,088 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | CALCULATION OF CHANGES IN CONSOLIDATED SHAREHOLDERS' EQUITY 1.1. - | | 31.12.2008 | -------------------------------------------------------------------------------- | EUR 1,000 | Share | Share | Unrestri | Retained | Minority| Total | | | capital | premium | cted | earnings | interest| | | | | account | equity | | | | | | | | reserve | | | | -------------------------------------------------------------------------------- | Shareholders'| 681 | 459 | 77,809 | 889 | 1,682 | 81,520 | | equity Jan 1,| | | | | | | | 2008 | | | | | | | -------------------------------------------------------------------------------- | Option | 0 | 0 | 64 | 0 | 0 | 64 | | program | | | | | | | -------------------------------------------------------------------------------- | Subscription | 130 | 0 | 14,132 | 0 | 0 | 14,262 | | Rights issue | | | | | | | -------------------------------------------------------------------------------- | Equity | 0 | 0 | -863 | 0 | 0 | -863 | | acquisition | | | | | | | | costs | | | | | | | -------------------------------------------------------------------------------- | Redeemed | 0 | 0 | 0 | 0 | -13 | -13 | | subsidiary | | | | | | | | minorities | | | | | | | -------------------------------------------------------------------------------- | Loss for the | 0 | 0 | 0 | -7,101 | -121 | -7,222 | | period | | | | | | | -------------------------------------------------------------------------------- | Dividend | 0 | 0 | 0 | -18 | 0 | -18 | -------------------------------------------------------------------------------- | Shareholders'| 811 | 459 | 91,141 | -6,230 | 1,548 | 87,729 | | equity Dec | | | | | | | | 31, 2008 | | | | | | | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | CALCULATION OF CHANGES IN CONSOLIDATED SHAREHOLDERS' EQUITY 1.1. - | | 31.12.2007 | -------------------------------------------------------------------------------- | EUR 1,000 | Share | Share | Share | Unrest | Retained| Minori | Total | | | capit | premium | issue | ricted | earnings| ty | | | | al | account | | equity | | intere | | | | | | | reserve| | st | | | | | | | | | | | -------------------------------------------------------------------------------- | Shareholders'| 472 | 31,211 | 315 | 630 | 4,021 | 1,892 | 38,542 | | equity Jan 1,| | | | | | | | | 2007 | | | | | | | | -------------------------------------------------------------------------------- | Costs of | 0 | 0 | 0 | -2,727 | 0 | 0 | -2,727 | | issuing | | | | | | | | | equity | | | | | | | | -------------------------------------------------------------------------------- | Deferred tax | 0 | 0 | 0 | 709 | 0 | 0 | 709 | | on costs of | | | | | | | | | issuing | | | | | | | | | equity | | | | | | | | -------------------------------------------------------------------------------- | Rights issue | 201 | 0 | 0 | 47,984 | 0 | 0 | 48,185 | -------------------------------------------------------------------------------- | Dividend | 0 | 0 | 0 | 0 | -44 | 0 | -44 | -------------------------------------------------------------------------------- | Unsubscribed | 0 | 0 | -315 | 0 | 0 | 0 | -315 | | share issue | | | | | | | | -------------------------------------------------------------------------------- | Conversion | 8 | 459 | 0 | 0 | 0 | 0 | 467 | | of | | | | | | | | | convertible | | | | | | | | | bond into | | | | | | | | | shares | | | | | | | | -------------------------------------------------------------------------------- | Transfer of | 0 | -31,211 | 0 | 31,211 | 0 | 0 | 0 | | share | | | | | | | | | premium | | | | | | | | | account to | | | | | | | | | unrestricted | | | | | | | | | equity | | | | | | | | | reserve | | | | | | | | -------------------------------------------------------------------------------- | Minority | 0 | 0 | 0 | 0 | 0 | -317 | -317 | | interests in | | | | | | | | | acquisitions | | | | | | | | | and other | | | | | | | | | changes | | | | | | | | -------------------------------------------------------------------------------- | Profit for | 0 | 0 | 0 | 0 | -3,088 | 107 | -2,981 | | the period | | | | | | | | -------------------------------------------------------------------------------- | Shareholders'| 681 | 459 | 0 | 77,807 | 889 | 1,682 | 81,520 | | equity Dec | | | | | | | | | 31, 2007 | | | | | | | | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | SEGMENT REPORTING, | 1.10.- | 1.10.- | 1.1- | 1.1.- | | 1,000 EUR |31.12.2008 | 31.12.2007 | 31.12.2008 | 31.12.2007 | | | | | | | -------------------------------------------------------------------------------- | Turnover by segment | | | | -------------------------------------------------------------------------------- | Occupational | 41,546 | 32,974 | 139,038 | 63,808 | | Healthcare segment | | | | | -------------------------------------------------------------------------------- | Clinics and | 18,947 | 12,315 | 70,652 | 54,897 | | Hospitals segment | | | | | -------------------------------------------------------------------------------- | Diagnostics segment | 7,902 | 10,803 | 28,574 | 32,489 | -------------------------------------------------------------------------------- | Unallocated | 832 | 55 | 3,736 | 2,667 | -------------------------------------------------------------------------------- | Intra-group sales | -13,609 | -3,226 | -31,850 | -13,142 | -------------------------------------------------------------------------------- | Total turnover | 55,616 | 52,923 | 210,150 | 140,719 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | Operating result by segment | | | | -------------------------------------------------------------------------------- | Occupational | 4,467 | -1,928 | 11,241 | -2,929 | | Healthcare segment | | | | | -------------------------------------------------------------------------------- | Clinics and | 1,126 | 3,190 | 8,265 | 11,310 | | Hospitals segment | | | | | -------------------------------------------------------------------------------- | Diagnostics segment | 1,358 | 1,718 | 6,796 | 4,225 | -------------------------------------------------------------------------------- | Unallocated | -4,898 | -2,892 | -19,222 | -12,204 | -------------------------------------------------------------------------------- | Total operating | 2,053 | 88 | 7,080 | 401 | | result | | | | | -------------------------------------------------------------------------------- | Operating result / | 3.7% | 0.2% | 3.4% | 0.3% | | turnover, % | | | | | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | Financing profits | -6,039 | -2,630 | -15,350 | -4,528 | | and costs | | | | | -------------------------------------------------------------------------------- | Earnings before tax | -3 985 | -2 542 | -8 270 | -4 126 | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | Taxes | 1 588 | 679 | 1 047 | 1 146 | -------------------------------------------------------------------------------- | PROFIT FOR THE | -2 397 | -1 862 | -7 222 | -2 981 | | PERIOD | | | | | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | CONSOLIDATED PROFIT AND LOSS ACCOUNT, BY QUARTER, | | | | EUR 1,000 | | | -------------------------------------------------------------------------------- | | 1.10.- | 1.7.- | 1.4.- | 1.1- | 1.10.- | | | 31.12.2008 | 30.9.2008 | 30.6.2008 | 31.3.2008 | 31.12.2007| | | | | | | | -------------------------------------------------------------------------------- | Turnover | 55,616 | 45,821 | 55,844 | 52,868 | 52,923 | -------------------------------------------------------------------------------- | Other | 83 | 213 | 253 | 2,653 | 321 | | operating | | | | | | | income | | | | | | -------------------------------------------------------------------------------- | Share in | -97 | 61 | 309 | 122 | -50 | | associated | | | | | | | companies | | | | | | | income | | | | | | -------------------------------------------------------------------------------- | Raw | -7,798 | -8,447 | -9,194 | -7,262 | -9,780 | | material | | | | | | | and | | | | | | | consumables | | | | | | | used | | | | | | -------------------------------------------------------------------------------- | Employee | -25,098 | -19,958 | -24,980 | -25,497 | -24,271 | | benefit | | | | | | | costs | | | | | | -------------------------------------------------------------------------------- | Depreciation| -6,210 | -5,255 | -4,703 | -5,336 | -5,290 | | | | | | | | -------------------------------------------------------------------------------- | Other | -14,443 | -14,002 | -15,377 | -13,107 | -13,766 | | operating | | | | | | | expenses | | | | | | -------------------------------------------------------------------------------- | OPERATING | 2,053 | -1,567 | 2,151 | 4,442 | 87 | | RESULT | | | | | | -------------------------------------------------------------------------------- | Financial | -35 | -1 202 | 1 443 | 93 | 141 | | income | | | | | | -------------------------------------------------------------------------------- | Finance | -6,004 | -3,336 | -2,287 | -4,022 | -2,771 | | costs | | | | | | -------------------------------------------------------------------------------- | Profit | -3,985 | -6,105 | 1,306 | 513 | -2,542 | | before | | | | | | | taxes | | | | | | -------------------------------------------------------------------------------- | Income | 1,588 | -44 | -804 | 307 | 680 | | taxes | | | | | | -------------------------------------------------------------------------------- | PROFIT FOR | -2,397 | -6,148 | 502 | 820 | -1,862 | | THE PERIOD | | | | | | -------------------------------------------------------------------------------- | Attributable| | | | | | | to: | | | | | | -------------------------------------------------------------------------------- | Equity | -2,306 | -6,081 | 377 | 909 | -1,810 | | holders of | | | | | | | the Company | | | | | | -------------------------------------------------------------------------------- | Minority | -91 | -67 | 125 | -89 | -52 | | interest | | | | | | -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- | OTHER INFORMATION | 1.1.- | 1.1.- | | | 31.12.2008 | 31.12.2007 | -------------------------------------------------------------------------------- | Average personnel | 2,347 | 1,689 | -------------------------------------------------------------------------------- | Personnel at end of period | 2,351 | 2,398 | -------------------------------------------------------------------------------- Calculation of financial ratios: Return on equity, % = 100 x (Profit before tax - direct taxes)/ (Shareholders' equity + minority interest (average)) Return on investment, % = 100 x (Profit before tax + interest expenses + other financial expenses)/ (Balance sheet total - non-interest-bearing liabilities (average)) Capital adequacy, % = 100 x (shareholders' equity + minority interest) / (Balance sheet total - advances received) Net gearing = (Interest-bearing liabilities - liquid assets) / (Shareholders' equity + minority interest) Undiluted earnings per share = (Profit before tax - minority interest - income taxes) / Weighted average number of outstanding shares Diluted earnings per share = (Profit before tax - minority interest - income taxes) / Weighted average number of outstanding shares adjusted for dilution Equity per share = Shareholders' equity / Undiluted number of shares at end of the review period Quick ratio = Liquid assets / (Current liabilities - advances received) TERVEYSTALO HEALTHCARE OYJ Board of Directors ADDITIONAL INFORMATION: Martti Kiuru, Managing Director, tel. +358 30 633 1629, martti.kiuru@terveystalo.com Jukka Yli-Hankala, Chief Financial Officer, tel. +358 30 633 1743, jukka.yli-hankala@terveystalo.com The bulletin and tables are available at: http://www.terveystalo.com Terveystalo: Terveystalo is Finland's leading private healthcare service company, offering versatile healthcare, occupational healthcare, diagnostic and hospital services. The Company has more than 100 units across Finland. Established in 2001, Terveystalo has grown strongly throughout its history. The statements about the future are based on the situation when this bulletin was published and the actual outcome may differ from the statements. Anything in this bulletin that is not historical fact is a statement about the future. Statements about the future contain known and unknown risks, uncertainties and other factors that may lead to considerable deviation in Terveystalo Group's actual earnings, operations and accomplishments compared to any statements related to future earnings, and operations and accomplishments included in such a statement on the future. Such factors include general economic and operating environment-related conditions, additions and changes to the competitive situation, and the company's ability to utilize its investments and implement its integration program and its business strategy. Distribution: NASDAQ OMX Helsinki Oy Principal media www.terveystalo.com |
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