2016-02-10 07:30:01 CET

2016-02-10 07:30:01 CET


REGULATED INFORMATION

Finnish English
Trainer's House Oyj - Financial Statement Release

TRAINERS' HOUSE GROUP’S FINANCIAL STATEMENTS BULLETIN FOR 1 JANUARY – 31 DECEMBER 2015


Espoo, 2016-02-10 07:30 CET (GLOBE NEWSWIRE) -- TRAINERS' HOUSE PLC, FINANCIAL
STATEMENTS BULLETIN, 10 FEBRUARY 2016 AT 8:30 

In 2015 Trainers' House generated profit. Operating result before non-recurring
items was positive in the final quarter and whole year 2015. 

January – December 2015 in brief (the figures are for the company’s continuing
operations) 

  -- Net sales amounted to EUR 6.9 million (EUR 8.0 million).
  -- Operating profit (EBIT) before non-recurring items was EUR 0.3 million (EUR
     -1.0 million), or 4.9% of net sales (-12.8%).
  -- Based on the results of impairment testing, goodwill values were lower than
     their book values, resulting in a goodwill write-off of EUR 1.4 million in
     June 2015 (a total of EUR 5.1 million in 2014)
  -- Operating profit was EUR -1.6 million, or -23.7% of net sales (EUR -6.1
     million, -76.5%).
  -- In accordance with the confirmed corporate restructuring programme, the
     subordinated loans paid to the company before 12 December 2014, along with
     interest on these loans and on junior and hybrid loans, have been
     discontinued. The items that have been written off – amounting to a total
     of EUR 3.3 million – were recognised in September 2015.
  -- Cash flow from operating activities was EUR 0.1 million (EUR -0.3 million).
  -- Earnings per share were EUR 0.02 (EUR -0.09).

October – December 2015 in brief (the figures are for the company’s continuing
operations) 

  -- Net sales amounted to EUR 2.0 million (EUR 2.2 million).
  -- Operating profit (EBIT) before non-recurring items was EUR 0.3 million (EUR
     -0.3 million), or 16.6% of net sales (-12.1%).
  -- Operating profit was EUR 0.3 million, or 16.6% of net sales (EUR -2.7
     million, -123.4%).
  -- Cash flow from operating activities was EUR 0.6 million (EUR 0.3 million).
  -- Earnings per share were EUR 0.00 (EUR -0.03).

Key figures at the end of 2015

  -- Liquid assets totalled EUR 1.5 million (EUR 1.6 million).
  -- Interest-bearing liabilities amounted to EUR 1.6 million (EUR 7.1 million),
     and interest-bearing net debt totalled EUR 0.1 million (EUR 5.5 million).
  -- Net gearing was 1.6% (263.1%).
  -- The equity ratio was 55.5% (16.5%).


OUTLOOK FOR 2016

The company anticipates that the economic climate will remain difficult in
2016. Due to the nature of the business, the company's order book only
stretches a few months forward. For these reasons, the outlook for the future
contains a high degree of uncertainty. 

The company expects operating profitability in 2016 to remain the same or
improve slightly on the previous year. 


REPORT OF ARTO HEIMONEN, CEO

In 2015, Trainers’ House turned its business around.

The company generated profit.

The company's operating result before non-recurring items improved by EUR 1.4
million in 2015 and by EUR 0.6 million in the fourth quarter in comparison with
the previous year. The Group's cash balance showed better development than
expected in the review period, ending the period at EUR 1.5 million. 

Interest-bearing net debt decreased to EUR 0.1 million. This was possible
because of the corporate restructuring process. 

In the final quarter of 2015, sales of customer projects and the size of the
order book were clearly stronger than in the corresponding period of the
previous year. Success provides a good foundation for net sales in the first
half of the current year. 

The key reasons for the turnaround in the business are proven customer results,
reduced costs thanks to the solution related to the company's office premises,
improvements in the company's reputation towards the end of the year and good
sales work. 

In 2016, the company will continue to do determined work to fulfil the
obligations of the corporate restructuring programme. Additionally, the company
will shift its focus to growth in accordance with the strategy, which was
updated in September 2015. This will translate into investments in electronic
tools and content, including the launch of the digital sales training
programme. The company will also accelerate the offering of marketing services
by setting up an office in Oulu and by continuing recruitment and the trainee
programme in the entrepreneur channel. 


For more information, please contact:
Arto Heimonen, CEO, tel. +358 40 412 3456
Saku Keskitalo, CFO, tel. +358 40 411 1111


REVIEW OF OPERATIONS

The company concentrated on customer work in the final quarter of 2015. The
committed customer teams were highly successful at completing assignments and
acquiring new ones. Additionally, the company executed the directed share issue
referred to in the corporate restructuring programme to convert its debt into
shares. 

The company's Board of Directors approved an updated strategy in September
2015. The goal is to steer the Group towards profitable growth. Trainers’ House
will continue to strengthen its position as a change company and will focus on
services intended to support customers in improving their implementation of key
change projects and everyday activities. To provide change services, the
company utilises the resources of its subsidiary, Ignis Oy, along with digital
tools and content. 

As reported previously, the company actively sought a solution concerning its
premises and financial position during the final quarter of 2014 because its
net sales and results did not, in the company’s assessment, enable the
fulfilment of its obligations under its financial agreements. 

Because the company did not succeed in identifying an overall solution to the
situation, the company’s Board of Directors decided that the best solution for
the company and its stakeholders was for the company to apply for corporate
restructuring. The company filed an application for corporate restructuring
with Espoo District Court on 12 December 2014. An extraordinary shareholders’
meeting decided on the continuation of the application for corporate
restructuring on 20 January 2015 and Espoo District Court decided to commence
restructuring proceedings on 28 January 2015. The administrator submitted his
proposal for the company’s restructuring programme on 3 June 2015. On 10 June
2015, the Financial Supervisory Authority granted an exemption to Jari Sarasvuo
and Causa Prima Oy to discharge them of their obligation under the Securities
Markets Act to make a purchase offer, which would have been compulsory if a
debt conversion takes place in accordance with the proposed corporate
restructuring programme. An extraordinary meeting of shareholders approved the
authorisation of a compulsory share issue to implement the restructuring
programme on 9 July 2015. For its part, the District Court approved the
restructuring programme on 2 September 2015. The company executed a directed
share issue to convert its debt in the final quarter of 2015. 

As part of the company’s recovery programme, Trainers’ House Plc and its
subsidiary, Ignis Oy, initiated codetermination negotiations on 12 December
2014. The negotiations were completed on 2 January 2015 and as a result, a
total of 11 employment contracts in the Group were terminated. As part of the
recovery programme, the expenses related to the company’s premises decreased by
an average of approximately EUR 70,000 per month following the termination of
the main lease agreement. 

As a result of the revitalisation programme, the company's operating profit
before non-recurring items became positive during the reporting period. 


FINANCIAL PERFORMANCE

Net sales for the reporting period were lower than in the previous year.
However, operating profit before non-recurring items and the overall result
improved in comparison with 2014. 

In accordance with the corporate restructuring programme, which was approved on
2 September 2015, the subordinated loans paid to the company before 12 December
2014, along with interest on these loans and on junior and hybrid loans, have
been discontinued. The items that have been written off – amounting to a total
of EUR 3.3 million – were recognised as other financing income. 

Net sales from continuing operations during the reporting period came to EUR
6.9 million (EUR 8.0 million). Operating profit (EBIT) from continuing
operations before non-recurring items was EUR 0.3 million, or 4.9% of net sales
(EUR -1.0 million, -12.8 %). Operating profit from continuing operations was
EUR 1.8 million or 25.5% of net sales (EUR -6.0 million, -74.7%). 


Result

The comparative figures used for reporting on operating profit include the
reported operating profit as well as operating profit before non-recurring
items (EBIT). According to the company’s management, these figures provide a
more accurate view of the company’s productivity. 

The following table itemises the Group’s key figures (in thousands of euros
unless otherwise noted): 

                                         2015    2014
Net sales                               6,898   8,003
Expenses:                                            
Personnel-related expenses             -4,236  -5,320
Other expenses                         -2,266  -3,552
EBITDA                                    396    -870
Depreciation of non-current assets        -55    -153
Operating profit before non-recurring     341  -1,024
items                                                
Non-recurring items *)                 -1,979  -5,102
EBIT                                   -1,638  -6,126
% of net sales                          -23.7   -76.5
Financial income and expenses **)       3,108    -268
Profit/loss before tax                  1,470  -6,394
Tax ***)                                  289     420
Profit/loss for the period for the      1,759  -5,974
continuing operations                                
% of net sales                           25.5   -74.7
Divested operations****)                          250
Profit/loss for the period              1,759  -5,724
% of net sales                           25.5   -71.5

*) Non-recurring items in 2015 include a write-down of trademark value in the
amount of EUR 1.4 million and expenses related to the codetermination
negotiation and the corporate restructuring programme in the amount of EUR 0.6
million. Non-recurring items in 2014 include a write-down in the Group’s
goodwill in the amount of EUR 3.0 million, a trademark write-down of EUR 2.1
million and a non-recurring cost entry of EUR 0.05 million relating to the
bankruptcy proceedings of a former associated company. 

**) In accordance with the approved corporate restructuring programme,
financing income for 2015 includes write-offs of EUR 3.0 million in capital
related to subordinated loans paid to the company before 12 December 2014 and
accumulated interest of EUR 0.1 million, as well as EUR 0.2 million in
accumulated interest on junior loans. 

***) The tax included in the income statement is deferred. Taxes recognised in
the income statement have no effect on cash flow. A change in deferred tax
liabilities of EUR 0.3 million allocated to the trademark write-down in 2015
has been recognised through profit or loss. The change in deferred tax
liabilities of EUR 0.4 million allocated to the trademark write-down in 2014
was also recognised through profit or loss. 

On 31 December 2015, the company’s balance sheet included deferred tax assets
from losses carried forward in the amount of EUR 0.4 million. The deferred tax
assets will expire between 2019 and 2024. 

****) The dissolution of restructuring provisions of a Dutch subsidiary
divested in 2007, which was recognised as income. 


The following table itemises the distribution of net sales from continuing
operations and shows the quarterly profit/loss from the beginning of 2014 (in
thousands of euros): 

                Q114  Q214   Q314   Q414  Q115   Q215  Q315  Q415
-----------------------------------------------------------------
Net sales       2154  2128   1563   2158  1814   1792  1289  2002
-----------------------------------------------------------------
Operating       -177  -262   -323   -261    67    -64     6   332
profit                                                           
before                                                           
non-recurring                                                    
items                                                            
-----------------------------------------------------------------
Operating      -1820  -262  -1379  -2664  -194  -1782     6   332
profit                                                           
-----------------------------------------------------------------


LONG-TERM OBJECTIVES

The company’s long-term objective is profitable growth.


FINANCING, INVESTMENTS AND SOLVENCY

On 2 September 2015, Espoo District Court approved the restructuring programme
filed by Trainers’ House Plc. On that date, as a consequence of the corporate
restructuring programme, the Group's external debt decreased from approximately
EUR 9.1 million to approximately EUR 2.5 million. 

The precise content of the restructuring programme was publicised in a stock
exchange release on 3 June 2015. The main points of the restructuring programme
are as follows: 

- The company will repay all of its secured debt and the unsecured ordinary
debt in full over a period of approximately four and a half years. 

- Accumulated interest on the company’s junior and hybrid loans will be
completely written off and the remaining borrowed capital of approximately EUR
3.0 million will be fully converted to shares in the company with a
subscription price of EUR 0.08 per share. The subscription price set in the
restructuring programme is significantly higher than the recent market price of
the company's shares. 

- Only the lowest priority debt, which amounts to approximately EUR 3.1
million, will be completely written off. Jari Sarasvuo is the creditor of
approximately 90% of these loans. 

Secured debt

When Trainers’ House Oy and Satama Interactive Plc merged, a loan agreement was
made with a value of EUR 40 million. The loan capital outstanding at the end of
the 2014 financial period – EUR 1.7 million – is entirely restructured debt.
The company will repay its remaining debt in full over a period of
approximately 4 years. The first instalment in accordance with the
restructuring programme amounted to EUR 0.2 million and was paid on 4 September
2015. At the end of the financial period, EUR 1.5 million of loan capital
remained outstanding. 

Lowest priority debt

The company issued a new, low-interest subordinated loan of approximately EUR
1.2 million during 2013 and 2014. The interest rate of the subordinated loan is
3.0% until 31 December 2016. The interest is capitalised at the end of each
year. From 1 January 2017, a cash interest payment of 5.0% will be made subject
to the availability of distributable assets. The capital loan will mature on 31
December 2018. 

In accordance with the corporate restructuring programme, the subordinated
loans granted to the company before 12 December 2014, amounting to
approximately EUR 1.0 million, are restructured debt and no payments will be
made on these. Write-offs of lowest priority debt have been recognised as
financing income through profit and loss in 2015. 

Subordinated loans granted after 12 December 2014 – amounting to approximately
EUR 0.1 million – are not covered by the debt arrangements and the terms of
these loans will remain unchanged. 

Hybrid bond

On 15 January 2010, Trainers' House Plc issued a EUR 5.0 million domestic
hybrid bond. Interest of EUR 1.0 million related to the hybrid bond was
recognised in shareholders’ equity. 

In January 2014, the company made an offer to the bearers of a hybrid bond in
which an opportunity was offered to convert the hybrid bond into a low-interest
junior loan instrument with secondary priority compared with a senior loan. The
key terms of the junior loan were otherwise the same as for a subordinated
loan. The company’s financiers, representing a total of approximately EUR 4.1
million of the hybrid bond’s capital, accepted the offer. 

The company agreed to convert a maximum of EUR 2.0 million of the financial
instruments’ capital into subordinated loans in accordance with the Limited
Liability Companies Act. The conversion was executed in full during 2014. In
accordance with the approved restructuring programme, repayments will not be
made on the EUR 2.0 million of lowest priority debt. Write-offs of lowest
priority debt have been recognised as financing income through profit and loss
in 2015. 

In accordance with the approved restructuring programme, accumulated interest
on the company’s junior and hybrid loans was completely written off and the
remaining borrowed capital of approximately EUR 3.0 million was fully converted
to new shares in the company with a subscription price of EUR 0.08 per share.
The new shares were registered in the trade register on 8 December 2015. 

Cash flow and financing

Cash flow from operating activities before financial items totalled EUR 0.1
million (EUR -0.2 million), and after financial items EUR 0.1 million (EUR -0.3
million). 

Cash flow from investments totalled EUR 0.0 million during the period under
review (EUR -0.0 million). Cash flow from financing came to EUR -0.2 million
(EUR -0.8 million). 

Total cash flow amounted to EUR -0.0 million (EUR -1.1 million).

On 31 December 2015, the Group’s liquid assets totalled EUR 1.5 million (EUR
1.6 million). The equity ratio was 55.5% (16.5%). Net gearing was 1.6%
(263.1%). At the end of the period under review, the company had EUR 1.6
million of interest-bearing debt (EUR 7.1 million). 

Financial risks

The fulfilment of the company’s obligations under its financing agreements
requires profitability in the company's business operations and the ability to
make timely payments in accordance with the corporate restructuring programme. 

Interest rate risk is managed by covering some of the risk with hedging
agreements. A bad-debt provision, which is booked on the basis of ageing and
case-specific risk analyses, covers risks to accounts receivable. 

Liquidity remains the key focus of financial risk management. Due to the
decrease in net sales and the excessive costs of premises and financing in
relation to the company’s current level of net sales, the company filed an
application for corporate restructuring on 12 December 2014. The District Court
approved the corporate restructuring programme on 2 September 2015. 


SHORT-TERM BUSINESS RISKS AND FACTORS OF UNCERTAINTY

Risks in the company’s operating environment have remained unchanged. On
account of the project-based nature of the company’s operations, the order life
cycle is short, which makes it more difficult to estimate future developments.
Long-term visibility remains limited due to the general economic situation. The
company's financial situation is critical and taking care of the company's
liabilities under the corporate restructuring programme requires the company to
improve the profitability of its business operations. The company's operations
are also tied to personnel. 

Short-term risks

The goodwill, other intangible assets and deferred tax assets recognised in the
balance sheet were re-tested for impairment at the end of the quarter. 

Trainers’ House Plc’s consolidated balance sheet now contains EUR 1.7 million
of goodwill. The balance sheet value of trademarks is EUR 6.1 million. If the
company’s profitability should fail to develop as predicted, or if external
factors beyond the company’s control, such as interest rates, should change
significantly, there is a risk that some of the Group’s goodwill and other
intangible assets may have to be written down. Such a write-down would not
affect the company’s cash flow. 

At the end of the period under review, the consolidated balance sheet contained
deferred tax assets from losses carried forward in the amount of EUR 0.4
million. The deferred tax assets will expire between 2019 and 2024. 

Risks are discussed in more detail in the annual report and on the company’s
website, at http://www.trainershouse.fi/ – Investors. 


PERSONNEL

At the end of 2015, the Group employed 84 (87) people.


DECISIONS OF THE EXTRAORDINARY GENERAL MEETING ON 20 JANUARY 2015

An extraordinary general meeting of Trainers’ House Plc was held in Espoo on 20
January 2015. The Board of Directors convened an extraordinary general meeting
in accordance with the provisions of the Limited Liability Companies Act to
discuss the continuation of the corporate restructuring application that was
filed by the company on 12 December 2014. 

In accordance with the proposal of the Board of Directors, the extraordinary
general meeting decided that the corporate restructuring application filed by
the company was to be continued. 


DECISIONS REACHED AT THE ANNUAL GENERAL MEETING

The Annual General Meeting of Trainers’ House Plc was held in Espoo on 25 March
2015. 

In accordance with the proposal of the Board of Directors, the Annual General
Meeting decided that no dividend would be paid for the 2014 financial year. In
accordance with the proposal of the Board of Directors, the Annual General
Meeting decided that the loss for the financial year as reported in the parent
company’s financial statements would be recognised in profit or loss. 

The Annual General Meeting adopted the company’s financial statements and
discharged the CEO and the members of the Board of Directors from liability for
the period from 1 January to 31 December 2014. 

It was confirmed that the Board of Directors shall consist of three (3)
members. Aarne Aktan, Jarmo Hyökyvaara and Jari Sarasvuo were re-elected as
members of the Board of Directors. In its assembly meeting held after the AGM,
the Board of Directors elected Aarne Aktan as the Chairman of the Board. 

The Annual General Meeting decided on a monthly emolument for a Board member of
EUR 1,500 and of EUR 3,500 for the Chairman of the Board. 

Authorised Public Accountants Ernst & Young Oy were elected as the
company’s auditors. Auditor’s fees are paid on the basis of a reasonable
invoice. 

The Annual General Meeting decided to continue to take measures that the
company had already commenced and to continue the corporate restructuring
process with the aim of revitalising the company’s financial position. 


DECISIONS OF THE EXTRAORDINARY GENERAL MEETING ON 9 JULY 2015

An extraordinary general meeting of Trainers’ House Plc was held in Espoo on 9
July 2015. 

In accordance with the proposal of the Board of Directors, the extraordinary
general meeting decided to authorise the Board of Directors to decide on a
share issue in accordance with the proposed corporate restructuring programme
submitted by the administrator of the corporate restructuring proceedings on 3
June 2015. 

The authorisation enables the company to offer holders of subordinated debt the
opportunity to exchange their debt receivables under the restructuring
programme for shares in the company as follows: 

- The authorisation may only be used to implement debt conversions in
accordance with the proposed corporate restructuring programme. 

- The authorisation enables a maximum of 42,812,500 new shares in the company
to be issued. 

- New shares are to be issued to creditors who are affected by the corporate
restructuring proceedings in derogation of the entitlement of shareholders to
subscribe to new shares. 

- The subscription price is EUR 0.08 per share.

- The subscription price must be transferred in full by cancelling the debt
that is subject to the corporate restructuring process in an amount
corresponding to the subscription price. 

- Before the authorisation can be used, Espoo District Court must approve the
company’s restructuring programme with a legally valid decision. 

- The authorisation is valid until 30 June 2016.


SHARES AND SHARE CAPITAL

The shares of Trainers’ House Plc are listed on NASDAQ OMX Helsinki Ltd under
the symbol TRH1V. 

To implement the terms of the corporate restructuring programme, the company’s
Board of Directors decided on 2 November 2015 to execute a directed share issue
on the basis of the authorisation granted by the general meeting on 9 July
2015. New shares were issued to creditors who hold normal-priority debt and are
affected by the corporate restructuring proceedings in derogation of the
entitlement of shareholders to subscribe to new shares. 

As part of the directed share issue, holders of restructuring debt subscribed
to a total of 38,720,358 new shares in the company. The subscription price of
the shares was EUR 0.08 per share and it was transferred in full by cancelling
the debt that is subject to the corporate restructuring process in an amount
corresponding to the subscription price. As a result of the share issue, the
company's debt decreased by a total of EUR 3.1 million. The subscription price
was recorded in full in the company's invested non-restricted equity fund. The
share issue did not affect the company’s share capital. 

The new shares, numbering 38,720,358 in total, were registered in the trade
register on 8 December 2015. Every share carries one vote and the new shares
entitle their holders to all of the same rights as existing shares. Trading of
the new shares began on the Helsinki Stock Exchange on 10 December 2015. 

At the end of the period under review, Trainers’ House Plc had issued
106,737,062 shares and the company’s registered share capital amounted to EUR
880,743.59. At the end of the period under review, the company did not possess
any treasury shares. 

Share performance and trading

During the period under review, a total of 29.0 million shares, or 27.1% of the
average number of all company shares (18.1 million shares or 26.7%), were
traded on the Helsinki Exchanges for a value of EUR 1.8 million (EUR 0.8
million). The period’s highest share quotation was EUR 0.13 (EUR 0.08), the
lowest EUR 0.03 (EUR 0.02) and the closing price EUR 0.07 (EUR 0.02). The
weighted average price was EUR 0.06 (EUR 0.04). At the closing price on 31
December 2015, the company’s market capitalisation was EUR 7.5 million (EUR 1.4
million). 


PERSONNEL OPTION PROGRAMMES

Trainers’ House Plc has two option programmes for its personnel, included in
the personnel’s commitment and incentive scheme. 

The Annual General Meeting held on 21 March 2012 decided to initiate an
employee option programme for key employees at Trainers’ House and its
subsidiaries. The number of optionrights granted was a total of 5,000,000 at a
maximum and they entitled their holders to subscribe for no more than 5,000,000
new shares or treasury shares in total. 3,000,000 of the share options were
grouped under warrant 2012A and 2,000,000 were under warrant 2012B. The
subscription price for the options was EUR 0.16. The subscription period for
shares converted under warrant 2012A was from 1 September 2013 to 31 December
2014 and for shares converted under warrant 2012B from 1 September 2014 to 31
December 2015. No options were granted or used. 

The company’s Board of Directors decided on 5 August 2013 to adopt a new option
programme under the authorization of the Annual General Meeting on 21 March
2012. The number of optionrights granted shall not exceed 7,500,000, and the
option rights shall entitle their holders to subscribe for no more than
7,500,000 new shares or treasury shares in total. 2,500,000 of the converted
shares will be under the warrant 2013A and the subscription period for the
converted shares is from 1 January 2015 to 1 January 2018. 2,500,000 of the
converted shares will be under the warrant 2013B and the subscription period
for the converted shares is from 1 January 2016 to 1 January 2018. 2,500,000 of
the converted shares will be under the warrant 2013C and the subscription
period for the converted shares is from 1 January 2017 to 1 January 2018. The
subscription price for each warrant is EUR 0.09. A total of 5.0 million
warrants were granted to the personnel. A total cost of EUR 0.1 million has
been expensed for the 2015 financial year. 

The company’s Board of Directors has decided on 18 December 2013 to adopt a new
option programme under the authorization of the Annual General Meeting on 21
March 2012. The number of option rights granted shall not exceed 5,250,000, and
the option rights shall entitle their holders to subscribe for no more than
5,250,000 new shares or treasury shares in total. The converted shares will be
under the warrant 2013D. The subscription period for shares converted under the
warrant is from 1 January 2018 to 31 December 2018, and the subscription price
for each warrant is EUR 0.06. The options have not yet been offered. 


CONDENSED FINANCIAL STATEMENTS AND NOTES

This report was compiled in accordance with the IAS 34 standard. This interim
report has been prepared in accordance with the IFRS standards and
interpretations adopted in the EU as of 31 December 2015. 

In producing this financial statements bulletin, Trainers’ House has applied
the same accounting principles for key figures as in its Financial Statements
for 2014. The calculation of key figures is described on page 92 of the
financial statements included in the annual report for 2014. 

The figures given in this financial statement bulletin have been audited.


INCOME STATEMENT, IFRS (kEUR)

                                  Group  Group 01/10-        Group  Group 01/01-
                                 01/10-      31/12/14       01/01-      31/12/14
                               31/12/15                   31/12/15              
CONTINUING OPERATIONS                                                           
NET SALES                         2,002         2,158        6,898         8,003
Other income from operations         23           181          332           648
Costs:                                                                          
Materials and services             -167          -206         -546          -691
Personnel-related                -1,230        -1,460       -4,436        -5,320
expenses                                                                        
Depreciation                         -2           -37          -69          -153
Impairment                                     -2,353       -1,428        -5,052
Other operating expenses           -293          -948       -2,389        -3,560
Operating profit/loss               332        -2,664       -1,638        -6,126
Financial income and expenses       -15           -77        3,108          -268
Profit/loss before tax              317        -2,741        1,470        -6,394
Tax *)                                3           419          289           420
PROFIT/LOSS FOR THE PERIOD          320        -2,322        1,759        -5,974
CONTINUING OPERATIONS                                                           
Discontinued operations                           250                        250
TOTAL COMPREHENSIVE                 320        -2,072        1,759        -5,724
INCOME FOR THE YEAR                                                             
Profit/loss attributable to:                                                    
Owners of the parent company        320        -2,072        1,759        -5,724
Total comprehensive income                                                      
attributable to:                                                                
Owners of the parent company        320        -2,072        1,759        -5,724
Earnings per share,                                                             
 undiluted:                                                                     
EPS result for the period          0.00         -0.03         0.02         -0.09
 from                                                                           
continuing operations                                                           
EPS result for the period                        0.00                       0.00
 from                                                                           
discontinued operations                                                         
EPS attributable to equity         0.00         -0.03         0.02         -0.08
holders of the parent company                                                   
EPS result for the period          0.00         -0.03         0.02         -0.08

Diluted earnings per share are the same as undiluted earning per share.

*) The tax included in the income statement is deferred.



BALANCE SHEET IFRS (kEUR)

                                   Group  Group 31/12/14
                                31/12/15                
ASSET                                                   
Non-current assets                                      
Property, plant and equipment         42             137
Goodwill                           1,653           1,653
Other intangible assets            6,125           7,561
Other financial assets                 6               4
Other receivables                                     12
Deferred tax receivables             386             382
Total non-current assets           8,212           9,749
                                                        
Current assets                                          
Inventories                           10              10
Accounts receivables and           1,464           1,455
other receivables                                       
Cash and cash equivalents          1,546           1,578
Total current assets               3,020           3,043
                                                        
TOTAL ASSETS                      11,232          12,792
                                                        
SHAREHOLDERS’ EQUITY AND                                
LIABILITIES                                             
Equity attributable to equity                           
holders of the parent company                           
Share capital                        881             881
Premium fund                         216             216
Distributable non-restricted      34,970          31,872
equity fund                                             
Other equity fund                                    900
Retained earnings                -29,963         -31,780
Total shareholders’ equity         6,103           2,088
                                                        
Long-term liabilities                                   
Deferred tax liabilities           1,225           1,511
Other long-term liabilities        1,364           6,044
                                                        
Accounts payable and other         2,540           3,150
liabilities                                             
                                                        
Total liabilities                  5,129          10,704
                                                        
TOTAL SHAREHOLDERS’ EQUITY AND    11,232          12,792
LIABILITIES                                             



CASH FLOW STATEMENT, IFRS (kEUR)

                                   Group  Group 01/01-
                                  01/01-      31/12/14
                                31/12/15              
Profit/loss for the period         1,759        -5,724
Adjustments to profit/loss        -1,669         5,176
for the period                                        
Change in working capital             30           363
Financial items                      -39           -96
Cash flow from operations             81          -281
                                                      
Investments in tangible and           -9           -37
intangible assets                                     
Proceeds from sale of tangible        43              
and intangible assets                                 
Repayment of loan receivables         15            30
Cash flow from investments            49            -6
                                                      
Withdrawal of long-term loans         88           347
Repayment of long-term loans        -222        -1,000
Repayment of finance lease           -28          -111
liabilities                                           
Cash flow from financing            -162          -765
                                                      
Change in cash and cash              -32        -1,052
equivalents                                           
Opening balance of cash and        1,578         2,630
cash equivalents                                      
Closing balance of cash and        1,546         1,578
cash equivalents                                      



CHANGE IN SHAREHOLDERS’ EQUITY (kEUR)
Equity attributable to equity holders of the parent company

A. Share capital
B. Premium fund
C. Distributable non-restricted equity
D. Other equity fund
E. Retained earnings
F. Total

                    A.    B.      C.     D.      E.      F.  
-------------------------------------------------------------
Equity 01/01/2014  881   4,253  31,872     0  -30,215   6,791
-------------------------------------------------------------
Other                                          -5,724  -5,724
comprehensive                                                
income                                                       
-------------------------------------------------------------
Decrease of             -4,038                  4,038       0
share premium                                                
fund to cover                                                
losses                                                       
-------------------------------------------------------------
Sharebased                                        121     121
payments                                                     
-------------------------------------------------------------
Hybrid bond                              900              900
transferred                                                  
from non-                                                    
current                                                      
liabilities                                                  
-------------------------------------------------------------
Equity 31/12/2014  881     216  31,872   900  -31,780   2,088
-------------------------------------------------------------
                                                             
-------------------------------------------------------------
Equity 01/01/2015  881     216  31,872   900  -31,780   2,088
-------------------------------------------------------------
Other                                           1,759   1,759
comprehensive                                                
income                                                       
-------------------------------------------------------------
Sharebased                                         58      58
payments                                                     
-------------------------------------------------------------
Directed                         3,098  -900            2,198
share issue                                                  
for the                                                      
holders of                                                   
restructuring                                                
debt                                                         
-------------------------------------------------------------
Equity 31/12/2015  881     216  34,970     0  -29,963   6,103
-------------------------------------------------------------



RESTRUCTURING PROVISION (kEUR)     Group  Group 01/01-
                                  01/01-      31/12/14
                                31/12/15              
Provisions 1 January                 200           222
Provisions increased                 175              
Provisions used                     -154           -21
Provisions 31 December               221           200



PERSONNEL                       Group  Group 01/01-
                               01/01-      31/12/14
                             31/12/15              
Average number of personnel        79            88
Personnel at the end of            84            87
the period                                         



COMMITMENTS AND CONTINGENT     Group  Group 31/12/14
LIABILITIES (kEUR)          31/12/15                
Collaterals and contingent       866           7,805
liabilities given for                               
own commitments                                     



OTHER KEY FIGURES                    Group  Group 31/12/14
                                  31/12/15                
Equity-to-assets ratio (%)            55.5            16.5
Net gearing (%)                        1.6           263.1
Shareholders’ equity/share (EUR)      0.06            0.03
Return on equity (%)                  43.0          -134.6
Return on investment (%)              19.5           -49.9


Espoo, 10 February 2016

TRAINERS’ HOUSE PLC

BOARD OF DIRECTORS


For more information, please contact:
Arto Heimonen, CEO, tel. +358 40 412 3456
Saku Keskitalo, CFO, tel. +358 40 411 1111


DISTRIBUTION
OMX Nordic Exchange, Helsinki
Principal media
www.trainershouse.fi > Investors