2013-06-05 09:00:00 CEST
2013-06-05 09:00:04 CEST
REGULATED INFORMATION
Panostaja Oyj - Interim report (Q1 and Q3)
PANOSTAJA GROUP INTERIM REPORT NOVEMBER 1, 2012–APRIL 30, 2013 (6 months)
Panostaja Oyj Interim report, June 5, 2013
10:00 a.m.
Net sales for the first six months MEUR 90.3, growth 19%
EBIT for the first six months MEUR 0.1, change -2,2 MEUR. EBIT declined
particularly as a result of weak demand in the technology industry segments,
and goodwill allocations from corporate acquisitions carried out at the
beginning of the financial period incurred costs of MEUR 0.7.
Operating cash flow in the period under review MEUR 2.3 (change: MEUR -3.5).
SECOND QUARTER, FEBRUARY-APRIL 2013
Net sales MEUR 46.9 (MEUR 38.0), growth 23%
EBIT MEUR 0.7 (MEUR 1.1), change -36%)
Profit before taxes MEUR -0.1 (MEUR 0.9)
Earnings per share (undiluted) -1.9 cents (0.9 cents)
Cash flow from business operations was MEUR 1.0 (MEUR 0.7).
The MEUR 8.9 growth in net sales was due to a corporate acquisition carried out
in the current year and the previous year and the operational development of
Digital Printing Services and the Safety segment. The impact of corporate
acquisitions on the growth of net sales in the second quarter stood at MEUR
9.9.
The MEUR 0.4 decline in EBIT in the second quarter was particularly a result of
costs of MEUR 0.7 incurred from goodwill allocations from corporate
acquisitions carried out at the beginning of the financial period and the weak
development of the Heat Treatment segment.
NOVEMBER 2012-APRIL 2013
Net sales MEUR 90.3 (MEUR 75.7), growth 19%
EBIT MEUR 0.1 (MEUR 2.3), change -96%
EBIT without one-time items MEUR 0.4 (MEUR 2.7), change -85%.
Profit before taxes MEUR -1.7 (MEUR 1.4)
Earnings per share (undiluted) -5.6 cents (-0.2 cents)
Equity per share EUR 0.48 (EUR 0.60)
Equity ratio 30.3% (35.8%)
Cash flow from business operations MEUR 2.3 (MEUR 5.8).
The MEUR 14.6 growth in net sales was mainly a result of the impact of
corporate acquisitions carried out in the previous financial period and the
current financial period, the effect of which totaled MEUR 18.2. Organic growth
in the Safety segment also continued.
EBIT totaled MEUR 0.1 (MEUR 2.3). The MEUR -2.2 decrease in EBIT was primarily
caused by the Takoma and Heat Treatment segments and the costs incurred from
goodwill allocations from corporate acquisitions carried out at the beginning
of the financial period.
Panostaja specifies its result management procedures with regard to net sales.
During the 2013 financial period, the Group's net sales are expected to grow by
about 16-21% over the previous year and the Group's EBIT is expected to
increase in the 2013 financial period.
Previous result management: It is expected that net sales will increase and
EBIT will improve in the 2013 financial period.
The General Meeting of January 29, 2013 approved the capital repayment proposal
made by the Board. EUR 0.04 per share of capital repayment was paid from the
invested unrestricted equity fund. The record date for the capital repayment
was February 1, 2013, with the payment date being February 8, 2013. A total of
MEUR 2.0 of capital was repaid to parent company shareholders.
6 months 6 months 12 months
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Key figures 11/12-04/13 11/11-04/12 11/11-10/12
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Net sales (MEUR) 90.3 75.7 156.8
EBIT (MEUR) 0.1 2.3 4.2
Profit before taxes (MEUR) -1.7 1.4 0.9
Earnings per share, undiluted (EUR) -0.06 -0.00 -0.04
Equity per share (EUR) 0.48 0.60 0.56
Financial position and cash flow: 30/4/2013 30/4/2012 31/10/2012
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Net liabilities (MEUR) 54.0 44.0 40.5
Gearing (%) 120.5 96.2 89.6
Equity ratio,% 30.3 35.8 34.1
Cash flow from business operations (MEUR) 2.3 5.8 10.6
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The income statement for operations discontinued during the reference period
has been separated from the income statement for retained operations and the
result for them is presented in accordance with the IFRS standard on row
‘Earnings from discontinued operations'.
MARKET SITUATION
From a point of view of business development, the first half of the year for
Panostaja Group did not fully meet expectations. In particular, the segments
serving the technology industry suffered from weakened demand. The general
economic situation and atmosphere has remained challenging. The situation on
the financial markets has remained challenging, particularly in the SME sector,
and the restraints on credit issue are a significant risk to general financial
development. The corporate acquisition market remains quiet.
Panostaja has prepared for a weak financial market situation in the SME sector
and for a continued quiet period in the corporate acquisitions market by taking
out a MEUR 7.5 hybrid loan in May after the end of the review period. This
hybrid loan will enable Panostaja to make, for example, new complementary
acquisitions and to give more temporal room for maneuver for possible
divestments.
THE ECONOMIC DEVELOPMENT OF THE PANOSTAJA GROUP
SECOND QUARTER, FEBRUARY 2013-APRIL 2013
Panostaja Group's net sales in the second quarter were MEUR 46.9 (MEUR 38.0).
Export amounted to MEUR 2.4, or 5.0% (MEUR 2.7, 7.1%) of net sales.
The MEUR 8.9 increase in net sales was primarily the result of growth stemming
from corporate acquisitions. Corporate acquisitions made in the previous
financial period and the current financial period increased net sales by MEUR
9.9. Of the Group's 11 operational segments, four exceeded the net sales of
the reference year. Correspondingly, six segments fell below the net sales
level of the reference year. There is not yet any comparative data for the
Ceiling Materials segment.
EBIT totaled MEUR 0.7 (MEUR 1.1). The MEUR 0.4 decline in operating profit was
mainly a result of costs of MEUR 0.7 incurred from goodwill allocations from
corporate acquisitions carried out at the beginning of the financial period and
the weak development of the Heat Treatment segment. Six segments achieved
better EBIT than in the reference period.
The Group's net finance costs for the review period were approximately MEUR
-0.9 (MEUR -0.6). The Group's liquidity was good and operating cash flow MEUR
1,0 positive.
NOVEMBER 2012-APRIL 2013
Panostaja Group's net sales during the six-month period were MEUR 90.3 (MEUR
75.7). Export amounted to MEUR 4.5, or 5.2% (MEUR 6.1, 8.1%) of net sales.
Corporate acquisitions realized during the previous financial period affected
the MEUR 14.6 increase in net sales by MEUR 18.9.
Of the Group's eleven operational segments, five exceeded the cumulative net
sales for the reference period, and three segments exceeded the EBIT levels
during the first six-month period. EBIT improved in the following segments:
Digital Printing Services, Value-added Logistics and Fasteners.
EBIT totaled MEUR 0.1 (MEUR 2.3). The MEUR -2.2 decrease in EBIT was primarily
caused by goodwill allocations from corporate acquisitions carried out at the
beginning of the financial period and weak development in the Takoma and Heat
Treatment segments. EBIT in the Heat Treatment segment declined from MEUR
+0.6 in the reference period to MEUR -0.6 as a result of the very poor market
situation.
The Group's net finance expenses for the six-month period were approximately
MEUR -1.7 (MEUR -1.4). The Group's liquidity was good and operating cash flow
MEUR 2.3 positive.
Personnel
30/4/201 30/4/201 31/10/201
3 2 2
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Average number of employees 1,275 1,083 1,152
Employees at the end of the period 1,344 1,069 1,206
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Employees in each segment at the end of the 30/4/201 30/4/201 31/10/201
review period 3 2 2
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Digital Printing Services 434 319 335
Safety 208 202 212
Takoma 186 202 193
Value-added Logistics 287 134 253
Ceiling Materials 16
Spare Parts for Motor Vehicles 35 39 38
Fittings 39 29 30
Heat Treatment 64 63 65
Carpentry Industry 31 30 30
Supports 16 15 16
Fasteners 20 26 24
Other 8 10 10
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Group in total 1,344 1,069 1,206
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GROUP STRUCTURE CHANGES
On November 6, 2012, Panostaja Oyj's subsidiary Suomen Helasto Oy bought the
entire shareholding of Oy Eurohela Trading Ltd, which provides furniture
fittings wholesale services. The segment was also reorganized, so that the
furniture fittings and construction fittings operations were divided into
individual companies. Suomen Helasto Oy's subsidiaries Oy Eurohela Trading Ltd
and Suomen Helakeskus Oy merged to form Suomen Helakeskus Oy, focusing on the
furniture fittings business. Suomen Helasto Oy's new subsidiary Rakennushelasto
Oy, which was established as part of the reorganization, specializes in the
construction fittings business. As a result of the reorganization, Panostaja
Oyj's shareholding in Suomen Helasto Oy is about 95%.
Panostaja Oyj announced on November 7, 2012 that it had bought 60% of the share
capital of Selog Oy, a company supplying material, calculation and design
services for ceiling construction. As a result of the transaction, Panostaja
expanded its business operations and established within the Group a new
business area specializing in wholesale services of ceiling materials. As part
of the arrangement, Selog Oy's owners continued as minority shareholders in the
new segment.
Panostaja expanded its Digital Printing Services segment on December 4, 2012,
which already includes the Kopijyvä Group. Panostaja's subsidiary Digiprint
Finland Oy acquired the entire share capital of DMP-Digital Media Partners Oy.
The DMP Group provides printing, publication and production services for
marketing communications. Since the reorganization, Panostaja Oyj's
shareholding in Digiprint Finland Oy is about 56%. As part of the
reorganization, the owner of DMP-Digital Media Partners Oy became minority
shareholders in Digiprint Finland Oy. As a result of the reorganization,
Digiprint Finland Oy owns all of Kopijyvä Oy and DMP-Digital Media Partners Oy.
SEGMENT REVIEW
Panostaja Group's business operations for the period under review are reported
in 12 segments: Digital Printing Services, Safety, Takoma, Value-added
Logistics, Ceiling Materials, Spare Parts for Motor Vehicles, Fittings, Heat
Treatment, Carpentry Industry, Supports, Fasteners and Other (parent company +
associated companies).
NOVEMBER 2012-APRIL 2013
Net sales in the Digital Printing Services segment grew from MEUR 17.2 to MEUR
24.3, EBIT was MEUR 2.7 being slightly better than the EBIT of the previous
period, MEUR 2.6. The review period as a whole was characterized by the
acquisition of DMP Group at the beginning of December. The review period is
also encumbered by costs arising from corporate acquisitions. Although the
markets have been poor as a result of the economic situation, the segment has
succeeded in increasing its market share. In April, operations expanded to
Kotka with the acquisition of Mainospiste Newex Ky.
Net sales in the Safety segment increased from MEUR 14.7 to MEUR 15.4. EBIT
dropped from MEUR 0.6 to MEUR 0.2. The increase in net sales was better than
the average for the sector and resulted from organic growth. The investments in
growth were evident in increased costs in the segment, which weakened EBIT.
During the financial period, the focus shifted to ensuring profitability.
Net sales in the Takoma segment declined from MEUR 15.2 to MEUR 11.3. The
segment's EBIT decreased from MEUR -1.6 to MEUR -2.0. The export of the Finnish
technology industry continues to contract strongly, and the business of
Takoma's customers in Finland is low. Results have been achieved in the
acquisition of new customers in Norway, but this is slow in making an impact.
The redundancy negotiations in the spring have been concluded.
Negotiations concerning the covenant levels for Takoma's financial agreements
have been concluded with the bank during the second quarter. In the same
connection, the company has initiated talks to rationalize its financial
structure, so that the company's financing can withstand the one-time costs and
investments caused by reorganization and operational development.
Net sales in the Value-added Logistics segment grew from MEUR 8.5 to MEUR 14.2.
EBIT improved slightly from MEUR 0.3 to MEUR 0.4. The increase in net sales can
be explained by the acquisition in May 2012 of packaging and logistics company
HSG Logistics Oy.
Ceiling Materials is a new segment, which was created when Panostaja acquired
Selog Oy in November 2012. Net sales for the segment in the review period were
MEUR 6.0 and EBIT MEUR 0.3. The overall market of the segment is still
declining, but the situation in April has already improved.
Net sales in the Spare Parts for Motor Vehicles segment increased slightly from
MEUR 4.9 to MEUR 5.0. EBIT dropped from MEUR 0.4 to MEUR 0.3. The winter period
has been quieter than normal, but April was better than expected. As a
consequence of weak sales of new vehicles at the beginning of the year, an
older stock of vehicles that requires more repairs is now more in use than
would otherwise be the case.
Net sales in the Fittings segment increased from MEUR 5.4 to MEUR 6.1. However,
EBIT dropped from the previous year's MEUR 0.3 to MEUR -0.4. The increase in
net sales for the Fittings segment was primarily a result of the acquisition of
Oy Eurohela Trading Ltd in November 2012. The result was adversely affected by
costs incurred from goodwill allocation of corporate acquisitions carried out.
Net sales in the Heat Treatment segment declined from MEUR 3.9 to MEUR 2.3.
EBIT dropped from MEUR 0.6 to MEUR -0.6. Customers have continued to be quiet,
although some recovery and site start-ups were noticeable at the end of the
review period. Because of weak demand, the result was also poor and adaptation
measures have continued to be ongoing.
Net sales in the Carpentry segment remained at the previous year's level at
MEUR 3.0. EBIT decreased slightly from MEUR 0.5 to MEUR 0.4. Demand in Norway
has been weaker than expected. The company is undergoing a significant
production investment program, which is negatively affecting this year's
profitability.
Net sales in the Supports segment declined from MEUR 1.9 to MEUR 1.6. EBIT
weakened from the reference year's MEUR 0.1 to MEUR 0.0. Economic conditions in
construction have not improved, which is directly affecting the development of
the sector.
In the Fasteners segment, net sales were on a slightly lower level than in the
reference period at MEUR 1.2. EBIT of MEUR -0.1 was slightly better than the
figure for the reference year of MEUR -0.2. On the technology industry market,
the situation is uncertain, which is keeping orders small and customers are
only purchasing what they really need.
There were no significant changes in the net sales of the Other segment. In the
period under review, two associated companies, Ecosir Group Oy and Spectra
Yhtiöt Oy, issued reports to the parent company. The profit/loss of the
reported associated companies in the review period was MEUR -0.1 (MEUR 0.4),
which is presented on a separate row in the consolidated income statement.
INVESTMENTS AND FINANCE
The Group's liquidity was good and operating cash flow MEUR 2.3 positive (MEUR
5.8). The Group's liquid assets were MEUR 8.6 (MEUR 8.8).
The Group's gross capital expenditure in the six-month period ended was
approximately MEUR 18.2 (MEUR 2.7). Investments were mainly targeted at
corporate acquisitions. The Group's equity ratio was 30.3% (35.8%) and
interest-bearing net liabilities totaled MEUR 54.0 (MEUR 44.0).
Interest-bearing net liabilities increased as a result of corporate
acquisitions. Panostaja Oyj's convertible subordinated loan amounted to MEUR 15
of the net liabilities (MEUR 15.0). The return on equity was -12.4% (-0.7%) and
the return on investment 0.4% (2.2%).
Financial position:
MEUR 30/4/2013 30/4/2012 31/10/2012
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Interest-bearing liabilities 66.6 57.3 56.6
Interest-bearing receivables 4.0 4.5 3.7
Cash and cash equivalents 8.6 8.8 12.3
Interest-bearing net liabilities 54.0 44.0 40.5
Equity (belonging to the parent company's 44.8 45.7 48.0
shareholders as well as minority
shareholders)
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Gearing ratio,% 120.5 96.2 89.6
Equity ratio,% 30.3 35.8 34.1
Return on equity,% -12.4 -0.7 -5.4
Return on investment,% 0.4 2.2 2.2
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The Annual General Meeting of January 29, 2013 approved the capital repayment
proposal made by the Board. EUR 0.04 per share of capital repayment was paid
from the invested unrestricted equity fund. The record date for the capital
repayment was February 1, 2013, with the payment date being February 8, 2013. A
total of MEUR 2.0 of capital was repaid to parent company shareholders.
SHARE PRICE DEVELOPMENT AND SHARE OWNERSHIP
During the six-month period, Panostaja Oyj's share closing rate fluctuated
between EUR 0.69 and EUR 0.84. In the six-month period, the exchange of shares
totaled 2,063,619 shares, 4.0% of the share capital. The April share closing
rate was EUR 0.72. The market value of the company's share capital at the end
of April was MEUR 37.3 and the company had 3,775 shareholders (3,782).
Development of share exchange 2Q/2013 2Q/2012 1-2Q/2013 1-2Q/2012
---------------------------------------------------------------------
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Shares exchanged, 1,000 pcs 413 656 2,064 4,908
% of share capital 0.8 1.3 4.0 9.6
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Share 30/4/2013 30/4/2012 31/10/2012
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Shares in total, 1,000 pcs 51,733 51,733 51,733
Own shares, 1,000 pcs 525 577 553
Closing rate 0.72 0.88 0.76
Market value (MEUR) 37.3 45.5 39.3
Shareholders 3,775 3,782 3,780
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On December 28, 2012, Panostaja Oyj accepted a change in holding in the company
pursuant to Section 2(9) of the Securities Markets Act. Matti Koskenkorva's
share of Panostaja Oyj's total number of voting shares exceeded 10%. Matti
Koskenkorva's share on the record date was 5,187,192 shares, 10.03% of
Panostaja Oyj's share capital and voting shares.
ADMINISTRATION AND GENERAL MEETING
Panostaja Oyj's Annual General Meeting was held on January 29, 2013 in Tampere.
Jukka Ala-Mello, Satu Eskelinen, Mikko Koskenkorva and Eero Eriksson were
re-elected to Panostaja Oyj's Board of Directors. Antero Virtanen and Jukka
Terhonen were elected as new members. In the Board's organizing meeting held
immediately after the General Meeting, Jukka Ala-Mello was elected Chairman of
the Board and Eero Eriksson as Vice Chairman. Authorized Public Accountant
Markku Launis and Authorized Public Accountants PricewaterhouseCoopers Oy were
selected as general chartered accountants, with Authorized Public Accountant
Janne Rajalahti as the responsible public accountant.
The General Meeting approved the closing of the November 1, 2011-October 31,
2012 accounts as well as the proposal by the Board to transfer the loss for the
financial period to the profit funds and that capital repayment be paid at a
rate of EUR 0.04 per share. The record date for the capital repayment was
February 1, 2013, with the payment date being February 8, 2012. In addition,
the General Meeting authorized the Board to decide, at its discretion, on the
potential distribution of assets to shareholders, the company's financial
status permitting, as distribution of assets from the invested unrestricted
equity fund. The maximum distribution of assets performed on the basis of this
authorization totals EUR 5,200,000. The authorization includes the right of the
Board to decide on all other terms and conditions relating to the said asset
distribution. The authorization will remain valid until the end of the next
Annual General Meeting.
In addition, the General Meeting granted exemption from liability to the
members of the Board and to the CEO. It was decided at the General Meeting that
the Chairman of the Board be paid EUR 40,000 as an annual compensation for the
term that begins at the end of the Meeting and ends at the end of the 2014
Annual General Meeting, and that the other members of the Board be paid an
annual compensation of EUR 20,000. It was further resolved at the General
Meeting that approximately 40% of the compensation remitted to the members of
the Board be paid on the basis of the share issue authorization given to the
Board, by issuing company shares to each Board member if the Board member does
not own more than one percent of the company's shares on the date of the
General Meeting. If the holding of a Board member on the date of the General
Meeting is over one percent of all company shares, the compensation will be
paid in full in monetary form.
The General Meeting authorized the Board of Directors to decide on the
acquisition of the company's own shares, so that the shares will be acquired in
one or more installments and, based on this authorization, a maximum of
5,100,000 shares can be acquired, which corresponds to about 9.86% of all the
company's shares. By virtue of the authorization, the company's own shares may
be obtained using unrestricted equity only.
The company's own shares may be acquired at the price in public trade arranged
by NASDAQ OMX Helsinki Oy on the date of acquisition or otherwise at the
prevailing market price. The Board of Directors will decide how the company's
own shares are to be acquired. The company's own shares may be acquired not
following the proportion of ownership of the shareholders (directed
acquisition). The authorization shall be valid until July 29, 2014.
The Board of Directors has not used the authorization granted by the Annual
Meeting to acquire its own shares during the review period.
SHARE CAPITAL AND THE COMPANY'S OWN SHARES
At the close of the period under review, Panostaja Oyj's share capital was EUR
5,568,681.60. The total number of shares is 51,733,110.
The total number of shares held by the company at the end of the period under
review was 524.526 individual shares (at the beginning of financial period:
552,566). The number of the company's own shares corresponded to 1.0% of the
number of shares and votes at the end of the entire review period.
In accordance with the decisions of the General Meeting of January 30, 2012 and
the Board, Panostaja Oyj transferred a total of 12,656 individual shares as
meeting compensation for the members of the Board on December 14, 2012. As per
the decision of the General Meeting of January 29, 2013 and the Board on March
7, 2013, 15,384 shares were transferred.
EQUITY CONVERTIBLE SUBORDINATED LOANS
At the end of the review period, EUR 15,000,000 of the 2011 convertible
subordinated loan remained. The interest on the loan is 6.5% and the loan
period February 7, 2011-April 1, 2016. The original share exchange rate is EUR
2.20, and the loan shares may be exchanged for no more than 6,818,181 company
shares. The total number of loan shares is 300, and they are available for
public trade on the Nasdaq OMX Helsinki stock exchange. The share exchange rate
will be entered into the company's invested unrestricted equity fund.
NEAR-FUTURE RISKS AND FACTORS OF UNCERTAINTY
The most significant risks of Panostaja Group have been described in the
financial statement bulletin of December 14, 2012. The near-future risks are
mainly tied to the uncertainty resulting from the crisis in the eurozone and
the global economic situation as well as their potential impact on achieving
the goals set for the various segments. The instability of the overall economic
situation has led to a decline in customer demand as well as the postponement
of investments, particularly in segments serving the technology sector, which
may result in a need for consolidated goodwill write-downs. In the current
financial period, credit loss risks continue to represent a significant
uncertainty factor in some of the segments. This risk is increased by the
tightening of credit issue to SMEs. The weakening in financial market liquidity
and the tightening on credit issue may hamper the realization of corporate
acquisitions and the availability of finance for working capital. As
Panostaja's finance situation is currently stable and its loan portfolio is
distributed across several different parties, it is estimated that the
potentially negative impact that an expansion of the crisis in the eurozone
might have on the financial markets will not substantially jeopardize
Panostaja's operations. Panostaja has also prepared for a weak financial market
situation in the SME sector and for a continued quiet period in the corporate
acquisitions market by taking out a MEUR 7.5 hybrid loan in May after the end
of the review period.
EVENTS AFTER THE REVIEW PERIOD
On May 14, 2013,Panostaja Oyj's subsidiary Flexim Security Oy acquired the
business of Lappeenrannan Lukko- ja Varustepalvelu Oy. The net sales of
Lappeenrannan Lukko- ja Varustepalvelu in the previous financial period totaled
some MEUR 1.6 and the company employs 12 people.
On May 16, 2013, Panostaja Oyj announced it will issue a MEUR 7.5 domestic
hybrid loan
(equity bond). The bond was issued on May 27, 2013. It will strengthen the
company's solvency and financial position. The bond was offered to selected
institutional investors as a private placement in Finland. A hybrid bond is a
loan that is in a weaker position that other debentures. It is treated as group
equity in IFRS accounting. A hybrid bondholder does not have the rights of a
shareholder, nor does it dilute the shares owned by current shareholders.
PROSPECTS FOR THE REMAINDER OF THE FINANCIAL PERIOD
In accordance with its business strategy, Panostaja Group focuses on increasing
shareholder value in the segments owned by the Group. The development of
shareholder value will be constantly monitored as part of a changing operating
environment, and decisions on the development or divestment of business areas
will be made in order to maximize the shareholder value. Active development of
shareholder value, the effective allocation of capital and finance
opportunities create a solid foundation for operational expansion. The need for
ownership arrangements in SMEs enables both expansion into new segments and
growth in existing ones.
Economic prospects in the fields of the existing segments are strongly tied to
the prospects of customer enterprises. The current economic prospects remain
uncertain, and the growth forecast has generally had to be cut due to the
credit crisis in the eurozone and decelerated economic growth. In the various
segments of Panostaja Group, prospects still vary from cautiously positive to
pessimistic. The challenges in the forecastability of the technology industry
or weakening prospects may create a need for consolidated goodwill write-downs
and, especially in Takoma's operating environment, uncertainty continues, with
set targets not having been reached.
The market still provides sufficient opportunities for corporate acquisitions,
and Panostaja Group aims to implement its growth strategy by means of
controlled acquisitions, particularly in current segments. In addition, the
divestment of certain segments will be carried out actively, in order to
maximize shareholder value.
Panostaja specifies its result management procedures with regard to net sales.
During the 2013 financial period, the Group's net sales are expected to grow by
about 16-21% over the previous year and the Group's EBIT is expected to
increase in the 2013 financial period. Previous result management: It is
expected that net sales will increase and EBIT will improve in the 2013
financial period.
Panostaja Oyj
Board of Directors
For further information, contact CEO Juha Sarsama: tel. +358 40 774 2099.
Panostaja Oyj
Juha Sarsama
CEO
All forecasts and assessments presented in this interim report bulletin are
based on the current outlook of the Group and the Management of the various
business areas with regard to the state of the economy and its development.
The results attained may be substantially different.
The information in the interim report has not been audited.
INCOME STATEMENT 02/13-04 02/12-04 11/12-04 11/11-04 2012
/13 /12 /13 /12
3 months 3 months 6 months 6 months 12
months
(EUR 1,000)
Net sales 46,946 38,017 90,348 75,747 156,819
Other operating income 269 299 450 428 1,172
Costs in total 44,552 35,879 87,256 71,253 146,193
Depreciations, amortizations 1,924 1,305 3,457 2,574 7,561
and impairment
EBIT 739 1,132 85 2,348 4,236
Finance income and expenses -837 -630 -1,636 -1,394 -3,710
Share of associated company -11 384 -113 434 400
profits
Profit before taxes -109 886 -1,664 1,388 927
Income taxes -556 -199 -1,114 -224 -2,181
Profit/loss from retained -675 689 -2,778 1,164 -1,254
operations
Profit/loss from discontinued 0 -460 0 -1,316 -1,236
operations
Profit/loss for the financial -675 229 -2,778 -152 -2,490
period
Attributable to
Shareholders of the parent -995 442 -2,888 -111 -1,984
company
Minority shareholders 320 -213 110 -41 -506
Earnings per share from
retained operations
EUR, undiluted -0.019 0.018 -0.056 0.024 -0.015
Earnings per share from
retained operations
EUR, diluted -0.019 0.018 -0.056 0.024 -0.015
Earnings per share from
discontinued operations
EUR, undiluted 0.000 -0.009 0.000 -0.026 -0.024
Earnings per share from
discontinued
operations EUR, diluted 0.000 -0.009 0.000 -0.026 -0.024
Earnings per share on retained -0.019 0.009 -0.056 -0.002 -0.039
and discontinued
operations EUR, undiluted
Earnings per share on retained
and discontinued
operations EUR, diluted -0.019 0.009 -0.056 0.024 -0.039
EXTENSIVE INCOME STATEMENT
Items of the extensive income -675 229 -2,778 -152 -2,490
statement
Translation differences 10 14 10 68 103
Extensive income statement for -665 243 -2,768 -84 -2,387
the period
Attributable to
To shareholders of the parent -985 456 -2,878 -43 -1,881
company
To minority shareholders 320 -213 110 -41 -506
BALANCE SHEET 30/4/2013 30/4/2012 31/10/2
012
(EUR 1,000)
ASSETS
Non-current assets
Goodwill 43,785 35,571 34,348
Other intangible assets 9,833 5,012 6,081
Property, plant and equipment 19,537 19,367 18,996
Interests in associates 3,710 3,899 3,824
Other non-current assets 13,351 14,277 13,074
Non-current assets total 90,216 78,126 76,323
Current assets
Stocks 20,051 19,113 18,639
Trade and other non-interest-bearing 29,627 22,002 25,293
receivables
Cash and cash equivalents 8,632 8,828 12,347
Current assets total 58,310 49,943 56,279
Assets in total 148,526 128,069 132,601
EQUITY AND LIABILITIES
Equity attributable to parent company
shareholders
Share capital 5,569 5,569 5,569
Share premium account 4,646 4,646 4,646
Translation difference -56 -101 -66
Invested unrestricted equity fund 14,486 16,497 16,523
Retained earnings -51 3,930 1,981
Total 24,594 30,541 28,653
Minority interest 20,216 15,206 16,520
Equity total 44,810 45,747 45,173
Liabilities
Deferred tax liabilities 2,301 1,464 1,505
Equity convertible subordinated loan 14,488 14,347 14,414
Non-current liabilities 39,899 33,494 27,752
Current liabilities 47,028 33,017 43,757
Liabilities total 103,716 82,322 87,428
Equity and liabilities in total 148,526 128,069 132,601
CASH FLOW STATEMENT 04/2013 04/2012 2012
(EUR 1,000)
Operating net cash flow 2,279 5,796 10,586
Investment net cash flow -12,311 -2,023 -4,420
Loans drawn 18,839 7,169 12,594
Loans repaid -9,389 -13,637 -17,916
Share issue
Disposal of own shares 22 24 44
Dividends paid and capital repayments -3,156 -3,169 -3,216
Finance net cash flow 6,316 -9,613 -8,494
Change in cash flows -3,716 -5,840 -2,328
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
(EUR 1,000) Share Share Invested Translat Profit Minori Total
capit premiu unrestri ion funds ty
al m cted differe inter
accoun equity nces est
t fund
Equity 5,569 4,646 19,023 -169 4,047 14,270 47,386
1/11/2011
Profit for the -111 -41 -152
financial period
Profit and costs -111 -41 -152
recorded during
the financial
period, total
Dividends paid -619 -619
Repayment of -2,557 -2,557
capital
Share subscription
Share issue
Disposal of own 25 25
shares
Equity component
of convertible
subordinated loan
Reward scheme 6 6
Translation 68 -6 62
differences
Changes in 1,596 1,596
minority interest
Other changes in
equity, total
Equity -2,526 68 3,936 936 2,414
30/4/2012 5,569 4,646 16,497 -101 3,930 15,206 45,747
Equity 5,569 4,646 16,523 -66 1,981 16,250 45,173
1/11/2012
Profit for the -2,888 110 -2,778
financial period
Profit and costs -2,888 110 -2,778
recorded during
the financial
period, total
Dividends paid -1,116 -
1,116
Repayment of -2,040 -2,040
capital
Disposal of own 3 3
shares
Reward scheme
Translation 10 10
differences
Changes in 856 4,703 5,559
minority interest
Other changes in -2,037 10 856 3,586 2,415
equity, total
Equity 5,569 4,646 14,486 -56 -51 20,216 44,810
30/4/2013
KEY FIGURES
04/2013 04/2012 10/2012
Equity per share(EUR) 0.48 0.60 0.56
Earnings per share, diluted (EUR) -0.06 -0.00 -0.04
Earnings per share, undiluted (EUR) -0.06 -0.00 -0.04
Average number of shares during financial period, 51,194 51,144 51,157
1,000
Number of shares at end of financial period, 1,000 51,733 51,733 51,733
Share issues/CL exchanges during financial period, 0 0 0
1,000
Number of shares, 1,000, diluted 58,013 57,962 57,075
Return on equity,% -12.3 -0.7 -5.4
Return on investment,% 0.4 2.2 2.2
Gross capital expenditure
To permanent assets (MEUR) 18.2 2.7 6.2
% of net sales 20.2 3.6 4.0
Interest-bearing liabilities 66.6 57.3 56.6
Equity ratio (%) 30.3 35.8 34.1
Average number of employees 1,275 1,083 1,152
GROUP DEVELOPMENT BY QUARTER
(MEUR) Q2/13 Q1/13 Q4/12 Q3/12 Q2/12 Q1/12 Q4/11
Net sales 46.9 43.4 42.1 39.0 38.0 37.7 38.6
Other operating income 0.2 0.2 0.5 0.2 0.3 0.1 0.3
Costs in total -44.5 -42.8 -38.7 -36.2 -35.9 -35.3 -36.1
Depreciations, amortizations -1.9 -1.5 -3.6 -1.4 -1.3 -1.3 -0.8
and impairment
EBIT 0.7 -0.7 0.3 1.6 1.1 1.2 2.0
Finance items -0.9 -0.8 -1.5 -0.8 -0.6 -0.7 -0.7
Share of associated company 0.0 -0.1 -0.1 0.1 0.4 0.0 0.1
profits
Profit before taxes -0.1 -1.6 -1.4 0.9 0.9 0.5 1.4
Taxes -0.5 -0.5 -1.6 -0.3 -0.4 0.0 -0.1
Profit from continuing -0.7 -2.1 -3.0 0.6 0.5 0.5 1.2
operations
Profit from discontinued 0.0 0.0 -0.1 0.1 -0.3 -0.8 -0.5
operations
Profit for the financial period -0.7 -2.1 -3.1 0.7 0.2 -0.4 0.7
Minority interest 0.3 -0.2 -0.3 -0.2 -0.2 0.2 0.3
Parent company shareholder -1.0 -1.9 -2.8 0.9 0.4 -0.6 0.4
interest
GUARANTEES GIVEN
(EUR 1,000) 04/2013 04/2012 2012
Guarantees given on behalf of Group companies
Enterprise mortgages 44,211 40,321 40,861
Pledges given 78,892 50,746 58,321
Other liabilities 1,545 1,961 1,888
Other rental agreements
In one year 8,419 7,121 7,779
In over one year but within five years maximum 17,120 17,570 17,466
In over five years 2,233 3,695 2,833
Total 27,772 28,386 28,078
SEGMENT INFORMATION
NET SALES 02/13-04/13 02/12-04/12 11/12-04/1 11/11-04/12
3
(EUR 1,000)
Digital Printing Services 13,393 8,879 24,323 17,203
Safety 7,781 7,326 15,368 14,652
Takoma 5,762 7,478 11,278 15,177
Value-added Logistics 7,170 4,105 14,246 8,545
Ceiling Materials 3,004 0 5,979 0
Spare Parts for Motor 2,466 2,467 4,958 4,915
Vehicles
Fittings 3,146 2,723 6,142 5,437
Heat Treatment 1,244 1,925 2,311 3,878
Carpentry Industry 1,557 1,584 2,982 2,996
Supports 792 960 1,636 1,907
Fasteners 680 735 1,296 1,414
Other 17 16 42 32
Eliminations -66 -183 -212 -410
Group in total 46,946 38,017 90,348 75,747
EBIT
(EUR 1,000)
Digital Printing Services 1,673 1,442 2,705 2,597
Safety 359 352 201 633
Takoma -938 -1,044 -1,956 -1,582
Value-added Logistics 278 119 365 278
Ceiling Materials 92 0 339 0
Spare Parts for Motor 126 192 284 371
Vehicles
Fittings -164 164 -380 270
Heat Treatment -328 223 -621 636
Carpentry Industry 248 373 436 569
Supports 39 2 17 133
Fasteners -45 -93 -87 -161
Other -600 -599 -1 217 -1,397
Group in total 739 1,132 85 2,348
SEGMENT INFORMATION BY QUARTER
NETSALES (MEUR) 2Q/13 1Q/13 4Q/12 3Q/12 2Q/12 1Q/12 4Q/11
Digital Printing Services 13.4 10.9 9.5 8.3 8.9 8.3 8.5
Safety 7.8 7.6 8.0 6.4 7.3 7.3 7.0
Takoma 5.8 5.5 7.0 6.7 7.5 7.7 7.4
Value-added Logistics 7.2 7.1 7.2 7.5 4.1 4.4 4.0
Ceiling Materials 3.0 3.0
Spare Parts for Motor Vehicles 2.5 2.5 2.9 2.6 2.5 2.4 2.8
Fittings 3.1 3.0 2.5 2.3 2.7 2.7 3.0
Heat Treatment 1.2 1.1 1.8 1.8 1.9 2.0 2.7
Carpentry Industry 1.6 1.4 1.6 1.5 1.6 1.4 1.3
Supports 0.8 0.8 1.0 1.1 1.0 0.9 1.2
Fasteners 0.7 0.6 0.7 0.7 0.7 0.7 0.8
Other 0.0 0.0 0.0 0.0 0.0 0.0 0.0
Eliminations -0.1 -0.1 -0.1 0.0 -0.2 -0.1 -0.1
Group in total 46.9 43.4 42.1 38.9 38.0 37.7 38.6
EBIT (MEUR) 2Q/13 1Q/13 4Q/12 3Q/12 2Q/12 1Q/12 4Q/11
Digital Printing Services 1.7 1.0 1.9 1.0 1.4 1.1 1.3
Safety 0.4 -0.2 0.5 0.0 0.4 0.3 0.3
Takoma -0.9 -1.0 -2.9 -0.5 -1.0 -0.5 -0.6
Value-added Logistics 0.3 0.1 0.6 0.5 0.1 0.1 0.3
Ceiling Materials 0.1 0.2
Spare Parts for Motor Vehicles 0.1 0.2 0.5 0.3 0.2 0.2 0.4
Fittings -0.2 -0.2 0.1 0.0 0.2 0.1 0.0
Heat Treatment -0.3 -0.3 0.2 0.2 0.2 0.4 0.7
Carpentry Industry 0.2 0.2 0.4 0.4 0.4 0.2 0.1
Supports 0.0 0.0 0.0 0.2 0.0 0.1 0.2
Fasteners 0.0 0.0 -0.1 0.0 -0.1 -0.1 -0.1
Other -0.6 -0.6 -0.8 -0.4 -0.6 -0.7 -0.6
Group in total 0.7 -0.7 0.3 1.6 1.1 1.2 2.0
Panostaja is an investment company developing Finnish SMEs in the role of an
active majority shareholder. The company aims to be the most sought-after
partner for business owners selling their companies as well as for the best
managers and investors. Together with its partners, Panostaja increases the
Group's shareholder value and creates Finnish success stories.
At present, Panostaja has 11 segments engaging in business operations. Flexim
Security Oy (Safety) is a specialist in security technology and services,
locking, door automation and access control products and solutions. Heatmasters
Group (Heat Treatment) offers thermal treatment services of metals in Finland
and internationally, and produces, develops and markets heat treatment
technology. KL-Varaosat (Spare Parts for Motor Vehicles) is an importer,
wholesale dealer and retailer of original spare parts and supplies for Mercedes
Benz and BMW cars. Kopijyvä Oy & DMP-Digital Media Partners Oy (Digital
Printing Services) form Finland's largest company offering digital printing
services and publication and production services. Suomen Helakeskus Oy
(Fittings) is a major wholesaler of construction and furniture fittings in
Finland. Suomen Kiinnikekeskus Oy (Fasteners) is a supply shop in the fastener
field. Matti-Ovi Oy (Carpentry Industry) manufactures and markets, as its main
product, solid wood interior doors. Selog Oy (Ceiling Materials) is a specialty
supplier and wholesaler of ceiling materials. Takoma Oyj (Takoma) is a listed
shop group with an entrepreneur-driven business model. Toimex Oy (Supports)
works in the HEPAC field, manufacturing and selling supports. Vindea Oy
(Value-added Logistics) is an enterprise specialized in value-added logistics
services for the Finnish metal industry.
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