2012-02-09 14:30:28 CET
2012-02-09 14:31:37 CET
REGULATED INFORMATION
Glaston Oyj Abp - Financial Statement Release
Glaston Corporation Financial Statement Release 1 January – 31 December 2011
Helsinki, Finland, 2012-02-09 14:30 CET (GLOBE NEWSWIRE) -- GLASTON CORPORATION
Financial Statement Bulletin 9 February 2012 15.30
Glaston Corporation Financial Statement Release 1 January - 31 December
2011
- Orders received in January-December totalled EUR 141.3 (147.7) million.
Orders received in the fourth quarter totalled EUR 39.7 (40.1) million.
- The order book on 31 December 2011 was EUR 37.6 (41.5) million.
- Consolidated net sales totalled EUR 142.7 (149.4) million. Final quarter net
sales were EUR 39.3 (37.7) million.
- EBITDA was EUR 7.0 (-10.4) million, i.e. 4.9 (-6.9)% of net sales.
- The operating result was a loss of EUR 1.1 (24.9 loss) million, i.e. -0.8
(-16.7)% of net sales. The final quarter operating result was EUR 1.1 (17.6
loss) million.
-The operating result, excluding non-recurring items, was a loss of EUR 1.4
(11.3 loss) million, i.e. -1.0 (-7.5)% of net sales. The final quarter
operating result, excluding non-recurring items, was EUR 0.9 (3.9 loss).
- Return on capital employed (ROCE) was 0.3 (-19.0)%
- Earnings per share in January-December were EUR -0.14 (-0.39) and
fourth-quarter earnings per share were EUR -0.01 (-0.23).
- The Board of Directors proposes to the Annual General Meeting that no
dividend be distributed.
- Glaston expects that 2012 net sales will be at least at the 2011 level and
that the operating result will be positive.
President & CEO Arto Metsänen:
“In 2011 Glaston's operating environment and market situation remained
challenging. At the beginning of the year there were signs of growth, but in
the second half the problems of the world economy were reflected in our
customers' willingness to invest and led to the postponement of larger
investment decisions.
In 2011 Glaston's market did not grow and our net sales fell slightly short of
the previous year's figure. Despite this, we still managed to improve our
profitability significantly. All segments improved their result compared with
the previous year. The biggest improvement came in the Machines segment. I
would like to thank everyone in the organisation for their valuable
contribution.
Continuous product development is extremely important to Glaston. Despite the
recession, we have continued to invest strongly in research and development in
order to maintain competitiveness. Last year, research and development spending
totalled EUR 8.1 million, i.e. 5,7% of net sales. During the year we launched a
number of new products covering the whole life cycle of glass processing.
I look towards 2012 with confidence. We are bringing our operational efficiency
measures to completion. We have purposefully developed our operations and
through active product development we are able to offer a comprehensive range
of up-to-date products and services. These measures create a foundation for
growing our business.”
Markets
The cautiously positive development of the glass processing market in the early
part of 2011 slowed in the second half of the year. The poorer economic outlook
and market uncertainty in the latter part of the year were reflected in
customers' willingness to invest, increasing their caution with respect to new
machine investments in particular.
Glaston's market situation was challenging in 2011, despite the positive
development of some market areas. The South American market developed
positively throughout the year. In Western Europe, demand remained weak, while
in Eastern Europe the glass processing machine market picked up at the end of
the year. In Asia, the levelling off of the market that began in the second
quarter continued in the second half of the year. In North America, demand for
machines remained weak.
Machines
Besides a few country-specific exceptions, 2011 was challenging for the
Machines segment. In the EMEA area, demand was low throughout the year, which
particularly affected the number of new orders for heat treatment machines. An
exception was Eastern Europe, where demand showed signs of recovery in the
second half of the year. Demand for pre-processing machines picked up in the
latter part of the year, particularly in Russia.
Uncertain economic development impacted the development of the North American
market, and demand was modest throughout the year. The South American market
developed positively. In the Asian market, demand grew at the start of 2011,
but owing to uncertainty in the world economy, demand levelled off in the
second half of the year.
In 2011 the Machines segment's investments in product development continued,
and during the year a number of new products were launched. The new Solar Line
concept, the market's first integrated production line for tempering, edging
and washing of solar panel glass, was presented at the China Glass Fair, held
in Shanghai in May. In autumn 2011, at the Vitrum Fair in Italy, Glaston
launched Glaston Bavelloni straight line edging machine Hiyon™ and double
edging machine Xtraedge™ and introduced the GlastonToolEx™ service for
material management for diamond and polishing tools.
During 2011 the profitability of the segment was improved by enhancing the
operations of the global procurement organisation. The restructuring of the
segment was completed in July when the previously separate pre-processing and
heat treatment factories in Brazil were combined into a single manufacturing
facility. Measures to adjust production capacity to correspond with demand
continued in Finland and Italy. At the end of 2011, the segment had 541 (577)
employees.
Orders received in the Machines segment totalled EUR 89.2 (96.2) million in
2011. In January-December, net sales totalled EUR 90.0 (95.0) million. The
January-December operating result was a loss of EUR 1.7 (20.4 loss) million,
and the operating result excluding non-recurring items was a loss of EUR 1.9
(8.5 loss) million.
Orders received in the Machines segment totalled EUR 26.9 (26.8) million in
October-December. October-December net sales were EUR 26.2 (23.6) million and
the operating result was EUR 1.7 (14.7 loss) million. The operating result,
excluding non-recurring items, was EUR 1.5 (2.7 loss) million.
Services
In 2011 the Services segment market developed positively. Demand was good,
despite a challenging market situation. Demand was directed particularly at
upgrade products and spare parts. Compared with the previous year, the Services
segment grew in Asia, South America and North America.
Customers showed particular interest in products that raise capacity and
improve quality. The Vortex Pro convection control system, which improves
production line capacity and glass quality, was very well received in the North
American market during the year. At the Vitrum Fair, Glaston introduced the
GlastOnline™ spare parts web shop as well as the Warranty5 reliability
programme for new flat tempering machines.
Orders received in the Services segment totalled EUR 31.3 (29.8) million in
2011. In January-December, net sales totalled EUR 31.1 (32.0) million.
Operational profitability improved further due to a higher invoicing rate for
maintenance work, growing sales of upgrade products and spare parts, as well as
faster spare parts deliveries. During the year, no significant changes took
place in the segment's worldwide maintenance service network and number of
service locations. At the end of 2011, the segment had 117 (149) employees. The
January-December operating result was EUR 5.7 (1.1) million, and the operating
result excluding non-recurring items was EUR 5.6 (3.3) million.
Orders received in the Services segment totalled EUR 8.0 (8.0) million in the
final quarter of 2011. October-December net sales were EUR 7.9 (8.8) million
and the operating result was EUR 0.9 (1.0 loss) million. The operating result,
excluding non-recurring items, was EUR 0.9 (1.2) million.
Software Solutions
In 2011 the Software Solutions segment's most significant market areas were
Central, Western and Northern Europe, North America and Japan. Sales of
maintenance contracts developed positively during the year. Demand for
production control and monitoring systems was also good.
At the beginning of the year, the Software Solutions segment launched the new
window and glass industry applications CantorCockpit and Cockpit 2000, which
have been developed for the iPhone and are available to registered Albat+Wirsam
(A+W) customers in the Apple Store. With the aid of the applications, users can
receive key business information directly to their phones.
The segment presented a new barcode reader solution at the Vitrum Fair in the
autumn. The Dragonfly enterprise resource planning system, which enables better
usability of glass processing machines as well as more efficient production
scheduling, was presented to medium-sized glass processors.
During 2011, the Software Solutions segment restructured product development
and the sales organization, and continued intensive measures to improve
profitability. Orders received in the Software Solutions segment totalled EUR
20.9 (21.7) million in 2011. In January-December, net sales totalled EUR 23.1
(23.9) million. At the end of 2011, the segment had 200 (214) employees. The
January-December operating result was EUR 1.8 (1.5) million, and the operating
result excluding non-recurring items was EUR 1.7 (1.1) million.
In the final quarter of 2011 orders received in the Software Solutions segment
totalled EUR 4.8 (5.3). October-December net sales were EUR 5.6 (5.8) million
and the operating result was EUR 0.8 (0.1) million. The operating result,
excluding non-recurring items, was EUR 0.8 (0.3 loss) million.
Orders received and order book
Glaston's orders received during the financial year totalled EUR 141.3 (147.7)
million. Of orders received, the Machines segment accounted for 63%, the
Services segment 22% and the Software Solutions segment 15%.
Orders received during the final quarter of the year totalled EUR 39.7 (40.1)
million.
Glaston's order book on 31 December 2011 was EUR 37.6 (41.5) million. Of the
order book, the Machines segment accounted for EUR 34.6 (37.4) million, the
Services segment EUR 1.2 (1.2) million and Software Solutions segment EUR 1.8
(2.9) million.
Order book, EUR million 31.12.2011 31.12.2010 Change, %
----------------------------------------------------------
Machines 34.6 37.4 -7.5
----------------------------------------------------------
Services 1.2 1.2 0.0
----------------------------------------------------------
Software Solutions 1.8 2.9 -37.9
----------------------------------------------------------
Total 37.6 41.5 -9.4
----------------------------------------------------------
Net sales and operating result
Glaston's net sales in January-December totalled EUR 142.7 (149.4) million. Net
sales development was impacted by the instability of the glass processing
market. As the economic outlook deteriorated, customers' became significantly
more cautious about new investments, which was reflected most strongly in sales
of heat treatment machines.
Final quarter net sales were EUR 39.3 (37.7) million and were distributed
across the business segments as follows: Machines EUR 26.2 (23.6) million,
Services EUR 7.9 (8.8) million and Software Solutions EUR 5.6 (5.8) million.
The Machines segment's net sales in the review period were EUR 90.0 (95.0)
million, the Services segment's net sales EUR 31.1 (32.0) million and the
Software Solutions segment's net sales EUR 23.1 (23.9) million.
Net sales, EUR million 2011 2010
--------------------------------------
Machines 90.0 95.0
--------------------------------------
Services 31.1 32.0
--------------------------------------
Software Solutions 23.1 23.9
--------------------------------------
Other and internal sales -1.6 -1.5
--------------------------------------
Total 142.7 149.4
--------------------------------------
The operating result was a loss of EUR 1.1 (24.9 loss) million, i.e. -0.8
(-16.7)% of net sales. The operating result, excluding non-recurring items, was
a loss of EUR 1.4 (11.3 loss) million, i.e. -1.0 (-7.5)% of net sales. The
final quarter operating result was EUR 1.1 (17.6 loss) and excluding
non-recurring items was EUR 0.9 (3.9 loss) million.
Although the operating result was a loss, there was a significant improvement
from the previous year. All segments improved their result compared with the
previous year. The biggest improvement came in the Machines segment.
The Machines segment's operating result, excluding non-recurring items, was a
loss of EUR 1.9 (8.5 loss) million in January-December and a profit of EUR 1.5
(2.7 loss) million in the final quarter. The Services segment's operating
result, excluding non-recurring items, was EUR 5.6 (3.3) million and in the
final quarter EUR 0.9 (1.2) million. The Software Solutions segment's operating
result, excluding non-recurring items, was EUR 1.7 (1.1) million in
January-December and EUR 0.8 (0.3 loss) million in the final quarter.
Operating result, EUR million 1-12/2011 1-12/2010
---------------------------------------------------------------------
Machines -1.9 -8.5
---------------------------------------------------------------------
Services 5.6 3.3
---------------------------------------------------------------------
Software Solutions 1.7 1.1
---------------------------------------------------------------------
Other and eliminations -6.8 -7.1
---------------------------------------------------------------------
Total -1.4 -11.3
---------------------------------------------------------------------
Non-recurring items 0.3 -13.7
---------------------------------------------------------------------
Operating result, including non-recurring items -1.1 -24.9
---------------------------------------------------------------------
The result for the review period was a loss of EUR 14.4 (32.0 loss) million and
in the final quarter a loss of EUR 1.2 (18.8 loss) million. In
January-December, the return on capital employed (ROCE) was 0.3 (-19.0)%.
Earnings per share were EUR -0.14 (-0.39) and fourth-quarter earnings per share
were EUR -0.01 (-0.23).
Financial position, cash flow and financing
At the end of the review period, the consolidated asset total was EUR 187.2
(194.9) million. The equity attributable to the owners of the parent was EUR
52.8 (39.1) million, i.e. EUR 0.50 (0.48) per share. The equity ratio on 31
December 2011 was 31.1 (22.1)%.
Return on equity in January-December was -31.2 (-58.7)%.
Cash flow from operating activities, before the change in working capital, was
EUR -7.7 (-13.7) million in the review period. Cash flow from operating
activities was positively influenced by the improved result, while paid
interests and other financial expenses as well as income taxes grew from the
previous year and had a weakening impact. The change in working capital was EUR
12.2 (2.7) million. Cash flow from investments was EUR -5.5 (-3.5) million.
Cash flow from financing activities in January-December was EUR 3.8 (11.9)
million.
In February 2011, Glaston arranged a financing package of around EUR 84 million
whereby the company's short-term funding was converted to long-term, financial
flexibility was improved and equity strengthened.
Around EUR 74 million of the funding is a syndicated loan, which has a maturity
of three years. The funding agreement includes typical funding covenants.
According to the funding agreement, the payment of a dividend is conditional on
a net financial debt to EBITDA ratio of less than 2.75. These restrictions do
not apply to statutory dividends.
In addition, Glaston issued new shares valued at approximately EUR 6 million
and also a EUR 4.0 million debenture loan with a maturity of three years.
In 2011 convertible bonds to the value of EUR 21,250,000 were converted into
shares, at which time 16,346,135 new shares were issued. In addition, as
additional compensation to those who converted their convertible bonds into
shares, a total of 3,092,501 shares were issued in a directed share issued
without payment. Of the convertible bond issued in June 2009, approximately EUR
8,750,000 remains after the 2011 conversions. In accordance with the IAS 32
standard, a financial expense item of around EUR 3.4 million was recognised in
the profit or loss statement for the additional consideration given in
connection with the conversion of the convertible bond. The expense, however,
had no effect on Glaston's equity or cash flow.
The converted amount of the convertible bond, as with the share issue, was
recognized fully in the reserve for invested unrestricted equity.
The Group's liquid funds at the end of the review period totalled EUR 18.6
(15.7) million. Interest-bearing net debt totalled EUR 49.7 (74.6) million and
net gearing was 93.5 (189.0)%.
Adjustment measures
In 2011, the operational development priorities were a clear improvement in
business profitability and the completion of adjustment measures.
Measures to adjust production capacity to correspond with demand continued
throughout the year in Italy and Finland. In Italy, negotiations to cut around
40 jobs were completed during the first quarter of 2011. In the summer, the
restructuring of the Pre-processing product line was completed when the Heat
Treatment and Pre-processing production functions in Brazil were transferred to
the same factory. In Finland, a programme to enhance the operational efficiency
and improve the profitability of the Heat Treatment product line was launched
in the autumn. During the year, lay-offs continued in Italy and Finland.
During the second half of the year, extensive measures were launched in the
Software Solutions segment to boost operational efficiency and improve
profitability. The measures were directed mainly at product development and
sales organization. Substantial lay-offs were under way in the segment during
the final quarter.
Research and product development
Glaston's research and product development expenditure in 2011 totalled EUR 8.1
(9.6) million, i.e. 5.7 (6.4)% of net sales. In product development, the main
focus of attention was on bringing new products to the market, expanding the
product portfolio and further development of the company's main products.
During the year, a number of new products were launched: a new series of
Glaston Bavelloni Hiyon™ straight edging machines and XtraEdge™ double-edging
machines as well as the GlastonOnline™ web shop, which in the first stage
offers more than 1,000 spare parts for Tamglass™ and Uniglass™ machines. In
addition, Glaston introduced for new heat treatment machines the five-year
Warranty5 reliability programme and the new GlastonToolEx™ tool service concept
for diamond and grinding wheels. In software solutions, Glaston launched the
Albat+Wirsam barcode reader solution as well as an enterprise resource planning
system, directed at medium-sized glass processors, which facilitates better
usability of machines.
Capital expenditure, depreciation and amortisation
Glaston's gross capital expenditure totalled EUR 5.7 (4.6) million. The most
significant investments in 2011 were in product development.
During 2011 depreciation and amortisation on property, plant and equipment, and
intangible assets totalled EUR 7.9 (7.5) million. Impairment losses on tangible
and intangible assets totalled EUR 0.2 (7.0) million.
Changes in the company's management
Topi Saarenhovi, Senior Vice President, Machines and member of the Executive
Management Group, left Glaston on 1 February 2011. No new Senior Vice
President, Machines was appointed; the segment now reports directly to the
President & CEO.
Uwe Schmid was appointed Senior Vice President, Software Solutions and member
of the Executive Management Group on 8 April 2011. He assumed full business
responsibility for the Software Solutions segment as of 1 September 2011. In
connection with the appointment, the former Senior Vice President, Günter
Befort, became a Senior Advisor. Befort also continues as a member of the
Executive Management Group.
Personnel
During the year, measures to adjust personnel numbers to the market situation
continued. These were directed mainly at Europe (-109) and particularly at
Finland and Italy. In Asia, human resources were strengthened (+20). In the
Americas, there was no change in personnel numbers.
On 31 December 2011, Glaston had a total of 870 (957) employees. Of the Group's
employees, 17% worked in Finland and 40% elsewhere in the EMEA area, 28% in
Asia and 15% in the Americas. The average number of employees was 899 (1,028).
Group structural changes in 2011
In 2011 the following Group companies were liquidated: Glaston Estonia Oü in
Estonia, Glasto Holding B.V. and Glaston Netherlands B.V. in the Netherlands,
Glaston Spain S.L. in Spain and Glaston Belgium GmbH in Belgium.
At the beginning of 2011, Albat+Wirsam Software GmbH founded a branch in
Belgium. In July 2011, the shares of Glaston Germany GmbH were sold to
Albat+Wirsam Software GmbH. Tamglass Glass Processing Ltd. merged with Glaston
Finland Ltd. in December 2011.
Environment
Glaston aims to be as environmentally friendly as possible in its operations.
As a rule, Glaston's own production operations do not adversely affect the
environment. In product development, attention to energy efficiency is of key
importance in terms of both glass processing machines and end products.
The machines manufactured by Glaston have long lifetimes, and the entire life
cycle of each machine is taken into account in its design. Glass processing
machines are developed and manufactured to withstand constant use at high
production capacities. The new Tamglass FC500 tempering line consumes up to 40%
less energy than traditional technology products, because it utilises, among
other things, air recirculation in glass heating. Moreover, through the
insulation material used in machines, every effort is made to minimise heat
loss. The new Bavelloni Hiyon edging machine's GRIND&STOP function
automatically sets the machine to standby once the glass moves to the next
phase of processing and the edger is no longer required, resulting in
considerable energy savings. In pre-processing machines that use water for
cooling, Glaston has developed in cooperation with customers the machines'
recirculation and re-use of water.
The modernisation of machines with new technical features extends the life of
machines and reduces energy consumption in glass processing. Launched in 2011,
the Vortex Pro convection control system upgrade for Tamglass tempering
machines enables the production of modern energy glass while bringing energy
savings of 30% to the processing of glass.
Shares and share prices
On 25 February 2011, Glaston published a stock exchange release outlining the
company's new financial package. As part of the arrangement, Glaston's
convertible bond holders were offered the opportunity to convert their bond
holdings into the company's shares, and 6.8 million shares were issued in a
directed share issue. A total of 18,530,768 new shares were subscribed for in
the directed share issue and in the conversion of the convertible bonds into
shares. These new shares were entered in the Trade Register on 4 March 2011 and
became available for trading on the NASDAQ OMX Helsinki Stock Exchange on 7
March 2011. In addition, on 28 March 2011, the Board of Directors of Glaston
approved bond conversion undertakings totalling EUR 6.0 million, for which bond
holders received in the conversion a total of 4,615,367 Glaston shares. These
shares were entered in the Trade Register on 4 April 2011 and became available
for trading on the NASDAQ OMX Helsinki Stock Exchange on 5 April 2011.
The Board of Directors of Glaston Corporation decided on 28 April 2011 to
implement a directed share issue without payment on the basis of the
authorisation granted to it by the Annual General Meeting on 5 April 2011. In
the share issue, a total of 3,092,501 new company shares were issued without
payment to those investors who had converted into company shares the
convertible bonds issued by the company on 16 June 2009 and 18 February 2010.
The new shares were entered into the Trade Register on 6 May 2011 and became
available for public trading on the NASDAQ OMX Helsinki Stock Exchange on 9 May
2011.
Glaston Corporation's paid and registered share capital on 31 December 2011 was
EUR 12.7 million and the number of issued and registered shares totalled
105,588,636. The company has one series of share. At the end of the year, the
company held 788,582 of the company's own shares (treasury shares),
corresponding to 0.75% of the total number of issued and registered shares and
votes. The counter book value of treasury shares is EUR 94,819.
Every share that the company does not hold itself entitles its owner to one
vote at the Annual General Meeting. The share has no nominal value. The counter
book value of each share is EUR 0.12.
During 2011, a total of 8,446,549 of the company's shares were traded,
representing 8.5% of the average number of shares. The lowest price paid for a
share was EUR 0.40 (in 2010: EUR 0.80) and the highest price EUR 1.27 (1.65).
The volume-weighted average price of shares traded in January-December was EUR
0.84 (1.17). The closing price on 31 December 2011 was EUR 0.45 (1.13).
On 31 December 2011, the market capitalisation of the company's shares,
treasury shares excluded, was EUR 47.2 (88.8) million. The equity per share
attributable to owners of the parent was EUR 0.50 (0.48).
Disclosures under Chapter 2, Section 9 of the Securities Markets Act
During 2011, Glaston was informed of the following changes in ownership: on 25
February 2011, Glaston was informed that Finnish Industry Investment Ltd. and
Varma Mutual Pension Insurance Company had subscribed for shares in Glaston's
directed share offering and had converted their Glaston convertible bond
holdings into the company's shares. Finnish Industry Investment Ltd.'s
ownership rose to 8.32% of Glaston's total shares and votes and Varma Mutual
Pension Insurance Company's ownership to 8.31%.
On 29 March 2011, Glaston was informed that the holdings of both Oy
G.W.Sohlberg Ab and GWS Trade Oy in Glaston Corporation had fallen below 15% as
part of the convertible bond conversion relating to Glaston's financing
arrangements. Oy G.W.Sohlberg Ab's ownership fell to 12.51% of Glaston's total
shares and votes and GWS Trade Oy's ownership to 13.12%.
On 29 April 2011, Glaston was informed that the holding in Glaston Corporation
of Oy G.W. Sohlberg Ab and its controlled undertaking (GWS Trade Oy) had fallen
below 25% as part of the directed share issue without payment relating the
financing arrangements described in Glaston's stock exchange release of 28
April 2011. Oy G.W. Sohlberg Ab's ownership fell to 12.14% and GWS Trade Oy's
ownership fell to 12.73%.
Shareholders
Glaston Corporation's largest shareholders on 31 December 2011, the
distribution of ownership by shareholder group on 31 December 2011, and the
distribution of share ownership by number of shares are presented in Note 4 of
the consolidated financial statements. Information on the Glaston Corporation
shares owned by Members of the Board of Directors and the President & CEO is
presented in Note 30 of the consolidated financial statements.
Glaston Corporation is unaware of any shareholder agreements or arrangements
relating to share ownership or the exercise of votes. Glaston's largest
shareholders Oy G.W.Sohlberg Ab and GWS Trade Oy have separately undertaken not
to claim minority dividends as prescribed in Chapter 13 Section 7 of the
Finnish Companies Act.
Share-based incentive plans
On 9 June 2010, Glaston's Board of Directors decided on a share-based incentive
scheme for the Group's key personnel. The scheme had one performance period
covering 2010 and 2011, with the vesting condition being the development of the
Group's operating result. The scheme did not vest, as the vesting condition was
not fulfilled.
On 12 December 2011, Glaston's Board of Directors decided on a new share-based
incentive scheme for the Group's key personnel. The share bonus scheme has
three performance periods, namely the calendar years 2012, 2013 and 2014. The
company's Board of Directors will decide on the scheme's vesting conditions and
the targets set for them at the beginning of each performance period. The
possible bonus of the scheme for performance period 2012 will be based on the
Glaston Group's operating result (EBIT) and net profit. The share bonus
scheme's target group includes around 25 people. The bonuses payable on the
basis of the scheme will correspond during three years to a maximum of 4.8
million Glaston Corporation shares.
In addition to the above-mentioned incentive scheme, the President & CEO of
Glaston Corporation has a separate share bonus arrangement, on the basis of
which he was awarded a total of 50,000 Glaston Corporation shares on 3
September 2010.
Decisions of the Annual General Meeting
The Annual General Meeting of Glaston Corporation was held in Helsinki on 5
April 2011. The Annual General Meeting approved the financial statements and
consolidated financial statements for 2010 and released the President & CEO and
the Members of Board of Directors and from liability for the financial year 1
January-31 December 2010. The Annual General Meeting approved the proposal of the Board of Directors that
no dividend be distributed for the financial year ending 31 December 2010.
The Annual General Meeting confirmed the re-election of the following Members
of the Board of Directors for a year-long term of office: Claus von Bonsdorff,
Carl-Johan Rosenbröijer, Teuvo Salminen, Christer Sumelius and Andreas
Tallberg. A new member, Pekka Vauramo, was also elected. Klaus Cawén and Jan
Lång stood down from the Board of Directors.
The Annual General Meeting decided to maintain the Chairman of the Board's
annual remuneration at EUR 40,000 and the Deputy Chairman's annual remuneration
at EUR 30,000. It was also decided to maintain the remuneration of the other
Members of the Board at EUR 20,000 euros per year.
The Annual General Meeting elected as auditor Public Accountants Ernst & Young
Oy, with Harri Pärssinen, APA, as the responsible auditor.
The Annual General Meeting approved an amendment to Article 1 of the Articles
of Association so that the domicile of the company shall be Helsinki.
At its organising meeting on 5 April 2011, Glaston's Board of Directors elected
Andreas Tallberg to continue as the Chairman of the Board and Christer Sumelius
to continue as the Deputy Chairman of the Board.
Authorisations given by the Annual General Meeting
The Annual General Meeting authorised the Board of Directors to decide on the
issuance of new shares and/or the conveyance of the own shares held by the
company. By virtue of the authorisation, the Board of Directors is entitled to
decide on the issuance of a maximum of 20,000,000 new shares and on the
conveyance of a maximum of 20,000,000 own shares held by the company. However,
the total number of shares to be issued and/or conveyed may not exceed
20,000,000 shares.
The new shares may be issued and own shares held by the company may be conveyed
either against payment or without payment.
The new shares may be issued and/or own shares held by the company conveyed to
the company's shareholders in proportion to their existing shareholdings in the
company, or by means of a directed share issue, in derogation of the
pre-emptive subscription right of the shareholders, if there is a weighty
reason for the company to do so, such as the shares are to be used to improve
the capital structure of the company or as consideration in future acquisitions
or other arrangements that are part of the company's business or as part of the
company's or its subsidiaries' incentive schemes.
Shares may be issued or conveyed without payment in derogation of the
pre-emptive subscription right of shareholders only if there is an especially
weighty financial reason for the company to do so, taking the interests of all
shareholders into account.
The Board of Directors may decide on a share issue without payment also to the
company itself. A decision regarding a share issue to the company itself cannot
be made such that the total number of shares held jointly by the company or its
subsidiaries would exceed one tenth of all shares of the company.
The subscription price of new shares issued and the consideration paid for the
conveyance of the company's own shares shall be credited to the reserve for
invested unrestricted equity.
By virtue of the share issue authorisation, the Board of Directors shall decide
on other matters relating to the issuance and conveyance of shares. The share
issue authorisation is valid until the end of the 2013 Annual General Meeting.
The Board of Directors decided on 28 April 2011 to implement a directed share
issue without payment. In the share issue, a total of 3,092,501 new company
shares were issued without payment. At the end of 2011, the Board of Directors
still had an authorisation to issue 16,907,499 shares. The Board of Directors
has no other authorisations.
Events after the review period
On 5 January 2012, Glaston announced that it had signed an undertaking on the
sale and leaseback of its factory property complex located at Vehmainen in
Tampere, Finland. Glaston believes that the transaction will be completed
during the first half of 2012. The property complex will be presented in
Glaston's balance sheet as held for sale asset when all conditions under IFRS 5
are fulfilled.
Risk and risk management
Glaston operates globally and changes in the development of the world economy
directly affect the Group's operations and risks. A strategic risk for Glaston
is above all the possible arrival of a competing machine technology on the
market, which would require Glaston to make considerable product development
investments. Moreover, loss of the Group's market shares, particularly in the
most strongly emerging markets (Asia, South America) is a strategic risk.
Glaston's most significant operational risks include management of large
customer projects, the availability and price development of components,
management of the subcontractor network, and the availability and permanence of
personnel. Glaston is developing its information systems and despite careful
planning, temporary disruptions to operations might be associated with the
introduction stages.
Connected with operations are financial risks, such as foreign exchange,
interest rate, financing, counterparty, credit loss and liquidity risks. The
nature of international business means that Glaston has risks arising from
fluctuations in foreign exchange rates. Changes in interest rates represent an
interest rate risk. Credit and counterparty risk arises from risk associated
with the payment period granted to customers. The liquidity risk is the risk
that the company's negotiated credit facilities are insufficient to cover the
financial needs of the business.
The Group's loan agreements include terms and other commitments which are
linked to consolidated key figures. If the covenant terms are not fulfilled,
negotiations with the lenders will be initiated. These negotiations may lead to
notice of termination of financial agreements. The covenants in use are
interest cover, net debt /EBITDA, cash and gross capital expenditure. The
covenants are monitored partly quarterly and partly monthly. In the end of the
fourth quarter Glaston renegotiated some of the loan covenants with lenders.
Uncertainties and risks in the near future
Economic uncertainty increased in the second half of 2011. Slower economic
growth may lead to the postponement of orders and changes in machine delivery
schedules. The uncertain market outlook will also affect customers' investment
opportunities.
The underlying nature of the sector is expected to remain unchanged, so
development in the coming years is expected to be positive. If the recovery of
the sector is delayed or slows, this will have a negative effect on Glaston's
result. The shift of the geographical focus of activity to areas of higher
economic growth will, however, dampen the economic effects of a possibly slower
recovery in Western Europe and North America, despite a levelling off of the
Asian market.
Due to market uncertainty, it is possible that Glaston's recoverable amounts
will be insufficient to cover the carrying amounts of assets, particularly
goodwill. If this happens, it will be necessary to recognise an impairment
loss, which, when implemented, will weaken the result and equity.
General business risks and risk management are outlined in more detail in
Glaston's 2011 Annual Report and on the company's website www.glaston.net.
Outlook
Glaston's market will remain challenging in 2012. Economic uncertainty will
continue to impact customers' investment decisions, with orders for heat
treatment machines being particularly affected.
Growth in the Asia market is expected to level off. In North America and the
EMEA area, the market will also continue to be challenging. We believe that the
positive development of the South American market will continue.
The cornerstones of Glaston's operations remain the architectural glass segment
and the solar energy market. In the longer term, prospects for the solar energy
segment are good.
We will purposefully continue our investments in those areas which do not
require significant investments from our customers, namely maintenance services
and tools. We expect the good development of the service market to be sustained
in 2012.
Glaston expects that 2012 net sales will be at least at the 2011 level and that
the operating result will be positive.
Board of Directors' proposal on the distribution of profits
The distributable funds of Glaston Corporation, the parent of Glaston Group,
total EUR 37,007,425, of which the loss for the review period is EUR
-33,093,461. Of the distributable funds, funds available for dividend
distribution total EUR 10,202,178.
The Board of Directors proposes to the Annual General Meeting that no dividend
be distributed from the result for the year nor from retained earnings. EUR
37,007,425 will be left in distributable funds.
Helsinki, 9 February 2012
Glaston Corporation
Board of Directors
For further information, please contact:
CEO & President Arto Metsänen, tel. +358 10 500 500
Chief Financial Officer Tapio Engström, tel. +358 10 500 6419
GLASTON CORPORATION
Agneta Selroos
Director, Communications and Marketing
Glaston Corporation
Glaston Corporation is an international glass technology company and a pioneer
in glass processing technology. Its product range and service network are the
widest in the industry. Glaston's notable brands are Bavelloni in
pre-processing machines and tools, Tamglass and Uniglass in safety glass
machines, and Albat+Wirsam in glass industry software. Glaston's share (GLA1V)
is listed on the NASDAQ OMX Helsinki Small Cap List.
Distribution: NASDAQ OMX, key media, www.glaston.net
GLASTON CORPORATION
CONDENSED FINANCIAL STATEMENTS AND NOTES 1 JANUARY - 31 DECEMBER 2011
These condensed financial statements are audited. Auditor's report has been
given on 9 February, 2012. Quarterly information and interim reports are not
audited.
As a result of rounding differences, the figures presented in the tables may
not add up to the total.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
EUR million 31.12.2011 31.12.2010
Assets
Non-current assets
Goodwill 52.6 52.6
Other intangible assets 18.2 18.8
Property, plant and equipment 18.7 19.5
Investments in joint ventures and associates 0.1 0.0
Available-for-sale assets 0.3 0.3
Loan receivables 4.4 4.5
Deferred tax assets 6.9 8.9
-------------------------------------------------------------------------------
Total non-current assets 101.2 104.6
Current assets
Inventories 25.2 27.9
Receivables
Trade and other receivables 40.8 43.1
Assets for current tax 1.3 0.8
-------------------------------------------------------------------------------
Total receivables 42.1 43.9
Cash equivalents 18.6 15.7
Assets held for sale - 2.8
Total current assets 86.0 90.3
-------------------------------------------------------------------------------
Total assets 187.2 194.9
===============================================================================
Equity and liabilities
Equity
Share capital 12.7 12.7
Share premium account 25.3 25.3
Other reserves 0.0 0.0
Reserve for invested unrestricted equity 26.8 0.1
Treasury shares -3.3 -3.3
Fair value reserve 0.0 0.0
Retained earnings and exchange differences 5.7 36.3
Net result attributable to owners of the parent -14.4 -31.9
-------------------------------------------------------------------------------
Equity attributable to owners of the parent 52.8 39.1
Non-controlling interest 0.3 0.3
-------------------------------------------------------------------------------
Total equity 53.2 39.5
-------------------------------------------------------------------------------
Non-current liabilities
Convertible bond 7.9 26.2
Non-current interest-bearing liabilities 37.7 0.0
Non-current interest-free liabilities and provisions 2.0 4.3
Deferred tax liabilities 3.6 4.7
-------------------------------------------------------------------------------
Total non-current liabilities 51.2 35.2
Current liabilities
Current interest-bearing liabilities 22.6 61.4
Current provisions 4.1 7.0
Trade and other payables 55.3 48.2
Liabilities for current tax 0.7 0.8
Liabilities related to non-current assets held for sale - 2.8
Total current liabilities 82.8 120.2
-------------------------------------------------------------------------------
Total liabilities 134.0 155.4
-------------------------------------------------------------------------------
Total equity and liabilities 187.2 194.9
===============================================================================
CONDENSED STATEMENT OF PROFIT OR LOSS
EUR million 10-12/ 10-12/ 1-12/ 1-12/
2011 2010 2011 2010
Net sales 39.3 37.7 142.7 149.4
Other operating income 0.2 0.4 0.9 0.9
Expenses -36.3 -47.0 -136.5 -160.3
Share of associates and joint ventures' result 0.0 0.0 0.0 -0.4
Depreciation, amortization and impairment -2.1 -8.6 -8.1 -14.5
--------------------------------------------------------------------------------
Operating result 1.1 -17.6 -1.1 -24.9
Financial items, net -0.9 -1.0 -10.8 -6.9
--------------------------------------------------------------------------------
Result before income taxes 0.2 -18.5 -11.8 -31.8
Income taxes -1.3 -0.2 -2.6 -0.2
--------------------------------------------------------------------------------
Profit / loss for the period -1.2 -18.8 -14.4 -32.0
--------------------------------------------------------------------------------
Attributable to:
Owners of the parent -1.2 -18.7 -14.4 -31.9
Non-controlling interest 0.0 0.0 0.0 0.0
Total -1.2 -18.8 -14.4 -32.0
================================================================================
Earnings per share, EUR, basic -0.01 -0.23 -0.14 -0.39
Earnings per share, EUR, diluted -0.01 -0.23 -0.14 -0.39
Operating result, as % of net sales 2.7 -46.7 -0.8 -16.7
Profit / loss for the period, as % of net sales -3.0 -49.8 -10.1 -21.4
Non-recurring items included in operating result 0.2 -13.7 0.3 -13.7
Operating result, non-recurring items excluded 0.9 -3.9 -1.4 -11.3
Operating result, non-recurring items excluded, 2.2 -10.5 -1.0 -7.5
as % of net sales
CONSOLIDATED STATEMENT OF COMPEREHENSIVE INCOME
10-12/ 10-12/ 1-12/ 1-12/
2011 2010 2011 2010
Profit / loss for the period -1.2 -18.8 -14.4 -32.0
Other comprehensive income
Total exchange differences on translating foreign 0.4 0.3 0.5 1.0
operations
Fair value changes of available-for-sale assets 0.0 0.0 0.0 0.0
Income tax on other comprehensive income 0.0 0.0 0.0 0.0
--------------------------------------------------------------------------------
Other comprehensive income for the reporting 0.4 0.3 0.5 1.0
period, net of tax
--------------------------------------------------------------------------------
Total comprehensive income for the reporting -0.8 -18.4 -14.0 -30.9
period
--------------------------------------------------------------------------------
Attributable to
Owners of the parent -0.8 -18.4 -14.0 -30.9
Non-controlling interest 0.0 0.0 0.0 0.0
Total comprehensive income for the reporting -0.8 -18.4 -14.0 -30.9
period
--------------------------------------------------------------------------------
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
EUR million 1-12/2011 1-12/2010
Cash flows from operating activities
Cash flow before change in net working capital -7.7 -13.7
Change in net working capital 12.2 2.7
---------------------------------------------------------------------------
Net cash flow from operating activities 4.4 -11.0
Cash flow from investing activities
Business combinations 0.0 0.0
Other purchases of non-current assets -5.7 -4.4
Investment in joint ventures - -0.2
Proceeds from sale of joint ventures - 0.4
Proceeds from sale of other non-current assets 0.2 0.7
---------------------------------------------------------------------------
Net cash flow from investing activities -5.5 -3.5
---------------------------------------------------------------------------
Cash flow before financing -1.1 -14.5
Cash flow from financing activities
Share issue and conversion of convertible bond, net 5.8 -
Increase in non-current liabilities 47.9 6.2
Decrease in non-current liabilities -3.4 -1.2
Changes in loan receivables (increase - / decrease +) 0.1 -0.1
Increase in short-term liabilities 34.9 50.1
Decrease in short-term liabilities -81.5 -44.5
Other financing 0.0 1.4
---------------------------------------------------------------------------
Net cash flow from financing activities 3.8 11.9
---------------------------------------------------------------------------
Effect of exchange rate changes 0.2 2.7
Net change in cash and cash equivalents 2.9 0.1
===========================================================================
Cash and cash equivalents at the beginning of period 15.7 15.6
Cash and cash equivalents at the end of period 18.6 15.7
---------------------------------------------------------------------------
Net change in cash and cash equivalents 2.9 0.1
===========================================================================
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
EUR million Share Share Other Reserve for Treasu Fair
capita premium reserv invested ry value
l account es unrestr. shares reserve
equity
-----------------------------------------------------------
Equity at 1 January, 12.7 25.3 0.0 0.2 -3.5 0.0
2010
--------------------------------------------------------------------------------
Total comprehensive - - 0.0 - - 0.0
income for the
period
Disposal of treasury - - - -0.1 0.2 -
shares
Tax effect of net - - - 0.0 - -
income recognized
directly in equity
Equity at 31 12.7 25.3 0.0 0.1 -3.3 0.0
December, 2010
================================================================================
EUR million Share Share Other Reserve for Treasu Fair
capita premium reserv invested ry value l account es unrestr. shares reserve
equity
-----------------------------------------------------------
Equity at 1 January, 12.7 25.3 0.0 0.1 -3.3 0.0
2011
--------------------------------------------------------------------------------
Total comprehensive - - 0.0 - - 0.0
income for the
period
Share issue - - - 5.9 - -
Conversion of - - - 20.8 - -
convertible bond
Equity at 31 12.7 25.3 0.0 26.8 -3.3 0.0
December, 2011
================================================================================
EUR million Retaine Exchan Equity Non-cont Total
d ge attrib.to r. equity
earning diff. owners of the interest
s parent
---------------------------------------------------
Equity at 1 January, 2010 35.6 -1.3 69.0 0.3 69.3
--------------------------------------------------------------------------------
Total comprehensive income -31.9 1.0 -30.9 0.0 -30.9
for the period
Reversal of unpaid dividends 0.0 - 0.0 - 0.0
Share-based incentive plan 0.2 - 0.3 - 0.3
Share-based incentive plan, -0.1 - 0.0 - 0.0
tax effect
Equity part of convertible 0.8 - 0.8 - 0.8
bond
Equity at 31 December, 2010 4.6 -0.3 39.1 0.3 39.5
================================================================================
EUR million Retaine Exchan Equity attrib. Non-cont Total
d ge to owners of r. equity
earning diff. the parent interest
s
---------------------------------------------------
Equity at 1 January, 2011 4.6 -0.3 39.1 0.3 39.5
--------------------------------------------------------------------------------
Total comprehensive income -14.0 0.0 -14.0 0.0 -14.0
for the period
Reversal of unpaid dividends 0.0 - 0.0 - 0.0
Share-based incentive plan -0.2 - -0.2 - -0.2
Share-based incentive plan, 0.1 - 0.1 - 0.1
tax effect
Share issue - - 5.9 - 5.9
Conversion of convertible -2.3 - 18.5 - 18.5
bond
Cost effect of the share 3.4 - 3.4 - 3.4
price compensation related
to convertible bond
conversion
Equity at 31 December, 2011 -8.4 -0.3 52.8 0.3 53.2
================================================================================
KEY RATIOS
31.12.2011 31.12.2010
EBITDA, as % of net sales (1 4.9 -6.9
Operating result (EBIT), as % of net sales -0.8 -16.7
Profit / loss for the period, as % of net sales -10.1 -21.4
Gross capital expenditure, EUR million 5.7 4.6
Gross capital expenditure, as % of net sales 4.0 3.1
Equity ratio, % 31.1 22.1
Gearing, % 128.5 228.6
Net gearing, % 93.5 189.0
Net interest-bearing debt, EUR million 49.7 74.6
Capital employed, end of period, EUR million 121.4 129.7
Return on equity, % -31.2 -58.7
Return on capital employed, % 0.3 -19.0
Number of personnel, average 899 1,028
Number of personnel, end of period 870 957
(1 EBITDA = Operating result + depreciation, amortization and impairment.
PER SHARE DATA
31.12. 31.12.
2011 2010
Number of registered shares, end of period, treasury shares 104,80 78,561
excluded (1,000) 0
Number of shares issued, end of period, adjusted with share 104,80 82,179
issue, treasury shares excluded (1,000) 0
Number of shares, average, adjusted with share issue, treasury 100,82 82,145
shares excluded (1,000) 6
Number of shares, dilution effect of the convertible bond taken 110,53 104,64
into account, average, adjusted with share issue, treasury 8 6
shares excluded (1,000) ('
EPS, basic, adjusted with share issue, EUR -0.14 -0.39
EPS, diluted, adjusted with share issue, EUR -0.14 -0.39
Adjusted equity attributable to owners of the parent per share, 0.50 0.48
EUR
Price per adjusted earnings per share (P/E) ratio -3.1 -2.9
Price per adjusted equity attributable to owners of the parent 0.89 2.37
per share
Market capitalization of registered shares, EUR million 47.2 88.8
Share turnover, % (number of shares traded, % of the average 8.5 19.6
registered number of shares)
Number of shares traded, (1,000) 8,447 15,419
Closing price of the share, EUR 0.45 1.13
Highest quoted price, EUR 1.27 1.65
Lowest quoted price, EUR 0.40 0.80
Volume-weighted average quoted price, EUR 0.84 1.17
DEFINITIONS OF KEY RATIOS
Financial ratios
EBITDA = Profit / loss before depreciation, amortization and impairment, share
of joint ventures' and associates' results included
Operating result (EBIT) = Profit / loss after depreciation, amortization and
impairment, share of joint ventures' and associates' results included
Operating result (EBIT) excluding non-recurring items = Profit / loss after
depreciation, amortization and impairment, share of joint ventures' and
associates' results included, non-recurring items excluded
Cash and cash equivalents = Cash + other financial assets
Net interest-bearing debt = Interest-bearing liabilities - cash and cash
equivalents
Financial expenses = Interest expenses of financial liabilities + fees of
financing arrangements + foreign currency differences of financial liabilities
Equity ratio, % = Equity (Equity attributable to owners of the parent +
non-controlling interest) x 100 / Total assets - advance payments received
Gearing, % = Interest-bearing liabilities x 100 / Equity (Equity attributable
to owners of the parent + non-controlling interest)
Net gearing, % = Net interest-bearing debt x 100 / Equity (Equity attributable
to owners of the parent + non-controlling interest)
Return on investments, % (ROCE) = Profit / loss before taxes + financial
expenses x 100 / Equity + interest-bearing liabilities (average of 1 January
and end of the reporting period)
Return on equity, % (ROE)= Profit / loss for the reporting period x 100 /
Equity (Equity attributable to owners of the parent + non-controlling
interest)(average of 1 January and end of the reporting period)
Non-recurring items = mainly items arising from restructuring and structural
changes. They can include expenses arising from personnel reduction, product
portfolio rationalization, changes in production structure and from reduction
of offices. Impairment loss of goodwill is also included in non-recurring
items. Non-recurring items are recognized in profit or loss in the income or
expense category where they belong by their nature and they are included in
operating result. In its key ratios Glaston presents also operating result
excluding non-recurring items. If a non-recurring expense is reversed for
example due to changes in circumstances, the reversal is also included in
non-recurring items. In addition, exceptionally large gains or losses from
disposals of property, plant and equipment and intangible assets as well as
capital gains or losses arising from group restructuring are included in
non-recurring items.
Per share data
Earnings per share (EPS) = Net result attributable to owners of the parent /
Adjusted average number of shares
Diluted earnings per share = Net result attributable to owners of the parent
adjusted with the result effect of the convertible bond / Adjusted average
number of shares, dilution effect of the convertible bond taken into account
Dividend per share = Dividends paid / Adjusted number of issued shares at end
of the period
Dividend payout ratio = Dividend per share x 100 /Earnings per share
Dividend yield = Dividend per share x 100 / Share price at end of the period
Equity attributable to owners of the parent per share = Equity attributable to
owners of the parent at end of the period / Adjusted number of shares at end of
the period
Average trading price = Shares traded (EUR)/ Shares traded (volume)
Price per earnings per share (P/E) = Share price at end of the period /
Earnings per share (EPS)
Price per equity attributable to owners of the parent per share = Share price
at end of the period / Equity attributable to owners of the parent per share
Share turnover = The proportion of number of shares traded during the period to
weighted average number of shares
Market capitalization = Number of shares at end of the period x share price at
end of the period
Number of shares at period end = Number of issued shares - treasury shares
ACCOUNTING POLICIES
The consolidated financial statements of Glaston Group are prepared in
accordance with International Financial Reporting Standards (IFRS), including
International Accounting Standards (IAS) and Interpretations issued by the
International Financial Reporting Interpretations Committee (SIC and IFRIC).
International Financial Reporting Standards are standards and their
interpretations adopted in accordance with the procedure laid down in
regulation (EC) No 1606/2002 of the European Parliament and of the Council. The
Notes to the Financial Statements are also in accordance with the Finnish
Accounting Act and Ordinance and the Finnish Companies' Act.
These condensed consolidated financial statements have been prepared in
accordance with International Financial Reporting Standard IAS 34 Interim
Reporting as approved by the European Union. They do not include all the
information required for full annual financial statements.
The accounting principles applied in these condensed consolidated financial
statements are the same as those applied by Glaston in its consolidated
financial statements as at and for the year ended 31 December, 2010, with the
exception of the following new or revised or amended standards and
interpretations which have been applied from 1 January, 2011:
- IAS 24 (revised) Related Party Disclosures
- Amendment to IAS 32 Financial Instruments: Presentation - Classification of
Rights Issues
- Amendment to IFRIC 14 IAS 19 Prepayments of a Minimum Funding Requirement
- IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments
In addition, Glaston has applied the annual Improvements to IFRSs issued in May
2010. These have affected mainly the disclosure information in Glaston's
consolidated financial statements.
Other new or amended standards or interpretations applicable from 1 January,
2011 are not material for Glaston Group.
Glaston will apply the following new or revised or amended standards and
interpretations from 1 January, 2012:
- Amendment to IFRS 7 Financial Instruments: Disclosures - Transfers of
Financial Assets
The amendment shall be applied for annual periods beginning on or after 1 July,
2011. The amendment increases the disclosure requirements of transfers and
derecognition of financial assets. The amendment does not have material effect
on Glaston's consolidated financial statements but it increases the disclosure
information in the consolidated financial statements.
Other new or amended standards or interpretations applicable from 1 January,
2012 are not material for Glaston Group.
Glaston will apply the following new or revised or amended standards and
interpretations from 1 January, 2013, if EU has approved them:
- IFRS 10 Consolidated Financial Statements
- IFRS 11 Joint Arrangements
- IFRS 12 Disclosure of Interests in Other Entities
- IFRS 13 Fair Value Measurements
- Amendment to IAS 1 Presentation of Financial Statements: Presentation of
Items of Other Comprehensive Income
- IAS 19 (revised) Employee Benefits
- IAS 27 (revised) Separate Financial Statements
- IAS 28 (revised) Investments in Associates and Joint Ventures
The revised and amended standard shall be applied for annual periods beginning
on or after 1 January, 2013, except that revised IAS 1 shall be applied for
annual periods beginning on or after 1 July, 2012.
IFRS 10 Consolidated Financial Statements standard changes the definition of
control in other entities. Control is the basis for including an entity in the
consolidated financial statements. The application of IFRS 10 does not affect
the consolidated financial statements of Glaston.
IFRS 12 Disclosure of Interests in Other Entities standard increases the
disclosure information of group companies in the consolidated financial
statements.
IFRS 13 Fair Value Measurements standard increases the disclosure information
in the consolidated financial statements but has otherwise no material effect
on Glaston's consolidated financial statements.
Amended to IAS 1 Presentation of Items of Other Comprehensive Income standard
changes the presentation of other comprehensive income in the consolidated
financial statements but has otherwise no effect on Glaston's consolidated
financial statements.
Revised IAS 19 Employee Benefits standard changes the recognition of actuarial
gains and losses. The corridor method is no longer allowed in recognizing
actuarial gains and losses but they are recognized in other comprehensive
income. Only current and past service costs as well as net interest on net
defined benefit liability can be recorded in profit or loss. Other changes in
net defined benefit liability are recognized in other comprehensive income with
not subsequent recycling to profit or loss. The revised IAS 19 standard is
applied retrospectively. As Glaston has no major defined benefit plans, the
revised standard does not have material impact on Glaston's profit or loss or
statement of financial position.
Other new or amended standards or interpretations applicable from 1 January,
2013 are not material for Glaston Group.
SEGMENT INFORMATION
The reportable segments of Glaston are Machines, Services and Software
Solutions. The reportable segments apply Glaston Group's accounting and
measurement principles. Glaston follows the same commercial terms in
transactions between segments as with third parties.
The reportable segments consist of operating segments, which have been
aggregated in accordance with the criteria of IFRS 8.12. Operating segments
have been aggregated, when the nature of the products and services is similar,
the nature of the production process is similar, as well as the type or class
of customers. Also the methods to distribute products or to provide services
are similar.
The reportable Machines segment consists of Glaston's operating segments
manufacturing glass processing machines and related tools. The Machines segment
includes manufacturing and sale of glass tempering, bending and laminating
machines sold under Tamglass and Uniglass brands, glass pre-processing machines
sold under the Bavelloni brand as well as manufacturing and sale of tools. The
sale of tools was transferred to Machines segment from Services segment during
the first quarter. Comparison information has been restated accordingly.
Services segment includes maintenance and service of glass processing machines,
machine upgrades and sale of spare parts.
Software Solutions segment's product offering, sold under the Albat+Wirsam
brand, covers enterprise resource planning systems for the glass industry,
software for window and door glass manufacturers, and software for glass
processor's integrated line solutions.
The unallocated operating result consists of head office operations of the
Group and unallocated share of joint venture's result.
Machines
EUR million 10-12/ 10-12/ 1-12/ 1-12/
2011 2010 2011 2010
--------------------------------------------------------------------------------
External sales 26.1 23.5 89.8 94.9
Intersegment sales 0.1 0.1 0.2 0.1
--------------------------------------------------------------------------------
Net sales 26.2 23.6 90.0 95.0
EBIT excluding non-recurring items 1.5 -2.7 -1.9 -8.5
--------------------------------------------------------------------------------
EBIT-%, excl. non-recurring items 5.6 -11.5 -2.1 -8.9
Non-recurring items 0.2 -12.0 0.2 -12.0
--------------------------------------------------------------------------------
EBIT 1.7 -14.7 -1.7 -20.4
EBIT-% 6.3 -62.1 -1.9 -21.5
Net working capital 47.9 55.1
--------------------------------------------------------------------------------
Number of personnel, average 557 616
Number of personnel, end of period 541 577
--------------------------------------------------------------------------------
Services
EUR million 10-12/ 10-12/ 1-12/ 1-12/
2011 2010 2011 2010
--------------------------------------------------------------------------------
External sales 7.6 8.3 29.9 30.7
Intersegment sales 0.4 0.5 1.2 1.4
--------------------------------------------------------------------------------
Net sales 7.9 8.8 31.1 32.0
EBIT excluding non-recurring items 0.9 1.2 5.6 3.3
--------------------------------------------------------------------------------
EBIT-%, excl. non-recurring items 11.0 13.3 17.9 10.1
Non-recurring items 0.0 -2.2 0.1 -2.2
--------------------------------------------------------------------------------
EBIT 0.9 -1.0 5.7 1.1
EBIT-% 11.4 -11.3 18.4 3.4
Net working capital 21.9 22.1
--------------------------------------------------------------------------------
Number of personnel, average 127 171
Number of personnel, end of period 117 149
--------------------------------------------------------------------------------
Software Solutions
EUR million 10-12/ 10-12/ 1-12/ 1-12/
2011 2010 2011 2010
--------------------------------------------------------------------------------
External sales 5.6 5.8 23.0 23.9
Intersegment sales 0.0 -0.1 0.1 0.0
--------------------------------------------------------------------------------
Net sales 5.6 5.8 23.1 23.9
Share of associates' and joint ventures' results - - 0.0 0.0
EBIT excluding non-recurring items 0.8 -0.3 1.7 1.1
--------------------------------------------------------------------------------
EBIT-%, excl. non-recurring items 13.4 -5.9 7.5 4.5
Non-recurring items - 0.5 0.0 0.5
--------------------------------------------------------------------------------
EBIT 0.8 0.1 1.8 1.5
EBIT-% 13.4 2.2 7.7 6.4
Net working capital 20.4 21.3
--------------------------------------------------------------------------------
Number of personnel, average 202 219
Number of personnel, end of period 200 214
--------------------------------------------------------------------------------
Glaston Group
EUR million
Net sales 10-12/ 10-12/ 1-12/ 1-12/
2011 2010 2011 2010
--------------------------------------------------------------------------------
Machines 26.2 23.6 90.0 95.0
Services 7.9 8.8 31.1 32.0
Software Solutions 5.6 5.8 23.1 23.9
Other and intersegment sales -0.5 -0.5 -1.6 -1.5
Glaston Group total 39.3 37.7 142.7 149.4
--------------------------------------------------------------------------------
EBIT
EBIT 10-12/ 10-12/ 1-12/ 1-12/
2011 2010 2011 2010
--------------------------------------------------------------------------------
Machines 1.5 -2.7 -1.9 -8.5
Services 0.9 1.2 5.6 3.3
Software Solutions 0.8 -0.3 1.7 1.1
Other and eliminations -2.2 -2.1 -6.8 -7.1
EBIT excluding non-recurring items 0.9 -3.9 -1.4 -11.3
--------------------------------------------------------------------------------
Non-recurring items 0.2 -13.7 0.3 -13.7
EBIT 1.1 -17.6 -1.1 -24.9
--------------------------------------------------------------------------------
Net financial items -0.9 -1.0 -10.8 -6.9
--------------------------------------------------------------------------------
Result before income taxes and non-controlling 0.2 -18.5 -11.8 -31.8
interest
Income taxes -1.3 -0.2 -2.6 -0.2
Result -1.2 -18.8 -14.4 -32.0
--------------------------------------------------------------------------------
Number of personnel, average 899 1,028
Number of personnel, end of period 870 957
--------------------------------------------------------------------------------
The non-recurring items of 2011 consist of reversals of the provisions made in
prior years.
The non-recurring items of 2010 consist of impairment losses and reversals of
impairment losses recognized of goodwill and intangible and tangible assets
(net amount EUR -6.4 million), personnel and other expenses arising from
restructuring program (EUR -5.5 million) as well as impairment losses of
inventory arising from restructuring related product portfolio changes (EUR
-2.2 million). In addition, the non-recurring items include reversals of
provisions made in previous years (EUR 0.4 million).
Segment assets 31.12.2011 31.12.2010
-------------------------------------------------
Machines 94.5 101.7
Services 28.9 28.9
Software Solutions 25.1 25.0
Other 5.3 5.9
Total segment assets 153.8 161.5
-------------------------------------------------
Other assets 33.3 33.4
Total assets 187.2 194.9
-------------------------------------------------
Segment liabilities 31.12.2011 31.12.2010
-------------------------------------------------
Machines 46.6 46.6
Services 6.9 6.8
Software Solutions 4.8 3.7
Other 1.8 1.1
Total segment liabilities 60.1 58.2
-------------------------------------------------
Other liabilities 73.9 97.3
Total liabilities 134.0 155.4
-------------------------------------------------
Net working capital 31.12.2011 31.12.2010
-------------------------------------------------
Machines 47.9 55.1
Services 21.9 22.1
Software Solutions 20.4 21.3
Other 3.5 4.8
Total Glaston Group 93.7 103.3
-------------------------------------------------
Segment assets include external trade receivables and inventory, and segment
liabilities include external trade payables and advance payments received. In
addition, segment assets and liabilities include business related prepayments
and accruals as well as other business related receivables and liabilities.
Segment assets and liabilities do not include loan receivables, prepayments and
receivables related to financial items, interest-bearing liabilities, accruals
and liabilities related to financial items, income and deferred tax assets and
liabilities nor cash and cash equivalents.
Order intake
EUR million 1-12/2011 1-12/2010
-----------------------------------------------------
Machines 89.2 96.2
Services 31.3 29.8
Software Solutions 20.9 21.7
Total Glaston Group 141.3 147.7
-----------------------------------------------------
Net sales by geographical areas
EUR million 1-12/2011 1-12/2010
-----------------------------------------------------
EMEA 68.1 75.3
Asia 33.6 35.2
America 41.0 39.0
Total 142.7 149.4
-----------------------------------------------------
QUARTERLY NET SALES, OPERATING RESULT, ORDER INTAKE AND ORDER BOOK
Machines
EUR million 10-12/ 7-9/ 4-6/ 1-3/ 10-12/ 7-9/ 4-6/ 1-3/
2011 2011 2011 2011 2010 2010 2010 2010
--------------------------------------------------------------------------------
External sales 26.1 16.2 27.4 20.1 23.5 18.5 28.5 24.3
Intersegment sales 0.1 0.0 0.2 0.0 0.1 0.0 0.0 0.0
--------------------------------------------------------------------------------
Net sales 26.2 16.2 27.6 20.1 23.6 18.5 28.5 24.3
EBIT excluding 1.5 -1.7 0.2 -1.9 -2.7 -2.6 -1.7 -1.5
non-recurring items
--------------------------------------------------------------------------------
EBIT-%, excl. 5.6 -10.5 0.6 -9.2 -11.5 -14.0 -5.9 -6.1
non-recurring items
Non-recurring items 0.2 - - - -12.0 - - -
-----------------------
EBIT 1.7 -1.7 0.2 -1.9 -14.7 -2.6 -1.7 -1.5
--------------------------------------------------------------------------------
EBIT-% 6.3 -10.5 0.6 -9.2 -62.1 -14.0 -5.9 -6.1
--------------------------------------------------------------------------------
Services
EUR million 10-12/ 7-9/ 4-6/ 1-3/ 10-12/ 7-9/ 4-6/ 1-3/
2011 2011 2011 2011 2010 2010 2010 2010
--------------------------------------------------------------------------------
External sales 7.6 6.1 8.1 8.1 8.3 7.3 7.0 8.0
Intersegment sales 0.4 0.2 0.4 0.2 0.5 0.4 0.2 0.2
--------------------------------------------------------------------------------
Net sales 7.9 6.3 8.5 8.3 8.8 7.8 7.3 8.2
EBIT excluding 0.9 0.9 2.3 1.5 1.2 0.6 0.5 1.0
non-recurring items
--------------------------------------------------------------------------------
EBIT-%, excl. 11.0 14.0 26.8 18.4 13.3 7.8 6.6 12.1
non-recurring items
Non-recurring items 0.0 0.0 0.1 - -2.2 - - -
-----------------------
EBIT 0.9 0.9 2.3 1.5 -1.0 0.6 0.5 1.0
--------------------------------------------------------------------------------
EBIT-% 11.4 14.8 27.5 18.4 -11.3 7.8 6.6 12.1
--------------------------------------------------------------------------------
Software Solutions
EUR million 10-12/ 7-9/ 4-6/ 1-3/ 10-12/ 7-9/ 4-6/ 1-3/
2011 2011 2011 2011 2010 2010 2010 2010
--------------------------------------------------------------------------------
External sales 5.6 5.3 6.1 6.0 5.8 6.0 6.0 6.0
Intersegment sales 0.0 0.0 0.0 0.0 -0.1 0.1 0.0 0.0
--------------------------------------------------------------------------------
Net sales 5.6 5.3 6.2 6.0 5.8 6.1 6.0 6.1
Share of associates' - 0.0 - - - 0.0 - -
and joint ventures'
results
EBIT excluding 0.8 -0.3 0.3 1.0 -0.3 0.2 0.5 0.7
non-recurring items
--------------------------------------------------------------------------------
EBIT-%, excl. 13.4 -6.3 5.3 16.4 -5.9 4.0 7.8 11.7
non-recurring items
Non-recurring items - 0.0 0.0 - 0.5 - - -
-----------------------
EBIT 0.8 -0.3 0.4 1.0 0.1 0.2 0.5 0.7
--------------------------------------------------------------------------------
EBIT-% 13.4 -6.3 6.0 16.4 2.2 4.0 7.8 11.7
--------------------------------------------------------------------------------
Net sales
EUR million 10-12/ 7-9/ 4-6/ 1-3/ 10-12/ 7-9/ 4-6/ 1-3/
2011 2011 2011 2011 2010 2010 2010 2010
--------------------------------------------------------------------------------
Machines 26.2 16.2 27.6 20.1 23.6 18.5 28.5 24.3
Services 7.9 6.3 8.5 8.3 8.8 7.8 7.3 8.2
Software Solutions 5.6 5.3 6.2 6.0 5.8 6.1 6.0 6.1
Other and intersegment -0.5 -0.2 -0.6 -0.2 -0.5 -0.5 -0.2 -0.2
sales
Glaston Group total 39.3 27.5 41.6 34.2 37.7 31.9 41.5 38.4
--------------------------------------------------------------------------------
EBIT
EUR million 10-12/ 7-9/ 4-6/ 1-3/ 10-12/ 7-9/ 4-6/ 1-3/
2011 2011 2011 2011 2010 2010 2010 2010
--------------------------------------------------------------------------------
Machines 1.5 -1.7 0.2 -1.9 -2.7 -2.6 -1.7 -1.5
Services 0.9 0.9 2.3 1.5 1.2 0.6 0.5 1.0
Software Solutions 0.8 -0.3 0.3 1.0 -0.3 0.2 0.5 0.7
Other and eliminations -2.2 -1.4 -1.6 -1.6 -2.1 -1.1 -2.1 -1.9
EBIT excluding 0.9 -2.6 1.2 -0.9 -3.9 -2.8 -2.8 -1.7
non-recurring items
--------------------------------------------------------------------------------
Non-recurring items 0.2 0.0 0.1 - -13.7 - - -
---------------------------------------------------------
EBIT 1.1 -2.5 1.3 -0.9 -17.6 -2.8 -2.8 -1.7
--------------------------------------------------------------------------------
Order book 31.12. 30.9. 30.6. 31.3. 31.12. 30.9. 30.6. 31.3.
2011 2011 2011 2011 2010 2010 2010 2010
--------------------------------------------------------------------------------
Machines 34.6 33.1 35.4 40.2 37.4 34.7 25.6 32.4
Services 1.2 1.4 1.1 1.7 1.2 1.9 0.9 0.7
Software Solutions 1.8 2.2 2.2 2.5 2.9 3.0 3.2 3.1
-----------------------
Total Glaston Group 37.6 36.7 38.7 44.3 41.5 39.7 29.8 36.2
--------------------------------------------------------------------------------
Order intake
EUR million 10-12/ 7-9/ 4-6/ 1-3/ 10-12/ 7-9/ 4-6/ 1-3/
2011 2011 2011 2011 2010 2010 2010 2010
-----------------------------------------------------------------------
Machines 26.9 15.2 23.1 24.0 26.8 25.3 23.8 20.3
Services 8.0 6.7 8.0 8.7 8.0 7.7 7.4 6.7
Software Solutions 4.8 5.0 5.7 5.4 5.3 5.5 5.7 5.2
Total Glaston Group 39.7 26.8 36.7 38.1 40.1 38.5 36.9 32.2
-----------------------------------------------------------------------
CONTINGENT LIABILITIES
EUR million 31.12.2011 31.12.2010
Mortgages and pledges
On own behalf 490,1 274,6
On behalf of others 0,1 0,1
Guarantees
On own behalf 0,5 0,7
On behalf of others 0,0 0,2
Lease obligations 9,6 10,7
Repurchase obligations - 0,2
Other obligation on own behalf 0,8 0,0
Mortgages and pledges include EUR 111.7 million shares in group comapneis and
EUR 41.4 million receivables from group companies.
Glaston Group has international operations and can be a defendant or plaintiff
in a number of legal proceedings incidental to those operations. The Group does
not expect the outcome of any unmentioned legal proceedings currently pending,
either individually or in the aggregate, to have material adverse effect upon
the Group's consolidated financial position or results of operations.
DERIVATIVE INSTRUMENTS
EUR million 31.12.2011 31.12.2010
Nominal value Fair value Nominal value Fair value
Currency derivatives
Currency forwards - - 0.4 0.1
Commodity derivatives
Electricity forwards 0.1 0.0 0.3 0.2
Derivative instruments are used only for hedging purposes. Nominalvalues of
derivative instruments do not necessarily correspond withthe actual cash flows
between the counterparties and do not therefore give a fair view of the risk
position of the Group. The fair values are based on market valuation on the
date of reporting. PROPERTY, PLANT AND EQUIPMENT
EUR million
Changes in property, plant and equipment 1-12/2011 1-12/2010
Carrying amount at beginning of the period 19.5 24.7
--------------------------------------------------------------------------
Additions 1.2 0.9
Disposals -0.2 -0.4
Depreciation and amortization -2.5 -3.4
Impairment losses and reversals of impairment losses -0.1 -1.2
Reclassification and other changes 0.6 -1.5
Exchange differences 0.2 0.5
Carrying amount at end of the period 18.7 19.5
--------------------------------------------------------------------------
At the end of 2011, Glaston did not have of contractual commitments for the
acquisition of property, plant and equipment. At the end of 2010, Glaston's
contractual commitments for the acquisition of property, plant and equipment
were EUR 0.0 million.
SHAREHOLDER INFORMATION
Largest shareholders 31 December, 2011
Number of % of
shares shares
Shareholder and votes
1 GWS Trade Oy 13,446,700 12.73%
2 Oy G.W.Sohlberg Ab 12,819,400 12.14%
3 Varma Mutual Pension Insurance Company 9,447,320 8.95%
4 Suomen Teollisuussijoitus Oy 9,049,255 8.57%
5 Fondita Nordic Micro Cap Investment Fund 2,350,000 2.23%
6 Sumelius Bjarne Henning 2,062,936 1.95%
7 Sumelius-Fogelholm Birgitta Christina 1,840,000 1.74%
8 Oy Investsum Ab 1,820,000 1.72%
9 Sumelius Bertil Christer 1,803,800 1.71%
10 Von Christierson Charlie 1,600,000 1.52%
11 Sumelius-Koljonen Barbro 1,175,238 1.11%
12 The Finnish Cultural Foundation 1,084,760 1.03%
13 Nordea Pro Finland Fund 1,055,000 1.00%
14 Ehrnrooth Johan Magnus 1,000,000 0.95%
15 Oy Cacava Ab 1,000,000 0.95%
16 Juola Soile Johanna 904,800 0.86%
17 Nordea Life Assurance Finland Ltd 850,000 0.81%
18 Huber Karin 800,800 0.76%
19 Evli Alexander Management Oy 788,582 0.75%
20 Suutarinen Tero Markus 779,303 0.74%
-----------------------------------------------------------------------------
Total 20 largest shareholders 65,677,894 62.20%
Other shareholders 39,835,542 37.73%
Not in the book-entry securities system (in 75,200 0.07%
joint account)
-----------------------------------------------------------------------------
Total 105,588,636 100.00%
-----------------------------------------------------------------------------
Treasury shares -788,582 0.75%
-------------------------------------------------- -----------
Total excluding treasury shares 104,800,054
=============================================================================
Ownership distribution 31 December, 2011
Shares % of shares and
total votes
Corporations 44,659,289 42.3%
Financial and insurance corporations 6,985,483 6.6%
Non-profit institutions 2,813,774 2.7%
Households 35,437,626 33.6%
Foreign countries 5,519,598 5.2%
General government 9,552,320 9.0%
--------------------------------------------------------------------------------
Total 104,968,090 99.4%
Nominee registered 545,346 0.5%
Total 105,513,436 99.9%
================================================================================
Not in the book-entry securities system (in 75,200 0.1%
joint account)
Total 105,588,636 100.0%
================================================================================
RELATED PARTY TRANSACTIONS
Glaston Group's related parties include the parent, subsidiaries, associates
and joint ventures. Related parties also include the members of the Board of
Directors and the Group's Executive Management Group, the CEO and their family
members. Also the shareholders, which have significant influence in Glaston
through shareholding, are consider to be related parties, as well as the
companies controlled by these shareholders.
Glaston follows the same commercial terms in transactions with associates and
joint ventures
and other related parties as with third parties.The Group has leased premises
from companies owned by individuals belonging to the management. The lease
payments were in January - December EUR 0.6 (0.6) million.
During the review period there were no related party transactions whose terms
would differ from the terms in transactions with third parties.
Management remuneration
Remuneration of the Board of Directors
2011 2010
EUR annual meeting annual meeting
fee fee fee fee
Andreas Tallberg, Chairman of the Board 40,000 8,000 40,000 5,600
of Directors
Christer Sumelius, Deputy Chairman of 30,000 5,000 30,000 3,000
the Board of Directors
Claus von Bonsdorff 20,000 5,000 20,000 3,500
Carl-Johan Rosenbröijer 20,000 5,000 20,000 3,500
Teuvo Salminen (* 20,000 6,000 15,000 500
Pekka Vauramo (** 15,000 3,000 - -
Klaus Cawén (*** 5,000 2,000 20,000 3,000
Jan Lång (*** 5,000 2,000 20,000 3,500
Total 155,000 36,000 165,000 22,600
================================================================================
(* Member of the Board of directors from 14 April, 2010
(** Member of the Board of Directors from 5 April, 2011
(*** Member of the Board of Directors until 5 April, 2011
Management remuneration
2011 2010
EUR
CEO Arto Metsänen
Salaries 325,955 316,920
Share-based incentive plans, settled in cash - 70,312
Share-based incentive plans, settled in shares, value of - 65,500
shares
Bonuses 105,168 -
--------------------------------------------------------------------------------
Total 431,123 452,732
--------------------------------------------------------------------------------
Fringe benefits 16,117 19,080
--------------------------------------------------------------------------------
Total 447,240 471,812
--------------------------------------------------------------------------------
Compulsory pension payments (Finnish TyEL or similar plan) 79,161 54,768
Voluntary pension payments 40,320 61,844
EUR
Other members of the Executive Management Group
Salaries 1,163,756 1,140,288
Compensations for termination of employment 94,482 327,161
Bonuses 198,455 44,819
--------------------------------------------------------------------------------
Total 1,456,693 1,512,268
--------------------------------------------------------------------------------
Fringe benefits 42,441 81,058
--------------------------------------------------------------------------------
Total 1,499,134 1,593,326
--------------------------------------------------------------------------------
Compulsory pension payments (Finnish TyEL or similar plan) 181,346 163,143
Voluntary pension payments 51,242 20,515
Share-based payments
Share-based incentive plan 2009
The CEO has a separate share-based payment incentive plan. According to the
plan, the CEO received in September 2010, ie. one year after the date when his
employment in Glaston began, 50,000 shares in Glaston Corporation. The shares
cannot be transferred further within two years from the reward payment date
(restriction period). If the CEO's employment or service ends during the
restriction period, he must return the shares. Share-based incentive plan 2010
- 2011 The Board of Directors of Glaston Corporation decided on 9 June, 2010 on
a share-based incentive plan. As there was a failure to satisfy the vesting
conditions, the share-based plan did not vest. As the share-based plan did not
vest, expenses were adjusted by EUR 0.5 million.
Share-based incentive plan 2012On 12 December, 2011 The Board of Directors of
Glaston decided to establish a long-term share ownership plan as a part of the
remuneration and commitment program for the key personnel. Glaston's
share-based plan 2012 offers a possibility to earn the Company's shares as a
reward for attaining the EBIT target set for the financial year 2012. The
reward from the plan shall be paid to the key personnel as a combination of
shares and cash payment after the end of the earning period. No reward shall be
paid to a key person if his/her employment or service ends before the end of
the earning period. The expenses, personnel costs included, were in 2011 EUR
-0.4 (0.5) million. Transactions with joint ventures and associates
Glaston did not have any joint ventures in 2011. Glaston did not have
transactions with the associate. Transactions with joint ventures
EUR million 2011 2010
Other operating income from joint ventures - 0.1
Interest income from joint ventures - 0.1
Other financial expenses - -3.3
(* For the period 1 January - 31 March, 2010
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