2013-02-28 12:22:25 CET

2013-02-28 12:23:31 CET


REGULATED INFORMATION

Finnish English
Finnlines - Financial Statement Release

FINNLINES PLC FINANCIAL STATEMENT BULLETIN JANUARY-DECEMBER 2012 (unaudited)


Helsinki,Finland, 2013-02-28 12:22 CET (GLOBE NEWSWIRE) -- 

Finnlines Plc Stock Exchange Release 28 February 2013 at 13:20



FINANCIAL STATEMENT BULLETIN JANUARY-DECEMBER 2012 (unaudited)





SUMMARY



January - December 2012

  -- Revenue EUR 609.3 million (EUR 605.2 million prev. year), increase 0.7%
  -- Result before interest, taxes, depreciation and amortisation (EBITDA) EUR
     89.8 million (EUR 84.5 million), increase 6.2%
  -- Result for the reporting period EUR -0.1 million (EUR -2.5 million)
  -- Earnings per share were 0.00 (-0.05) EUR/share





October - December 2012

  -- Revenue EUR 138.4 million (EUR 144.8 million prev. year), decrease 4.4%
  -- Result before interest, taxes, depreciation and amortisation (EBITDA) EUR
     11.6 million (EUR 14.4 million), decrease 19.0%
  -- Result for the reporting period EUR -5.3 million (EUR -3.1 million)
  -- Earnings per share were -0.11 (-0.07) EUR/share





JANUARY - DECEMBER 2012 IN BRIEF





MEUR                                1-12 2012  1-12 2011  10-12 2012  10-12 2011
Revenue                                 609.3      605.2       138.4       144.8
Result before interest, taxes,           89.8       84.5        11.6        14.4
 depreciation and amortisation                                                  
 (EBITDA)                                                                       
Result before interest and taxes         23.7       21.0        -5.1        -1.6
 (EBIT)                                                                         
% of revenue                              3.9        3.5        -3.7        -1.1
Result for the reporting period          -0.1       -2.5        -5.3        -3.1
EPS, EUR                                 0.00      -0.05       -0.11       -0.07
Equity ratio, %                          29.1       29.1        29.1        29.1
Gearing, %                              204.3      199.8       204.3       199.8
Shareholders' equity/share, EUR          9.17       9.12        9.17        9.12



Calculation of key ratios is presented under 'Calculation of ratios'.





FINNLINES' BUSINESS



Finnlines is one of the largest North-European liner shipping companies,
providing sea transport services mainly in the Baltic and the North Sea. In
addition to freight, the Company's ro-pax vessels carry passengers between six
countries and eleven ports. The Company also provides port services in
Helsinki, Turku and Kotka. The Company has subsidiaries or sales offices in
Germany, Belgium, the UK, Sweden, Denmark, Poland, Luxembourg and a
representative office in Russia. Finnlines is a Finnish listed company and part
of the Italian Grimaldi Group. 





GENERAL MARKET DEVELOPMENT



Based on the statistics by the Finnish Transport Agency for January-December,
the Finnish seaborne imports carried in container, lorry and trailer units
decreased by 2 per cent whereas exports increased by 1 per cent (measured in
tons) compared to the same period in 2011. According to the statistics
published by Shippax for January-December, trailer and lorry volumes
transported by sea between Southern Sweden and Germany decreased by 3 per cent
compared to 2011. During the same period, private and commercial passenger
traffic between Finland and Sweden decreased by 1 per cent. Between Finland and
Germany the corresponding decrease was 24 per cent (Finnish Transport Agency). 





FINNLINES TRAFFIC



In the first quarter, the third and fourth (MS Finnsky and MS Finnsun) of six
ro-ro newbuildings entered service. The fifth newbuilding (MS Finntide) entered
service at the end of the last quarter and the sixth (MS Finnwave) was also
delivered at the end of the year. All six newbuildings fly the Finnish flag. 



During the second half-year, MS Finnarrow, MS Finneagle and MS Finnfellow,
previously flying the Swedish flag, changed to the Finnish flag. 



Finnlines cut its excess capacity by bareboat chartering MS Europalink for 5
years to its mother company Grimaldi Group. The vessel sails under Italian flag
and in the Mediterranean Sea from the beginning of November 2012. During the
fourth quarter, Finnlines operated on average 24 (25 prev. year) vessels in its
own traffic. 



The cargo volumes transported during January-December totalled approximately
628,000 (640,000 in 2011, corrected figure) cargo units, 72,000 (74,000,
corrected figure) cars (not including passengers' cars) and 2,102,000
(2,243,000, corrected figure) tons of freight not possible to measure in units.
In addition, some 598,000 (635,000) private and commercial passengers were
transported. 





FINANCIAL RESULTS



January - December 2012



The Finnlines Group recorded revenue totalling EUR 609.3 (605.2) million, an
increase of 0.7 per cent compared to the same period in 2011. Shipping and Sea
Transport Services generated revenue amounting to EUR 574.8 (563.3) million and
Port Operations EUR 58.5 (67.7) million. The internal revenue between the
segments was EUR 24.0 (25.8) million. 



Result before interest, taxes, depreciation and amortisation (EBITDA) was EUR
89.8 (84.5) million, an increase of 6.2 per cent. 



Result before interest and taxes (EBIT) was EUR 23.7 (21.0) million. The result
includes a non-recurring compensation of EUR 3.4 million from the Jinling
shipyard relating to the first two newbuildings covering loss for reduced
income. The result also includes non-recurring cost items amounting to EUR 3.3
million. These are mainly related to the settlements with the personnel and the
arrangements of leased property. Financial income was EUR 0.7 (0.9) million and
financial expenses totalled EUR -26.0 (-27.4) million. Result before taxes
(EBT) was EUR -1.6 (-5.4) million and earnings per share (EPS) were EUR 0.00
(-0.05). 





October - December 2012



The Finnlines Group recorded revenue totalling EUR 138.4 (144.8) million, a
decrease of 4.4 per cent compared to previous year. Shipping and Sea Transport
Services generated revenue amounting to EUR 130.5 (136.3) million and Port
Operations EUR 13.8 (15.3) million. The internal revenue between the segments
was EUR 5.8 (6.8) million. 



Result before interest, taxes, depreciation and amortisation (EBITDA) was EUR
11.6 (14.4) million, a decrease of 19.0 per cent. 



Result before interest and taxes (EBIT) was EUR -5.1 (-1.6) million. Financial
income was EUR 0.0 (0.5) million and financial expenses totalled EUR -6.0
(-7.0) million. Result before taxes (EBT) was EUR -11.1 (-8.2) million and
earnings per share (EPS) were EUR -0.11 (-0.07). 





STATEMENT OF FINANCIAL POSITION, FINANCING AND CASH-FLOW



Interest-bearing net debt amounted to EUR 878.6 (854.8) million. According to
the consolidated statement of financial position, the equity attributable to
parent company shareholders equals to EUR 429.3 million at the end of the
reporting period. Distributable funds included in the parent company's
shareholders' equity on 31 December 2012 totals EUR 114.0 million. The equity
ratio calculated from the statement of financial position was 29.1 per cent
(29.1) and gearing was 204.3 per cent (199.8). Vessel lease commitments have
decreased by EUR 8.0 million from the end of December 2011 due to redelivery of
chartered tonnage and were EUR 6.8 million at the end of the reporting period. 



The Company is in complete compliance with the financial covenants of its loan
portfolio. At the end of the period, cash and deposits together with unused
committed working capital credits amounted to EUR 41.3 million. The Company has
a commercial paper programme amounting to EUR 100 million of which the company
had issued EUR 26.1 million at the end of 2012. 





CAPITAL EXPENDITURE



Gross capital expenditure in the reporting period totalled EUR 67.1 (64.4)
million, and consists mainly of payments for newbuildings (EUR 57.5 million).
Total depreciation amounted to EUR 66.1 (63.5) million. All of the six
newbuildings ordered from the Jinling shipyard in China were delivered, MS
Finnbreeze and MS Finnsea in March 2011, MS Finnsky and MS Finnsun in the
beginning of 2012 and MS Finntide and MS Finnwave at the end of 2012. 





PERSONNEL



The Group employed an average of 2,023 (2,076) persons during year 2012,
consisting of 957 (1,072) employees on shore and 1,066 (1,004) at sea. The
average number of sea personnel increased due to newbuildings taken into use
during the reporting period. The number of shore personnel decreased mainly due
to employee reductions carried out in the Port Operations. 



Finnsteve companies started new employee co-operation negotiations with the
personnel in Turku and Kotka during the third quarter. These negotiations ended
in October and resulted in the termination of 7 employees and the temporary
lay-offs of the whole personnel in shifts in both Turku and Kotka, starting in
November 2012. 



The number of persons employed at the end of the year was 2,009 (2,041) in
total, of which 963 (1,007) on shore and 1,046 (1,034) at sea. 



The personnel expenses (social costs included) for the reporting period were
EUR 109.0 (107.9) million. 





GROUP STRUCTURE



At the end of the reporting period, the Group consisted of the parent company
and 24 subsidiaries. The aim of the Company is to reduce the number of
subsidiaries in order to simplify the structure. 





RESEARCH AND DEVELOPMENT



The aim of Finnlines' research and development work is to find and introduce
new practical solutions and operating methods, which enable the Company to
better and more cost-efficiently meet customer needs in a sustainable way. In
2012, with immediate effect, the focus was on optimisation of the traffic
patterns in connection with the introduction of the newbuildings to service. 



In 2011, Finnlines launched an energy-saving programme to integrate all
vessels' officers in analysing and identifying all possible measures to
optimise the energy consumption devices in a day-to-day business. The programme
continued in 2012 with the new vessels in operation. The target is to reduce
all energy-related costs to the absolute minimum necessary. This also includes
all port-related costs. 



The Company is also actively developing the safety of cargo handling methods.
Together with a group of vocational education providers, universities and cargo
securing experts in Finland, Germany, Italy and Sweden, Finnlines is
participating in the CARING project, i.e. cargo securing to prevent cargo
damages on road, rail, at sea and in the air. The project is partially financed
by the Leonardo da Vinci programme of the European Union. The project has
continued from the previous year and it will produce up-to-date learning and
instructive material in order to improve the quality of cargo securing. There
will also be a Cargo Calculator for determining sufficient cargo lashing,
translations of the quick guide and an Online Survey of the know-how and
attitudes of people working with cargo securing issues. The programme will be
concluded in the second half of 2013. 



In 2012, the Company started the renewal work of its operative IT systems for
the cargo traffics. The target is to harmonise the systems between Finnlines
and other services within the Grimaldi Group Network. Implementation of the
system to different services will take place as from 2014 onwards. 





THE FINNLINES SHARE



The Company's registered share capital on 31 December 2012 was EUR 93,642,074
divided into 46,821,037 shares. A total of 1.4 (1.5) million shares were traded
on the NASDAQ OMX Helsinki during the period. The market capitalisation of theCompany's stock at the end of December was EUR 365.2 (360.5) million. Earnings
per share (EPS) were EUR 0.00 (-0.05). Shareholders' equity per share was EUR
9.17 (9.12). At the end of the year, the Grimaldi Group's holding and share of
votes in Finnlines was 69.14 per cent. 





DECISIONS TAKEN BY THE ANNUAL GENERAL MEETING



The Annual General Meeting of Finnlines Plc held on 17 April 2012 approved the
Financial Statements and discharged the members of the Board of Directors and
the President and CEO from liability for the financial year 2011. 



The Annual General Meeting approved the Board of Directors' proposal not to pay
any dividend. 



The Annual General Meeting decided that the Board of Directors shall have seven
members. The current Board Members were re-elected to the Board: Mr Emanuele
Grimaldi, Mr Gianluca Grimaldi, Mr Diego Pacella, Mr Olav K. Rakkenes and Mr
Jon-Aksel Torgersen. In addition, Mr Christer Backman and Ms Tiina Bäckman were
elected as new Members. The Board of Directors elected Mr Emanuele Grimaldi as
Chairman and Mr Diego Pacella as Vice-Chairman. 



The Authorised Public Audit Firm Deloitte & Touche Oy was re-nominated as the
Company's auditors for 2012. 



The Annual General Meeting authorised the Board of Directors to resolve on the
issuance of  new shares in one or several tranches so that the total number of
shares issued based on the authorization is 20 000 000 at maximum. The
authorization is valid until the next Annual General Meeting. The authorization
replaces the Annual General Meeting's authorization to decide on a share issue
of 19 April 2011. 





RISKS AND RISK MANAGEMENT



The risks affecting the business sector where the Group operates are:



The risk of overcapacity in terms of ro-ro tonnage plays a less important role
compared to the general shipping overcapacity of the world tonnage as the
scrapping of ro-ro and ro-pax tonnage has exceeded and is expected to exceed
the newbuilding order-book. At the end of 2012, the uncertainty in the global
and European economy was stabilised. 



Finnlines constantly monitors the stability and the payment habits of its
customers and currently there are no significant risks related to this. 



Finnlines holds adequate credit lines to maintain liquidity in the current
business environment. 





ESSENTIAL LEGAL PROCEEDINGS



The Helsinki District Court rendered in March 2010 its judgement in the action
initiated by Mutual Pension Insurance Company Ilmarinen (“Ilmarinen”) against
the Company, which was reversed by the Helsinki Court of Appeal in favour of
the Company in November 2011. The Supreme Court granted a leave to the appeal
of Ilmarinen on the decision of the Helsinki Court of Appeal in December 2012.
The action initiated by Ilmarinen is the appeal against the decision of
Finnlines' Annual General Meeting held on 20 May 2008 concerning minimum
dividend and claimed that the resolution be amended so that the minimum
dividend paid should have been 17,181,000.00 euros instead of 180,216.39 euros. 



During the second quarter of 2012, the parties reached an amicable settlement
agreement in the dispute with Sponda Kiinteistöt Oy on the termination of the
lease agreements. In this dispute the Helsinki District Court rendered its
decision in February 2012 in favour of Sponda. 



The Company's German subsidiary was taken to the City Court of Lübeck in
December 2009 by its former Managing Director regarding the termination of his
Service Agreement. The City Court of Lübeck rendered the decision in favour of
the subsidiary. The former Managing Director appealed against the decision.
During the third quarter of 2012, the parties have reached an amicable
settlement agreement regarding the termination of the Service Agreement of the
former Managing Director. 



In 2008, the Administrative Court of Helsinki rendered the decisions based on
which it can be argued that the Finnish Act on Fairway Dues in force until 1
January 2006 contained provisions which according to the EU law were
discriminatory. The Company has submitted the claim for damages and restitution
against the Finnish State for the years 2001-2004 at the District Court of
Helsinki. The amount of the claim is approximately EUR 8.5 million which has
not been recognised as revenue. The process is under way. 





ENVIRONMENT AND SAFETY



The objective of Finnlines' safety and environmental policy is to provide safe,
top-quality services while making efforts to minimise the environmental impacts
in operations. 



Finnlines and Finnsteve have both a certified environmental management system
in accordance with the ISO 14 001 standard. Ships and their ”Companies” must
adhere to the International Safety Management Code (ISM Code). All ships and
port facilities must also comply with the International Ship and Port Facility
Security (ISPS) Code. 



Finnlines operates mainly in the Emissions Control Areas, i.e. the Baltic Sea,
North Sea and English Channel where the emission regulations are stricter than
globally. Today, the sulphur content limit for heavy fuel oil is 1.0 per cent
but it will decrease to 0.1 per cent in 2015 in accordance with the MARPOL
Convention. Today's global limit is 3.5 per cent. In EU ports there is a
maximum 0.1 per cent sulphur limit on all marine fuel used. 



A Ship Energy Efficiency Management Plan has been mandatory from 1 January 2013
at the first renewal or intermediary survey. Fuel consumption can be reduced by
e.g. optimising route, speed, load, and engine mode. Finnlines' newest
roro-ships have proved to be more energy efficient than the previous generation
of ships. The improved performance is due to the rudder/propeller combination
technology that ships are fitted with. 



The Ballast Water Management Convention will enter into force once it has been
signed by 30 states, representing 35 per cent of the world tonnage. At the
beginning of December 2012, it had been signed by 36 contracting states,
representing 29 per cent of world tonnage. After entry into force, the ships
will have to exchange ballast water or install a treatment plant. After 2016,
treatment plants will be mandatory. 



Finnlines has been looking at efficient technical solutions to meet the coming
environmental regulations. A particular effort was put in reduce actual service
consumption patterns through ecofriendly newbuilding, slow steaming and other
initiatives. In 2012, Finnlines reduced fuel consumption by 29,601 tons, which
is 7.5 per cent less compared to 2011. 





CORPORATE GOVERNANCE



Finnlines applies the Finnish Corporate Governance Code for listed companies
updated in autumn 2010. The Corporate Governance Statement can be reviewed on
the corporate website (www.finnlines.com). 





TONNAGE TAXATION



The Finnish Parliament has approved the amended Tonnage Tax Act (476/2002), as
amended by the Act 90/2012, which entered into force on 1 March 2012. In
December 2012, the Board of Directors of Finnlines Plc decided to enter into
the tonnage taxation regime as from 1 January 2013. In the tonnage taxation
regime, the shipping operations will be transferred from business taxation to
tonnage-based taxation. As a consequence, the equity share 75.5 per cent of the
depreciation difference (EUR 215.1 million as per 31.12.2012) recorded in the
balance sheet of Finnlines Plc (the parent company), will be entered in the
equity. The recording has no effect on the equity of the consolidated financial
statements of the Finnlines Group. During the years 2013-2022, the deferred tax
liability EUR 52.7 million (24.5 per cent) of the depreciation difference will
be recorded through profit and loss account in Finnlines Plc's and in Finnlines
Group's financial statements. 





MAIN EVENTS AFTER THE REPORTING PERIOD



Finnsteve-companies (Finnsteve Oy Ab, Containersteve Oy Ab, and FS-Terminals Oy
Ab) started on 6th of February 2013 employer-employee adaptation negotiations
in the Port of Helsinki according to the collective agreement of Transport
Workers' Union. Finnsteve-companies employ 360 persons in Helsinki. 



Mrs Seija Turunen will retire from her CFO/Deputy CEO and Head of Port
Operations positions of Finnlines Plc and the managing director positions of
Finnsteve-companies (Finnsteve Oy Ab, Containersteve Oy Ab, FS-Terminals Oy Ab
and FL Port Services Oy) on the 31st of July 2013 after her contractual notice
period. As from the 1st of August 2013, Mrs Turunen will continue with the
Company as Executive Advisor to the Board of Directors. 



Finnlines adopts new IFRS standard IAS 19 (Employee Benefits). The amendment
related to accounting for pension liabilities will decrease Finnlines' equity
by approximately EUR 1.4 million in the first quarter 2013. 





OUTLOOK AND OPERATING ENVIRONMENT



Finnlines has continued the re-structuring of its fleet and organisation in
order to improve cost efficiency of its vessels and its overall logistics
system. With the completed deliveries of the 6 newbuildings the dependency on a
volatile charter market has been further reduced. 



The Board expects that the year 2013 will still be volatile and challenging.





DIVIDEND DISTRIBUTION PROPOSAL



The Board of Directors will propose to the Annual Shareholders' Meeting that no
dividend be paid out for 2012 due to near to zero result and the still
uncertain  business environment. 





ANNUAL GENERAL MEETING



Finnlines Plc's Annual General Meeting will be held from 12.00 on Tuesday 16
April 2013 at the Radisson Blue Royal Hotel, Runeberginkatu 2, Helsinki. 



The financial statements, the Board of Directors' Report and the annual report
for 2012 will be published during the week commencing on 25 March 2013 at the
latest and will be available at www.finnlines.com or at Finnlines'
headquarters, Porkkalankatu 20 A, Helsinki. 



The first interim report of 2013, for 1 January - 31 March, will be published
on Tuesday, 7 May 2013. 





Finnlines Plc

The Board of Directors
                                                   Uwe Bakosch 
                                                   President/CEO 









ENCLOSURES



- Consolidated statement of comprehensive income, IFRS

- Consolidated statement of financial position, IFRS

- Consolidated statement of changes in equity, IFRS

- Consolidated cash flow statement, IFRS (condensed)

- Revenue and result by business segments

- Property, plant and equipment

- Contingencies and commitments

- Revenue and result by quarter

- Shares, market capitalisation and trading information

- Calculation of ratios

- Related party transactions

- Reporting and accounting policies





DISTRIBUTION



NASDAQ OMX Helsinki Ltd.

Main media





The information is unaudited.





CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME, IFRS





EUR 1,000                         1 Oct - 31  1 Oct - 31  1 Jan - 31  1 Jan - 31
                                    Dec 2012    Dec 2011    Dec 2012    Dec 2011
Revenue                              138,399     144,824     609,329     605,208
Other income from operations             479       1,025       5,702       2,515
Materials and services               -58,532     -62,841    -247,237    -247,262
Personnel expenses                   -27,659     -26,464    -109,009    -107,948
Depreciation, amortisation and       -16,773     -16,019     -66,095     -63,512
 write-offs                                                                     
Other operating expenses             -41,044     -42,164    -169,030    -167,972
Total operating expenses            -144,008    -147,488    -591,371    -586,695
Result before interest and taxes      -5,129      -1,639      23,660      21,028
 (EBIT)                                                                         
Financial income                          32         462         747         911
Financial expenses                    -5,962      -6,979     -26,013     -27,370
Result before taxes                  -11,059      -8,155      -1,606      -5,431
Income taxes *                         5,727       5,028       1,539       2,925
Result for the reporting period       -5,333      -3,128         -66      -2,506
Other comprehensive income:                                                     
Exchange differences on                  -12           2           2          -3
 translating foreign operations                                                 
Changes in cash flow hedging                                                    
 reserve                                                                        
Fair value changes                         4         306          13         -95
Transfer to fixed assets               1,423                   3,178       2,004
Tax effect, net                         -350         -79        -782        -496
Effect of the tax rate change                        -48                     -48
Total comprehensive income for        -4,268      -2,947       2,345      -1,145
 the reporting period                                                           
Result for the reporting period                                                 
 attributable to:                                                               
Parent company shareholders           -5,332      -3,128         -27      -2,517
Non-controlling interests                 -1           0         -39          10
                                      -5,333      -3,128         -66      -2,506
Total comprehensive income for                                                  
 the reporting period                                                           
 attributable to:                                                               
Parent company shareholders           -4,267      -2,947       2,384      -1,155
Non-controlling interests                 -1           0         -39          10
                                      -4,268      -2,947       2,345      -1,145
Result for the reporting period                                                 
 attributable to parent company                                                 
 shareholders calculated as                                                     
 earnings per share (EUR/share):                                                
Undiluted/ diluted earnings per        -0.11       -0.07        0.00       -0.05
 share                                                                          
Average number of shares:                                                       
Undiluted/ diluted                46,821,037  46,821,037  46,821,037  46,821,037





* In Sweden, the corporate tax rate was decreased from 26.3 per cent to 22 per
cent starting 1 January 2013. In 2012, the one-time positive effect of the tax
rate change is EUR 2.9 million. 



As of 1 January 2012 the applicable corporate tax rate in Finland changed from
26 per cent to 24.5 per cent. In 2011, the one-time positive effect of the tax
rate change was EUR 3.3 million. 





CONSOLIDATED STATEMENT OF FINANCIAL POSITION, IFRS





EUR 1,000                                           31 Dec 2012  31 Dec 2011
ASSETS                                                                      
Non-current assets                                                          
Property, plant and equipment                         1,260,295    1,258,306
Goodwill                                                105,644      105,644
Other intangible assets                                   6,629        8,049
Other financial assets                                    4,581        4,582
Receivables                                                 862        1,250
Deferred tax assets                                       1,792        4,395
                                                      1,379,803    1,382,225
Current assets                                                              
Inventories                                               9,759        8,903
Accounts receivable and other receivables                74,087       76,660
Income tax receivables                                        1           73
Bank and cash                                            16,282        4,263
                                                        100,129       89,898
Total assets                                          1,479,932    1,472,123
EQUITY                                                                      
Equity attributable to parent company shareholders                          
Share capital                                            93,642       93,642
Share premium account                                    24,525       24,525
Fair value reserve                                            0       -2,409
Translation differences                                     116          114
Unrestricted equity reserve                              21,015       21,015
Retained earnings                                       289,990      290,017
                                                        429,289      426,905
Non-controlling interests                                   838          877
Total equity                                            430,127      427,782
LIABILITIES                                                                 
Long-term liabilities                                                       
Deferred tax liabilities                                 71,444       76,015
Interest-free liabilities                                 1,325            8
Pension liabilities                                       2,442        2,462
Provisions                                                5,100        4,562
Interest-bearing liabilities                            632,985      665,496
                                                        713,297      748,544
Current liabilities                                                         
Accounts payable and other liabilities                   74,504      102,181
Income tax liabilities                                      108           65
Provisions                                                   48           30
Current interest-bearing liabilities                    261,848      193,521
                                                        336,508      295,797
Total liabilities                                     1,049,805    1,044,341
Total equity and liabilities                          1,479,932    1,472,123





CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 2011, IFRS







EUR 1,000                     Equity attributable to parent company shareholders
                                 Share    Share  Transla    Fair    Unrestricted
                               capital    issue     tion   value  equity reserve
                                        premium  differe  reserv                
                                                    nces      es                
Equity 1 January 2011           93,642   24,525      117  -3,773          21,015
Comprehensive income for the                                                    
 reporting period:                                                              
Exchange differences on                               -3                        
 translating foreign                                                            
 operations                                                                     
Changes in cash flow hedging                                                    
 reserve                                                                        
Fair value changes                                           -95                
Transfer to fixed assets                                   2,004                
Tax effect, net                                             -496                
Effect of the tax rate                                       -48                
 change                                                                         
Total comprehensive income                            -3   1,364                
 for the reporting period                                                       
Equity 31 December 2011         93,642   24,525      114  -2,409          21,015
EUR 1,000                               Equity        Non-con       Total equity
                                   attributable to    trollin                   
                                    parent company          g                   
                                     shareholders     interes                   
                                                           ts                   
                                  Retained     Total  
                                  earnings            
Equity 1 January 2011              292,534   428,060      867            428,927
Comprehensive income for the                                                    
 reporting period:                                                              
Result for the reporting period     -2,517    -2,517       10             -2,506
Exchange differences on                           -3                          -3
 translating foreign operations                                                 
Changes in cash flow hedging                                                    
 reserve                                                                        
Fair value changes                               -95                         -95
Transfer to fixed assets                       2,004                       2,004
Tax effect, net                                 -496                        -496
Effect of the tax rate change                    -48                         -48
Total comprehensive income for      -2,517    -1,155       10             -1,145
the reporting period                                                            
Equity 31 December 2011            290,017   426,905      877            427,782





CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 2012, IFRS





EUR 1,000                   Equity attributable to parent company shareholders  
                          Share      Share  Translation       Fair  Unrestricted
                         capita      issue  differences      value        equity
                              l    premium                reserves       reserve
Equity 1 January 2012    93,642     24,525          114     -2,409        21,015
Comprehensive income                                                            
 for the reporting                                                              
 period:                                                                        
Exchange differences on                               2                         
 translating foreign                                                            
 operations                                                                     
Changes in cash flow                                                            
 hedging reserve                                                                
Fair value changes                                              13              
Transfer to fixed                                            3,178              
 assets                                                                         
Tax effect, net                                               -782              
Effect of the tax rate                                                          
 change                                                                         
Total comprehensive                                   2      2,409  
 income for the                                                                 
 reporting period                                                               
Equity 31 December 2012  93,642     24,525          116          0        21,015







EUR 1,000                         Equity attributable  Non-controlling     Total
                                  to parent company          interests    equity
                                     shareholders                               
                                    Retained    Total  
                                    earnings           
Equity 1 January 2012                290,017  426,905              877   427,782
Comprehensive income for the                                                    
 reporting period:                                                              
Result for the reporting period          -27      -27              -39       -66
Exchange differences on                             2                          2
 translating foreign operations                                                 
Changes in cash flow hedging                                                    
 reserve                                                                        
Fair value changes                                 13                         13
Transfer to fixed assets                        3,178                      3,178
Tax effect, net                                  -782                       -782
Effect of the tax rate change                                                   
Total comprehensive income for           -27    2,384              -39     2,345
the reporting period                                                            
Equity 31 December 2012              289,990  429,289              838   430,127





CONSOLIDATED CASH FLOW STATEMENT, IFRS (CONDENSED)





EUR 1,000                                         1 Jan-31 Dec      1 Jan-31 Dec
                                                          2012              2011
Cash flows from operating activities                                            
Result for reporting period                                -66            -2,506
Non-cash transactions and other adjustments             89,253            85,570
Changes in working capital                             -26,481             4,840
Net financial items and income taxes                   -25,587           -37,065
Net cash generated from operating activities            37,118            50,839
Cash flow from investing activities *                                           
Net investments in tangible and intangible             -63,121           -62,398
 assets                                                                         
Disposal of subsidiaries and associated                                         
 companies                                                                      
Investments in shares                                                        -22
Proceeds from sale of investments                            2                59
Other investing activities                                 982             9,371
Net cash used in investing activities                  -62,136           -52,991
Cash flows from financing activities                                            
Loan withdrawals                                        89,772            41,440
Net increase in current interest-bearing                30,398            28,102
 liabilities                                                                    
Repayment of loans                                     -83,377           -70,209
Increase / decrease in long-term receivables               237               637
Net cash from (used in) financing activities            37,030               -30
Change in cash and cash equivalents                     12,012            -2,181
Cash and cash equivalents 1 January                      4,263             6,452
Effect of foreign exchange rate changes                      7                -8
Cash and cash equivalents at the end of                 16,282             4,263
 period                                                                         





* Capitalised borrowing costs amounting to EUR -2,164 thousand (2011: EUR
-2,465 thousand) are included in investments. 





REVENUE AND RESULT BY BUSINESS SEGMENTS







                          1 Oct-31 Dec  1 Oct-31 Dec  1 Jan-31 Dec  1 Jan-31 Dec
                                  2012          2011          2012          2011
                           MEUR      %   MEUR      %   MEUR      %   MEUR      %
Revenue                                                                         
Shipping and sea          130.5   94.3  136.3   94.1  574.8   94.3  563.3   93.1
 transport services                                                             
Port operations            13.8    9.9   15.3   10.6   58.5    9.6   67.7   11.2
Intra-group revenue        -5.8   -4.2   -6.8   -4.7  -24.0   -3.9  -25.8   -4.3
External sales            138.4  100.0  144.8  100.0  609.3  100.0  605.2  100.0
Result before interest                                                          
 and taxes                                                                      
Shipping and sea           -1.3           0.9          34.0          30.8       
 transport services                                                             
Port operations            -3.8          -2.6         -10.4          -9.8       
Result before interest     -5.1          -1.6          23.7          21.0       
 and taxes (EBIT) total                                                         
Financial items            -5.9          -6.5         -25.3         -26.5       
Result before taxes       -11.1          -8.2          -1.6          -5.4       
 (EBT)                                                                          
Income taxes                5.7           5.0           1.5           2.9       
Result for reporting       -5.3          -3.1          -0.1          -2.5       
 period                                                                         





PROPERTY, PLANT AND EQUIPMENT 2011



EUR 1,000            Land  Buildin    Vessels  Machine        Advance      Total
                                gs              ry and       payments           
                                               equipme          &
                                                    nt   acquisitions           
                                                        under constr.           
Acquisition cost 1     72   78,923  1,302,037  100,460        167,050  1,648,543
 January 2011                                                                   
Exchange rate                                       12                        12
 differences                                                                    
Increases                       10      6,002      191         57,620     63,823
Disposals                   -2,175       -191  -10,121                   -12,487
Reclassifications                      94,082                 -94,082          0
Acquisition cost 31    72   76,758  1,401,930   90,543        130,588  1,699,892
 December 2011                                                                  
Accumulated                -10,510   -319,792  -54,615                  -384,917
 depreciation,                                                                  
 amortisation and                                                               
 write-offs 1                                                                   
 January 2011                                                                   
Exchange rate                                      -11                       -11
 differences                                                                    
Cumulative                     532        191    3,824                     4,547
 depreciation on                                                                
 reclassifications                                                              
 and disposals                                                                  
Depreciation for            -2,938    -52,634   -5,633                   -61,205
 the reporting                                                                  
 period                                                                         
Accumulated                -12,916   -372,235  -56,435                  -441,586
 depreciation,                                                                  
 amortisation and                                                               
 write-offs 31                                                                  
 December 2011                                                                  
Book value 31          72   63,842  1,029,695   34,108        130,588  1,258,306
 December 2011                                                                  





PROPERTY, PLANT AND EQUIPMENT 2012





EUR 1,000            Land  Buildin    Vessels  Machine        Advance      Total
                                gs              ry and       payments           
                                               equipme          &
                                                    nt   acquisitions           
                                                        under constr.           
Acquisition cost 1     72   76,758  1,401,930   90,543        130,588  1,699,892
 January 2012                                                                   
Exchange rate                                       15                        15
 differences                                                                    
Increases                      533      8,212      263         57,830     66,837
Disposals                     -848       -110  -11,131                   -12,089
Reclassifications               23    187,405                -187,427          0
Acquisition cost 31    72   76,466  1,597,437   79,690            991  1,754,655
 December 2012                                                                  
Accumulated                -12,916   -372,235  -56,435                  -441,586
 depreciation,                                                                  
 amortisation and                                                               
 write-offs 1                                                                   
 January 2012                                                                   
Exchange rate                                      -13                       -13
 differences                                                                    
Cumulative                     656        110   10,935                    11,701
 depreciation on                                                                
 reclassifications                                                              
 and disposals                                                                  
Depreciation for            -2,787    -56,902   -4,772                   -64,461
 the reporting                                                                  
 period                                                                         
Accumulated                -15,047   -429,028  -50,285                  -494,360
 depreciation,                                                                  
 amortisation and                                                               
 write-offs 31                                                                  
 December 2012                                                                  
Book value 31          72   61,419  1,168,409   29,405            991  1,260,295
 December 2012                                                                  





CONTINGENCIES AND COMMITMENTS





EUR 1,000                                               31 Dec 2012  31 Dec 2011
Minimum leases payable in relation to fixed-term                                
 leases:                                                                        
Vessel leases (Group as lessee):                                                
Within 12 months                                              3,285       14,785
                                             1-5 years        3,468             
                                                              6,753       14,785
Vessel leases (Group as lessor):                                                
Within 12 months                                              6,251          910
                                             1-5 years       17,742             
                                                             23,993          910
Other leases (Group as lessee):                                                 
Within 12 months                                              6,496        6,796
                                             1-5 years       17,176       17,551
After five years                                             16,123       13,164
                                                             39,795       37,511
Other leases (Group as lessor):                                                 
Within 12 months                                                211          204
                                                                211          204
Collateral given                                                   
Loans from financial institutions                           786,395      730,563
Vessel mortgages provided as guarantees for the above     1,254,000    1,189,500
 loans                                                                          
Other collateral given on own behalf                                            
Pledged deposits                                                471          476
Corporate mortgages                                             606          606
                                                              1,077        1,082
Other obligations                                             1,932       56,525
Obligations of parent company on behalf of                                      
 subsidiaries                                                                   
Guarantees                                                    6,913        6,913
VAT adjustment liability related to real estate               7,927        9,088
 investments                                                                    





Open derivative instruments:





                             Fair value              Contract amount     
EUR 1,000             31 Dec 2012  31 Dec 2011  31 Dec 2012  31 Dec  2011
Currency derivatives            0          231            0         7,574





REVENUE AND RESULT BY QUARTER





MEUR                      Q1/12  Q1/11  Q2/12  Q2/11  Q3/12  Q3/11  Q4/12  Q4/11
Shipping and sea          135.4  126.5  155.8  148.9  153.2  151.7  130.5  136.3
 transport services             
Port operations            15.8   18.7   15.2   18.0   13.7   15.7   13.8   15.3
Intra-group revenue        -6.2   -6.1   -6.4   -6.6   -5.6   -6.2   -5.8   -6.8
External sales            145.0  139.0  164.6  160.2  161.3  161.2  138.4  144.8
Result before interest                                                          
 and taxes                                                                      
Shipping and sea            2.4    2.9   16.5   11.8   16.4   15.2   -1.3    0.9
 transport services                                                             
Port operations            -2.7   -3.0   -1.8   -1.9   -2.1   -2.3   -3.8   -2.6
Result before interest     -0.2   -0.1   14.7    9.9   14.3   12.9   -5.1   -1.6
 and taxes (EBIT) total                                                         
Financial items            -6.9   -6.0   -6.3   -7.1   -6.2   -6.8   -5.9   -6.5
Result before taxes        -7.1   -6.1    8.4    2.7    8.1    6.1  -11.1   -8.2
 (EBT)                                                                          
Income taxes                1.3    1.5   -2.7   -1.5   -2.8   -2.1    5.7    5.0
Result for the reporting   -5.8   -4.6    5.7    1.2    5.3    4.0   -5.3   -3.1
 period                                                                         
EPS (undiluted/           -0.12  -0.10   0.12   0.03   0.11   0.08  -0.11  -0.07
 undiluted)                                                                     





SHARES, MARKET CAPITALISATION AND TRADING INFORMATION



                                    31 December 2012  31 December 2011
Number of shares                          46,821,037        46,821,037
Market capitalisation, EUR million             365.2             360.5







                                  1 Jan - 31 Dec 2012  1 Jan - 31 Dec 2011
Number of shares traded, million                  1.4                  1.5







                1 Jan - 31 Dec 2012    
             High   Low  Average  Close
Share price  8.49  6.65     7.26   7.80





CALCULATION OF RATIOS



Earnings per share (EPS), EUR :



Result attributable to parent company shareholders

----------------------------------------------------------------------

Weighted average number of outstanding shares





Shareholders' equity per share, EUR :



Shareholders' equity attributable to parent company shareholders

--------------------------------------------------------------------------------
--------- 

Undiluted number of shares at the end of period





Gearing, %:



Interest-bearing liabilities - cash and bank equivalents

---------------------------------------------------------------------------  X
100 

Total equity





Equity ratio, %:



Total equity

----------------------------------------------  X 100

Assets total - received advances









Taxes corresponding to the result for the reporting period are presented as
income taxes in the interim report. 





RELATED PARTY TRANSACTIONS



Redelivery of the two vessels, hired to the Grimaldi Group in September 2011
and April 2012, took place in the second and third quarter of 2012. During the
last quarter of 2012, the Company has chartered out one ro-pax vessel to the
Grimaldi Group. Otherwise there were no material related party transactions
during the reporting period. The business transactions were carried out using
market-based pricing. 





REPORTING AND ACCOUNTING POLICIES



This bulletin and the interim report included herein is prepared in accordance
with IAS 34 (Interim Financial Reporting) standard. The Company has adopted new
or revised IFRS standards and IFRIC interpretations from beginning of the
reporting period corresponding to those described in the 2011 Financial
Statements. These new or revised standards have not had an effect on the
reported figures. In other respects, the same accounting policies have been
followed as in the previous annual financial statements. All figures in the
accounts have been rounded and consequently the sum of individual figures can
deviate from the presented sum figure. 



The preparation of the financial statements in accordance with IFRS requires
management to make estimates and assumptions that affect the valuation of the
reported assets and liabilities and other information such as contingent
liabilities and the recognition of income and expenses in the income statement.
Although the estimates are based on the management's best knowledge of current
events and actions, actual results may differ from the estimates.