2012-04-19 07:30:00 CEST

2012-04-19 07:30:07 CEST


REGULATED INFORMATION

Finnish English
Trainer's House Oyj - Interim report (Q1 and Q3)

TRAINERS’ HOUSE GROUP’S INTERIM REPORT FOR 1 JANUARY – 31 MARCH 2012


Espoo, 2012-04-19 07:30 CEST (GLOBE NEWSWIRE) -- TRAINERS' HOUSE PLC, INTERIM
REPORT, 19 APRIL 2012 AT 8:30 

Trainers' House's first quarter showed a profit.

January-March 2012 in brief (the figures are figures for the company's
continuing operations) 

  -- net sales amounted to EUR 3.9 million (EUR 4.4 million)
  -- operating profit (EBIT) before non-recurring items and depreciation
     resulting from the allocation of acquisition cost was EUR 0.5 million (EUR
     0.7 million), or 14.1% of net sales (14.8%)
  -- operating result after these items was EUR 0.1 million (EUR 0.2 million),
     or 3.6% of net sales (5.5%)
  -- cash flow from operating activities was EUR 0.3 million (EUR -0.2 million)
  -- earnings per share were EUR 0.00 (EUR 0.00)

Key figures at the end of the first quarter of 2012

  -- liquid assets totalled EUR 3.5 million (EUR 3.4 million)
  -- interest-bearing liabilities amounted to EUR 8.6 million (EUR 9.9 million),
     and interest-bearing net debt totalled EUR 5.1 million (EUR 6.4 million)
  -- net gearing was 30.5% (18.2%)
  -- the equity ratio was 54.4% (68.2%)


OUTLOOK FOR 2012

The company expects net sales to remain at the current level and operating
profit after depreciation resulting from the allocation of acquisition costs to
improve compared to the previous year. 


REPORT OF VESA HONKANEN, CEO

The operating environment continued to be challenging during the period under
review.The general economic uncertainty continued, which slowed down our
customers' decision-making.This development, which started already in autumn
2011, contributed to the company's net sales and result declining slightly in
comparison to the same period in the previous year.However, the company's
result for the first quarter showed a profit. 

The company's operations are post-cyclical.Customers will only begin to invest
more strongly in the services offered by the company when a positive trend has
prevailed in the economy for some time. 

Customers see cooperation with Trainers' House as profitable.The company will
continue to strengthen resources and enhance the efficiency of using them, as
well as continuing with customer-oriented development.When the markets recover,
Trainers' House will be even better able to respond to the changing customer
needs, for example, with solutions for work capacity and work enjoyment
management. 


For more information, please contact

Vesa Honkanen, CEO, on +358 500 432 993
Mirkka Vikström, CFO, on +358 50 376 1115



REVIEW OF OPERATIONS

Trainers' House helps its customers grow by supporting their everyday
leadership. 

At the core of the company's operations are training and consultancy
operations, which focuses on successful execution of various change projects in
customer organisations. 

The starting point for the change projects is a situation prevailing in the
customer organisation, which is used as a basis for setting realistic targets
for the desired results and the changes in activities required by these.To
support the change, an internal coach network is set up to continue to anchor
the change in the organisation. 

The change projects executed by Trainers' House are usually connected with
clarifying our customers' business strategies; marketing the strategies; and
implementing them by spurring sales, by enhancing customer service (for
example, through service design), and by developing the work of leaders and
supervisors along with the skills of their subordinates.Managing work capacity
through physical and mental coaching holds an important role in an increasing
number of customer projects. 

The results of customer projects are verified by auditing customers' everyday
work and by bringing in management systems to help monitor the activities and
the results. 

In 2011, the company executed about 950 company-specific change projects.The
results achieved and the customer feedback received demonstrate that our
operating methods are effective. In addition, the company coaches hundreds of
its customers' representatives each year in personal management training
programmes. 


FINANCIAL PERFORMANCE

The result for the first quarter of the financial year showed a profit,
although net sales development remained weaker than expected.Also operating
profit before non-recurring items and depreciation resulting from the
allocation of acquisition costs fell below the level of the previous year. 

Net sales from continuing operations in the period under review came to EUR 3.9
million (EUR 4.4 million).Operating profit from continuing operations before
depreciation resulting from the allocation of the acquisition cost of Trainers'
House Oy was EUR 0.5 million, or 14.1% of net sales (EUR 0.7 million, or 14.8%
of net sales).Profit for the period was EUR 0.1 million, or 2.6% of net sales
(EUR 0.1 million, or 1.7%). 

Result

The comparative figures used for reporting on operating profit include the
operating profit reported as well as operating profit before depreciation of
allocated acquisition costs related to the acquisition of Trainers' House Oy
and non-recurring items (i.e., operating profit, EBIT). 

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



                                      1-3/2012  1-3/2011
Net sales                                3,901     4,420
Expenses:                                               
Personnel-related expenses              -1,803    -1,963
Other expenses                          -1,458    -1,658
EBITDA                                     640       798
Depreciation of non-current assets         -91      -145
Operating profit before depreciation       549       653
of acquisition cost                                     
% of net sales                            14.1      14.8
Depreciation of allocation of             -410      -410
acquisition cost *)                                     
EBIT                                       140       244
% of net sales                             3.6       5.5
Financial income and expenses              -21      -136
Profit/loss before tax                     119       108
Tax **)                                    -18       -32
Profit/loss for the period                 101        76
% of net sales                             2.6       1.7

 *) Of the purchase price for Trainers' House Oy in 2007, EUR 10.2 million has
been allocated to intangible assets with a limited useful life. This item is
depreciated over five years. The total remaining portion of this item to be
depreciated in 2012 is EUR 1.4 million. 

**) The tax included in the income statement is deferred.Taxes recognised in
the income statement have no effect on cash flow. On 31 March 2012, the
company's balance sheet included deferred tax assets from losses carried
forward in the amount of EUR 0.5 million. Of the deferred tax assets, EUR 0.1
million will expire in 2012 and the remaining EUR 0.4 million in 2019. 


The following table itemises distribution of net sales from continuing
operations and shows the quarterly profit/loss from the start of 2011, in
thousands of euros. 


              Q111  Q211  Q311    Q411    2011  Q112
----------------------------------------------------
Net sales     4420  4636  2812    3790   15658  3901
----------------------------------------------------
Operating      653   884  -124     165    1578   549
profit                                              
before                                              
depreciation                                        
of                                                  
acquisition                                         
cost *)                                             
----------------------------------------------------
Operating      244   475  -533  -16915  -16731   140
profit                                              
----------------------------------------------------


*) excluding non-recurring items


LONG-TERM OBJECTIVES

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


FINANCING, INVESTMENTS, AND SOLVENCY

In connection with the merger of Trainers' House Oy and Satama Interactive Plc,
the company concluded a loan agreement in the amount of EUR 40 million.At the
end of the reporting period, the company had loans related to this new loan
agreement negotiated in late 2011 in an amount of EUR 8.2 million. 

Hybrid bond

On 15 January 2010, Trainers' House Plc issued a EUR 5 million domestic hybrid
bond.Interest of EUR 1.0 million related to the hybrid bond was recognised in
shareholders' equity.Interest in the amount of EUR 0.5 million has been paid to
the subscribers on 21 January 2011 and EUR 0.5 million on 20 January 2012.The
interest paid reduces the non-restricted equity and is not recognised as
income. 

Cash flow and financing

Cash from operating activities before financial items totalled EUR 0.8 million
(EUR 0.3 million) for the reporting period, and after financial items EUR 0.3
million (EUR -0.2 million). 

There were no investments in the reporting period.Cash flow from financing came
to EUR -0.1 million (EUR -0.1 million). 

Total cash flow amounted to EUR 0.3 million (EUR -0.3 million).

On 31 March 2012, the Group's liquid assets totalled EUR 3.5 million (EUR 3.4
million).The equity ratio was 54.4% (68.2%).Net gearing was 30.5% (18.2%).At
the end of the reporting period, the Group had interest-bearing liabilities in
the amount of EUR 8.6 million (EUR 9.9 million). 

Financial risks

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


SHORT-TERM BUSINESS RISKS AND FACTORS OF UNCERTAINTY

Risks in the company's operating environment have remained unchanged in the
first quarter.On account of the project-based nature of the company's
operations, the order life cycle is short, which makes it more difficult to
estimate future developments. 

Short-term risks

The Group's goodwill and deferred tax assets recognised in the balance sheet
were re-tested for impairment at the end of the first quarter.No goodwill
write-downs were judged necessary from the results of this impairment testing. 

If the company's profitability should fail to develop as predicted, or if
external factors beyond the company's control, such as interest rates, should
change significantly, there is a risk that some of the Group's goodwill may
have to be written down.Such a write-down would not affect the company's cash
flow. 

At the end of the period under review, Trainers' House Plc's balance sheet
included deferred tax assets from losses carried forward in the amount of EUR
0.5 million.Of the deferred tax assets, EUR 0.1 million will expire in 2012 and
the remaining EUR 0.4 million in 2019. 

If the Group's taxable income for 2012 does not reach approximately EUR 0.4
million, there is a risk that some of the deferred tax assets recognised in the
consolidated balance sheet cannot be utilised and therefore will have to be
written down. 

The company's new loan agreement, under which there were loans in an amount of
EUR 8.2 million at the end of the reporting period, includes standard
covenants, including one concerning the ratio of net debt to EBITDA. 

If the company's profitability should fail to develop as expected, there would
be a risk of the company being unable to fulfil the covenants, which would
increase financial expenses. 

Risks are discussed in more detail in the annual report and on the company's
website, at www.trainershouse.fi > Investors. 


PERSONNEL

At the end of March 2012, the Group employed 119 (132) people.


DECISIONS REACHED AT THE ANNUAL GENERAL MEETING

The Annual General Meeting of Trainers' House Plc was held on 21 March 2012.

The Annual General Meeting adopted the company's Financial Statements for 2011
and discharged the members of the Board of Directors and the CEO from liability
for the period 1 January to 31 December 2011. 

In accordance with the proposal of the Board of Directors, the Annual General
Meeting decided that no dividend be paid for the 2011 financial year and that
the company's premium fund be decreased by EUR 8,865,877.29 to cover the parent
company's losses. 

It was confirmed that the Board of Directors shall consist of five (5)
members.Aarne Aktan, Jarmo Hyökyvaara, Tarja Jussila, Jari Sarasvuo and Kai
Seikku were re-elected as members of the Board of Directors.The Annual General
Meeting decided on a monthly emolument for a Board member of EUR 1,500 and of
EUR 3,500 for the chairman of the Board. 

Authorized Public Accountants Ernst & Young Oy were elected as the
company's auditors. 

In accordance with the proposal of the Board of Directors, the Annual General
Meeting decided on the granting of option rights to the key employees of the
company and its subsidiaries.The number of option rights granted shall not
exceed 5,000,000, and the option rights shall entitle their holders to
subscribe for no more than 5,000,000 new shares or treasury shares in total. 

In accordance with the proposal of the Board of Directors, the Annual General
Meeting decided to authorise the Board of Directors to decide on a share issue,
on transfer of own shares and on the granting of special rights entitling to
shares, on one or several occasions.The number of shares to be granted or
transferred on the basis of the authorisation may not exceed 13,000,000
shares.A share issue, transfer of own shares and the granting of other special
rights entitling to shares may take place in deviation of the shareholders'
pre-emptive subscription rights (a private placement).The authorisation is
valid until 30 June 2015. 

In its assembly meeting held after the AGM, the Board of Directors elected
Aarne Aktan as the Chairman of the Board. 


SHARES AND SHARE CAPITAL

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

At the end of the period reviewed, Trainers' House Plc had issued 68,016,704
shares and the company's registered share capital amounted to EUR 880,743.59.No
changes took place in the number of shares or share capital during the period
under review. 

Share performance and trading

In the period under review, 1.6 million shares in total, or 2.4% of the average
number of all company shares (3.5 million shares, or 5.1%), were traded on the
Helsinki stock exchange, for a value of EUR 0.3 million (EUR 1.1 million).The
period's highest share quotation was EUR 0.22 (EUR 0.36), the lowest EUR 0.15
(EUR 0.27) and the closing price EUR 0.15 (EUR 0.28).The weighted average price
was EUR 0.18 (EUR 0.32).With the closing price for 31 March 2012, the company's
market capitalisation was EUR 10.2 million (EUR 19.0 million). 


PERSONNEL OPTION PROGRAMMES

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

The Annual General Meeting held on 25 March 2010 decided to initiate an
employee option programme for key employees at Trainers' House and its
subsidiaries. 

The number of option rights granted shall not exceed 5,000,000, and the option
rights shall entitle their holders to subscribe for no more than 5,000,000 new
shares or treasury shares in total.The subscription price for the 2010A warrant
is EUR 0.46 and for the 2010B warrant, EUR 0.29.The subscription period for
shares converted under warrant 2010A is from 1 September 2011 to 31 December
2012, and for shares converted under warrant 2010B from 1 September 2012 to 31
December 2013.No shares have been subscribed under the warrants.The total
number of warrants granted to the personnel is 1.8 million. A total cost of EUR
0.01 million has been expensed for the 2012 financial year. 

The Annual General Meeting held on 21 March 2012 decided to initiate an
employee option programme for key employees in Trainers' House and its
subsidiaries. 

The number of option rights granted shall not exceed 5,000,000, and the option
rights shall entitle their holders to subscribe for no more than 5,000,000 new
shares or treasury shares in total.Of the warrants 3,000,000 will be titled
2012A and 2,000,000 will be titled 2012B.The subscription price for the
warrants is EUR 0.16.The subscription period for shares converted under the
2012A warrant is from 1 September 2013 to 31 December 2014, and for shares
converted under the 2012B warrant from 1 September 2014 to 31 December 2015.The
options have not yet been offered. 


CONDENSED FINANCIAL STATEMENTS AND NOTES

The interim report was compiled in accordance with the IAS 34 standard.This
interim report has been prepared in accordance with the IFRS standards and
interpretations adopted in the EU, valid on 31 December 2011. 

In producing this interim report, Trainers' House has applied the same
accounting principles for key figures as in its 2011 financial statements.The
calculation of key figures is described on page 94 of the financial statements
included in the Annual Report 2011. 

The figures given in the interim report are unaudited.


INCOME STATEMENT, IFRS (kEUR)

                                   Group     Group     Group
                                  01/01-    01/01-    01/01-
                                31/03/12  31/03/11  31/12/11
CONTINUING OPERATIONS                                       
NET SALES                          3,901     4,420    15,658
Other income from operations         164       163       648
Costs:                                                      
Materials and services               538       669     2,278
Personnel-related                  1,803     1,963     7,399
expenses                                                    
Depreciation                         500       555     2,145
Impairment                                            16,671
Other operating expenses           1,083     1,152     4,544
Operating profit/loss                140       244   -16,731
Financial income and expenses        -21      -136      -833
Profit/loss before tax               119       108   -17,564
Tax *)                               -18       -32      -798
PROFIT/LOSS FOR THE PERIOD           101        76   -18,362
Other comprehensive income:                                 
Cash flow hedges                                75       174
Income tax relating to                         -20       -45
components of other                                         
comprehensive income                                        
Other comprehensive income                      56       129
for the year, net of tax                                    
TOTAL COMPREHENSIVE                  101       131   -18,233
INCOME FOR THE YEAR                                         
Profit/loss attributable to:                                
Owners of the parent company         101        76   -18,362
Total comprehensive income                                  
attributable to:                                            
Owners of the parent company         101       131   -18,233
Earnings per share, undiluted:                              
EPS result for the period from      0.00      0.00     -0.27
continuing operations                                       
EPS attributable to hybrid         -0.00     -0.00     -0.01
bond investors                                              
EPS continuing operations           0.00      0.00     -0.28
EPS attributable to equity          0.00      0.00     -0.28
holders of the parent company                               
EPS result for the period           0.00      0.00     -0.27


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

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


BALANCE SHEET IFRS (kEUR)

                                   Group     Group     Group
                                31/03/12  31/03/11  31/12/11
ASSETS                                                      
Non-current assets                                          
Property, plant and equipment        551       932       594
Goodwill                           9,135    25,806     9,135
Other intangible assets           10,668    12,430    11,107
Other financial assets               202       202       202
Other receivables                  1,607     3,127     1,607
Deferred tax receivables             484     1,567       579
Total non-current assets          22,646    44,063    23,224
Current assets                                              
Inventories                           11        11        11
Accounts receivables and           4,540     4,216     4,510
other receivables                                           
Cash and cash equivalents          3,534     3,424     3,280
Total current assets               8,085     7,651     7,800
TOTAL ASSETS                      30,731    51,714    31,025
SHAREHOLDERS' EQUITY AND                                    
LIABILITIES                                                 
Equity attributable to equity                               
holders of the parent company                               
Share capital                        881       881       881
Premium fund                       5,077    13,943    13,943
Hedging reserve                                -73          
Distributable non-restricted      31,872    31,872    31,872
equity fund                                                 
Other equity fund                  4,962     4,962     4,962
Retained earnings                -26,074   -16,317   -35,031
Total shareholders' equity        16,718    35,268    16,627
Long-term liabilities                                       
Deferred tax liabilities           2,756     3,182     2,862
Other long-term liabilities        6,433     4,619     6,468
Accounts payable and other         4,825     8,646     5,068
liabilities                                                 
Total liabilities                 14,013    16,447    14,398
TOTAL SHAREHOLDERS' EQUITY AND    30,731    51,714    31,025
LIABILITIES                                                 



CASH FLOW STATEMENT, IFRS (kEUR)



                                  Group     Group     Group                               01/01-    01/01-    01/01-
                               31/03/12  31/03/11  31/12/11
Profit/loss for the period          101        76   -18,362
Adjustments to profit/loss          559       752    20,552
for the period                                             
Change in working capital           169      -499      -142
Financial items                    -519      -507    -1,192
Cash flow from operations           309      -179       856
Withdrawal of long-term loans                         9,300
Repayment of long-term loans                        -10,296
Repayment of finance lease          -55       -83      -265
liabilities                                                
Cash flow from financing            -55       -83    -1,261
Change in cash and cash             254      -261      -405
equivalents                                                
Opening balance of cash and       3,280     3,686     3,686
cash equivalents                                           
Closing balance of cash and       3,534     3,424     3,280
cash equivalents                                           



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

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


                 A.     B.      C.      D.     E.       F.      G.  
--------------------------------------------------------------------
Equity           881  13,943    -129  31,872  4,962  -16,410  35,119
01/01/2011                                                          
--------------------------------------------------------------------
Other                             56                      76     131
comprehensive                                                       
income                                                              
--------------------------------------------------------------------
Hybrid bond                                              -22     -22
--------------------------------------------------------------------
Sharebased                                                39      39
payments                                                            
--------------------------------------------------------------------
Equity           881  13,943     -73  31,872  4,962  -16,317  35,268
31/03/2011                                                          
--------------------------------------------------------------------
--------------------------------------------------------------------
Equity           881  13,943          31,872  4,962  -35,031  16,627
01/01/2012                                                          
--------------------------------------------------------------------
Other                                                    101     101
comprehensive                                                       
income                                                              
--------------------------------------------------------------------
Hybrid bond                                              -23     -23
--------------------------------------------------------------------
Sharebased                                                13      13
payments                                                            
--------------------------------------------------------------------
Decrease of           -8,866                           8,866       0
share premium                                                       
fund to cover                                                       
losses                                                              
--------------------------------------------------------------------
Equity           881   5,077          31,872  4,962  -26,074  16,718
31/03/2012                                                          
--------------------------------------------------------------------
RESTRUCTURING PROVISION (kEUR)      Group     Group            Group
                                   01/01-    01/01-           01/01-
                                 31/03/12  31/03/11         31/12/11
Provisions 1 January                  258       389              389
Provisions used                                 -67             -130
Provisions 31 March/31 December       258       321              258
PERSONNEL                           Group     Group            Group
                                   01/01-    01/01-           01/01-
                                 31/03/12  31/03/11         31/12/11
Average number of personnel           119       128              128
Personnel at the end of               119       132              125
the period                                                          
COMMITMENTS AND CONTINGENT          Group     Group            Group
LIABILITIES (kEUR))              31/03/12  31/03/11         31/12/11
Collaterals and contingent         11,510    12,477           11,906
liabilities given for                                               
own commitments                                                     
Interest rate swaps:                                                
Fair value                                      -99                 
Nominal value                       5,214     8,427            5,214



OTHER KEY FIGURES                    Group     Group     Group       31/03/12  31/03/11  31/12/11
Equity-to-assets ratio (%)            54.4      68.2      53.6
Net gearing (%)                       30.5      18.2      32.4
Shareholders' equity/share (EUR)      0.25      0.52      0.24
Return on equity (%)                 -70.5     -34.9     -71.0
Return on investment (%)             -46.9     -26.2     -46.8

Return on equity and return on investment have been calculated for the previous
12 months. 


Helsinki 19 April 2012

TRAINERS' HOUSE PLC

BOARD OF DIRECTORS


For more information, please contact:
Vesa Honkanen, CEO, tel. +358 500 432 993
Mirkka Vikström, CFO, tel. +358 50 376 1115DISTRIBUTION
OMX Nordic Exchange, Helsinki
Main media
www.trainershouse.fi > Investors