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2012-04-19 07:30:00 CEST 2012-04-19 07:30:07 CEST REGULATED INFORMATION Trainer's House Oyj - Interim report (Q1 and Q3)TRAINERS’ HOUSE GROUP’S INTERIM REPORT FOR 1 JANUARY – 31 MARCH 2012Espoo, 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 |
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