2016-02-17 14:45:01 CET
2016-02-17 14:45:01 CET
REGULATED INFORMATION
Valoe Oyj - Financial Statement Release
VALOE CORPORATION, FINANCIAL STATEMENT RELEASE 2015
Valoe Corporation Financial Statement Release 2015
17 February 2016 at 15.45 Finnish time
VALOE CORPORATION, FINANCIAL STATEMENT RELEASE 2015
SUMMARY
- The restructuring of Valoe Corporation (“Valoe”) from a company providing
electronics automation solutions to a technology company focusing on clean
energy solutions, particularly on photovoltaic solutions, was completed during
2015. Now Valoe is a technology startup which, however, already has new,
competitive and tested technology in use; operating automated production plant;
worldwide market; as well as experienced personnel with competence in
international technology sales, production and projects.
- After the end of the reporting period Valoe has received a ca. EUR 15.8
million order for a solar module manufacturing plant. The plant will be
delivered to Ethiopia during the year 2016. About EUR 9.5 million of the sales
price will be paid in cash to Valoe and the rest of the sales price in shares
of the customer company resulting in Valoe having a 30 percent shareholding in
its Ethiopian manufacturing partner.
- With regard to the sale of Valoe’s electronics automation business to FTTK
Company Limited (“FTTK”) the parties have not agreed on the closing in terms of
the remaining 30 percent of the ownership and the dispute regarding this issue
has been referred to arbitration.
- The net sales of the continuing operations of Valoe for the reporting period
January – December 2015 were EUR 0.7 million (EUR 0.8 million in 2014). The
operating profit of continuing operations was EUR -2.8 million (EUR -10.9
million), profit for the period was EUR -3.9 million (EUR -11.7 million),
earnings per share were EUR -0.005 (-0.014) and EBITDA was EUR -2.1 million
(EUR -3.3 million). At the beginning of the corresponding period in 2014 the
Beijing factory had still operations but the figures of the reporting period in
2015 include only the net sales of Valoe.
- The Beijing factory has been closed and Valoe Group has no longer any future
expectations relating to the factory in its balance sheet. However, the group
balance sheet includes all of the debts of the Beijing subsidiary and the net
debts total ca. EUR 3.9 million. Owing to the law and its application in China
Valoe has alternative ways to close the Beijing subsidiary. By 30 June 2016
Valoe will decide how the company in Beijing will be closed.
- The general meeting authorized the Board of Directors to issue 900,000,000
new company shares at the most. During the year 2015 the Board of Directors has
issued a convertible bond and resolved to start preparing a share issue. The
purpose of these actions was to acquire operating capital for the company and
to secure sufficient equity until the company’s operations turn into profit.
The total amount of the convertible bond was EUR 7,700,000 and the convertible
bond was fully subscribed. The Board of Directors of Valoe approved all
subscriptions on 9 October 2015. Out of the subscriptions a total of EUR 5.0
million were paid by setting the subscription price off against the
subscribers’ receivables from the company. During the subscription period of
the Convertible Bond new investments paid in cash amounting to ca. EUR 2.7
million, including the short-term loans taken by Valoe after the beginning of
the subscription period and converted to the Convertible Bond, were made in the
company.
- Valoe’s financial situation continues to be tight. However, Valoe’s
management views that the fully funded order for a module manufacturing plant
from Ethiopia secured after the reporting period turns Valoe’s financial
situation stable provided the company succeeds to arrange advance payment
guarantee and financing for building period that are typical of export
business. Valoe has to arrange advance payment guarantee that is typical of
export business and financing of ca. EUR 2.0 – 4.0 million for building period
from its suppliers and financers.
More information on principle activities and events during and after the
reporting period can be found in the stock exchange releases published on
Valoe’s website at www.valoe.com. The Financial Statement Release has been
drawn up in compliance with the IAS 34 Interim Financial Reporting standard. In
the Financial Statement Release Valoe has applied the same accounting
principles as in its Annual Report 2014. The Financial Statement Release has
not been audited.
FINANCIAL DEVELOPMENT
Valoe transferred its electronics automation business to Cencorp Automation Oy
and sold at first 70 percent and in December 2014 the remaining 30 percent of
this company to FTTK. In terms of the latter 30 percent the transaction has not
yet been closed and the dispute has been referred to arbitration. In FTTK’s
request the claimant requests the arbitration to confirm that the transaction
has been closed and the title to the shares has been transferred to FTTK as the
purchase price has been fully paid. Valoe denies the claims as groundless and
views that the transaction will not be closed until the other conditions
pursuant to the the share transfer agreement have been fulfilled. Valoe will
claim its legal costs and other possible damages in full from FTTK. The profit
of EUR 0.276 million from the transaction between Valoe and FTTK was entered in
the books in 2014. The figures of Cencorp Automation Oy have not been
consolidated in Valoe’s financial reports in 2015. In Valoe’s financial reports
the profit of discontinued operations (the LAS and LCM Segments that were sold
to FTTK) is reported on a separate line. The group’s financial information is
based on the management’s internal reporting and on the organisation structure
of the company.
On 31 December 2014 Valoe’s equity had decreased below half of the share
capital. Thus, in the spring 2015 the Board of Directors convened a general
meeting to consider measures to remedy the financial position of the company
and to reduce the share capital among other things. The extraordinary general
meeting authorized the Board of Directors to issue 900,000,000 new company
shares at the most. Since then the Board of Directors has issued a convertible
bond of EUR 7,700,000 that was fully subscribed and resolved to start preparing
a share issue. Further, the company’s share capital has been decreased to EUR
80,000 pursuant to the resolution of the general meeting. Due to the successful
Convertible Bond and decrease in the share capital Valoe’s equity ratio was ca.
21.7 per cent as per 31 December 2015.
The figures in brackets are comparison figures for the corresponding period in
2014, unless stated otherwise.
October – December 2015 (continuing operations i.e. the Clean Energy segment
including the figures of the Beijing subsidiary)
- Valoe Group’s net sales increased by 179.4 percent to EUR 0.2 million (In
2014: EUR 0.1 million).
- EBITDA was EUR -1.3 million (EUR -1.1 million).
- Operating profit was EUR -1.3 million (EUR -4.4 million).
- The profit before taxes was EUR -1.9 million (EUR -4.7 million).
- Profit for the period was EUR -1.9 million (EUR -4.7 million).
January - December 2015 (continuing operations i.e. the Clean Energy segment
including the figures of the Beijing subsidiary)
- Valoe Group’s net sales decreased by 16.9 percent to EUR 0.7 million (In
2014: EUR 0.8 million including the component production of the Beijing factory
during the first quarter).
- EBITDA was EUR -2.1 million (EUR -3.3 million).
- Operating profit was EUR -2.8 million (EUR -10.9 million).
- The profit before taxes was EUR -3.9 million (EUR -11.7 million).
- Profit for the period was EUR -3.9 million (EUR -11.7 million).
- Earnings per share were EUR -0.005 (EUR -0.014) and diluted earnings per
share EUR -0.005 (EUR -0.014).
The profit for the corresponding year 2014 was decreased by write-downs of EUR
6.2 million done in the Beijing factory and its production equipment.
The operating profit was decreased by a one-off cost of EUR 0.7 million that
related to the Beijing factory and was booked on the last quarter of 2015. The
cost was due to taxation of equipment imported in 2008 that was changed
afterwards. Based on tax indemnity in the share and asset sale agreement
between Valoe and Savcor Group Ltd, an Australian based company, done in 2009,
this back tax belongs to the seller i.e. Savcor Group Ltd. This back tax has
been invoiced from Savcor Group Ltd and a claim of EUR 0.7 million against
Savcor Group Ltd has been booked in the other operating income of continuing
operations in the first quarter of 2015. Negotiations regarding this claim and
Valoe’s debt to Savcor Group Ltd, amounting to the claim, are continuing and
the outcome of Valoe’s claim involves risks.
MANAGING DIRECTOR IIKKA SAVISALO’S REVIEW
On the reporting period Valoe focused on finalizing the first manufacturing
partnership agreement and on sales relating to similar agreements. Although the
deadline for local financing negotiations in Ethiopia were postponed several
times, the first partnership agreement and related financing were agreed upon
in February 2016 on expected terms mainly on line with Valoe’s quotation.
On the fourth quarter of 2015 the company’s net sales remained low. The season
for solar power plant deliveries in Finland slows down in late spring and on
the last quarter of 2015 there was not as much market activities as on the two
previous quarters. The company continued developing its production lines and
deepened the cooperation with its cell manufacturing partner. Valoe’s cell
supplier is one the biggest manufacturer of cells and modules in the world.
Thanks to good cooperation Valoe has had better opportunities to test
competitiveness of its module manufacturing recipe compared to H type modules
that represent the current mainstream of produced modules in the world.
The demand for solar energy seems to be continuing to grow on the Finnish
market. This gives Valoe an opportunity to test sales and delivery models for
modules and solar power plant technologies, at home. However, the production of
Valoe’s plant in Mikkeli is not essential for the company’s growth regardless
of the company’s success in Finland. The most substantial growth will be
achieved if Valoe succeeds in selling several module manufacturing plants like
the one sold in Ethiopia. According to Valoe’s strategy buyers of module
manufacturing plants, who are Valoe’s manufacturing partners, start using
Valoe’s components forming an ecosystem whose development and competitiveness
Valoe will look after. Additionally Valoe will take care of an ecosystem’s
technological and economic competitiveness by updating plants based on the
latest research and experience.
As Valoe has got the first manufacturing partner in its ecosystem the company
has to increase the number of resources who are developing technologies for
partners. Besides production lines Valoe is ready to provide its partners with
Conductive Back Sheet (CBS) developed by the company. Thus securing sufficient
and competitive CBS capacity is one of Valoe’s most important investment
targets in the near future.
In 2015 Valoe commenced a project aiming to optimize cells for back contact
modules. The objective of the project is to develop features of cells used in
back contact modules to produce best possible capacity compared to H type
modules made of similar materials. Tekes, the Finnish Funding Agency for
Innovation, granted Valoe a significant development loan of EUR 4 million,
which secured financing for the project.
In the long-term, Valoe will include in its offering technologies relating to
energy storages and fuel cells according to the company’s strategy. As to the
key competences in these technologies Valoe will be supported by its technology
partners.
On the reporting period Valoe, simultaneously with its Ethiopian and other
projects, negotiated on a manufacturing partnership agreement for the North
American market. Negotiations with the same partner are continuing. On the
decentralized power plant market in North America retail business and
consumers, in particular, prefer high efficiency modules with capacity more
than 300 Wp. The price per peak efficiency of these modules is high and the
markets are dominated by companies manufacturing high quality and expensive
modules like SunPower, Panasonic and LG. In North America Valoe offers its
partner modules with high quality N type cells that compete in the same
capacity class with the modules manufactured by the above mentioned companies
but are less expensive to produce. On the market, controlled by Asian
manufacturers, Valoe’s manufacturing partners would also have the advantage of
having modules produced in the region where they are sold, that is appreciated
also in North America. Thanks to the high level of automation in Valoe’s
technology labor costs would not be too high even in the USA. Additionally,
Valoe has several negotiations for manufacturing partnership agreements going
on around the world.
VALOE’S STRATEGY
The net sales of Valoe’s Clean Energy segment will be generated by the
following four product concepts:
1. Photovoltaic modules and systems
Sales of modules and small photovoltaic systems are probably Valoe’s most
visible but in terms of revenue potential the smallest product group. All
Valoe’s PV modules are manufactured at the company’s factory in Mikkeli for the
time being. They are mainly delivered to the company’s distributors and future
manufacturing partners. Further, the company provides solar power plants and
systems to its customers in Finland and abroad. Valoe enhances the sale of its
modules and solar systems in Finland by starting to build sales channels
systematically.
Current capacity of the company’s Mikkeli factory is designed to annually
produce PV modules worth max EUR 6 – 8 million at the current market prices.
Thus, the module sales do not form a major part of the sales of the company.
The first module manufacturing recipes fully developed by Valoe has passed the
demanding test programs of the German Fraunhofer ISE, which enables Valoe’s
modules to be certified in all market areas the company is targeting.
2. Production lines and related components
Typically, manufacturers operating on the developing markets, e.g. in China,
could be interested in investing in new production lines. These Valoe’s
potential customers are producing traditional stringed H-pattern modules.
According to the information available to Valoe many manufacturers are going to
start to manufacture next generation modules using the CBS technology. At least
one of the world’s biggest manufacturers has already announced in public that
it will start using CBS technology. These kinds of customers usually have their
own module manufacturing recipe and require only production equipment or lines.
According to Valoe’s estimation typical price of production equipment or a
production line for solar modules is EUR 4 – 8 million.
The company is having negotiations with several potential customers interested
in Valoe’s production technology for delivering solar module plants, production
lines or parts for the lines worldwide. The value of the contracts Valoe is
negotiating for varies from approximately 2 million Euros to approximately 60
million Euros.
Valoe received its first order for a module manufacturing plant from Ethiopia
in February 2016. The value of the order totaled EUR 15.8 million. About EUR
9.5 million of the sales price will be paid in cash to Valoe and the rest of
the sales price in shares of the customer company resulting in Valoe having a
30 percent shareholding in its Ethiopian manufacturing partner. If Valoe
succeeds to achieve market position it is targeting as a supplier of CBS
production lines, expected development on the market facilitates orders for
tens of production lines in the next five years.
3. Manufacturing partners
After having received the first manufacturing partnership agreement and the
first order for a manufacturing plant in February 2016, Valoe continues
negotiating for cooperation agreements with several potential manufacturing
partners who as newcomers on the market would commit themselves to both Valoe’s
production technology and module manufacturing recipe like the Ethiopian
customer has done. Valoe provides a partner with a turnkey delivery project and
commits to minority shareholding in a manufacturing company as was the case
with the order from Ethiopia. Valoe’s shareholding is agreed to be 30 percent
in Ethiopia. Manufacturing partners operate mainly on developing markets and
produce solar energy modules for local and nearby markets. Value of a typical
turnkey plant delivery is more than ten million euros. The value of the order
from Ethiopia totaled EUR 15.8 million. Valoe is aiming to sign at least 10
manufacturing partnership contracts in the next five years.
4. Special components
Special components are the most important part in Valoe’s strategy and most
remarkable in terms of net sales potential. Valoe’s first component is
Conductive Back Sheet (CBS) that has been developed by Valoe and is one of the
most important components in a module. One normal size module production plant
using back contact technology needs approximately 300,000 – 500,000 conductive
back sheets in a year when operating at full capacity. Based on current
estimation, considering price level in the near future, each production line
will annually require back sheets worth approximately 5 – 11 million Euros.
In the future Valoe is planning to offer its partners other components too.
These components might include e.g. various intelligent components, components
relating to energy storages and special back contact based cell technologies.
OPERATING ENVIRONMENT
Valoe operates in industries applying clean energy technology. Valoe’s
operating environment is global. The company’s customers operating in the clean
energy business are companies that provide products and services locally or
worldwide.
Valoe’s key products and services have been designed for the photovoltaic
market. Modern next generation conductive back sheet based solar modules can be
manufactured with Valoe’s own module manufacturing recipe and automated
production.
On the market, general attitude to the solar energy investments improved
clearly already at the end of 2013. The same trend continued the whole year
2014 and still during 2015. Many solar module manufacturers with solid market
position have started to plan investing in capacity, partly to increase the
amount of their production capacity and partly to replace production capacity
for old H-pattern solar modules.
Valoe has previously announced that according to the company’s view the focus
of its future business will be in the developing countries. The company’s view
has strengthened during 2015 and the order from Ethiopia in February 2016
further strengthens this view. Many of the mega trends such as national climate
protection objectives; increasing industrialisation in the developing countries
and increasing energy self-sufficiency, favour local manufacturing of solar
modules. For the moment major part of the world’s solar module manufacturing is
concentrated in China. Modules are manufactured in large labour-intensive units
and are delivered from there to the world market to be installed.
In the developed countries solar electricity is mainly produced in large solar
power plants located in open landscape feeding electricity to main grid. In
this kind of power plants logistics costs, among others, can be optimized and
such parameters as module’s capacity per square meter have not had major
importance. In the developing countries logistics costs, in particular, are
significant and demand is focused on so called mini grid systems where solar
power plants have been decentralized and new local grid is built around them.
Grids are connected to each other and to new small power plants as electricity
consumption, distribution and production increases steadily. Electricity
production is decentralized and electricity is distributed through a new type
of grid infrastructure. Small power plants are often so called hybrids where
solar power plants are operated together with diesel, water and wind power
plants in same grid and where various energy storages can be integrated.
In an environment described above a local producer has much better
possibilities to control logistics costs and adopt legislation favouring local
production. Many of the partners Valoe is negotiating with have noticed that
local production costs are clearly lower than prices of modules imported from
China. When modules are produced locally possibilities to control the quality
increase, too. In Valoe’s view CBS based modules have typically solid quality
which improves average module capacity in most of the cases.
FINANCING
Cash flow from business operations before investments in January – December was
EUR -2.5 million (EUR -4.0 million). Trade receivables at the end of the
reporting period were EUR 0.1 million (EUR 1.0 million). Net financial items
amounted to EUR 1.1 million (EUR 0.8 million).
At the end of December the equity ratio of Valoe Group was -193.7 percent
(-130.9 %) and equity per share was EUR -0.014 (EUR -0.011). The equity ratio
including capital loans was -100.0 percent (-88.9 %). At the end of the
reporting period, the Group’s liquid assets totaled EUR 0.03 million (EUR 0.2
million) and unused export credit limits and bank guarantee limits amounted to
EUR 0.0 million (EUR 0.0 million).
The financing situation of Valoe has improved remarkably due to the successful
Convertible Bond I/2015. However, the financing situation continues to be tight
but according to the company’s management the EUR 15.8 million order received
in February 2016, out of which EUR 9.5 million will be paid in cash, turns the
company’s financing situation clearly more stable. However, this is subject to
the company being able to arrange financing for building period and advance
payment guarantee that are typical of export business and the order being
delivered as agreed. Valoe and the Finnish Funding Agency for Innovation, Tekes
have agreed on new funding for Valoe. Tekes gives Valoe a subsidized loan of
ca. EUR 4 million to further develop photovoltaic modules and to develop solar
cells based on the back contact technology. The loan can amount to max. 70 per
cent of the project’s total costs which are estimated to be ca. EUR 5.8
million. The loan will be withdrawn in 2016 - 2019. The loan period is seven
years.
The company has planned to get long-term financing to finance the company’s
growth by arranging a share issue. A share issue is planned to be directed to
investors in Finland and abroad. The schedule of a possible share issue is not
yet known.
As the company has previously informed many negotiations for deliveries of
production technology have made progress. Valoe’s financing situation continues
to be tight at least until financing for building period for the order received
from Ethiopia has been arranged and advance payment relating to the sale has
been paid to Valoe. The payment terms of the order from Ethiopia Valoe quoted
have been accepted as such. If the company is able to arrange financing for the
delivery time the Ethiopian order will lead the cash flow from operations to
turn positive and according to the management of the company no other bridging
financing would be needed at that point.
During the reporting period Valoe has agreed with Danske Bank Plc on extending
the overdraft facility of EUR 0.95 million available to the company until 31
March 2016. Further, Valoe has agreed with Danske Bank Plc that the export
credit limit of EUR 0.45 million will be repaid in installments by 31 March
2016. Valoe has agreed with Savcor Group Oy on extending the loan period of a
convertible bond of ca. EUR 0.364 million until 31 March 2016. Out of Savcor
Invest B.V.’s loan of EUR 1 million a total of ca. EUR 0.876, including
interests, was converted to Valoe’s Convertible Bond I/2015 and the rest of the
loan i.e. ca. EUR 0.324 million has been extended until 31 March 2016. SCI
Invest Oy’s convertible bond of ca. EUR 0.841 million, including interests, has
been converted to loan shares of Valoe’s Convertible Bond I/2015.
In order to strengthen Valoe's capital structure the company resolved to issue
a Convertible Bond of EUR 5,000,000 at the most at the end of May 2015. Due to
oversubscription the maximum amount of the Convertible Bond was increased to
EUR 7,700,000. The Convertible Bond was fully subscribed and the Board of
Directors of Valoe approved all subscriptions on 9 October 2015. One loan share
of EUR 0.01 pursuant to the Promissory Note entitles the Promissory Note Holder
to subscribe for one new share. Based on the subscriptions made pursuant to the
loan shares Valoe shall issue a maximum amount of 770,000,000 new Valoe shares.
The loan period and the conversion period expire on 1 August 2018.
Until financing and guarantee relating to the order from Ethiopia have been
arranged Valoe’s financing situation continues to be tight and until then the
sufficiency of the company’s financing and working capital for the next twelve
months involve significant risks. Valoe’s financial and other risks have been
handled in the item “Risk management, Risks and Uncertainties” of this
Financial Statement Release.
RESEARCH AND DEVELOPMENT
The knowledge and competence Valoe has gained so far and technological success
of the company’s products have based on significant investments in the research
and development. The module developed by Valoe and its production technology
have already proven to be well functional and the targets set for the research
and development have been exceeded. Also in the future, commercial success will
highly depend on how well the research and development will succeed. The ca.
EUR 4 million loan granted by Tekes in December 2015 enables Valoe to continue
systematic research and development and to invest in development areas that
fastest improve the company’s market position.
Valoe’s strategically important products have already been tested and are
functional. If Valoe succeeds in its research and development the company may
obtain cell and module technology that further improves the competitiveness of
Valoe’s products and services. The company continues to make significant
investments in research and development and will utilize both national and
European research funding to finance that also in the future.
The Group’s research and development costs during the January – December period
amounted to EUR 1.1 million (EUR 1.7 million) or 132.8 (25.7) percent of net
sales. The research and development costs of the Group’s continuing operations
during the January – December period totaled EUR 1.1 million (EUR 1.1 million)
or 154.2 (131.8) percent of net sales.
INVESTMENTS
Gross investments in the continuing operations during January - December period
amounted to EUR 0.4 million (EUR 0.4 million). The investments on the reporting
period as well as on the corresponding period were mainly in development costs.
PERSONNEL
At the end of December the Group employed 20 (26) people, out of which 19
persons worked in Finland and 1 person in the USA. During the reporting period
the Group’s salaries and fees totaled EUR 1.6 million (EUR 3.3 million).
SHARES AND SHAREHOLDERS
Valoe’s share capital amounted to EUR 80,000.00 at the end of the reporting
period. The number of shares was 862,472,136. The company has one series of
shares, which confer equal rights in the company. Valoe did not own any of its
own shares at the end of the reporting period.
The company had a total of 6,259 shareholders at the end of December 2015, and
20.3 percent of the shares were owned by foreigners. The ten largest
shareholders held 79.6 percent of the company’s shares and voting rights on 31
December 2015.
The largest shareholders on 31 December 2015
shares percent
1 SAVCOR GROUP OY 328 451 387 38,08
2 SAVCOR GROUP LIMITED 133 333 333 15,46
3 GASELLI CAPITAL OY 95 000 000 11,01
4 KESKINÄINEN ELÄKEVAKUUTUSYHTIÖ ETERA 63 673 860 7,38
5 SAVCOR INVEST B.V. 39 374 994 4,57
6 FRATELLI OY 9 223 250 1,07
7 SCI INVEST OY 6 870 645 0,80
8 NORDEA PANKKI SUOMI OYJ 4 482 364 0,52
9 VUORENMAA TIMO ANTERO 3 841 860 0,45
10 PARPOLA VILLE 2 498 759 0,29
OTHERS 175 721 684 20,37
TOTAL 862 472 136 100,00
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The list of the largest shareholders does not include e.g. the changes in
ownership that would realize if subscriptions of the Convertible Bond I/2015
approved on 9 October 2015 would be converted to shares at a price of EUR 0.01
in the future. Subscriptions for a total of EUR 7,700,000 were made which
equals to max. 770,000,000 new shares in Valoe.
The members of the Board of Directors and the President and CEO, either
directly or through companies under their control, held a total of 377,195,785
shares in the company on 31 December 2015, representing about 43.7 percent of
the company’s shares and voting rights. Iikka Savisalo, Valoe’s Managing
Director, either directly or through companies under his control, held a total
of 374,697,026 shares in the company and 15,852,856 options connected to bond
I/2012.
The price of Valoe’s share varied between EUR 0.007 and 0.02 during the January
– December period. The average price was EUR 0.013 and the closing price at the
end of December EUR 0.019. A total of 105.0 million Valoe shares were traded at
a value of EUR 1.3 million during the January – December period. The company’s
market capitalization at the end of December stood at EUR 16.4 million.
During the reporting period the Board of Directors of Valoe resolved the terms
and conditions of a stock option scheme. The maximum total number of stock
options issued is 130,000,000 and they entitle their owners to subscribe for a
maximum total of 130,000,000 new shares in the company. The stock options will
be issued for free. The Board of Directors shall annually decide upon the
distribution of the stock options to the key employees of the Group. Of the
stock options, 50,000,000 are marked with the symbol 2015A, 40,000,000 are
marked with the symbol 2015B and 40,000,000 are marked with the symbol 2015C.
During the reporting period Ingman Finance Oy and Keskinäinen Vakuutusyhtiö
Etera converted the loan capital and interests of the Convertible Bond I/2013
to loan shares in the Convertible Bond I/2015.
Options connected to bond I/2012 are held by SCI Invest Oy and Savcor Group Oy.
SHARE ISSUE AUTHORIZATIONS IN FORCE
There is no share issue authorizations in force as the Convertible Bond I/2015
has been fully subscribed and the company has resolved on the stock option
scheme during the reporting period.
THE MAJOR EVENTS SINCE THE END OF THE FINANCIAL YEAR
10 February 2016: VALOE RECEIVED A CA. EUR 15.8 MILLION ORDER FOR A SOLAR
MODULE MANUFACTURING PLANT FROM ETHIOPIA
On 29 June 2015 Valoe Corporation announced that it had concluded the business
negotiations for the first manufacturing partnership agreement with a foreign
customer, but that the sale of a module manufacturing plant was subject to
local project financing that has now been secured. The main financer of the
project is The Development Bank of Ethiopia.
The order for a solar module manufacturing plant relating to a manufacturing
partnership agreement totals ca. EUR 15.8 million. The plant will be delivered
to Ethiopia during the year 2016. About EUR 9.5 million of the sales price will
be paid in cash to Valoe and the rest of the sales price in shares of the
customer company resulting in Valoe having a 30 percent shareholding in its
Ethiopian manufacturing partner. The customer will secure the payment of the
delivery with an irrevocable letter of credit from a solvent European bank.
Valoe has to arrange advance payment guarantee that is typical of export
business and financing of ca. EUR 2.0 – 4.0 million for building period from
its suppliers and financers.
The order from Ethiopia is the first order consistent with Valoe’s long-term
strategy. During the negotiations Valoe has become more convinced that the
strategic decisions it has made were right. Valoe has new and advanced
technology. With the material Valoe has provided the company has convinced its
customers and their financers of Valoe’s advanced technology as well as
technical and commercial competence to support Valoe’s manufacturing partners
also in the future.
Iikka Savisalo, CEO, comments on the deal: ”The order Valoe received proves
that new Finnish knowhow is valued. Valoe trusts the order will improve the
company’s possibilities to meet its targets in the future and speed up the
expansion of the company’s operations in the world.”
The module manufacturing plant order involves business, financial and country
risks that are typical of international equipment sales.
RISK MANAGEMENT, RISKS AND UNCERTAINTIES
Valoe’s Board of Directors is responsible for the control of the company’s
accounts and finances. The Board is responsible for internal control, while the
President and CEO handles the practical arrangement and monitors the efficiency
of internal control. Business management and control are taken care of using a
Group-wide reporting and forecasting system.
The purpose of risk management is to ensure that any significant business risks
are identified and monitored appropriately. The company’s business and
financial risks are managed centrally by the Group’s financial department, and
reports on risks are presented to the Board of Directors as necessary.
Due to the small size of the company and its business operations, Valoe does
not have an internal auditing organization or an audit committee.
Valoe’s objective is to achieve a strong market position as a provider of, in
various geographical areas, locally produced high-quality photovoltaic modules.
Achievement of the objectives involves risks. Even though Valoe's strategy and
objectives are based on market knowledge and technical surveys, the risks are
significant and it is not certain if the company reaches all or part of the
targets set for it. Valoe's future outlook will be highly dependent on the
company's ability to reach the targeted market position in the global
photovoltaic module market as well as on the company's financing.
The Convertible Bond I/2015 enabled the company to stabilize its short-term
financing remarkably. According to the management of the company the EUR 15.8
million order for a module manufacturing plant received from Ethiopia in 2016,
out of which EUR 9.5 million will be paid in cash, turns the company’s cash
flow from operations positive if the order is realized as planned. However,
Valoe has to arrange advance payment guarantee, typical of export business, for
the order and financing of ca. EUR 2.0 – 4.0 million for building period from
its suppliers and financers. Until the afore said financing and guarantee have
been arranged Valoe’s financing situation continues to be tight and until then
the sufficiency of the company’s financing and working capital for the next
twelve months involve very significant risks. If the company does not succeed
to secure sufficient financing for the delivery time of the order from
Ethiopia, the continuity of the company’s operation may be jeopardized. If the
above mentioned financing and guarantee for the order from Ethiopia would be
delayed or if the market situation gets worse it may take longer time to turn
orders into revenue. This would affect significantly the schedule in which cash
flow before investments would turn positive. In such a case the company’s
financing situation would further tighten.
In the Auditor’s Report in the Annual Report 2014 the company’s auditor drew
attention to the financial risk management with a so called Emphasis of Matter
as follows: “Without qualifying our opinion, we draw attention to the basis of
preparation of the financial statements and to the note 29. Financial risk
management. The financial statements have been prepared under the going concern
assumption. The continuity of operations requires the company to be able to
obtain supplementary funding and to negotiate changes to the terms of payment
during 2015. The company continues negotiating with its major financers and
shareholders on measures to strengthen the financing situation until the
company’s cash flow is expected to turn positive. The sufficiency of the
company’s financing and working capital for the next twelve months involve very
significant risks. According to the current view of Valoe’s management the
company needs to obtain a bridging loan until long-term financing arrangement
has been secured and the cash flow of the business operations of the company
has turned positive. Negotiations on bridging financing are going on. The
company will have a significant deficit in its working capital until the first
delivery of production technology for solar modules will start to generate
positive cash flow. If the company does not succeed in securing sufficient
short-term and long-term financing, the continuity of the company’s operation
may be jeopardized. The valuation of the assets is based on the going concern
assumption. If the estimates are not achieved the assets may become impaired.”
The execution of the non-binding cooperation agreement signed between Valoe and
Vikram Solar involves typical business risks. Arrangements pursuant to the
non-binding cooperation agreement are subject to several terms and conditions,
especially to Valoe’s financing.
The execution of the non-binding Memorandum of Understanding signed with a
Chinese photovoltaic module manufacturer involves significant risks. The final
terms of an agreement are still under negotiations, thus execution of the
agreement is not yet guaranteed. Additionally, the agreement is subject to
Valoe's financing.
The module manufacturing plant order from Ethiopia involves business, financial
and country risks that are typical of international equipment sales.
The certain statements in this release and especially the company’s financial
guidance as well as non-binding estimations in Valoe’s strategy are targeted to
the future and based on the management’s current estimations. They involve
risks and uncertainty by their nature and may be affected by changes in general
financial situation or business environment.
Relating to taxation of the Beijing factory in China a claim of EUR 0.7 million
against Savcor Group Ltd was booked in the other operating income of the
company’s continuing operations in the first quarter of 2015. The outcome of
the claim involves risks.
The closing of the latter part (30 %) of the transaction between Valoe and FTTK
Company Limited involves risks. In terms of the latter part of the transaction
the deal was supposed to be closed by 1 March 2015, however, the closing of the
transaction has been postponed. The postponement relates to a dispute between
the parties relating to division of costs of unfinished customer projects. The
dispute has been referred to arbitration on 24 June 2015.
Other risks connected to Valoe have been presented in more detail in the Annual
Report for 2014.
MARKET OUTLOOK
Valoe’s financial guidance for the year 2016 announced on 14 December 2015
remains unchanged. Valoe estimates that the net sales of Valoe Group will be
ca. EUR 11 – 13 million in 2016 (2015: EUR 0.7 million) and the EBITDA ca. EUR
1.5 – 2.0 million (2015: EUR-2.1 million). The financial year 2016 is estimated
to be profitable (2015: EUR –3.9 million). All comparison figures concern the
continuing operations.
CORPORATE GOVERNANCE STATEMENT
Valoe applies the Finnish Corporate Governance Code approved by the Securities
Market Association effective as of 1 October 2010. Valoe’s Corporate Governance
Statement drawn in accordance with Recommendation 51 will be released on the
week 11 of 2016 as a separate report.
THE BOARD OF DIRECTORS’ PROPOSAL CONCERNING THE DISTRIBUTION OF PROFIT
The Board of Directors proposes to the Annual General Meeting that will be held
on 11 May 2016 that no dividend from the financial year 2015 will be paid.
GENERAL MEETING
Valoe’s annual general meeting will be held on 11 May 2016. A notice of a
general meeting will be published later on.
In Mikkeli, 17 February 2016
Valoe Corporation
BOARD OF DIRECTORS
For more information please contact:
Valoe: Iikka Savisalo, President and CEO, tel. +358 40 521 6082,
iikka.savisalo@valoe.com
Consolidated statement of comprehensive income
(unaudited)
1 000 EUR 10-12/2015 10-12/2014 1-12/2015 1-12/2014
--------------------------------------------------------------------------------
Continuing operations
Net sales 176 63 699 841
Cost of sales -262 -3 324 -937 -8 398
--------------------------------------------------------------------------------
Gross profit -86 -3 261 -237 -7 557
Other operating income 24 -4 895 23
Product development -132 -383 -1 078 -1 109
expenses
Sales and marketing -202 -276 -686 -840
expenses
Administrative expenses -257 -309 -982 -1 146
Other operating -693 -123 -705 -256
expenses
Operating profit -1 347 -4 357 -2 794 -10 885
Financial income 90 225 306 903
Financial expenses -640 -532 -1 442 -1 707
Profit before taxes -1 896 -4 664 -3 931 -11 689
from continuing
operations
Income taxes -1 20 0 -4
Profit/loss for the -1 897 -4 645 -3 931 -11 693
period from continuing
operations
Discontinued operations
Profit/loss after tax 20 -154 -91 -712
for the period from
discontinued
operations
Profit/loss for the -1 877 -4 798 -4 022 -12 405
period
--------------------------------------------------------------------------------
Profit/loss
attributable to:
Shareholders of the -1 877 -4 798 -4 022 -12 405
parent company
Earnings/share -0,002 -0,006 -0,005 -0,015
(diluted), eur
Earnings/share (basic), -0,002 -0,006 -0,005 -0,015
eur
Continuing operations:
Earnings/share -0,002 -0,005 -0,005 -0,014
(diluted), eur
Earnings/share (basic), -0,002 -0,005 -0,005 -0,014
eur
Profit/loss for the -1 877 -4 798 -4 022 -12 405
period
Other comprehensive
income
Translation difference -106 -460 -468 -1 114
Net other comprehensive income to be
reclassified to
profit or loss in -106 -460 -468 -1 114
subsequent periods
Total comprehensive -1 983 -5 258 -4 490 -13 519
income for the period
--------------------------------------------------------------------------------
Total comprehensive
income attributable
to:
Shareholders of the -1 983 -5 258 -4 490 -13 519
parent company
Consolidated statement of financial position
(unaudited)
1 000 EUR 31.12.2015 31.12.2014
--------------------------------------------------------------------------------
ASSETS
Non-current assets
Property, plant and equipment 64 44
Consolidated goodwill 441 441
Other intangible assets 3 737 4 092
Available-for-sale investment 9 9
Deferred tax assets 0 0
Total non-current assets 4 251 4 586
--------------------------------------------------------------------------------
Current assets
Inventories 254 67
Trade and other non-interest-bearing receivables 1 545 2 013
Cash and cash equivalents 31 161
Total current assets 1 830 2 240
--------------------------------------------------------------------------------
Assets classified as held for sale 0 733
Total assets 6 082 7 560
--------------------------------------------------------------------------------
EQUITY AND LIABILITIES
Equity attributable to shareholders of the parent
company
Share capital 80 3 425
Other reserves 0 49 460
Translation difference -750 -281
Retained earnings -11 108 -62 500
-11 779 -9 897
--------------------------------------------------------------------------------
Non-controlling interests 9 8
Total equity -11 770 -9 888
--------------------------------------------------------------------------------
Non-current liabilities
Non-current loans 7 222 1 571
Deferred tax liabilities 0 0
Total non-current liabilities 7 222 1 571
--------------------------------------------------------------------------------
Current liabilities
Current interest-bearing liabilities 3 131 7 357
Trande and other payables 6 976 6 693
Current provisions 0 0
Total current liabilities 10 107 14 050
--------------------------------------------------------------------------------
Liabilities directly associated with assets 522 1 828
classified as held for sale
Total liabilities 17 852 17 449
--------------------------------------------------------------------------------
Equity and liabilities total 6 082 7 560
--------------------------------------------------------------------------------
Consolidated statement of cash flows
(unaudited)
1 000 EUR 1-12/2 1-12/20
015 14
--------------------------------------------------------------------------------
Cash flow from operating activities
Income statement profit/loss from continuing operations -3 931 -11 689
before taxes
Income statement profit/loss from discontinued operations -91 -712
before taxes
Income statement profit/loss before taxes -4 022 -12 401
----------------
Non-monetary items adjusted on income statement
--------------------------------------------------------------------------------
Depreciation and impairment + 696 7 844
Gains/losses on disposals of +/- 0 -298
non-current assets
Unrealized exchange rate gains +/- -311 -256
(-) and losses (+)
Other non-cash transactions +/- -62 87
Financial income and expense + 1 448 1 060
Total cash flow before change in working capital -2 251 -3 964
--------------------------------------------------------------------------------
Change in working capital
Increase (-) / decrease (+) in -159 179
inventories
Increase (-) / decrease (+) in 1 716 289
trade and other receivables
Increase (+) / decrease (-) in -1 358 -516
trade and other payables
Change in provisions -86 -5
Change in working capital 113 -53
--------------------------------------------------------------------------------
Adjustment of financial items and taxes to cash-based
accounting
Interest paid - 294 308
Interest received + 1 3
Other financial items - 68 -304
Taxes paid - 3 17
Financial items and taxes -364 -17
--------------------------------------------------------------------------------
NET CASH FLOW FROM BUSINESS OPERATIONS -2 502 -4 034
CASH FLOW FROM INVESTING ACTIVITIES
Investments in tangible and intangible assets - 396 1 084
Proceeds on disposal of tangible and intangible assets + 34 29
Loans granted - 160 0
Loans granted to associated companies - 0 103
Repayment of loan receivables + 263 0
Acquisition of subsidiaries and other business units - 0 1
Disposal of subsidiaries + 0 3 048
and other business units
--------------------------------
NET CASH FLOW FROM INVESTMENTS -259 1 890
--------------------------------------------------------------------------------
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from share issue + 0 2 400
Proceeds from non-current borrowings + 3 381 256
Repayment of non-current borrowings - 8 7
Proceeds from current borrowings + 265 3 737
Repayment of current borrowings - 1 004 3 878
NET CASH FLOW FROM FINANCING ACTIVITIES 2 634 2 509
--------------------------------------------------------------------------------
INCREASE (+) OR DECREASE (-) IN CASH FLOW -127 364
Consolidated statement of changes in equity
(unaudited
)
1 000 EUR Share Other Transl Distribut Retaine Total Non-co Total
capit reser ation able d ntroll equity
al ves diffe non-rest earnin ing
rence ricted gs inter
equity ests
fund
--------------------------------------------------------------------------------
31.12.2014 3 425 4 908 -281 44 552 -62 500 -9 897 8 -9 888
own equity - - - - 2 608 2 608 - 2 608
component
of the
convertib
le bond
Transfer - - - -520 520 0 - 0
between
items
Reduction -3 345 -4 908 - -44 032 52 285 0 - 0
of the
share
capital
Translatio - - -468 - - -468 1 -468
n
differenc
e,
comprehen
sive
income
Profit/los - - - - -4 022 -4 022 - -4 022
s for the
period
31.12.2015 80 0 -750 0 -11 108 -11 779 9 -11 770
The presentation of the own equity component of the convertible bond is defined
during Q3 2015, they are transfered from distributable non-restricted equity
fund to retained eranings. After the transfer the value of the distributable
non-restricted equity fund is zero also in consolidated accounts.
1 000 EUR Share Other Transl Distribut Retaine Total Non-co Total
capit reser ation able d ntroll equity
al ves diffe non-rest earnin ing
rence ricted gs inter
equity ests
fund
--------------------------------------------------------------------------------
31.12.2013 3 425 4 908 833 39 661 -50 095 -1 269 0 -1 269
Directed share 204
issue
Share - - - 4 882 - 4 882 - 4 882
issue
Share - - - -194 -194 - -194
issue
expenses
Non-contro 0 8 8
lling
interests
Translatio - - -1 114 -1 114 - -1 114
n
differenc
e,
comprehen
sive
income
Profit/los - - - - -12 405 -12 405 - -12 405
s for the
period
31.12.2014 3 425 4 908 -281 44 552 -62 500 -9 897 8 -9 888
Segment
information
(unaudited)
From 1 January 2013 Valoe reported of three business segments to comply with the
company's Cleantech strategy. The segments were Laser and Automation
Applications (LAS), Life Cycle Management (LCM) and Clean Energy (CCE). 17
September Valoe announced that it has transfered the company's electronics
automation business into Cencorp Automation Oy, a fully-owned subsidiary of
Valow. Further, in accordance to the agreement signed earlier, FTTK Company
Limited has purchased 70 percent of the shares in Cencorp Automation Oy.
Further FTTK has used its option to purchase the remaining 30 percent of the
shares in Cencorp Automation Oy and the parties have signed an agreement on
exercising the option in December 2014. In consequence of the sale of the
shares Valoe reports the financial figures relating to the electronics
automation business, i.e. LAS and LCM segments, as discontinued operations from
Q3/2014 and segment information is divided into continuing and discontinued
operations. Segment information is not available after operating profit in
profit and loss statement. Financial income and expenses or balance sheet items
are not booked to segments. Valoe's new segment information is based on the
management's internal reporting and on the organisation structure. During the
year 2015 the discontinued operations include the finishing up of few remaining
projects of the electronics automation business sold to FTTK and finalising the
sale of the shares.
1 000 EUR 10-12/2015 10-12/2014 1-12/2015 1-12/2014
--------------------------------------------------------------------------------
Net sales
Cencorp 176 63 699 841
Clean
Energy -
continuin
g
operation
s
Discontinu 37 461 113 5 665
ed
operation
s
Total 213 524 812 6 506
Operating profit
Cencorp -1 347 -4 357 -2 794 -10 885
Clean
Energy -
continuin
g
operation
s
Discontinu 20 -154 -91 -712
ed
operation
s
Total -1 327 -4 511 -2 885 -11 597
EBITDA
Cencorp -1 313 -1 087 -2 098 -3 342
Clean
Energy -
continuin
g
operation
s
Discontinu 20 -150 -91 -411
ed
operation
s
Total -1 293 -1 238 -2 189 -3 753
Depreciation
Cencorp 34 245 696 1 318
Clean
Energy -
continuin
g
operation
s
Discontinu 0 4 0 301
ed
operation
s
Total 34 248 696 1 619
Impairment
Cencorp 0 3 025 0 6 225
Clean
Energy -
continuin
g
operation
s
Discontinu 0 0 0 0
ed
operation
s
Total 0 3 025 0 6 225
Discontinued operations
(unaudited)
17 September Valoe announced that it has transfered the company's electronics
automation business into Cencorp Automation Oy, a fully-owned subsidiary of
Valoe. Further, in accordance to the agreement signed earlier, FTTK Company
Limited has purchased 70 percent of the shares in Cencorp Automation Oy.
Further FTTK has used its option to purchase the remaining 30 percent of the
shares in Cencorp Automation Oy and the parties have signed an agreement on
exercising the option in December 2014. In consequence of the sale of the
shares Valoe reports the financial figures relating to the electronics
automation business as discontinued operations from Q3/2014.
During the year 2015 the discontinued operations include the finishing up of few
remaining projects of the electronics automation business sold to FTTK and
finalising the sale of the shares.
The results and major classes of assets and liabilities of Cencorp's electronics
automation business are as follows:
1 000 EUR 1-12/201 1-12/201
5 4
--------------------------------------------------------------------------------
Revenue 113 5 665
Expenses -204 -6 824
Other opeating income 0 171
Impairment 0 0
Operating profit/loss from discontinued operation -91 -988
-------------------
Gain on discontinued operations - 276
Assets
Property, plant and equipment 0 0
Other intangible assets 0 0
Inventories 0 28
Trade and other non-interest-bearing receivables 0 705
Cash and cash equivalents 0 0
Assets classified as held for sale 0 733
-------------------
Liabilities
Trande and other payables 463 1 683
Provisions 59 145
Liabilities directly associated with assets classified as 522 1 828
held for sale
-------------------
Net assets directly associated with disposal group -522 -1 094
-------------------
Cumulative translation difference
Net cash flow of Cencorp's electronics automation business:
1 000 EUR 1-12/201 1-12/201
5 4
--------------------------------------------------------------------------------
Operating -536 -1 858
Investing 96 2 701
(includes the return on sales of discontinued operations
in 2014)
Earnings/share (basic), from discontinued operations -0,0001 -0,001
Earnings/share (diluted) from discontinued operations -0,0001 -0,001
Key figures
(unaudited)
1 000 EUR 10-12/2015 10-12/20 1-12/2 1-12/201
14 015 4
--------------------------------------------------------------------------------
Net sales 176 63 699 841
Operating profit -1 347 -4 357 -2 794 -10 885
% of net sales -764,5 -6 909,9 -399,7 -1 294,2
EBITDA -1 313 -1 087 -2 098 -3 342
% of net sales -745,4 -1 724,2 -300,1 -397,4
Profit before taxes -1 896 -4 664 -3 931 -11 689
% of net sales -1 076,4 -7 397,4 -562,3 -1 389,8
Balance Sheet value 6 082 7 560 6 082 7 560
Equity ratio, % -193,7 -130,9 -193,7 -130,9
Net gearing, % neg. neg. neg. neg.
Gross investments 99 231 395 377
(continuing operations)
% of net sales 56,3 366,9 56,5 44,9
Research and development 132 383 1 078 1 109
costs (continuing
oper.)
% of net sales 74,7 608,2 154,2 131,8
Order book 46 314 46 314
Personnel on average 20 26 22 74
Personnel at the end of 20 26 20 26
the period
Non-interest-bearing 7 439 8 376 7 439 8 376
liabilities
Interest-bearing 10 354 8 928 10 354 8 928
liabilities
Share key indicators
Earnings/share (basic) -0,002 -0,006 -0,005 -0,015
Earnings/share (diluted) -0,002 -0,006 -0,005 -0,015
Earnings/share (basic), -0,002 -0,005 -0,005 -0,014
from continuing
operations
Earnings/share (diluted) -0,002 -0,005 -0,005 -0,014
from continuing
operations
Equity/share -0,014 -0,011 -0,014 -0,011
P/E ratio -8,73 -1,61 -4,07 -0,61
Highest price 0,020 0,02 0,020 0,04
Lowest price 0,012 0,01 0,007 0,01
Average price 0,016 0,01 0,013 0,02
Closing price 0,019 0,01 0,019 0,01
Market capitalisation, 16,4 7,8 16,4 7,8
at the end of the
period, MEUR
Calculation of Key
Figures
EBITDA, %: Operating profit +
depreciation + impairment
---------------------------- -----------------
Net sales
----------
Equity ratio, %: Total equity x 100
---------------------------- -----------------
Total assets - advances
received
----------
Net gearing, %: Interest-bearing liabilities - cash and cash
equivalents
and marketable securities
x 100
---------------------------- -----------------
Shareholders' equity +
minority interest
----------
Earnings/share (EPS): Profit/loss for the period
to the owner of the
parent company
---------------------------- -----------------
Average number of shares
adjusted for share issue
----------
at the end of the financial year
Equity/share: Equity attributable to
shareholders of the
parent company
---------------------------- -----------------
Undiluted number of shares
on the balance sheet date
----------
P/E ratio: Price on the balance sheet
date
---------------------------- -----------------
Earnings per share
----------
Related party transactions
(unaudited)
The Group has sold and purchased goods and services from companies in which the
majority holding and/or power of decision granting control of the company is
held by members of the Group's related parties. Sales of goods and services
carried out with related parties are based on market prices. Valoe Corporation
has also sold and purchased goods and services from its associated company,
Cencorp Automation Oy. Sales of goods and services carried out with the
associated company are based on the costs, according to the agreement. Cencorp
Automation Oy is not regarded as a related party in 2015.
The Group entered into the following transactions
with related parties:
1 000 EUR 1-12/2015 1-12/2014
--------------------------------------------------------------------------------
Continuing operations
Sales of goods and
services
Savcor companies - 92 67
financial management and
production services
Cencorp Automation Oy - 0 19
financial management
services
Savcor Face Ltd - solar 36 20
modules / production
services
Others 0 0
Total 128 106
Purchases of goods and
services
Savcor companies - 227 196
financial management,
legal and IT services
Savcor Face Ltd - 51 36
marketing services
SCI-Finance Oy - marketing 98 14
and administration
services
Others - legal service 30 0
Total 405 246
Interest income
Savcor companies 1 3
Interest expenses and
other financial expenses
Savcor companies 162 213
SCI Invest Oy 57 60
Muut 58 0
Total 277 273
Discontinued operations
Sales of goods and
services
Cencorp Automation Oy - 0 87
financial management
services
Purchases of goods and
services
Savcor companies - 7 194
financial management,
legal and IT services
Savcor Face Ltd - 0 46
marketing and
administration services
Cencorp Automation Oy - 0 395
production services
SCI-Finance Oy - 9 30
administration services
Others 1 0
Total 18 665
Non-current convertible 1 882 0
subordinated loan from
related parties
Interest payable to 156 416
related parties
Other current liabilities 705 1 769
to related parties
Current convertible 364 1 159
subordinated loan from
related parties
Trade payables and other
non-interest-bearing
liabilities to
related parties 197 1 363
Trade and other current 25 371
receivables from related
parties
From the beginnin of 2015 Savcor Group Limited in Australia is no longer part of
Savcor Group, and liabilities to the company are not included in related party
transactions.
Savcor companies are under influence of Iikka Savisalo, Valoe's CEO and Hannu
Savisalo, Valoe's Chairman of the Board .
SCI Invest Oy is a company under control of Iikka Savisalo, Cencorp's CEO.
Savcor Face Ltd is a company under control of Iikka Savisalo, Valoe's CEO and
Hannu Savisalo, Valoe's Chairman of the Board .
SCI-Finance Oy is a company under control of Hannu Savisalo, Valoe's Chairman of
the Board .
1 000 EUR 1-12/2015 1-12/2014
--------------------------------------------------------------------------------
Wages and remuneration
Salaries of the management 856 905
and Board
The presentation of the salaries of the management and Board has been changed
from receipts basis to accrual basis, also for the comparison year 2014.
Fair values
(unaudited)
Carrying Fair value
amount
1 000 EUR 31.12.2015 31.12.2015
--------------------------------------------------------------------------------
Financial assets
Available-for-sale investments 9 9
Trade and other receivables 1 545 1 545
Cash and cash equivalents 31 31
The fair value of trade and other receivables is expected to correspond to the
carrying amount due to their short maturity.
Financial liabilities
R&D loan, non-current 1 886 1 886
Non-current convertible subordinated loan 5 336 5 336
Loans from financial institutions, current 1 398 1 398
Current convertible subordinated loan 364 364
Other liabilities, current 1 370 1 370
Trade payables and other non-interest-bearing 5 866 5 866
liabilities
The fair value of non-current liabilities is expected to correspond to the
carrying amount and recognized to their fair value when recorded. There has
been no significant change in common interest rate after the withdrawal of the
loans.
EUR 5.9 million out of trade payables and other current liabilites was overdue
at the end of the reporting period. That included EUR 4.0 million of Savcor
Face Bejing's overdue liabilities. During 2015 there was an increase of 0.8
million in Savcor Face Beijing's overdue liabilities, out of which 0.7 million
was caused by afterwards changed taxation of equipment imported in 2008. In
addition, an interest-bearing loan of EUR 0,5 million to Savcor Group Limited /
The Savcor Creditors' Trust and an export credit limit of EUR 0,4 million to
Danske Bank were overdue.
Change in intangible and tangible assets
(unaudited)
1 000 EUR 31.12.2015 31.12.2014
--------------------------------------------------------------------------------
Includes tangible assets, consolidated goodwill and
other intangible assets
Carrying amount, beginning of period 4 577 13 654
Depreciation and impairment -696 -6 905
Additions 395 659
Disposals -34 -142
Discontinued operations 0 -2 955
Exchange rate difference 0 265
Carrying amount, end of period 4 242 4 577
Inventories
(unaudited)
1 000 EUR 10-12/ 10-12/ 1-12/2 1-12/2
2015 2014 015 014
--------------------------------------------------------------------------------
Impairment losses and reversals of impairment
losses for inventories booked in Income
Statement
Continuing operations
Impairment loss 0 220 0 939
Reversal of impairment loss 0 0 0 0
Discontinued operations
Impairment loss 0 0 0 0
Reversal of impairment loss 0 0 0 0
Commitments and contingent liabilities
(unaudited)
1 000 EUR 31.12.2015 31.12.2014
---------------------------------------------------------------------
Loans from financial institutions 950 948
Promissory notes secured by pledge 12 691 12 691
Factoring loan and export credit limit 448 1 307
Trade receivables 0 91
Promissory notes secured by pledge 12 691 12 691
Collaterals given from other short-term loans
Deposits 509 477
Commitments - continuing operations
Payable within one year 61 58
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