ETTEPLAN OYJ: FINANCIAL STATEMENT BULLETIN 1 JANUARY – 31 DECEMBER 2006
Stock exchange release – Published: 09.02.2007 10:00:04
FINANCIAL STATEMENT BULLETIN 1 JANUARY - 31 DECEMBER 2006 Revenue: EUR 101.7 million +28% Operating profit: EUR 6.8 million +100% Net profit for the financial year: EUR 4.2 million +86% Earnings per share: EUR 0.43 +72% Proposed dividend: EUR 0.26 per share During 2006, Etteplan grew, went international and cemented its position as one of the leading industrial technology design companies in the Nordic countries. In May, the company acquired the entire share capital of ABA Teknikpartner AB, thereby becoming a major player in the automotive industry. In line with its strategy, Etteplan has also grown through closer cooperation with customers by taking on outsourced design services. Examples of this include the agreements with John Deere Forestry Oy and Larox Corporation. Systematic strengthening of customer relationships in all main business areas has forged a foundation for organic growth. As a result of solid demand and enhanced internal procedures, the company's operating profit has doubled and units that were in the red last year have noticeably improved their results. The company's profitability has risen, especially during the second half of last year, with the fourth quarter result being the year's best. During 2006 Etteplan acquired the entire share capital of its formerly associated companies Etteplan Design Center Oy, Etteplan Technical Systems AB and Etteplan Consulting (Shanghai) Co., Ltd. Revenue and result The Etteplan Group's revenue increased significantly compared to the previous year. Revenue grew by 28.1% to EUR 101.7 million (EUR 79.4 million in 2005). Growth was attributable to the acquisition of the entire share capital of ABA Teknikpartner AB, as well as to organic growth, which accounted for 7.3%. Operating profit amounted to EUR 6.8 million (EUR 3.4 million), or 6.7% of revenue (4.3%). Operating profit rose by 100.0% on the previous year. Profit for the financial year before taxes and minority interest totalled EUR 6.7 million (EUR 3.4 million). Net profit for the financial year amounted to EUR 4.2 million (EUR 2.2 million). Earnings per share were EUR 0.43 (EUR 0.25). Equity per share was EUR 2.31 (EUR 1.99). The return on investment increased to 24.6% (18.2%) and the return on equity to 20.9% (12.8%). Business operations Etteplan operates as a partner to large and medium-sized internationally operating industrial companies, providing industrial technology design services. The Group's design services are divided into two segments: Delivery Design and Product Development. The Delivery Design segment provides services for the design of machinery and devices, as well as production facilities. Mechanical, electrical, automation and plant design and commissioning services are provided for project and equipment suppliers as well as for plant owners and operators. The Product Development segment provides design services for product development. The services are based on long-term partnerships with customers and are aimed to ensure the customer's competitiveness in the future. In addition, the company has an accredited laboratory that is specialized in electromagnetic disturbance measurements. Etteplan's customer base comprises equipment manufacturers and end-users in the wood-processing industry as well as the process, automotive, lifting and hoisting equipment and electronics industries. The Product Development segment's revenue has almost doubled as a result of acquisitions made and accounts for close to half of the Group's revenue. Demand grew steadily towards the end of the year and the segment's profitability showed a notable improvement. Vigorous growth in the Delivery Design segment was seen in Sweden in particular, where organic growth amounted to 15%. In Finland, organic growth reached a level of about 10%. The good level of demand that began in the spring has led to a shortage of resources in certain areas. The segment's profitability improved on the previous year. Major events in 2006 In March, Etteplan Oyj strengthened its operations in software design services for the electronics and telecommunications sector. The company entered into an agreement with Integrated e-Solutions Finland Oy under the terms of which the business operations of the company were integrated into Etteplan. Also in March, Etteplan Oyj's Annual General Meeting decided to follow the Board of Director's proposal and distribute a dividend of EUR 0.20 per share for 2005. It also granted the Board of Directors the authorization to take convertible loans, issue option rights, increase share capital with a rights issue, and buy back and transfer the company's own shares. Etteplan acquired the entire share capital of the Swedish company ABA TeknikPartner AB in May. The company was established in 1995 and offers product development services, primarily to the Swedish automotive industry. The acquisition strengthened Etteplan's position as a notable player in the industrial technology design sector in Sweden. The number of people working for the Etteplan Group in Sweden rose to almost 600 as a result of the transaction. In June, the company increased its 75% holding in Etteplan Technical Systems AB to 100%. The 100% holding is expected to bolster synergies between the Group's Swedish companies. In order to clarify the company's corporate image, the business and personnel of the Group's subsidiary EPE Design Oy were transferred to Etteplan Oyj in June, and EPE Design Oy's operations as a separate company were discontinued. Etteplan acquired a 19% holding in Etteplan Design Center Oy from KONE Corporation in September and completed the planned increase of its 81% holding to 100%. Also in September, Etteplan acquired a minority interest in Etteplan Consulting (Shanghai) Co., Ltd., increasing its 80% holding to 100%. In October, Etteplan and Larox Corporation signed a letter of intent to broaden their two decades of design cooperation. As part of the agreement, 10 salaried employees working on delivery project and product maintenance design and documentation tasks at Larox's Finnish locations transferred to Etteplan as existing employees as of 1 January 2007. In December, Etteplan Group company DokuMentori Oy signed a framework agreement with John Deere Forestry Oy concerning the transfer of its technical documentation business to DokuMentori Oy. As part of the agreement, 10 of John Deere Forestry's documentation employees transferred to DokuMentori as existing employees on 1 December 2006. In order to clarify Etteplan's corporate image, Konette GmbH changed its name to Etteplan Engineering GmbH in December. Personnel The Etteplan Group's operations and number of personnel have grown steadily. During the financial year, the Group employed an average of 1,501 people (1,230), an increase of 22.0%. At the end of the period on 31 December 2006, the payroll numbered 1,586 employees (1,294). The increases in staff were mainly due to acquisitions and to organic growth attributable to outsourcing by key customers. At the end of the period, the Group employed 894 people in Finland, 581 in Sweden, 55 in Germany and 56 in other countries. Capital expenditures The Group's total capital expenditures increased by 51% to EUR 12.5 million (EUR 8.3 million). The largest single investment was the acquisition of the entire share capital of ABA TeknikPartner AB. Other capital expenditures were earmarked for the implementation and development of business operations. Risks and risk management Risk management within the Group encompasses corporate governance within the Group as well as the management of operational and financial risks. The Group's corporate governance guidelines and quality system are the means used for the supervision of administrative risk within the Group. The risks are itemized in the Notes to the financial statements. Owing to their nature, the company's business operations involve no significant credit, environmental or foreign currency risks. Financial position Etteplan's financial structure has changed as a result of the acquisitions made by the company and their financing arrangements. Total assets at 31 December 2006 increased by 46.9% to EUR 55.2 million (EUR 37.6 million). Balance sheet goodwill rose to EUR 16.6 million (EUR 8.9 million). The Group's cash and cash equivalents as well as marketable securities rose to EUR 6.2 million (EUR 4.9 million). The Group's interest-bearing liabilities increased as a result of the acquisitions and stood at EUR 10.8 million (EUR 2.2 million) at the end of the period. The equity ratio was 42.6% (54.7%). Liquidity remained good throughout the period. Shares, share price trend and share buy-back The Etteplan Oyj share (ETTIV) has been quoted in the Nordic Exchange's Small Cap market capitalization group in the Industrials sector as of 2 October 2006. Previously, the company's share was listed on the Main List of the Helsinki Stock Exchange. The company's share capital at 31 December 2006 was EUR 2,443,232.50 and the number of shares outstanding was 9,772,930. The company has one series of shares and the accounting countervalue of a share is EUR 0.25. All shares confer an equal right to a dividend and the company's funds. The number of Etteplan Oyj shares traded during the financial year was 4,469,523, to a total value of EUR 26.5 million. The share price low was EUR 4.78, the average EUR 5.93 and the closing price EUR 6.90. Market capitalization at 31 December 2006 was EUR 67.5 million and it had 1,792 shareholders. Etteplan increased its share capital by 159,800 shares and EUR 39,950 by means of a directed share issue in June. The new shares were used as payment in a share swap to raise the company's holding in Etteplan Technical Systems AB. The increase in share capital was reported in a stock exchange release dated 19 June 2006. The new shares became subject to public trading on the Helsinki Stock Exchange on 20 June 2006. Also in June, the company transferred 200 of its own shares as payment in a share swap, which was reported in a stock exchange release dated 19 June 2006. During the financial year, the company bought back 63,022 of its own shares. The shares were used as consideration in the purchase of 5,882 ProTang AB series B shares owned by ProTang personnel. These B shares originated from a rights issues arising out of ProTang's convertible loan program and were directed at the company's personnel. A consideration of EUR 410,273.22 was paid, which was reported in a stock exchange release dated 29 November 2006. The company did not hold any of its own shares on 31 December 2006. In accordance with the Securities Market Act, Chapter 2, Article 9, Etteplan Oyj issued five notifications of changes in shareholding during the financial year. Stock exchange releases were issued on 4 January 2006, 8 March 2006, 19 June 2006 and 6 September 2006 (two announcements). Share issue authorizations, the exercise of authorizations and the option programme The Annual General Meeting held on 29 March 2006 granted the Board of Directors the authorization to: - decide, within one year from the date of the Annual General Meeting to take one or more convertible bonds and/or issue option rights and/or decide to increase the share capital in one or more lots by using new issue so that when issuing convertible bonds or option rights or new issues together, the Board of Directors' unexercised, valid authorizations shall, however, with regard to the total amount of increase and the total number of voting rights attached to the shares to be issued, correspond to no more than one-fifth of the registered share capital and the aggregate number of voting rights attached to the shares at the date of the resolution of the General Meeting of Shareholders concerning the authorization and the decision of the Board of Directors to increase the share capital. Pursuant to the authorization the company's share capital may be increased by a maximum of EUR 480,656.50. - decide to acquire the company's own shares in one or more lots to the effect that the company may use funds distributable as profit otherwise than in proportion to the holdings of the shareholders. The authorization includes the right to acquire the company's shares in public trade at the applicable quoted price to the effect that the total accounting par value and the voting rights attached to the acquired shares shall be no more than ten (10) per cent of the company's share capital and the aggregate number of voting rights after the acquisition of the shares. - decide to convey, in one or more lots, the company's own shares acquired pursuant to the authorization set forth. The authorization to the Board of Directors includes the right to convey to the effect that the aggregate accounting par value and the voting rights attached to the shares shall be no more than ten (10) per cent of the company's share capital and the aggregate number of voting rights attached to the shares at the time of the conveyance. The authorizations to increase the share capital, to take convertible loans and/or issue option rights, and buy back and transfer own shares (granted to the Board of Directors at the Annual General Meeting held on 29 March 2006) that were not exercised during the report period remain valid. The authorizations exercised during the report period are detailed above. The authorizations granted to the Board of Directors are presented in detail in a stock exchange release dated 29 March 2006. The company does not currently have a share option programme. Board of Directors, CEO and auditors The members of Etteplan Oyj's Board of Directors during the report period were Tapani Mönkkönen, Chairman, and Tapio Hakakari, Heikki Hornborg, Pertti Nupponen and Matti Virtaala. Board members Tapio Hakakari, Pertti Nupponen and Matti Virtaala were independent of the company in 2006. The company's Chief Executive Officer was Heikki Hornborg, M. Sc. (Tech.). The company's auditor was PricewaterhouseCoopers Oy, a firm of authorized public accountants, with Mika Kaarisalo APA acting as chief auditor. As of 1 January 2006, the company has complied with the amended Insider Guidelines issued by the Helsinki Stock Exchange. Etteplan's statutory insiders include the members of the Board of Directors, the CEO, the Executive Vice President and the auditor. Furthermore, the members of the Management Group are considered as Etteplan's public insiders. Board of Directors' proposal for the disposal of profits The parent company's distributable shareholders' equity according to the balance sheet at 31 December 2006 is EUR 10.1 million. The Board of Directors is proposing to the Annual General Meeting, which will convene on 29 March 2007, that on the dividend payout date a dividend of EUR 0.26 per share be paid on the company's externally owned shares and that the remainder be transferred to retained earnings. In accordance with the Board of Directors' proposal, the record date for the dividend payout is 3 April 2007 and the dividend will be paid on 12 April 2007. No substantial changes to the company's financial position have occurred after the end of the financial year. The company's liquidity is good and in the view of the Board of Directors the proposed dividend payout does not jeopardize the company's solvency. Major events after the close of the financial year In January, Etteplan Oyj acquired the entire share capital of the Kouvola- based company LCA Engineering Oy. The company was established in 1993 and offers process and plant design services to industrial companies and machinery and equipment manufacturers, primarily those in the wood processing industry. The agreement will bolster Etteplan's position in wood processing industry projects in particular, as well as in investment projects in Russia. Etteplan increased its share capital by EUR 49,086.75 in February with a directed share issue of 196,347 shares. The shares were used as payment in the acquisition of LCA Engineering Oy. The new shares were registered in the Trade Register on 7 February 2007 and became subject to trade on the stock exchange together with the old shares on 8 February 2007. After the issue, share capital amounted to EUR 2,492,319.25 and the total number of shares to 9,969,277. The increase in share capital was reported in a stock exchange release dated 7 February 2007. Outlook for the future The company has set internationalization and profitable growth as its main objectives. A solid level of demand for industrial technology design services continues in the company's main market areas. The company estimates that in 2007 the revenue will increase and the operating profit will improve. Growth is achieved both through acquisitions and organically. Hollola, 9 February 2007 Etteplan Oyj Board of Directors For additional information, please contact: CEO Heikki Hornborg, tel. + 358 400 873 063 or Pia Björk, CFO, Vice President, Corporate Planning, tel. +358 400 241 815. No auditor's report on the financial statement bulletin has been submitted. APPENDICES Consolidated Income Statement Consolidated Balance Sheet Consolidated Cash Flow Statement Key figures for the Etteplan Group Revenue and operating profit quarterly Etteplan Oyj's Q1 interim report for 2007 will be published on 27 April 2007. Releases and other corporate information are available on Etteplan's website at www.etteplan.com. DISTRIBUTION Helsinki Stock Exchange Principal media CONSOLIDATED INCOME STATEMENT (EUR 1 000) 1.1.-31.12.06 1.1.-31.12.05 Revenue 101 698 79 365 Other operating income 219 98 Materials and services -6 728 -2 920 Staff costs -71 111 -58 072 Other operating expenses -15 213 -13 129 Depreciation -2 042 -1 930 Operating profit 6 823 3 411 Financial income 172 120 Financial expenses -299 -103 Profit before taxes 6 695 3 429 Income taxes -2 096 -1 167 Profit for the financial year 4 599 2 262 Net profit for the financial year attributable to minority interest -427 -17 Net profit for the financial year attributable to equity holders of the Company 4 172 2 244 Basic earnings per share, EUR 0.43 0.25 Diluted earnings per share, EUR 0.43 0.25 CONSOLIDATED BALANCE SHEET (EUR 1 000) 31.12.2006 31.12.2005 ASSETS Non-current assets Property, plant and equipment 2 759 3 491 Goodwill 16 582 8 921 Other intangible assets 4 122 1 953 Investments available for sales 425 465 Other long-term receivables 852 0 Deferred tax assets 88 96 Non-current assets, total 24 829 14 926 Current assets Stocks 0 25 Trade and other receivables 24 191 17 676 Financial assets at fair value through income statement 0 475 Current tax assets 28 35 Cash and cash equivalents 6 174 4 445 Current assets, total 30 393 22 657 TOTAL ASSETS 55 222 37 582 EQUITY AND LIABLITIES Capital attributable to equity holders Share capital 2 443 2 403 Share premium account 9 179 8 269 Cumulative translation adjustment 43 -252 Retained earnings 6 759 6 439 Net profit for the financial year 4 172 2 244 Capital attributable to equity holders, total 22 596 19 104 Minority interest 872 1 360 Equity, total 23 468 20 463 Non-current liabilities Deferred tax liability 1 046 193 Non-current interest-bearing liabilities 8 967 1 414 Non-current liabilities, total 10 013 1 606 Current liabilities Current interest-bearing liabilities 1 837 766 Trade and other payables 19 904 14 746 Current liabilities, total 21 741 15 512 Liabilities, total 31 754 17 119 TOTAL EQUITY AND LIABILITIES 55 222 37 582 CONSOLIDATED CASH FLOW STATEMENT (EUR 1 000) 1.1.-31.12.06 1.1.-31.12.05 OPERATING CASH FLOW Cash receipts from customers 99 290 73 864 Cash receipts from other operating income 194 78 Operating expenses paid 90 851 72 836 OPERATING CASH FLOW BEFORE FINANCIAL ITEMS AND TAXES 8 633 1 106 Interest and payment paid for financial expenses 249 103 Interest received 172 120 Income taxes paid 1 782 980 OPERATING CASH FLOW (A) 6 773 144 INVESTING CASH FLOW Purchase of tangible and intangible assets 1 612 1 614 Acquisition of subsidiaries 9 952 672 Proceeds from sale of tangible and intangible assets 212 295 Purchase of other investment 476 845 Proceeds from sale of investment 464 0 INVESTMENT CASH FLOW (B) -11 363 -2 836 FINANCING CASH FLOW Proceeds from issuance of share capital 0 317 Short-term loans, increase 1 332 0 Short-term loans, decrease 1 332 28 Long-term loans, increase 11 335 1 423 Long-term loans, decrease 3 108 0 Dividend paid and other profit distribution 1 923 1 305 FINANCING CASH FLOW (C) 6 305 409 VARIATION IN WORKING CAPITAL (A + B + C) INCREASE (+)/DECREASE (-) 1 715 -2 284 ASSETS IN THE BEGINNING OF THE PERIOD 4 445 6 601 EXCHANGE GAINS OR LOSSES ON CASH AND BANK EQUIVALENTS -14 -128 ASSETS AT THE END OF THE PERIOD 6 174 4 445 KEY FIGURES FOR ETTEPLAN GROUP (EUR 1 000) 1.1.-31.12.06 1.1.-31.12.05 Change for prev. year Revenue 101 698 79 365 28.1 % Operating profit 6 823 3 411 100.0 % % of revenue 6.7 % 4.3 % Profit before taxes and minority interest 6 695 3 429 95.3 % Profit for the financial year 4 172 2 244 85.9 % Return on equity, % 20.9 12.8 Return on investment, % 24.6 18.2 Equity ratio, % 42.6 54.7 Gross interest-bearing loans 10 804 2 180 395.6 % Dept-equity ratio, % 19.7 -13.4 Total balance 55 222 37 582 46,9 % Gross investments 12 512 8 311 50,6 % Earnings per share 0.43 0.25 72.1 % Equity per share 2.31 1.99 16.2 % Personnel, average 1 501 1 230 22.0 % Personnel at year end 1 586 1 294 22.6 % REVENUE AND OPERATING PROFIT QUARTERLY Q4/2006 Q3/2006 Q2/2006 Q1/2006 Revenue 29 360 23 500 26 422 22 416 Operating profit 2 141 1 653 1 517 1 512 % of revenue 7.3 7.0 5.7 6.7