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Lehto Group Oyj

Quarterly Report Apr 30, 2024

3325_10-k-afs_2024-04-30_ef63b2fb-a190-402d-b509-c8edf82bec6f.pdf

Quarterly Report

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Financial Statements 2023

Lehto Group Plc

Contents

Financial Statements (audited)
Consolidated statement of comprehensive income, IFRS… 1
Consolidated balance sheet, IFRS… 2
Consolidated cash flow statement, IFRS… 3
Consolidated statement of changes in equity, IFRS… 4
Accounting policies and Notes to the consolidated financial statements… 5
Income statement for the parent company, FAS… 36
Balance sheet for the parent company, FAS… 37
Cash flow statement for the parent company, FAS… 38
Notes to the financial statements for the parent company… 39
Board proposal for the use of the result shown on the balance sheet… 44
Signatures to the annual report and financial statements… 44
Auditor's Note… 44
Group key figures… 45
Shares and shareholders… 47
Auditor's Report
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME, IFRS 1 000 EUR
1 Jan - 31 Dec 1 Jan - 31 Dec
Continuing operations Note 2023 2022
Net sales 3 171 821 344 791
Other operating income 4 2 961 1 110
Changes in inventories of finished goods and work in progress -78 130 -5 846
Material and services -116 254 -312 078
Employee benefit expenses 5 -24 019 -48 773
Depreciation and impairments 6 -7 168 -5 885
Impairment loss from goodwill 11 -4 624 0
Other operating expenses 7 -17 435 -15 511
Operating result -72 848 -42 192
Financial income 8 76 41
Financial expenses 8 -6 054 -3 362
Result before taxes -78 827 -45 513
Income taxes 9, 18 -129 -13 285
Result for the financial year from continuing operations -78 955 -58 797
Result for the financial year from discontinued operations 2 -93 32 146
Result for the financial year -79 049 -26 651
Result attributable to
Equity holders of the parent company -79 049 -26 652
Non-controlling interest 1 1
-79 049 -26 651
Components of other comprehensive income
Items that may be reclassified subsequently to profit or loss
Translation difference 23 119 25
119 25
Comprehensive result attributable to
Equity holders of the parent company -78 931 -26 627
Non-controlling interest 1 1
-78 930 -26 626
Earnings per share calculated from the result attributable to
equity holders of the parent company, EUR per share 10
Issue-adjusted average number of outstanding shares during the period, basic 87 257 649 87 276 343
Issue-adjusted average number of outstanding shares during the period,
diluted
87 332 931 87 433 988
Earnings per share, basic, EUR/share -0,91 -0,31
Earnings per share, diluted, EUR/share -0,91 -0,31
Earnings per share, continuing operations, basic, EUR/share -0,90 -0,67
Earnings per share, continuing operations, diluted, EUR/share -0,90 -0,67
Earnings per share, discontinued operations, basic, EUR/share -0,00 0,37
Earnings per share, discontinued operations, diluted, EUR/share -0,00 0,37

CONSOLIDATED BALANCE SHEET, IFRS 1 000 EUR
Note 31 Dec 2023 31 Dec 2022
ASSETS
Non-current assets
Goodwill 11 0 4 624
Other intangible assets 12 423 1 427
Property, plant and equipment 13 6 603 13 571
Investment properties 14 660 676
Investments in associated companies 15 780 0
Other financial assets 16 971 971
Receivables 17 2 463 6 461
Deferred tax assets 18 0 0
Non-current assets, total 11 900 27 730
Current assets
Inventories 19 73 591 172 060
Trade and other receivables 20 12 107 50 389
Current tax assets 19 0 0
Financial assets at fair value through profit or loss 21 328 314
Cash and cash equivalents 22 5 802 12 922
Current assets, total 91 828 235 684
Non-current assets held for sale 2 0 3 824
TOTAL ASSETS 103 729 267 238
EQUITY AND LIABILITIES
Equity
Share capital 100 100
SVOP - Reserve for invested unrestricted equity 88 695 88 695
Translation difference -110 -229
Retained earnings -101 076 -22 003
Capital attributable to equity holders of the parent company -12 391 66 563
Non-controlling interest 9 9
Equity, total 23 -12 382 66 571
Non-current liabilities
Deferred tax liabilities 18 0 0
Provisions 24 7 745 5 928
Financial liabilities 25,27 0 11 670
Lease liabilities 25,27,28 53 585 68 405
Other non-current liabilities 26 110 206
Non-current liabilities, total 61 441 86 209
Current liabilities
Provisions 24 2 931 7 590
Liabilities to customers for constructing contracts (advances received) 26 1 657 20 591
Trade and other payables 26 23 922 54 639
Current income tax liabilities 26 0 0
Financial liabilities 25,27 20 621 22 195
Lease liabilities 25,27,28 5 538 9 442
Current liabilities, total 54 670 114 457
Liabilities, total 116 110 200 667
TOTAL EQUITY AND LIABILITIES 103 729 267 238

CONSOLIDATED CASH FLOW STATEMENT, IFRS 1 000 EUR

Note 31 Dec 2023 31 Dec 2022
Cash flow from operating activities
Result for the financial year -79 049 -26 651
Adjustments:
Non-cash items -2 880 -8 282
Depreciation and impairment 11 792 5 885
Financial income and expenses 5 898 3 319
Capital gains -376 -31 611
Income taxes 129 13 704
Changes in working capital:
Change in trade and other receivables 42 250 25 607
Change in inventories 83 608 8 868
Change in trade and other payables -57 511 -18 975
Interest paid and other financial expenses -6 732 -5 392
Financial income received 74 135
Income taxes paid -129 -299
Net cash from operating activities -2 925 -33 693
Cash flow from investments
Investments in property, plant and equipment -41 -433
Investments in intangible assets -15 -400
Proceeds from sale of property, plant and equipment and intangible assets 4 776 109
Sale of discontinued operations (less cash at the time of sale) 0 28 722
Financial assets at fair value through profit or loss 14 -200
Repayments of loan receivables 37 43
Acquisition of associated companies -780 0
Dividends received 0 0
Net cash from investments 4 770 27 840
Cash flow from financing
Loans drawn 25 3 447 28 000
Loans repaid 25 -10 182 -38 313
Lease liabilities paid 25,28 -1 408 -2 193
Loan arrangement fees 0 -1 116
Costs related to repurchasing own shares -28 0
Net cash used in financing activities -8 143 -13 621
Change in cash and cash equivalents (+/-) -6 298 -19 474
Effects of exchange rate change 1 -59
Cash and cash equivalents at the beginning of the financial year 13 236 32 769
Cash and cash equivalents at the end of the financial year 21, 22 6 938 13 236

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY, IFRS 1 000 EUR

Capital attributable to equity holders of the parent
company
capital
Share
unrestricted
Reserve for
invested
SVOP -
equity
Translation
difference
Retained
earnings
attributable
holders of
to equity
Capital
controlling
the parent
interest
Non-
Equity, total
Equity on 1 January 2022 100 88 695 -254 2 389 90 930 8 90 938
Comprehensive income
Result for the financial period
Other comprehensive income items
-26 652 -26 652 1 -26 651
Translation difference 25 25 25
Total comprehensive income 25 -26 652 -26 627 1 -26 626
Transactions with equity holders
The equity component separated from
the convertible bond
Share-based compensation
2 231
28
2 231
28
2 231
28
Transactions with equity holders, total 2 260 2 260 2 260
Equity on 31 December 2022 100 88 695 -229 -22 003 66 563 9 66 571
Equity on 1 January 2023 100 88 695 -229 -22 003 66 563 9 66 571
Comprehensive income
Result for the financial period
Other comprehensive income items
-79 049 -79 049 1 -79 049
Translation difference 119 119 119
Total comprehensive income 119 -79 049 -78 931 1 -78 930
Transactions with equity holders
Repurchasing own shares
-28 -28 -28
Share-based compensation 5 5 5
Transactions with equity holders, total -23 -23 -23
Equity on 31 December 2023 100 88 695 -110 -101 076 -12 391 9 -12 382

ACCOUNTING PRINCIPLES FOR THE CONSOLIDATED FINANCIAL STATEMENTS

GROUP BASIC INFORMATION

Lehto Group is a construction and real estate group. The parent company is Lehto Group Plc and its business operations are organised for its subsidiaries. The parent company is domiciled in Kempele. The address is Voimatie 6, 90440 Kempele, Finland.

Lehto Group Plc's Board of Directors approved the financial statements on 29 April 2024. Pursuant to the Finnish Companies Act, shareholders have a possibility to approve or reject the financial statements in a general meeting of shareholders to be held after the publication. The general meeting of shareholders also has a possibility to make a decision on amending the financial statements. Copies of the consolidated financial statements are available from the parent company headquarters at the address Voimatie 6 B, 90440 Kempele, Finland.

CONTINUITY OF OPERATIONS

These financial statements have not been prepared in accordance with the continuity of operations principle. After the end of the financial period on February 8, 2024, Lehto Group Plc's operational subsidiaries Lehto Asunnot Oy, Lehto Tilat Oy and Lehto Korjausrakentaminen Oy were declared bankrupt, which is also taken into account in the valuation of the balance sheet items in the financial statement information. Lehto Asunnot Oy, Lehto Tilat Oy, and Lehto Korjausrakentaminen Oy cover practically Lehto's whole housing construction and business premises construction businesses and thus they make up most of the net sales of Lehto Group. In addition, on February 16, 2024, Lehto Group Plc was ruled to corporate restructuring by the District Court's decision. As part of the corporate restructuring proceedings Lehto plans to divest its whole construction business and any holdings related thereto and reviews options to expand to new business areas and acquire new business.

The covenant terms of the company's key RCF financing agreement were not met on the closing date. The responsibilities and obligations related to this financing agreement are taken into account in the Company's restructuring programme. The Company has also issued convertible bonds of EUR 15.0 million, which are convertible into new and/or existing shares in Lehto. The Company has not been able to comply with all of the terms and conditions of the convertible bond, which is why the convertible bond is classified as current liabilities. Any changes to the convertible bonds will be dealt with as part of the Company's restructuring proceedings.

The continuity of the Company's operations involves significant uncertainties. The Company will not be able to continue to operate unless it sells assets or acquires new financing and starts new cash-flow generating business. Due to these factors, there are significant grounds for doubting that the Company will be able to continue to operate and make payments over the next 12 months. The future development of the company's cash assets will be influenced particularly by asset sales income, cash income and expenses related to new business and the schedule for the start-up of operations, financing acquired for new business and effects of the decisions made in the corporate restructuring proceedings of the parent company.

ACCOUNTING PRINCIPLES FOR THE FINANCIAL STATEMENTS

Accounting principles requiring management judgement and the main factors of uncertainty affecting the estimates

The preparation of financial statements in accordance with IFRS standards requires the management to make futureoriented accounting estimates and assumptions and exercise judgement in the application of the accounting policies. These estimates and decisions have an effect on the amounts of assets, liabilities, income and expenses and contingent liabilities recorded for the reporting period.

When preparing the financial statements for year 2023, the management's judgment has been particularly related to the assessment of the basis of the continuity of operations and the valuation of assets. Lehto's construction businesses, which have made up most of the net sales, have been declared bankrupt on February 8, 2024, and the parent company has been ruled to corporate restructuring by the District Court's decision on February 16, 2024. The bankrupt subsidiaries have been consolidated to the 2023 financial statements. After the end of the financial year, Lehto has lost control over the bankrupt companies. There is significant uncertainty regarding the group's ability to continue its operations, which is why the financial statement information have not been prepared based on the assumption of continuity of operations. The assets of bankrupt companies have been valued at a maximum of the total amount of their companies' debts, taking into account also the effects of impairment due to the loss of receivables realized in bankruptcy and the goodwill of the group, which in its entirety is directed to the bankrupt businesses written off the balance sheet.

The valuation of assets remaining in the group is based on an estimate of the amounts of money that can be collected in situations where they fall below the accounting value formed on the basis of the continuity principle. The parent company's corporate restructuring proceedings and its contents, which will be specified later, may affect the valuation of the company's assets and liabilities.

Below are presented the most significant items of the financial statements where management judgement and estimates were required.

Stage of completion revenue recognition

In construction contracts recognised using the stage of completion method revenue is based generally on the contract and revenue projections for the projects are estimated on a regular basis. Project total costs are based on the management's best estimate of the trend in total cost of project completion. The actual income and costs incurred, and the estimated result are monitored regularly on a monthly basis. Lehto's construction businesses, which have made up most of the net sales, have been declared bankrupt on February 8, 2024. At the end of the financial year, the bankrupt companies had 5 unfinished projects in progress, two of which were completed and handed over before the bankruptcy. As a result of the bankruptcy, the construction sites of the bankrupt companies are no longer under the control of the Group, but the assets and liabilities of the subsidiaries in question are under the control of the bankruptcy estates.

Inventories

The Group assess the valuing of inventory and possible decrease in value on its best estimate on a regular basis. The value of finished unsold sites included in inventories is the lower of their acquisition cost and the probable selling price. When estimating the probable selling price, the management takes into account the market situation and possible demand for the site. In the financial statements, the majority of inventories consist of the assets of companies that went bankrupt after the end of the financial year. The value of the inventory is based on the estimated net realizable value, taking into account the basis for valuing the total assets of bankrupt companies, according to which the assets are valued no more than the amount of the companies' total liabilities.

Provisions

Provisions mainly consist of guarantee provisions typical for the industry. The amount is estimated on the basis of experience of the materialisation of such guarantee expenses.

Goodwill impairment testing

The Group's total goodwill, EUR 4.3 million, was entirely aimed at the business carried out by the construction business subsidiaries that were placed in bankruptcy. Goodwill has been written off the balance sheet in the financial statements as an impairment loss.

Deferred tax assets

The company does not present deferred tax assets and liabilities in the balance sheet, but in the note "Deferred taxes" it is shown the amounts that have been recorded before deducting them from each other based on the group's right to net them against each other. The netted deferred tax assets and liabilities are related to lease agreements. Deferred tax assets recognized for losses relate to continuing operations and have only been recognized to the extent that it is probable that taxable income will be generated in the future against which the temporary difference can be utilized.

Basis of preparation

The consolidated financial statements are prepared in accordance with the International Financial Reporting Standards (IFRS) by applying IAS and IFRS standards and their SIC and IFRIC interpretations, which were in force as at 31 December 2023. International Financial Reporting Standards refer to the standards, their interpretations, approved for application in the EU in accordance with the procedures in the EU regulation (EC) No. 1606/2002 and embodied in Finnish accounting legislation and the statutes enacted under it. The notes to the consolidated financial statements also comply with the Finnish accounting and corporate legislation, complementing the IFRS regulations.

The consolidated financial statements are prepared on historical cost basis except for financial assets at fair value through profit or loss. The financial information is presented in thousands of euros.

Principles of consolidation

The consolidated financial statements include the parent company Lehto Group Plc and all subsidiaries in which the parent company at the time of financial statements directly or indirectly holds more than 50% of the voting rights or in which the Group otherwise has control. The criteria for control are fulfilled when the Group is exposed, or has rights, to variable returns from its involvement with an entity and has the ability to affect those returns through its power over the entity. Subsidiaries acquired are consolidated from the date when the Group obtains control. Mutual holdings are eliminated

using the acquisition method. All intra-Group transactions and internal profits, receivables and liabilities are eliminated in the consolidated financial statements. The number of shareholders' equity attributable to non-controlling shareholders is shown as a separate item under shareholders' equity.

The financial statements include the income statement and balance sheet items of the bankrupt subsidiaries. Income statement items are presented as continuing operations and assets are valued at a maximum of the total liabilities of the respective companies, also taking into account the effects of impairment due to the loss of receivables realized in bankruptcy.

Non-current assets held for sale and discontinued operations

Non-current assets and assets and liabilities related to discontinued operations are classified as held for sale if their carrying amounts are expected to be recovered principally through a sale transaction rather than through continuing use. Classification as held for sale presupposes that the sale is highly probable, the asset in its current condition is immediately available for sale on normal terms, management is committed to the sale of the asset and the sale is expected to take place within one year of the classification. Before an asset or a disposal group is classified as held for sale, its carrying amounts are determined in accordance with the applicable IFRS standards. From the date of classification, non-current assets held for sale shall be measured at the lower of carrying amount and fair value less costs to sell. Depreciation is no longer recognized for property, plant and equipment and intangible assets held for sale. Assets held for sale, disposal groups, items recognized in other comprehensive income related to assets held for sale and liabilities included in disposal groups are presented in the balance sheet separately from other items.

A discontinued operation is a part of the Group that has been disposed of or classified as held for sale and that meets the criteria for classification as a discontinued operation in accordance with IFRS 5. The result of discontinued operations is presented as a separate item in the consolidated income statement and the figures for the comparison period have been adjusted accordingly.

The pipeline renovations operations sold during the previous year, as well as Swedish operations discontinued earlier, have been presented as discontinued operations in these financial statements. Continuing and discontinued operations are presented separately in the consolidated income statement. Discontinued operations are presented as a separate item and internal transactions between discontinued operations have been eliminated from the figures.

The discontinued operations and assets held for sale are described in the note "Discontinued operations and Non-current assets held for sale".

For the sake of clarity, let it be stated that the assets of the bankrupt companies are not classified as discontinued operations on 31 December 2023, but are presented as continuing operations.

Property, plant and equipment

Property, plant and equipment are measured at the original acquisition price less accumulated depreciation and impairments. They are depreciated during their estimated useful lives. The Group's property, plant and equipment include machinery and equipment, factory property in own use as well as other tangible assets, which mainly consist of capitalised renovation expenses for rental apartments. The residual value, useful lives and method of depreciation of property, plant and equipment are reassessed at the end of each financial year and, as necessary, adjusted to reflect the changes in the expected economic benefit.

The amortisation period for machinery and equipment is 3–5 years.

Goodwill

Goodwill arising in business combinations is measured as the excess of the total of the consideration transferred, the noncontrolling interest in the acquiree and the previously held interest over the fair value of the acquired net assets. Goodwill is tested for impairment annually and whenever there is any indication that an asset may be impaired. For this purpose, goodwill is allocated to cash-generating units. Goodwill is recognised at cost less accumulated impairment losses.

After the review period, on February 8, 2024 the operative subsidiaries of Lehto Group Plc, Lehto Asunnot Oy, Lehto Tilat Oy and Lehto Korjausrakentaminen Oy, have been declared bankrupt. Those companies cover practically Lehto's whole housing construction and business premises construction businesses and thus they make up most of the net sales of Lehto Group, which is why there is no longer a basis for the goodwill, and the entire goodwill has been completely written off as an impairment loss in these financial statements.

Other intangible assets

Other intangible assets

An intangible asset is recognised in the balance sheet at the original acquisition cost if its acquisition cost can be determined reliably and it is likely that an expected economic benefit will flow to the Group from it.

Intangible rights are mostly software and licenses. The group's intangible assets have finite useful lives, and they are amortised in straight-line instalments during their estimated useful lives.

Research costs are recognised as expenses in the income statement. Development expenses is capitalised in the balance sheet once development phase expenses can be reliably estimated, and it can be demonstrated that the development target will probably generate future economic benefit. Development expenses recognised in the balance sheet includes material and labour costs as well as any capitalised borrowing costs directly attributable to bringing the asset to working condition for its intended use. Prior development expenses recognised as expenses is not capitalised later.

The amortisation period for intangible rights and other intangible assets is 3–5 years. The residual value, useful lives and method of amortisation are reassessed at the end of each financial year and as necessary, adjusted to reflect the changes in the expected economic benefit.

Investment properties

Investment properties are properties which the Group holds in order to obtain rental income or appreciation in value or both. At inception investment properties are recognised at acquisition cost, which includes transaction costs. Investment properties are subsequently valued at the original acquisition price less accumulated depreciation and impairments. Investment properties are depreciated in straight-line instalments during their estimated useful lives. Land areas are not depreciated. Investment properties are business and residential properties and the estimated useful life of buildings and structures on these properties is 20 years. The residual value, useful lives and method of depreciation of investment properties are reassessed at the end of each financial year and, as necessary, adjusted to reflect the changes in the expected economic benefit.

The fair values of investment properties are disclosed in the notes to the financial statements. Rental income obtained from investment properties is recorded on a straight-line basis over the period of the lease.

Impairment of intangible assets and property, plant and equipment

At the end of each reporting period the Group assesses whether there is any indication that an asset may be impaired. If any such indication exists, the recoverable amount from the asset item is estimated. Goodwill's recoverable amount is estimated annually regardless of whether there is any indication of impairment. Goodwill is also tested for impairment whenever there is any indication that the value of a unit may be impaired. Goodwill is tested for impairment at the level of individual cash-generating units, which is the lowest unit level mainly independent of other units and the cash flows of which are separable and mainly independent of cash flows of other corresponding units. A cash-generating unit is the lowest level within the Group at which goodwill is monitored for the purposes of internal management.

After the review period, on February 8, 2024 the operative subsidiaries of Lehto Group Plc, Lehto Asunnot Oy, Lehto Tilat Oy and Lehto Korjausrakentaminen Oy, have been declared bankrupt. Those companies cover practically Lehto's whole housing construction and business premises construction businesses and thus they make up most of the net sales of Lehto Group, which is why there is no longer a basis for the goodwill, and the entire goodwill has been completely written off as an impairment loss in these financial statements.

Recoverable amount is the higher of a unit's fair value less costs of disposal and its value in use. Value in use is the estimated discounted future net cash flows expected to be derived from the cash-generating unit. The discount rates used are pre-tax and reflect current market assessments of the time value of money and specific risks relating to the relevant asset. Where the carrying amount of an asset exceeds its recoverable amount, the asset is recognised as an expense. An impairment loss on a cash-generating unit is first allocated to reduce the carrying amount of any goodwill allocated to the cash-generating unit and then to reduce the carrying amounts of the other assets of the unit pro rata. At recognition of the impairment loss, the useful life of the depreciated assets is reassessed. Impairment loss of other assets than goodwill is reversed in the case that a change has occurred in the estimates used in measuring the recoverable amount of the asset. A reversal of an impairment loss shall not exceed the carrying amount that would have been determined had no impairment loss been recognised in prior years. Impairment losses on goodwill are never reversed.

Associated companies

Associated companies are companies over which the Group has significant influence. Significant influence exists when the Group owns more than 20% of the company's voting power or when it otherwise has significant influence but not control. Associated companies have been consolidated using the equity method of accounting.

Inventories

Inventories are valued at the lower of acquisition cost and expected net realisable value. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

Inventories are comprised of sites under construction, completed sites intended for sale and raw materials and supplies used in the operations. The acquisition cost of these comprises the value of the plot and other raw materials, borrowing costs, planning costs, direct costs of labour and other direct and indirect costs relating to the construction projects.

In the financial statements, the majority of inventories consist of the assets of companies that went bankrupt after the end of the financial year. The value of the inventory at a maximum of the total liabilities is based on the estimated net realizable value, taking into account the basis for valuing the total assets of bankrupt companies, according to which the assets are valued at a maximum of the companies' total liabilities.

Financial assets and liabilities

Financial assets

Based on the Group's business model for the administration of financial assets and their contractual cash flow characteristics, financial assets are classified as those recognised at amortised cost and those at fair value through profit or loss.

Transaction costs are included in the original carrying amount of financial assets in the case of items that are not measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognised at fair value in the balance sheet at the time of original recognition and transaction costs are recognised through profit or loss.

All purchases and sales of financial assets are recognised on the transaction date when the Group commits to the purchase or sale of the financial instrument. Financial assets are derecognised when the rights to receive cash flows from the investments have expired or have been transferred and the Group has transferred substantially all risks and rewards of ownership.

Cash and cash equivalents include cash in hand, deposits held at call with banks and other short-term highly liquid investments that are readily convertible to a known amount of cash and subject to an insignificant risk of changes in value. Items included in cash and cash equivalents have original maturities of three months or less.

Financial assets recognised at amortised cost

Financial assets recognised at amortised cost include financial assets under the held-to-collect business model, which are held until the due date in order to collect contractual cash flows. The cash flows of these items consist solely of principal and interest on the principal outstanding.

After initial measurement, the value of these financial assets is measured at amortised cost using the effective interest method, deducting any impairment. The Group recognises a deduction for expected credit losses from an asset item recognised at amortised cost in financial assets. Expected credit losses and impairment losses are disclosed in other operating expenses in the income statement.

The Group's financial assets recognised at amortised cost include trade and other receivables that are non-derivative financial assets. The carrying amount of short-term trade and other receivables is deemed to correspond to their fair value. Trade and other receivables are presented in the balance sheet as current assets if they are expected to be realised within 12 months of the end of the reporting period.

Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss include held-at-call fund units, which are short-term and highly liquid investments. However, investments are subject to a greater risk of change in value than cash and cash equivalents. Financial assets at fair value through profit or loss are initially recognized at fair value and subsequently re-measured at fair value. Changes in fair value are recognized in financial items through profit or loss.

Financial liabilities

Financial liabilities are recognised initially at fair value. Transaction costs are included in the original carrying amount of financial liabilities at periodised acquisition cost. Financial liabilities are subsequently carried at amortised cost using the effective interest method. Financial liabilities are classified as non-current or current. The latter Group comprises all those financial liabilities for which the Group does not have an unconditional right to defer settlement of the liability for at least 12 months after the end of the reporting period.

Convertible bonds are classified as composite instruments, and their components are defined as liabilities or equity based on the content of the arrangement. The liability component is initially recognised at the fair value of an equivalent nonconvertible liability. The equity component is initially entered as the difference between the fair value of the entire instrument and the fair value of the liability component. Transaction costs are allocated to the liability and equity components in proportion to their initial book values. The value of the conversion right is included in the fair value. The liability component is then recognised at amortized cost using the effective interest method. The equity component is reclassified between equity items when bonds are either exchanged for shares or expire.

Capitalisation of borrowing costs

Borrowing costs directly arising as a result of the acquisition, construction or manufacturing of a qualifying asset are capitalised as part of the acquisition cost of the asset in question. A qualifying asset is one that takes a substantial period of time to complete for its intended purpose. Capitalisation commences when the company first incurs expenditures for a qualifying asset giving rise to borrowing costs, and when it undertakes activities that are necessary for preparation of the asset for its intended use or for sale. Capitalisation ceases when all activities necessary to complete the asset for its intended use or sale have been carried out. In developer contracting housing projects, borrowing costs are capitalised in construction stage and recorded above operating profit as project cost upon delivery.

Provisions

Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount has been reliably estimated. The Group's provisions are guarantee provisions based on estimated supplementary work expenses of completed contracts. The amount of a guarantee provision is estimated on the basis of experience of the materialisation of such guarantee expenses. If guarantee provisions materialise in an amount greater than estimated, the portion in excess is recorded as expense at the same time. If the provision is deemed excessive after the end of the guarantee period, the provision is released through profit or loss.

10-year liabilities in own building developments are presented as provisions to the extent their realisation is deemed probable and the amount of liability arising from them can be estimated reliably.

If the contractual costs required to fulfil contractual obligations exceed the benefits of the contract, any impairment losses on assets pertaining to that contract should first be recognised. If the expected costs still exceed the benefits of the contract, a provision should be made for the loss-making contract.

Leases

Group as lessee

The Group has long-term of land leases related to developer-contracted construction, which often have a lease period of up to 50-70 years. Land leases related to inventories are in the possession of the company during the project design and construction phase, that is, only a few years, but under IFRS 16 they must be classified as right-of-use assets and liabilities. Right-of-use inventories are presented in the balance sheet in inventories in the same way as inventories held by the Group. At the time of handing over the developer-contracted project, the management and ownership of the land lease will also be transferred to the customer, and the company will currently derecognise the fixed assets from inventories and lease liabilities without income statement entries.

Right-of-use in machinery and equipment are mostly leases for office premises and small machinery and equipment.

When measuring a lease liability, the present value of future payments takes into account any incentives, variable rents (indexes or based on price or other variable), residual value of the asset item, the realisation price of any purchase options or sanctions imposed due to termination of the lease. In fixed-term agreements, the lease period is the non-cancellable lease period and the probability of exercising an extension. The discount rate of a lease is the interest rate implicit in the lease or, if said rate cannot be readily determined, the incremental borrowing rate. Interest expenses on leases are presented in financial expenses. Leases are also recognised as assets and depreciated on a straight-line basis over the

lease period. Leases with a lease period of less than one year or value of less than EUR 5,000 are expensed during the lease period.

Of the right-of-use assets and lease liabilities included in the financial statements, a significant portion is related to contracts entered into by companies that went bankrupt after the end of the financial year, and at the time the financial statements are completed, they are no longer under the control of the group, but the assets and liabilities of the subsidiaries in question are under the control of the bankruptcy estates.

Group as lessor

The Group is the lessor of one investment property and individual inventory shares. Rental income from them is presented in net sales. In addition, the company has rented out one business premise during the financial year. Its rental income is presented in other operating income. The Group is not a lessor in any other leases.

Sale and leaseback

In sale and leaseback situations, it should be determined whether the transfer of an asset meets the IFRS 15 requirements for treating it as a sale. If the transfer is a sale, the value of the right-of-use asset should be recognised as the proportion of the asset's original book value that corresponds to the value of the right-of-use that remains with the company. Only the proportion of capital gains or losses that corresponds to the rights transferred to the buyer is shown as capital gains or losses. If either the compensation received from the sale of an asset or the terms of the lease do not correspond to the fair values, revenue from the sale should be adjusted accordingly. If the terms of the sale are worse than market terms, they should be entered as advance payments. If they are better than market terms, they should be entered as financial liabilities. If the IFRS 15 criteria for a sale are not met, the transferred asset should still be reported in the balance sheet with the transfer price presented as a financial liability.

Revenue recognition principles

Sales revenue is recognised separately for each performance obligation in accordance with how control of the goods or service is transferred to the customer. If control of the goods or service is transferred to the customer over time, and the performance obligation is therefore fulfilled, sales revenue should be recognised over time. If the performance obligation is not fulfilled over time, the sale should be recognised at a point in time.

Performance obligations

At the time when a customer contract is signed, it should be assessed whether the goods or services promised in the customer contract contain any distinct performance obligations. Any performance obligations that are identified should be recognised as income separately in accordance with the standard.

As a rule, construction projects will involve one performance obligation for the company, that is, a completed construction project. Any additional work or modifications are generally treated as part of the original contract, as they are usually not separable products and/or services. If the company commits to warranty periods that are longer than prescribed in law or general terms and conditions, these warranties may be considered to be an additional service for the customer. Such warranties will then be treated as identified performance obligations, and part of the transaction price for the contract should be allocated to this performance obligation. A warranty that is classified as an additional service will also be recognised as income separately, as a performance obligation that is not part of the construction project.

Transaction price

The transaction price primarily consists of a fixed price and, when necessary, a variable component. The variable component of the transaction price will most commonly be a penalty for delay related to the date of completion. The variable sum should be estimated using the expected value method. When estimating the variable sum, the company should also take into account all information that is reasonably available. The variable sum should be included in the transaction price only in the amount for which it is highly probable that there will be no significant reversal in recognised sales revenue once the uncertainties relating to the variable amount are subsequently resolved. The variable sum included in the transaction price should be reassessed at the end of every reporting period. Adjustments to the transaction price resulting from these re-estimates should be made in accordance with the IAS 8 standard. Sales incentives granted for housing projects should be equated to price reductions and should be entered as adjustments to the sale price.

If customer contracts contain a significant financing component, the transaction price should be adjusted accordingly. If the financing period is less than a year, the company will apply the IFRS 15 exemption and not make any adjustments for the significant financing component when determining the transaction price.

Revenue recognition principles related to construction projects

If control of a project is transferred to the customer over time, and the performance obligation is therefore fulfilled over time, the construction project should be recognised as income over time according to the degree of completion. If the performance obligation is not fulfilled over time, the sale should be recognised at a point in time.

Net sales are recognised at the amount of consideration to which the entity will be entitled in exchange for transferring the promised goods or properties to a customer, with the exception of amounts collected on behalf of third parties. If the agreement includes variable consideration, the variability is taken into account based on probability. The transaction price may be priced on a yield basis, whereby the final purchase price will not be finalized until the construction is completed. In determining the transaction price, the company adjusts the promised amount of consideration with a financing component if the payment schedule agreed by the parties provide the customer or the entity with a significant financing component in relation to the transfer of goods or services to the customer and if the duration is longer than one year.

Sales recognised as revenue over time

Construction projects are recognised as revenue over time according to progress if the customer controls the asset as the asset is created or enhanced and the company has an enforceable right to payment for performance completed to date. Revenue from a performance obligation satisfied over time is recognised over time by measuring the progress towards complete satisfaction of the performance obligation in question. Satisfaction of the performance obligation is determined mainly based on costs incurred compared to estimated total costs if it does not materially differ from the satisfaction of the performance obligation determined otherwise.

A single method of measuring progress is applied for each performance obligation satisfied over time, and this method is consistently applied to similar performance obligations in similar circumstances. If the company is not able to reasonably measure the outcome of a performance obligation but expects to recover the costs incurred in satisfying the performance obligation, the company recognises revenue only to the extent of the costs incurred until the outcome of the performance obligation can reasonably be measured. If it is likely that the total costs of project completion exceed the total income from the project, the expected loss is entirely expensed.

Sales recognised as revenue upon delivery

If a project does not fulfil the criteria for revenue recognised over time, it is recognised at a point in time. The sale of property construction projects and land areas are recognised at the moment when control of the property is transferred to the buyer. For apartments sold in the construction phase, control is deemed to have transferred upon completion, and for completed apartments, upon sale.

The Group has been able to take out so-called RS loans for developer contracting projects. RS loans are provided by credit institutions under certain terms and condition for designated housing construction sites. RS loans are constructiontime loans for housing company shares for sale, and in such projects the total purchase prices obtained from the sale of housing units, i.ee transaction prices, include both the purchase prices paid by customers and the RS loan shares for apartments. The RS loan shares for the apartments are transferred from the company to the buyer in connection with the sale of the apartment share, and they are taken into account in revenue recognition as part of the transaction price. RS loans raised for developer contracting projects in progress are presented in the balance sheet as interest-bearing liabilities for unsold apartments (in the breakdown "Debts on shares in unsold housing and real estate company shares in progress " in the note "Financial liabilities") and for sold apartments in current non-interest-bearing liabilities (note "Trade payables and other non-interest-bearing liabilities", in the breakdown "Liabilities to customers for constructing contracts (advances received), Debts on shares in unsold housing and real estate company shares in progress). Liabilities to customers for constructing contracts also show the purchase prices paid by customers. Liabilities to customers for constructing contracts upon completion of the project are recognized as income in revenue. Net sales from developer contracting housing projects is recognized as income upon delivery when the control of housing share is transferred to the customer.

Revenue recognition principles related to other incomes

Sales recognised as rental income

Rental income shown in net sales relates to items that form the company's actual business. Rental income relates to items that the company has itself built. Rental income shown in other operating income relates to items that doesn't arise from the company's actual business.

Recognition of interest and dividend income

Interest income is recognised using the effective interest method. Dividends are recorded when the right to receive payment is established.

Operating result

IAS 1 Presentation of Financial Statements does not define the concept of operating result or profit. The Group has defined it as follows: operating result is the net sum which is formed by adding other operating income to net sales and then deducting changes in the inventory of finished goods and work in progress, material and services, cost of employee benefits, depreciation, amortisation and possible impairment losses and other operating expenses. All other items of income statement are presented below operating result.

Employee benefits

Pension obligations

Group companies have pension plans. The plans are classified as either defined benefit plans or defined contribution plans. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. The Group has no legal or constructive obligations to pay further contributions if the fund does not hold sufficient assets to pay all the pension benefits. All arrangements that do not meet these criteria are defined benefit plans. Payments made to the defined contribution plans are recognised in the income statement in the period in which they were incurred. All of the Group's pension plans are defined contribution plans.

Share-based payments

The company has two share-based incentive plans in place. Rewards are paid under the incentive plan partly in the form of shares and partly in the form of cash. The granted benefits are measured at fair value at the time of granting and are recognised as expenses in the income statement and equity evenly over the vesting period of the rights. The expense recognised for the incentive plan is based on the Group's estimate on the number of shares that eventually vest at the end of the vesting period.

Related party transactions

The Group's related parties include Group companies, members of the Board of Directors and the Group's top managements as well as entities on which related parties, or their family have influence through ownership or management. Related parties also include associated companies and joint ventures. Transactions with related parties are disclosed in Note "Related party transactions".

Income taxes

Tax expenses on the consolidated income statement include taxes of the Group companies based on taxable profit for the period, together with tax adjustments for previous periods and the change in deferred tax liabilities and assets. Tax consequences relating to items recognised directly in equity are similarly recognised as equity.

Changes in deferred taxes are calculated on temporary differences between the carrying amount and taxable value on the basis of the tax rate in force at the balance sheet date or confirmed tax rates entering into force subsequently. Deferred tax assets have been recognised to the extent that it is probable that taxable income against which the temporary difference can be applied will materialise in the future. The most significant temporary differences arise from difference between book value and tax value in unused taxable losses, revenue recognised for construction contracts by stage of completion and capitalisation of and financial expenses.

Tax-deductible losses have been taken into account as deferred tax assets to the extent that it is probable that the company can use them in the near future. No deferred taxes are calculated on goodwill that is not deductible in taxation.

New and revised standards and interpretations

The following new and amended standards relating to preparing consolidated financial statements must be applied in financial periods starting on 1 January 2023 or thereafter.

Amendments to IAS 1 Presentation of Financial Statements – Classification of Liabilities as Current or Non-current

Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2 Making Materiality Judgements – Disclosure of Accounting Policies

Amendments to IAS 8 Accounting Policies – Definition of Accounting Estimates

Amendments to IAS 12 Income Taxes – Deferred Tax related to Assets and Liabilities arising from a Single Transaction Amendments to IFRS 16 Leases – Lease Liability in a Sale and Leaseback

The following new and amended standards for the preparation of consolidated financial statements are effective for financial periods starting on or after 1 January 2024:

Amendments to IAS 1 Presentation of Financial Statements – Classification of Liabilities as Current or Non-current Date; Classification of Liabilities as Current or Non-current – Deferral of Effective Date; Non-current Liabilities with Covenants

Standards stated above or other new or amended standards and interpretations have no significant impact on the consolidated financial statements or they have an effect on the disclosure requirements in the notes.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 1 000 EUR

1. OPERATING SEGMENTS

At the end of financial year, the Group had one operating segment, Building Services. The company operates geographically only in Finland. The Group Management Team is the chief operating decision-making body responsible for estimating the profitability of the operating segment and for resourcing decisions. Group management reporting is based on financial statements prepared in accordance with the IFRS standards.

After the review period, on February 8, 2024 the operative subsidiaries of Lehto Group Plc, Lehto Asunnot Oy, Lehto Tilat Oy and Lehto Korjausrakentaminen Oy, have been declared bankrupt. Those companies cover practically Lehto's whole housing construction and business premises construction businesses and thus they make up most of the net sales of Lehto Group. Also, On February 16, 2024 the District Court has ruled Lehto Group Plc to corporate restructuring. As part of the corporate restructuring proceedings Lehto plans to divest its whole construction business and any holdings related thereto and reviews options to expand to new business areas and acquire new business. These events after the financial year are described in more detailed in the note "32. Events after the financial year".

Result 2023 2022
Net sales 171 821 344 791
Other operating income 2 961 1 110
Operating expenses -235 837 -382 208
Depreciation and impairments -11 792 -5 885
Operating result -72 848 -42 192
Financial income 76 41
Financial expenses -6 054 -3 362
Segment's result before income taxes -78 827 -45 513
Assets
Segment's assets 103 729 267 238
Investments 57 834
Liabilities
Segment's liabilities 116 110 200 667

Main customers

Revenue of the Building Services segment from the three largest customers was a total of EUR 41.4 million in 2023 (EUR 67.4 million in 2022), corresponding to approx. 24% (20%) of the segment's net sales. In 2023, the share of net sales of the largest individual customer was 11.5% (10.9% in 2022).

Order backlog 31 Dec 2023 31 Dec 2022
Order backlog 0 205 937
of which is likely to generate income within a year 169 307
of which is likely to generate income after one year 36 629

The company no longer has an order backlog because the operative companies engaged in construction business have been declared bankrupt on February 8, 2024.

2. DISCONTINUED OPERATIONS AND NON-CURRENT ASSTES HELD FOR SALE

Discontinued operations

Pipeline renovation business sold in previous year, as well as earlier discontinued Swedish operations, are presented as discontinued operations. Notes to income statement are presented only from continuing operations.

Result for the financial year from discontinued operations 2023 2022
Net sales 17 441
Other operating income 99
Expenses -60 -15 834
Operating result -60 1 705
Financial items -33 2
Taxes -419
Result for the financial year -93 1 288
Gain on sale of discontinued operations 31 502
Costs related to sale of discontinued operations -644
Result for the financial year from discontinued operations -93 32 146
Earnings per share, discontinued operations, basic, EUR/share 0,00 0,37
Earnings per share, discontinued operations, diluted, EUR/share 0,00 0,37
Effect of disposal of financial position of the Group 2022
Non-current assets -38
Inventories -69
Trade and other receivables -3 873
Cash and cash equivalents -2 817
Current liabilities 6 760
Net assets and liabilities -37
Consideration received from sale of discontinued operations 31 539
Cash and cash equivalents disposed of -2 817
Net cash flow 28 722
Cash flow from discontinued operations 2022
Net cash from operating activities 2 798
Net cash from investments 28 741
Net cash used in financing activities 0
Total 31 539

Non-current assets held for sale

Lehto Group Plc's subsidiary Lehto Components Oy sold its factory building and related warehouse buildings to City of Oulainen in March 2023. The size of the factory building was approximately 10 000 square meters. The factory building and related warehouse buildings were presented as non-current assets held for sale on balance sheet on 31 December, 2022. The acquisition cost of factory in balance sheet was then EUR 3.8 million and the sales price approximately EUR 4.7 million.

3. NET SALES

2023 2022
Revenue recognised over time 112 372 269 968
Revenue recognised upon delivery 59 198 74 558
Rental income 250 265
Total 171 821 344 791

Rental income shown in net sales relates to items that form the company's actual business. Rental income relates to items that the company has itself built.

Revenue recognised that was included in the contract liability balance (liabilities to customers for constructing contracts) at the beginning of the year was EUR 18.9 (18.8) million.

4. OTHER OPERATING INCOME

2023 2022
Rental income 18 27
Grants 227 193
Damages 1 521 510
Capital gains 968 87
Other income 228 294
Total 2 961 1 110

Rental income shown in other operating income relates to items that doesn't arise from the company's actual business. Capital gains consist of the gain on sales of equipment.

5. EMPLOYEE BENEFIT EXPENSES

2023 2022
Salaries and wages 19 940 40 294
Share-based incentives, to be paid out in shares 27 98
Pension costs– defined contribution plans 3 333 6 984
Other personnel costs 719 1 397
Total 24 019 48 773

More detailed description of share-based incentive plans is in note "Equity".

Number of personnel in average during the year, Group 2023 2022
Salaried employees 287 474
Workers 196 386
Total 483 860
Number of personnel at the end of the financial year, Group 2023 2022
Salaried employees 238 386
Workers 146 278
Total 384 664

6. DEPRECIATION AND IMPAIRMENTS

Depreciation of property, plant and equipment 2023 2022
Machinery and equipment
Machinery and equipment 938 1 095
Machinery and equipment, right-of-use asset 58 58
Properties
Properties in own use 426 743
Business premises, right-of-use asset 678 1 230
Inventories, right-of-use asset 1 266 1 664
Other tangible assets 111 115
Total 3 477 4 906
Depreciation of intangible assets 2023 2022
Customer relationships
Other intangible assets 818 962
Total 818 962
Depreciation of investment properties 2023 2022
Buildings and structures 16 17
Total 16 17
Impairments 2023 2022
Goodwill 4 624
Intangible assets 202
Property, plant and equipment: Properties in own use 1 860
Machinery and equipment and other tangible assets 796
Total 7 481 0
Depreciation and impairments, total 11 792 5 885

7. OTHER OPERATING EXPENSES

2023 2022
Voluntary personnel expenses 355 1 152
Costs related to construction site and office space 2 346 3 385
IT and equipment expenses 2 195 3 107
Travel expenses 725 2 026
Product development expenses 125 774
Marketing expenses 456 1 645
Administrative services 4 549 2 038
Reduction from expected credit loss -34 19
Other operating expenses 6 717 1 364
Total 17 435 15 511

Fees paid to auditor: 2023 2022
Audit fees 195 245
Certificates and statements 1 6
Tax services 0 1
Other services 21 5
Total 217 256

8. FINANCIAL INCOME AND EXPENSES

Financial income 2023 2022
Dividend income 0 0
Other financial income 76 41
Total 76 41
Financial expenses 2023 2022
Interest expenses 1 479 1 165
Interest expenses from lease liabilities 2 026
Capitalised interest expenses -2 112 -2 600
Other financial expenses 4 662 2 643
Total 6 054 3 362
Financial income and expenses, total -5 979 -3 321

9. INCOME TAXES

2023 2022
Current income tax 129 299
Change deferred tax assets 0 12 831
Change deferred tax liabilities 0 154
Total 129 13 285

Reconciliation of the tax expense in the income statement and taxes

calculated at the tax rate of Group domicile country 2023 2022
Tax rate 20,0 % 20,0 %
Result from continuing operations before taxes -78 827 -45 513
Taxes calculated at the tax rate of the domicile country -15 765 -9 103
Tax-exempt income 30 -273
Non-deductible expenses 1 617 507
Temporary differences from stage-of-completion
revenue recognition and depreciation and amortisation
-985 -773
Taxes from previous years 28
Write-off of previously recorded deferred taxes 13 285
Unrecognized deferred tax asset from losses 15 203 9 642
Total 129 13 285

10. SHARE-BASED KEY FIGURES

2023 2022
Result for the financial year attributable to equity holders of the parent company -79 049 -26 652
Issue-adjusted average number of outstanding shares during the period, basic 87 257 649 87 276 343
Issue-adjusted average number of outstanding shares during the period, diluted 87 332 931 87 433 988
Earnings per share, basic, EUR/share
Earnings per share, diluted, EUR/share 1)
-0,91
-0,91
-0,31
-0,31
Earnings per share, continuing operations, basic, EUR/share
Earnings per share, continuing operations, diluted, EUR/share 1)
-0,90
-0,90
-0,67
-0,67
Earnings per share, discontinued operations, basic, EUR/share
Earnings per share, discontinued operations, diluted, EUR/share 1)
0,00
0,00
0,37
0,37

1) The calculation of diluted earnings per share does not take into account potential ordinary shares whose conversion to ordinary shares would increase earnings per share or decrease loss per share.

Issue-adjusted number of outstanding shares at the end of the year 87 135 986 87 311 287
Equity / share -0,14 0,76
Dividend per share paid in fiscal year - -
Dividend proposal per share from fiscal year -

11. GOODWILL

Cash-generating unit: Building Services 2023 2022
Goodwill at 1 Jan. 4 624 4 624
Impairment -4 624 0
Goodwill at 31 Dec. 0 4 624

For the purposes of goodwill impairment testing, recoverable cash flows have been determined based on value-in-use calculations. A cash generating unit is the acquired business entity to which goodwill relates. The cash flows of cash generating units for the next five years have been discounted to their present value and the discount rate used is the weighted average cost of capital (WACC) determined for Lehto. Cash flows after five years – the residual value – have not been taken into consideration in the calculations.

The pre-tax weighted average cost of capital (WACC) has been remeasured every year. Remeasuring is based on the weighting of the indicators of an industrial comparison group with the average capital structure in the sector. This measurement takes into account indicators such as sector-specific beta value, country risk, market risk premium, interest on borrowing in the sector, risk-free interest rate, and the risk premium related to the company's size class.

Goodwill impairment testing is performed as necessary, but at least once a year. The last time impairment testing was performed was on 31 December 2022. No material changes with an impact on expected cash flow from operations has occurred in the business environment compared with the previous financial year. Potential material changes in the business environment that affect business cash flow expectations, as well as a weakening market, are taken into account in the impairment testing.

The Group's total goodwill, EUR 4.3 million, was entirely aimed at the business carried out by the construction business subsidiaries that were placed in bankruptcy. Goodwill has been written off the balance sheet as an impairment loss.

12. OTHER INTANGIBLE ASSETS

Other intangible assets 2023 Total
Acquisition cost at 1 Jan. 2023 9 226
Increases 15
Acquisition cost at 31 Dec. 2023 9 242
Accumulated depreciation and amortisation at 1 Jan. 2023 -7 799
Depreciation -818
Impairments -202
Accumulated depreciation and amortisation at 31 Dec. 2023 -8 818
Carrying amount at 1 Jan. 2023 1 427
Carrying amount at 31 Dec. 2023 423
Other intangible assets 2022 Total
Acquisition cost at 1 Jan. 2022 8 826
Increases 400
Acquisition cost at 31 Dec. 2022 9 226
Accumulated depreciation and amortisation at 1 Jan. 2022 -6 837
Depreciation -962
Accumulated depreciation and amortisation at 31 Dec. 2022 -7 799
Carrying amount at 1 Jan. 2022 1 989
Carrying amount at 31 Dec. 2022 1 427

13. PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment 2023 Right-of
use asset
Properties
in own
use
Machinery
and
equipment
and other
tangible
assets
Total
Acquisition cost at 1 Jan. 2023 10 010 10 436 16 705 37 151
Increases 162 138 9 308
Decreases -1 728 -185 -496 -2 409
Acquisition cost at 31 Dec. 2023 8 444 10 389 16 218 35 051
Accumulated depreciation and amortisation at 1 Jan. 2023 -6 517 -4 095 -12 968 -23 581
Depreciation -736 -426 -1 049 -2 212
Impairments -1 860 -796 -2 655
Accumulated depreciation and amortisation at 31 Dec. 2023 -7 254 -6 380 -14 813 -28 447
Carrying amount at 1 Jan. 2023 3 492 6 341 3 737 13 571
Carrying amount at 31 Dec. 2023 1 190 4 009 1 405 6 603

Property, plant and equipment 2022 Right
of-use
asset
Properties in
own use
Machinery
and
equipment
and other
tangible
assets
Total
Acquisition cost at 1 Jan. 2022 8 961 14 184 16 348 39 493
Increases 1 512 25 408 1 946
Decreases -464 -464
Transfer to non-current assets held for sale -3 773 -51 -3 824
Acquisition cost at 31 Dec. 2022 10 010 10 436 16 705 37 151
Accumulated depreciation and amortisation at 1 Jan. 2022 -5 229 -3 352 -11 758 -20 339
Depreciation -1 288 -743 -1 210 -3 242
Accumulated depreciation and amortisation at 31 Dec. 2022 -6 517 -4 095 -12 968 -23 581
Carrying amount at 1 Jan. 2022 3 732 10 832 4 590 19 154
Carrying amount at 31 Dec. 2022 3 492 6 341 3 737 13 571

14. INVESTMENT PROPERTIES

Investment properties 2023 Undeveloped
land
Properties Total
Acquisition cost at 1 Jan. 2023 202 809 1 011
Acquisition cost at 31 Dec. 2023 202 809 1 011
Accumulated depreciation and amortisation at 1 Jan. 2023 -335 -335
Depreciation -16 -16
Accumulated depreciation and amortisation at 31 Dec. 2023 -352 -352
Carrying amount at 1 Jan. 2023
Carrying amount at 31 Dec. 2023
202
202
474
458
676
660
Investment properties 2022 Undeveloped
land
Properties Total
Acquisition cost at 1 Jan. 2022 202 809 1 011
Acquisition cost at 31 Dec. 2022 202 809 1 011
Accumulated depreciation and amortisation at 1 Jan. 2022 -318 -318
Depreciation -17 -17
Accumulated depreciation and amortisation at 31 Dec. 2022 -335 -335
Carrying amount at 1 Jan. 2022 202 491 693
Carrying amount at 31 Dec. 2022 202 474 676
Net rental income 2023 2022
Rental income from investment properties 62 78
Direct maintenance costs for investment properties 32 36
Net rental income, total 30 42

Fair values of investment properties

The Group's investment properties are properties available for rent. Investment properties are recognised using the acquisition cost method and they are not valued at fair value through profit and loss.

Balance sheet values and fair values of investment
properties
Valuation
method
Level Fair value
2023
Fair value
2022
Business property Acquisition cost 3 453 558
Land area Acquisition cost 3 202 202
655 760

The fair values of investment properties are determined by the company itself using the cash flow method. Fair values of level 3 asset items are based on input data concerning the asset item, which are not based on verifiable market information but are based substantially on management estimates and their use in generally accepted valuation models.

14. INVESTMENTS IN ASSOCIATED COMPANIES

2023 2022
Investments in associated companies at 1 Jan. 0
Increases 780
Share of profit or loss for the financial year 0
Investments in associated companies at 31 Dec. 780 0

During the financial year, the Group has acquired a small business-related property management associate company.

16. OTHER FINANCIAL ASSETS

Financial assets recognised through profit and loss 2023 2022
Financial assets recognised through profit and loss at 1 Jan. 971 771
Increases 200
Financial assets recognised through profit and loss 31 Dec. 971 971

Financial assets recognised through profit and loss are unlisted share investments. The shares are recognised at acquisition cost because there is no quoted price for fully similar instruments in active market. Financial assets recognised through profit and loss are classified at level 3 in the hierarchy.

17. NON-CURRENT RECEIVABLES

Non-current receivables include items from companies that went bankrupt after the end of the financial year. The specifications of these are presented in the note "32. Events after the financial year".

2023 2022
Non-current project related bank deposits 2 364 6 313
Non-current loan receivables 44 92
Other non-current receivables 56 56
Total 2 463 6 461

18. DEFERRED TAX ASSETS AND LIABILITIES

Recognised
Deferred tax assets 2023 1 Jan 2023 in income
statement
31 Dec 2023
Confirmed losses 932 -297 635
Lease liabilities 15 569 -3 745 11 825
Other temporary differences -5
Netting deferred tax assets and liabilities -16 502 4 047 -12 460
Total 0 0 0
Deferred tax liabilities 2023 1 Jan 2023 Recognised
in income
statement
31 Dec 2023
Temporary differences from capitalisation of
financial expenses
32 -32
Temporary differences from stage-of-completion
revenue recognition and depreciation and
amortisation
4 -4
Right-of-use assets 14 036 -3 029 11 006
Depreciation difference with taxation 171 -171
Convertible bonds 668 -83 585
Other temporary differences 58 -83 18
Netting deferred tax assets and liabilities -14 968 -11 609
Total 0 0 0

Confirmed losses for which no deferred tax receivables have been recognized were EUR 224.6 (148.2) million, of which EUR 167.9 million are confirmed losses by subsidiaries that have been, after the review period, declared to bankruptcy. Of total losses EUR 224.6 million, EUR 208.9 (132.2) million are allocated to Finland and EUR 15.7 (15.9) million to Sweden. The change in Sweden is mainly due to the change in the exchange rate. These losses will expire from 2030 onwards.

Deferred tax assets and liabilities recorded in the balance sheet have been netted because they are related to taxes collected by the same taxpayer and they can be set off against each other based on a legally enforceable right.

Deferred tax assets 2022 1 Jan 2022 Recognised
in income
statement
31 Dec 2022
Fixed assets internal margin 37 -37
Tax losses carried forward 9 587 -8 654 932
Temporary differences from stage-of-completion
revenue recognition and depreciation and amortisation
4 138 -4 138
Lease liabilities 18 089 15 569
Other temporary differences 35 -35
Adjustment from discontinued operations 33
Netting deferred tax assets and liabilities 2 520 -16 502
Total 31 886 -12 831

On Dec 31, 2022 the Group wrote down deferred tax assets because the Group considers it possible that it will not have taxable income before the losses expire.

Deferred tax liabilities 2022 1 Jan 2022 Booked
to equity
Recognised
in income
statement
31 Dec 2022
Temporary differences from capitalisation of 7 25 32
financial expenses
Temporary differences from stage-of-completion
revenue recognition and depreciation and
amortisation
4 4
Right-of-use assets 17 957
Depreciation difference with taxation 214 -43 171
Convertible bonds 558 110 668
Other temporary differences 58 58
Netting deferred tax assets and liabilities -14 968
Total 18 177 558 154 0

19. INVENTORIES

Inventories include items from companies that went bankrupt after the end of the financial year. The specifications of these is presented in the note "32. Events after the financial year".

2023 2022
Materials and supplies 1 048 2 472
Work in progress 4 808 75 731
Right-of-use asset 55 031 70 178
Completed products 11 975 21 036
Inventory shares 29 49
Other inventories 701 2 593
Total 73 591 172 060

Right-of-use asset in inventories is long-term land leases related to construction projects that are under the control of the company during the design and construction period, i.e. often only a few years, but need to be classified as fixed assets and liabilities in accordance with IFRS 16. The liability corresponding to the right-of-use assets is presented in the notes under "Financial liabilities".

20. TRADE AND OTHER RECEIVABLES

Trade and other receivables include items from companies that went bankrupt after the end of the financial year. The specifications of these are presented in the note "32. Events after the financial year".

2023 2022
Trade receivables 5 108 21 810
Loan receivables 535 571
Security deposits 38 2 239
Other receivables 864 366
Receivables from customers for constructing contracts 4 996 24 371
Adjusting entries for assets 566 1 032
Total 12 107 50 389

Ageing analysis of trade receivables and receivables from customers for
constructing contracts
2023 2022
Not yet due
Trade receivables 1 475 18 894
Receivables from customers for constructing contracts 4 996 24 371
Reduction from expected credit loss -81 -114
Due for
less than 30 days 1 742 1 621
30–60 days 7 27
61–90 days 780 14
more than 90 days 1 184 1 368
Total 10 104 46 181

The carrying amount of receivables corresponds to their fair value.

21. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

2023 2022
Financial assets at fair value through profit or loss 328 314
Total 328 314

Financial assets at fair value through profit or loss include held-at-call fund units, which are short-term and highly liquid investments. The fair value of the investment is level 1 and it is determined using the buying rate of the counterparty at the end of the reporting period.

22. CASH AND CASH EQUIVALENTS

2023 2022
Cash in hand and at banks 5 802 12 922
Total 5 802 12 922

23. EQUITY

Number of shares Share
capital
SVOP -
Reserve for
invested
unrestricted
equity
Total
31 December 2021 87 339 410 100 88 695 88 795
of which company holds 179 965
Outstanding shares on 31 December 2021 87 159 445
31 December 2022 87 339 410 100 88 695 88 795
of which company holds 28 123
Outstanding shares on 31 December 2022 87 311 287
31 December 2023 87 339 410 100 88 695 88 795
of which company holds 203 424
Outstanding shares on 31 December 2023 87 135 986

Shares and share capital

At balance sheet date, the number of shares totalled 87,339,410, of which the company holds 203,424 shares. The share capital is EUR 100,000. The company has one series of shares, and all shares are of the same class. Each share entitles its holder to one vote in the General Meeting of Shareholders and to an equal amount of dividend.

Transfer of own shares

In March 2023, with the authorization given by the Annual General Meeting held on May 2, 2022, the company carried out a directed share issue without consideration, 103,782 shares, to implement the share-based incentive plan.

Invested non-restricted equity reserve

The invested non-restricted equity reserve contains equity investments and that part of the share subscription price that has not specifically been allocated to share capital. The funds received from the IPO, less total fees and expenses for the IPO, have been recorded to invested non-restricted equity reserve.

Share-based compensations

On 20 December 2016, The Board of Directors of Lehto Group Plc has resolved to launch two new share-based incentive plans for the Group key employees. The aim of the plans is to combine the objectives of the shareholders and the key employees in order to increase the value of the Company in the long-term, to commit the key employees to the Company, and to offer them competitive reward plans based on earning the Company's shares.

The potential reward from the long-term incentive plan will be paid to the key employees after a two-year restriction period partly in the Company's shares and partly in cash. The cash proportion is meant for covering taxes and tax-related costs arising from the reward to the key employee.

After the earning period, the gross performance bonus entered for the participant in the performance bonus plan will be converted into shares. When converting the performance bonus into shares, the trade volume weighted average quotation on Nasdaq Helsinki Oy (conversion rate) will be the weighted trading rate of the 20 trading days following the date of release of the company's financial statement bulletin. In spring 2023 company decided on a directed share issue free of consideration related to the reward payment for the performance period 2020. In the share issue 103,782 Lehto Group Plc's shares owned by the company were issued free of consideration to group key employees in accordance with the terms and conditions of the plan. The Issue Shares corresponded to approximately 0.12 per cent of Lehto's shares and votes prior to the share issue. For the earning period 2021 the performance bonus for members of the share plan was EUR 15,000, converted to shares 52,000.

In 2022-2023 The Board of Directors did not decide on a new share-based incentive plans program and thus no performance bonuses will be paid as shares from year 2022 and 2023. Incentive plans program from year 2021 details are presented below:

Earning period
Arrangement 2021
Nature of arrangement Shares
Date of issue 18 Feb 2021
Number of instruments issued (issued-adjusted) 52,000
Share price on grant date (issued-adjusted) 1.59
Period of validity 3 years
Expected performance, % 100 %
Carried out As shares
Terms and conditions of conferral of right Variable terms based on the
fulfilment of non-market,
performance-based terms

For the 2021 earnings period, the earnings-based terms have been met in full. The number of shares issued on the balance sheet date is based on an estimate.

The fair value of the shares is based on the quoted share price. The amount recognised as an expense is presented under "Employee benefit expenses" in the Notes.

In addition to long-term incentive plan, the Company has restricted share plan. The reward from the restricted share plan is based on a key employee's valid and continuing employment or service during the restriction period. The reward will be paid after a restriction period lasting for one to three years, partly in the Company's shares and partly in cash. The cash proportion is meant for covering taxes and tax-related costs arising from the reward to the key employee.

The restricted share plan is directed to selected key employees only. The rewards to be paid on the basis of the restricted share plan correspond to the value of an approximate maximum total of 50,000 Lehto Group Plc shares including also the proportion to be paid in cash. No key personnel were covered by the restricted share plan in 2023.

24. PROVISIONS

Provisions include items from companies that went bankrupt after the end of the financial year. The specifications of these are presented in the note "32. Events after the financial year".

Provisions 2023 Guarantee
provisions
Onerous
projects
Restructuring
provision
Total
1 Jan. 2023 11 072 2 317 128 13 518
Increases 4 213 4 213
Decreases -4 622 -2 304 -6 926
Decreases, discontinued operations -128 -128
31 Dec. 2023 10 663 13 10 676
of which non-current 7 745 7 745
of which current 2 918 13 2 931
Provisions 2022 Guarantee
provisions
Onerous
projects
Restructuring
provision
Total
1 Jan. 2022 10 307 11 083 638 22 028
Increases 4 515 1 951 6 466
Decreases -3 600 -14 316
Decreases, discontinued operations -150 -510 -660
31 Dec. 2022 11 072 2 317 128 13 518
of which non-current 5 928 5 928
of which current 5 144 2 317 128 7 590

Guarantee provisions include estimated supplementary work expenses for construction projects completed during the financial year and actual supplementary work expenses incurred for construction projects completed during the previous financial year as a decrease. The guarantee period for a construction contract is 2 years and 10 years for developer contracting projects. The provision recorded is based on experience from previous years. Provisions are recorded as an expense in the item in which they are expected to materialise. Onerous projects include the estimated amount of expenditure that exceeds the benefits that may be derived from it. Restructuring provision includes after-costs of the discontinued Swedish operations.

25. FINANCIAL LIABILITIES

Financial liabilities include items from companies that went bankrupt after the end of the financial year. The specifications of these are presented in the note "32. Events after the financial year".

2023 2022
Non-current loans from financial institutions 0 9
Convertible bonds 11 661
Non-current lease liabilities 53 585
Total 53 585 80 075
2023 2022
Current loans from financial institutions 3 427 13 033
Convertible bonds 12 074
VAT loan arrangement with the Tax Administration 2 880 0
Debts on shares in unsold housing and real estate company shares in progress 3 979
Debts on shares in unsold housing and real estate company shares completed 2 241 5 184
Current lease liabilities 5 538
Total 26 159 31 637
Financial liabilities, total 79 745 111 712

Financial liabilities are mainly market loans with a floating rate and their carrying amounts correspond to their fair values.

Financial liabilities 2023 Non-current
financial
liabilities
Current
financial
liabilities
Total
1 Jan. 2023 80 075 31 637 111 712
Changes during the period:
Cash flows -14 059 5 915 -8 143
Non-cash flows -12 431 -4 471 -16 902
Unsold housing and real estate company shares completed -6 922 -6 922
31 Dec. 2023 53 585 26 159 79 745
Financial liabilities 2022 Non-current
financial
liabilities
Current
financial
liabilities
Total
1 Jan. 2022 91 302 44 976 136 278
Changes during the period:
Cash flows -12 505
7 553 -20 058
Non-cash flows -18 779 4 928 -13 851
Unsold housing and real estate company shares completed 1 791 1 791

Non-cash flow items are mainly related to lease liabilities.

Convertible bonds

In June 2022 Lehto Group Plc announced the launch of an offering of unsecured convertible bonds due June 2027 convertible into new and/or existing ordinary shares of Lehto to institutional and other qualified investors. The convertible bonds were issued in an aggregate initial principal amount of EUR 15 million between June and September 2022. The contemplated transaction aimed to improve the financing position of the Company and to facilitate the Company's bank financing arrangement, and the proceeds from the Convertible Bonds will be used for general corporate purposes.

Terms of convertible bonds

The convertible bonds will be issued at 100% of their principal amount of EUR 20,000 per bond, and unless previously converted, repurchased or redeemed, it will be redeemed at par at maturity with accrued interest. PIK interest of 4% will be added to the interest payable at maturity in accordance with the terms and conditions of the convertible bonds. The convertible bonds carry a coupon of 6% per annum payable semi-annually, with the first interest payment date being December 31, 2022. In accordance with the terms of the convertible bond, PIK interest, which is 4 percent per year for the loan period, will be paid on the loan maturity date for the loan portion not exchanged on the maturity date. The initial conversion price was EUR 0.40 per share, which corresponds the closing price of the company's share on the stock exchange of Nasdaq Helsinki Ltd. on June 28, 2022. The conversion price will be subject to adjustments for any dividends in cash or in kind, as well as customary anti-dilution adjustments, pursuant to the terms and conditions of convertible bonds. The terms and conditions of the convertible bonds are available in full on the company's website in English.

The Company has not been able to comply with all of the terms and conditions of the convertible bond, which is why the convertible bond is classified as current liabilities.

Proceeds from issue of convertible bonds 15 000
Transaction costs -708
Net proceeds 14 292
The equity component separated from the convertible bond before taxes -2 789
Accreted interest 158
Convertible bonds on 31 Dec.2022 11 661
Accreted interest, fiscal year 413
Convertible bonds on 31 Dec.2023 12 074
Interest liabilities in adjusting entries for liabilities include cumulative accreted PIK interest 31Dec 2023 900

26. TRADE PAYABLES AND OTHER NON-INTEREST-BEARING LIABILITIES

Trade and other non-interest-bearing liabilities include items from companies that went bankrupt after the end of the financial year. The specifications of these is presented in the note "32. Events after the financial year".

Non-current non-interest-bearing liabilities 2023 2022
Non-current non-interest-bearing liabilities 110 206
Total 110 206
Current non-interest-bearing liabilities 2023 2022
Liabilities to customers for constructing contracts (advances received)
From projects where revenue recognised over time 1 489 12 165
From projects where revenue recognised upon delivery
Payments received from customers in sold 3 530
housing and real estate shares in progress
Debts on shares in sold housing and real
estate shares in progress
4 039
Other liabilities to customers for constructing contracts 168 858
Trade payables 10 472 24 820
Other liabilities
Liabilities paid to the Tax Administration 2 733 10 638
Other liabilities 2 417 4 714
Adjusting entries for liabilities
Accrued liabilities due to employee benefits 3 704 6 855
Income tax debt 0
Interest liabilities
Other adjusting entries for liabilities 3 196 7 171
Total 25 580 75 230

27. FINANCIAL RISK MANAGEMENT

The Group's main sources of funding consist of cash flow from normal business operations and project-based debt financing. In addition, the Company has some revolving credit limits. At the end of 2023, the cash and cash equivalents amounted to EUR 5.8 million (EUR 12.9 million 31 December 2022) and financial assets at fair value through profit or loss EUR 0.3 (0.3) million. The amount of credit limits at the end of 2023 was EUR 340 million, which all was in use.

The Group has taken out so-called RS loans for its developer contracting projects. RS loans are provided by credit institutions under certain terms and condition for designated housing construction sites.

Revolving Credit Facility

Lehto has a Revolving Credit Facility (RCF) agreement with OP Corporate Bank plc and Nordea Bank Plc, which was signed on 30 June 2022. The RCF amounts to EUR 13 million and is valid until 31 March 2024. At the end of the review period, EUR 3.4 million of the RCF was in use. Some of the assets pledged as collateral for the RCF belong to the bankrupt subsidiaries, and some to the continuing Lehto Group.

At the end of the review period, not all of the covenant or other terms of the RCF were met and the contract is about to expire on 31 March 2024. Debt collection and repayment will occur as part of the Company's restructuring proceedings.

Net liabilities 2023 2022
Interest-bearing liabilities 20 621 33 865
Cash and cash equivalents and interest-bearing receivables -6 130 -13 236
Net liabilities without IFRS lease liabilities 14 491 20 630
Lease liabilities 59 123 77 847
Net liabilities 73 614 98 477
Equity, total, EUR 1,000 -12 382 66 571
Net gearing ratio -594,5 % 147,9 %

Loan facility with the Tax Administration

During the financial year, Lehto made a payment arrangement with the Tax Administration for VAT liabilities amounting to around EUR 3.5 million. The repayment period under the payment arrangement was 12 months and the first instalment was paid in November 2023. The interest rate on the payment arrangement was 3.4%.

Foreign exchange risk

The Group's functional currency is euro. At the balance sheet date the Group had no significant liabilities or receivables denominated in foreign currency. The Group's foreign exchange risk is currently somewhat low because income and expenses are denominated mainly in euros. If an order is agreed on in a foreign currency, the method of hedging the exchange rate risk and the hedge ratio is determined separately in each case. Foreign exchange differences arising from hedging is recorded in the income statement under financial income and expenses. During the financial period and at balance sheet date the Group had no open currency hedges.

Interest rate risk

Interest rate risk arises mainly from loans with variable interest rates. Due to the low amount of long-term liabilities with variable interest rates, the interest rate risk related to these balance sheet items is not very significant for the Group. As far as possible, the Group can change the interest rate fixation period of the loan portfolio by arranging the loan portfolio, using interest rate swaps or other derivatives. The degree of protection can vary between 0 and 100 percent. The company monitors the interest rate risk of the loan portfolio and can change its fixed interest period if necessary.

Sensitivity analysis for loans with

floating rates 2023 2022
Change, % +1 % -1 % +1 % -1 %
Impact on profit/loss after taxes

Credit risk

The most significant credit risk for the Group consists of trade receivables and receivables from customers based on customer agreements. However, these do not involve significant credit risk accumulations. Apartments are not handed over to the customer until all trade receivables have been paid. However, credit losses totalling EUR 1.4 million have been recorded in the accounting period. The ageing analysis of accounts receivable and the solvency of the most significant customers are monitored at Group level and in group companies. Credit risk is also managed by granting customers only standard payment terms and customer-specific consideration, using preferential payment terms typical for the industry and reselling the credit risk to financial institutions. The payment terms used in the Group currently vary from 7 to 45 days, of which the most typical payment term is 30 days. In addition, for individual projects, a longer payment term can be agreed upon, where the payment will be made in one instalment upon handover of the project. Furthermore, for individual projects a longer payment term can be agreed on, where the payment is made as a one-off payment at the end of the project.

Liquidity risk

The continuity of the Company's operations involves significant uncertainties. The Company will not be able to continue to operate unless it sells assets or acquires new financing and starts new cash-flow generating business. Due to these factors, there are significant grounds for doubting that the Company will be able to continue to operate and make payments over the next 12 months. The future development of the company's cash assets will be influenced particularly by asset sales income, cash income and expenses related to new business and the schedule for the start-up of operations, financing acquired for new business and effects of the decisions made in the corporate restructuring proceedings of the parent company.

Analysis of debt maturity

For the sake of clarity, in the table for 2023 below, the debt maturity analysis is presented separately for companies that went bankrupt after the financial year and for other companies.

31 Dec 2023 Less than 1
year
1–5
years
More than 5
years
Total
Financial liabilities 8 711 8 711
of which the companies that went bankrupt after the
financial year
5 220 5 220
of which other companies 3 490 3 490
Convertible bonds 21 600 21 600
of which other companies 21 600 21 600
Lease liabilities 7 314 9 263 92 984 109 562
of which the companies that went bankrupt after the
financial year
6 803 8 721 92 829 108 353
of which other companies 512 542 155 1 209
Trade payables and other non-interest-bearing liabilities 15 621 110 15 731
of which the companies that went bankrupt after the
financial year
4 903 110 5 013
of which other companies 10 719 10 719
Total 53 246 9 373 92 984 155
604
of which the companies that went bankrupt
after the financial year
16 925 8 831 92 829 118 585
of which other companies 36 321 542 155 37 018
31 Dec 2022 Less than 1
year
1–5
years
More than 5
years
Total
Financial liabilities 22 376 9 22 384
Convertible bonds 900 21 150 22 050
Lease liabilities 8 380 14 303 115 995 138 678
Trade payables and other non-interest-bearing liabilities 40 172 206 40 378
Total 71 828 35 668 115 995 223
491

The majority of Lehto's lease liabilities at the end of the financial period were related to leases of plots for developercontracted housing projects under construction. These obligations have been removed from Lehto's consolidated balance sheet due to the bankruptcies of subsidiaries after the end of the financial period. The IFRS 16 liabilities taken off the balance sheet due to the bankruptcies total EUR 58 million.

Leases include items from companies that went bankrupt after the end of the financial year. The specifications of these are presented in the note "32. Events after the financial year".

Group as lessee

The currently valid lease agreements of the company related to tangible assets are primarily leases of business premises and minor leases for small machinery and equipment. In addition, the company has land lease agreements which are related to inventories.

Right-of-use assets and lease liabilities 2023 Inventories Property,
plant and
equipment
Lease
liabilities
1 Jan. 2023 70 897 3 492 77 847
Increases 455 162 207
Decreases -13 927 -1 728 -17 523
Depreciation / instalments -1 266 -736 -1 408
31 Dec. 2023 56 159 1 190 59 123

Right-of-use assets and lease liabilities 2022 Inventories Property,
plant and
equipment
Lease
liabilities
1 Jan. 2022 86 620 3 732 90 445
Increases 35 952 1 512 40 087
Decreases -50 012 -464 -50 493
Depreciation / instalments -1 664 -1 288 -2 193
31 Dec. 2022 70 897 3 492 77 847

Interest expenses related to lease liabilities in 2023 amounted to EUR 2,026 thousand (EUR 2,154 thousand in 2022). Interest expenses on lease liabilities are presented in financial expenses in the notes under "Financial income and expenses".

EUR 576 (1,102) thousand was recognised as expenses from low-value and short leases during the financial year. In addition to low-value IT machinery and equipment rents, these include short-term (maximum 12 months) rents for tool, machine and site facilities related to the construction industry. The total cash flow leases amounted to EUR 2,657 (2,467) thousand and from land leases to EUR 3,755 (3,957) thousand.

The Company has no expenses related to variable rents that are not included in lease liabilities. The company also has no sublease of right-of-use assets.

29. LIABILITIES AND GUARANTEES

Loans covered by pledges on assets 2023 2022
Loans from financial institutions 3 427 13 042
Debts on shares in unsold housing company shares 2 241 9 162
Total 5 667 22 204
Guarantees 2023 2022
Company mortgages 135 200 135 200
Real-estate mortgages 102 760 213 540
Pledges 3 742 13 285
Absolute guarantees 214
Total 241 702 362 239
Contract guarantees 2023 2022
Production guarantees 2 957 27 223
Warranty guarantees 13 695 15 588
RS guarantees 14 030 23 122
RS guarantees 6 2 360
Rent guarantees 150
Total 30 838 68 293
Liability to adjust value added tax (VAT) on property investments 2023 2022
Liability to adjust VAT 862 1 540

The pledges are inventory items and other financing assets pledged as collateral for financial institution loans and loans for housing companies under construction. Pledges are presented at carrying amount.

The liabilities of bankrupt subsidiaries from contract guarantees amount to EUR 27.7 million, for which the parent company Lehto Group Plc has given a counter guarantee. It is possible that, as a result of the subsidiaries' bankruptcies, claims will be made against the Lehto Group that the group will not be able to meet.

30. DISCLOSURE OF INTERESTS IN OTHER ENTITIES

Group parent/subsidiary relationships on 31 Dec.2023

Company Country of
domicile
Share of
Holding, %
votes, %
Parent company Lehto Group Plc Finland
Lehto Tilat Oy Finland 100 % 100 %
Lehto Asunnot Oy Finland 100 % 100 %
Lehto Puu Oy Finland 100 % 100 %
Lehto Components Oy Finland 100 % 100 %
Insinööritoimisto Mäkeläinen Oy Finland 100 % 100 %
Lehto Korjausrakentaminen Oy Finland 100 % 100 %
Katajanokka Holding Oy Finland 100 % 100 %
Kiinteistö Oy Ylivieskan Arvokiinteistö Finland 80 % 80 %
Kiinteistö Oy Oulun Eteläkeskus Finland 100 % 100 %
Lehto Sverige Ab Sweden 100 % 100 %

A summary of financial information on subsidiaries with a substantial non-controlling interest

The Group has no subsidiaries with a substantial non-controlling interest.

31. RELATED PARTY TRANSACTIONS

The Group's related parties include Group companies, members of the Board of Director and the Group's top management as well as their families and entities on which related parties, or their family members, have influence through ownership or management. Related parties also include associated companies and joint ventures. The Group didn't have any transactions with associated companies and joint ventures.

Transactions with related parties

Sales Sales Purchases Purchases
2023 2022 2023 2022
Key personnel and their controlled entities 438 5 151 3 682 9 067
Total 438 5 151 3 682 9 067
Receivables
31 Dec.
2023
Receivables
31 Dec.
2022
Liabilities
31 Dec.
2023
Liabilities
31 Dec.
2022
Key personnel and their controlled entities 624 730 292 154
Total 624 730 292 154

A major part of related party transactions is connected with purchase of apartments and other premises from the company. The transactions are valued at the debt-free selling price of the completed site. Purchases are mainly equipment rents and other service purchases.

Purchases from related parties mainly consist of the rental of work machines and equipment from Lehto Invest Oy, a company controlled by the member of the Board Hannu Lehto. These purchases amounted to EUR 2.0 million in 2023. In addition, Lehto purchases building technology design and maintenance services from Elvak Oy, which is a company controlled by the member of the Board Hannu Lehto's son. The amount of these purchases was EUR 1.6 million in 2023.

Management salaries and remuneration 2023 2022
Chief Executive Officer, CEO
Juuso Hietanen 398 398
Other management team 1 070 997
Share incentives 2
Post-employment benefits, statutory pension contribution
paid by the employer
260 290
Total 1 731 1 928
Members of the Board of Directors 2023 2022
Eero Sihvonen, chairman (as member May 2 - Dec 5, 2022, as chairman since Dec 5, 2022) 102 37
Hannu Lehto, (as chairman until Dec 5, 2022, as member since Dec 5, 2022) 43 91
Jani Nokkanen 48 46
Anne Korkiakoski (until July 11, 2023) 26 48
Helena Säteri (until March 30, 2023) 10 46
Raimo Lehtiö (until May 2, 2022) 12
Seppo Laine (until May 2, 2022) 13
Total 229 294

32. EVENTS AFTER THE FINANCIAL YEAR

After the review period, on February 8, 2024 the operative subsidiaries of Lehto Group Plc, Lehto Asunnot Oy, Lehto Tilat Oy and Lehto Korjausrakentaminen Oy, have been declared bankrupt. Those companies cover practically Lehto's whole housing construction and business premises construction businesses and thus they make up most of the net sales of Lehto Group. Also, On February 16, 2024 Lehto Group Plc has been ordered to corporate restructuring. As part of the corporate restructuring proceedings Lehto plans to divest its whole construction business and any holdings related thereto and reviews options to expand to new business areas and acquire new business.

Effect of subsidiaries declared to bankrupt on the The impact of
subsidiaries
declared to
Group without
the
subsidiaries
declared to
Group financial position Dec 31, 2023 Group
7 686
bankrupt
10
bankrupt
7 676
Intangible and tangible assets
Investments in associated companies 780 780
Other financial assets 971 14 957
Receivables 2 463 2 385 78
Inventories 73 591 71 858 1 734
Trade and other receivables 12 107 11 059 1 048
Cash and cash equivalents 6 130 15 6 116
Assets, total 103 729 85 340 18 388
Non-current provisions 7 745 7 735 10
Non-current lease liabilities 53 585 52 905 681
Other non-current liabilities 110 110
Current provisions 2 931 2 558 373
Current financial liabilities 20 621 5 121 15 501
Current lease liabilities 5 538 5 043 494
Liabilities to customers for constructing contracts (advances
received)
1 657 1 496 161
Trade and other payables 23 922 19 627 4 295
Liabilities, total 116 110 94 595 21 515
Net assets and liabilities -12 382 -9 255 -3 127
Impact of group eliminations 9 255 -9 255
Groups' net assets and liabilities at the end of financial year -12 382

Also, On February 16, 2024 Lehto Group Plc has been ordered to corporate restructuring. As part of the corporate restructuring proceedings Lehto plans to divest its whole construction business and any holdings related thereto and reviews options to expand to new business areas and acquire new business.

After the review period, on 19 March 2023, Lehto sold the entire share capital of its subsidiary Insinööritoimisto Mäkeläinen Oy. Insinööritoimisto Mäkeläinen Oy was a 100% owned subsidiary of Lehto, which is focused on structural design and employs around 40 employees in Kajaani, Kempele and Vantaa. The buyers are the management of Insinööritoimisto Mäkeläinen Oy, Elvak Oy and Lehto Invest Oy. Lehto considers that this is a related party transaction, because Lehto's board member Hannu Lehto has control over Lehto Invest Oy and Elvak Oy is a company managed and partly owned by Hannu Lehto's son. An external Appraiser has estimated that the purchase price corresponds to the fair value of the target. The enterprise value (EV) defined in the transaction is approximately EUR 0.5 million, to which the assets transferred in the Transaction are added (EUR 0.1 million), and from which the liabilities transferred in the transaction (EUR 0.6 million) are subtracted. The transaction has no significant impact on Lehto Group's turnover, operating profit or financial position.

INCOME STATEMENT FOR PARENT COMPANY, FAS 1 000 EUR

2023 1 Jan - 31 Dec 1 Jan - 31 Dec
2022
Net sales 6 305 8 580
Other operating income 255 235
Personnel expenses
Salaries and fees -2 492 -3 468
Personnel expenses
Pension costs -394 -541
Indirect employee costs -68 -91
Depreciation according to plan -399 -803
Other operating expenses -7 118 -5 445
Operating result -3 910 -1 533
Financial income and expenses
Income from holdings in Group companies 10 010 4 690
Interest and other financial income
From Group companies 1 173 1 123
From others 19 3
Amortisation from other investments held as non-current assets -67 674 -21 040
Interest and other financial expenses
To Group companies -77 -3
To others -2 894 -2 787
Financial income and expenses, total -59 442 -18 014
Result before appropriations and taxes -63 352 -19 547
Result before taxes -63 352 -19 547
Result for the financial year -63 352 -19 547

BALANCE SHEET FOR PARENT COMPANY, FAS 1 000 EUR
31 Dec 2023 31 Dec 2022
ASSETS
Non-current assets
Intangible assets 414 811
Machinery and equipment 2 3
Holdings in Group companies 102 48 263
Investments in associated companies 780
Other shares and investments 957 957
Non-current assets, total 2 255 50 033
Current assets
Inventories 83 83
Non-current receivables
Receivables from Group companies 389 3 100
Loan receivables 56 56
Other receivables 2
Current receivables
Trade receivables 8
Receivables from Group companies 13 549 44 777
Other receivables 216 2 227
Adjusting entries for assets 370 394
Financial securities 328 314
Cash and cash equivalents 5 582 11 993
Current assets, total 20 584 62 944
ASSETS TOTAL 22 839 112 977
EQUITY AND LIABILITIES
Equity
Share capital 100 100
SVOP - Reserve for invested unrestricted equity 91 655 91 655
Retained earnings -43 981 -24 406
Result for the financial year -63 352 -19 547
Equity, total -15 578 47 803
Liabilities
Non-current liabilities
Convertible bonds 15 000
Non-current liabilities, total 15 000
Current liabilities
Loans from financial institutions 3 420 13 000
Convertible bonds 15 000
Trade payables 454 285
Liabilities to Group companies 17 558 35 746
Other liabilities 113 285
Adjusting entries for liabilities 1 871 859
Current liabilities, total 38 417 50 174
Liabilities, total 38 417 65 174
EQUITY AND LIABILITIES TOTAL 22 839 112 977

CASH FLOW STATEMENT FOR THE PARENT COMPANY, FAS 1 000 EUR
31 Dec 2023 31 Dec 2022
Cash flow from operating activities
Result for the financial year -63 352 -19 547
Adjustments:
Depreciation according to plan and impairment 399 803
Gain on sale of non-current assets 408 1 148
Non-cash items 19 838
Financial income and expenses 59 442 -3 026
Change in trade and other receivables 1 928 -2 367
Change in trade and other payables 64 -162
Interest paid and other financial expenses -1 944 -2 520
Interests received from operations 1 190 1 185
Dividends received from operations 4 677
Net cash from operating activities -1 867 29
Cash flow from investments
Investments in intangible and tangible assets 0 -97
Proceeds from sale of intangible and tangible assets -408 54
Investments in other investments -34 300 -200
Proceeds from sale of investments 107 31 539
Repayment of loan receivables 381
Loans granted -404 -3 000
Purchases of associated companies -780
Net cash from investments -35 786 28 676
Cash flow from financing
Loans drawn 3 680 28 000
Loans repaid -11 580 -25 220
Change in Group financing 39 185 -49 500
Repurchase of own shares -28
Net cash used in financing activities 31 256 -46 720
Change in cash and cash equivalents (+/-) -6 396 -18 015
Cash and cash equivalents at the beginning of the financial year 12 306 30 321
Cash and cash equivalents at the end of the financial year 5 910 12 306

NOTES TO THE FINANCIAL STATEMENTS OFR THE PARENT COMPANY

Continuity of operations

These financial statements have not been prepared in accordance with the continuity of operations principle. After the end of the financial period on February 8, 2024, Lehto Group Plc's operational subsidiaries Lehto Asunnot Oy, Lehto Tilat Oy and Lehto Korjausrakentaminen Oy were declared bankrupt, which is also taken into account in the valuation of the balance sheet items in the financial statement information. Lehto Asunnot Oy, Lehto Tilat Oy, and Lehto Korjausrakentaminen Oy cover practically Lehto's whole housing construction and business premises construction businesses and thus they make up most of the net sales of Lehto Group. In addition, on February 16, 2024, Lehto Group Plc was ruled to corporate restructuring by the District Court's decision. As part of the corporate restructuring proceedings Lehto plans to divest its whole construction business and any holdings related thereto and reviews options to expand to new business areas and acquire new business.

The covenant terms of the company's key RCF financing agreement were not met on the closing date. The responsibilities and obligations related to this financing agreement are taken into account in the Company's restructuring programme. The Company has also issued convertible bonds of EUR 15.0 million, which are convertible into new and/or existing shares in Lehto. The Company has not been able to comply with all of the terms and conditions of the convertible bond, which is why the convertible bond is classified as current liabilities. Any changes to the convertible bonds will be dealt with as part of the Company's restructuring proceedings.

The continuity of the Company's operations involves significant uncertainties. The Company will not be able to continue to operate unless it sells assets or acquires new financing and starts new cash-flow generating business. Due to these factors, there are significant grounds for doubting that the Company will be able to continue to operate and make payments over the next 12 months. The future development of the company's cash assets will be influenced particularly by asset sales income, cash income and expenses related to new business and the schedule for the start-up of operations, financing acquired for new business and effects of the decisions made in the corporate restructuring proceedings of the parent company.

Measurement and timing principles

Inventories are measured at variable cost by applying the FIFO principle and the lowest value principle pursuant to Chapter 5, Section 6(1) of the Finnish Accounting Act.

Depreciable fixed assets are measured at variable cost and depreciated according to plan.

Investments in non-current assets are valued at the purchase price or the lower income likely to accrue in the future. A write-down of 60.6 million was recorded in subsidiary shares during the accounting period which is mainly due the fact that after the review period, on February 8, 2024 the operative subsidiaries of Lehto Group Plc, Lehto Asunnot Oy, Lehto Tilat Oy and Lehto Korjausrakentaminen Oy, have been declared bankrupt. The valuation of the remaining subsidiary shares' financial statements on 31 December 2022 is based on long-term forecasts and calculations prepared at the group level.

The valuation of receivables from the group company is based on an estimate of the amount of money that can be collected from the subsidiary.

The parent company's corporate restructuring proceedings and restructuring program may have a negative effect on the subsequent valuation of the assets shown in the parent company's balance sheet.

Bases of depreciation

Machinery and equipment 3 - 5 years straight-line depreciation
Intangible rights 3 - 5 years straight-line depreciation
Other long-term expenditure 3 years straight-line depreciation
No changes in the bases of depreciation.
Net sales by business area 2023 2022
Group internal service charges 6 228 8 405
Other net sales, internal 55 1
Other net sales, external 21 174
Total 6 305 8 580

Fees paid to auditor: 2023 2022
Statutory auditing 80 95
Certificates and statements 15 1
Tax services 0 1
Other services 11 0
Total 105 100
Financial income and expenses 2023 2022
Dividend income from Group companies 10 010 4 690
Interest income from Group companies 1 173 1 123
Interest income from others 19 3
Amortisation from other investments held as non-current assets -67 674 -21 040
Interest costs on intra-Group liabilities -77 -3
Interest costs to others -2 387 -1 406
Other financial expenses -507 -1 380
Total -59 442 -18 014
Taxes 2023 2022
Current taxes 0 0
Total 0 0
Intangible rights 2023 2022
Acquisition cost at 1 Jan. 1 272 1 265
Increases 0 7
Acquisition cost at 31 Dec. 1 272 1 272
Accumulated depreciation at 1 Jan. -1 263 -1 204
Depreciation and amortisation -6 -58
Accumulated depreciation at 31 Dec. -1 269 -1 263
Book value at 1 Jan. 10 61
Book value at 31 Dec. 4 10
Other long-term expenditure 2023 2022
Acquisition cost at 1 Jan. 3 438 3 223
Increases 107 215
Acquisition cost at 31 Dec. 3 545 3 438
Accumulated depreciation at 1 Jan. -2 743 -2 005
Depreciation and amortisation -391 -738
Accumulated depreciation at 31 Dec. -3 134 -2 743
Book value at 1 Jan. 695 1 218
Book value at 31 Dec. 411 695
Advanced payments for intangible assets 2023 2022
Acquisition cost at 1 Jan. 107 0
Increases 0 231
Decreases -107 -124
Acquisition cost at 31 Dec. 0 107
Book value at 1 Jan. 107 231
Book value at 31 Dec. 0 107
Machinery and equipment 2023 2022
Acquisition cost at 1 Jan. 1 265 1 265
Acquisition cost at 31 Dec. 1 265 1 265
Accumulated depreciation at 1 Jan. -1 263 -1 256
Depreciation and amortisation -2 -7
Accumulated depreciation at 31 Dec. -1 265 -1 263
Book value at 1 Jan. 2 9
Book value at 31 Dec. 0 2
Other tangible assets 2023 2022
Acquisition cost at 1 Jan. 1 1
Acquisition cost at 31 Dec. 1 1
Accumulated amortisation at 31 Dec. 0 0
Book value at 1 Jan. 1 1
Book value at 31 Dec. 1 1
Investments 2023 2022
Acquisition cost at 1 Jan. 86 498 84 501
Increases 18 071 34 738
Decreases -878 -32 741
Acquisition cost at 31 Dec. 103 692 86 498
Accumulated amortisation at 1 Jan. -37 279 -17 441
Amortisation -64 574 -19 838
Accumulated amortisation at 31 Dec. -101 853 -37 279
Book value at 1 Jan. 49 219 67 060
Book value at 31 Dec. 1 839 49 219
Non-current receivables from Group companies 2023 2022
Loan receivables 389 3 100
Total 389 3 100
Current receivables from Group companies 2023 2022
Trade receivables 107 8
Loan receivables 39 24
Other receivables 407 397
Group limit 12 996 44 348
Total 13 549 44 777
Essential items included in adjusting entries for assets 2023 2022
Other adjusting entries for assets 0 0
Other adjusting entries for assets 370 394
Total 370 394

2023 2022
Share capital on 1 Jan. 100 100
Share capital on 31 Dec. 100 100
SVOP - Reserve for invested unrestricted equity 91 655 91 655
Invested non-restricted equity reserve at 31 Dec. 91 655 91 655
Retained earnings at 1 Jan. -43 953 -24 406
Purchases of own shares -28 0
Retained earnings from previous year -63 352 -19 547
Retained earnings at 31 Dec. -107 333 -43 953
Result for the financial year -63 352 -19 547
Equity, total -15 578 47 803
Statement of distributable funds 2023 2022
Invested non-restricted equity reserve 91 655 91 655
Retained earnings -43 981 -24 406
Result for the financial year -63 352 -19 547
Total -15 678 47 703

The parent company's equity has become negative for which the corresponding notice is filed to the Trade Register.

Liabilities to Group companies 2023 2022
Trade payables 189 119
Other payables 8 210 34 300
Group limit 9 159 1 327
Total 17 558 35 746
Essential items included in adjusting entries for liabilities 2023 2022
Holiday pay debt with related costs 357 337
Non-wage labour cost debt 130 163
Tax debt 0 0
Interest debt 1 385 358
Total 1 871 859
Guarantees and contingent liabilities
Loans covered by pledges on assets 2023 2022
Loans from financial institutions 3 420 13 000
Total 3 420 13 000
Guarantees 2023 2022
Corporate mortgages 33 800 33 800
Real-estate mortgages 33 800 33 800
Pledges 102 46 816
Production guarantees 150 374
Absolute guarantees 0 214
Total 67 852 115 005
Amount of credit limits
Credit limits available 3 421 13 001
Credit limits in use 3 421 13 001
Credit limits outstanding 0 0
Guarantee limits available 87 179 88 166
Guarantee limits in use 31 613 63 224
Guarantee limits outstanding 55 567 24 942
Guarantees given on behalf of other Group companies
Pledges 0 451
Guarantees given and other commitments 33 150 83 756
Total 33 150 84 207
Leasing agreements not included in balance sheet
Expiring in 12 months 34 38
Expiring in more than 12 months 51 42
Total 85 80
Lease liabilities
Construction leases, expiring in 12 months 696 751
Construction leases, expiring in more than 12 months 1 665 2 287
Total 2 362 3 037

Other liabilities

After the review period, on February 8, 2024 the operative subsidiaries of Lehto Group Plc, Lehto Asunnot Oy, Lehto Tilat Oy and Lehto Korjausrakentaminen Oy, have been declared bankrupt. It is possible that as a result of subsidiaries' bankruptcies, claims are made against the parent company that the parent company is unable to meet.

Average number of company personnel at the end of the
financial year 2023 2022
Salaried employees 35 45
Total 35 45

Remuneration of the CEO and members of the Board of Directors are specified in note "Related party transactions" to the consolidated financial statements.

Board proposal for the use of the result shown on the balance sheet

The parent company doesn't have distributable funds because its equity is EUR -15 577 786, of which the result for the financial year is EUR -63,352,210.

The Board of Directors will propose to the Annual General Meeting that no dividends be paid for the 1 January–31 December 2023 financial year.

Signatures to the Annual Report and Financial Statements

Vantaa, 29 April 2024

Eero Sihvonen, Chairman of the Board of Directors Hannu Lehto, Member of the Board of Directors Jani Nokkanen, Member of the Board of Directors Juuso Hietanen, CEO

The Auditor's Note

A report on the audit performed has been issued today.

Oulu, 29 April 2024

KPMG Oy Ab Audit firm

GROUP KEY FIGURES 2023 2022 20211) 20202) 2019 3)
Net sales, EUR million 171,8 344,8 404,1 544,7 667,7
Net sales, change from the previous year % -50,2 % -14,7 % -21,8 % -18,2 % -7,5 %
Operating result, EUR million -72,8 -42,2 -28,3 0,1 -41,8
Operating result, as % of net sales -42,4 % -12,2 % -7,0 % 0,0 % -6,3 %
Result for the financial year from continuing
operations, EUR million
-79,0 -58,8 -29,9 -5,1 -35,7
Result for the financial year from discontinued
operations, EUR million
-0,1 32,1 -2,7 -3,1 -
Result for the financial year, EUR million -79,0 -26,7 -32,6 -8,2 -35,7
Result for the financial year, as % of net sales -46,0 % -7,7 % -8,1 % -1,5 % -5,4 %
Return on equity (ROE), % -291,7 % -33,8 % -30,4 % -7,0 % -26,0 %
Return on investments (ROI), % -59,2 % -20,8 % -12,1 % 0,1 % -14,3 %
Equity ratio, % -12,1 % 27,0 % 27,2 % 38,7 % 29,6 %
Net gearing ratio, % -594,5 % 147,9 % 113,8 % 7,0 % 115,9 %
Order backlog, EUR million 0,0 205,9 444,2 426,3 481,8
Gross expenditure on assets, EUR million 0,1 0,8 1,2 2,0 7,7
Personnel during the year, average 483 860 1 043 1 115 1 454
Personnel at Dec 31 384 664 1 042 1 034 1 274
Equity / share -0,14 0,76 1,04 1,42 1,59
Earnings per share, issued-adjusted, EUR, basic -0,91 -0,31 -0,37 -0,12 -0,51
Earnings per share, issued-adjusted, EUR, diluted -0,91 -0,31 -0,37 -0,12 -0,51
Average number of shares during the year,
issued-adjusted, basic
87 257 649 87 276 343 87 142 297 71 012 014 70 597 352
Average number of shares during the year,
issued-adjusted, diluted
87 332 931 87 433 988 87 447 100 71 330 955 70 752 453
Number of shares, issue-adjusted, at the end of
the year
87 135 986 87 311 287 87 159 445 87 089 901 70 612 735
Market value of share at Dec 31, EUR million 1,6 15,0 75,0 117,6 137,0
Share turnover, issue-adjusted, shares 61 872 140 45 210 912 68 750 986 45 969 542 54 836 449
Share turnover out of average number
of shares, %
70,9 % 51,8 % 78,9 % 64,7 % 77,7 %
Share prices, issued-adjusted, EUR
Highest price, EUR 0,33 0,94 2,31 2,17 4,40
Lowest price, EUR 0,01 0,17 0,72 0,98 1,22
Average price, EUR 0,09 0,51 1,35 1,37 2,20
Price at Dec 31, EUR 0,02 0,17 0,86 1,35 1,94
Dividend / share, issue-adjusted, EUR 2) - - - - -
Issue-adjusted dividend payout ratio, % 2) - - - - -
Effective dividend yield % 2) - - - - -
Price / Earnings -0,02 -0,56 -2,30 -11,70 -3,83

1) Share-based key figures are issue-adjusted due share issue in 2020

2) Year 2023 dividend proposal

DEFINITIONS OF KEY FIGURES

Result for the financial year
Issue-adjusted average number of outstanding shares during the
period
Equity
Issue-adjusted number of outstanding shares at the end of period
Dividend
Issue-adjusted number of outstanding shares on Dec 31
Alternative performance measures by ESMA
The company has taken into consideration new guidelines of the European Securities and Markets Authority (ESMA)
regarding Alternative Performance Measures that were entered into force on July 3, 2016. Key figures used by the
company are well-known figures, which are mainly derived from the result and balance sheet. Alternative performance
measures may not be considered as a substitute for measures of performance in accordance with the IFRS.
Result before financial items and taxes
Result for the financial year
100 x
Equity (average)

Return on investments (ROI), % 100 x Result before taxes + Interest and other financial expenses Balance sheet total - Non-interest-bearing liabilities (average) Equity

Equity ratio, % Equity
100 x Balance sheet total - Liabilities to customers for constructing
contracts (advances received)
Equity ratio without IFRS 16, % Equity without IFRS 16 effect
100 x Balance sheet total - Lease liabilities - Liabilities to customers for
constructing contracts (advances received)
Net gearing ratio, % Interest-bearing liabilities - Lease liabilities - Cash and cash
100 x equivalents and financial securities
Equity
Interest-bearing liabilities - Cash and cash equivalents and
Net gearing ratio without IFRS 16, % 100 x financial securities
Equity without IFRS 16 effect
Interest-bearing liabilities Non-current and current financial liabilities (including lease liabilities)
Deferred tax liabilities + Provisions + Other non-current liabilities +
Non-interest-bearing liabilities Liabilities to customers for constructing contracts (advances received) +
Trade and other payables + Current income tax liabilities
Dividend payout ratio, % Dividend per share
Earnings per share
Effective dividend yield % Dividend per share
Share price on Dec 31
Price / Earnings (P/E) Issue-adjusted share price on Dec 31

Earnings per share

SHARES AND SHAREHOLDERS

At balance sheet date, the number of shares is 87,339,410. Outstanding number of shares is 87,135,986 and the company held 203,424 treasury shares. The share capital is EUR 100,000. The company has one share class and all shares are of the same class. The company's shares have no par value, and the Articles of Association do not specify the minimum or maximum value of shares or share capital. Each share entitles its holder to one vote and to an equal amount of dividend.

SHAREHOLDERS 31 DECEMBER 2023 Number
of shares
%
Lehto Invest Oy 33,914,760 38.83%
J & K Hämäläinen Oy 1,997,909 2.29%
Kinnunen Mikko 1,326,454 1.52%
Mevita Invest Oy 1,286,867 1.47%
Nordea Henkivakuutus Suomi Oy 962,368 1.10%
Proup Oy 850,000 0.97%
OP-Henkivakuutus Oy 660,463 0.76%
Simula Aarne 607,793 0.70%
Lindsay von Julin & Co Ab 600,000 0.69%
Wetterström Carl 600,000 0.69%
10 LARGEST SHAREHOLDERS 42,806,614 49.01%
Nominee-registered 1,972,103 2.2%
Other shareholders 42,560,693 48.73%
TOTAL 87,339,410 100.00%
SHAREHOLDING BREAKDOWN Number
of shares
% Number
of shareholders
%
1 - 100 167,297 0.2% 3,743 26.8%
101 – 1,000 2,647,693 3.0% 6,101 43.7%
1,001 – 10,000 11,730,688 13.4% 3,393 24.3%
10,001 – 100,000 18,819,634 21.6% 654 4.7%
100,001 – 1,000,000 15,448,108 17.7% 54 0.4%
over 1,000000 38,525,990 44.1% 4 0.0%
TOTAL 87,339,410 100.0% 13,949 100.0%
where of Nominee-registered 1,972,103 2.3% 10 7.0%
SHAREHOLDINGS BY SECTOR Number Number
of shares % of shareholders %
Companies 44,960,024 51.5% 474 3.4%
Financial and insurance institutions 2,106,752 2.4% 12 0.1%
Public sector organizations 27,410 0.0% 2 0.0%
Households 38,241,457 43.8% 13,409 96.1%
Non-profit organizations 25,650 0.0% 11 0.1%
Foreign countries 1,978,117 2.3% 31 0.2%
TOTAL 87,339,410 100.0% 13,949 100.0%
where of Nominee-registered 1,972,103 2.3% 10 0.1%

KPMG Oy Ab Kauppurienkatu 10 B 90100 OULU

This document is an English translation of the Finnish auditor's report. Only the Finnish version of the report is legally binding.

Auditor's Report

To the Annual General Meeting of Lehto Group Plc

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Lehto Group Plc (business identity code 2235443-2) for the year ended 31 December 2023. The financial statements comprise the consolidated balance sheet, statement of comprehensive income, statement of changes in equity, cash flow statement and notes, including a summary of material accounting policies, as well as the parent company's balance sheet, income statement, cash flow statement and notes.

In our opinion

  • the consolidated financial statements give a true and fair view of the group's financial position, financial performance and cash flows in accordance with IFRS Accounting Standards as adopted by the EU
  • the financial statements give a true and fair view of the parent company's financial performance and financial position in accordance with the laws and regulations governing the preparation of financial statements in Finland and comply with statutory requirements.

Our opinion is consistent with the additional report submitted to the Audit Committee.

Basis for Opinion

We conducted our audit in accordance with good auditing practice in Finland. Our responsibilities under good auditing practice are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report.

We are independent of the parent company and of the group companies in accordance with the ethical requirements that are applicable in Finland and are relevant to our audit, and we have fulfilled our other ethical

responsibilities in accordance with these requirements.

In our best knowledge and understanding, the non-audit services that we have provided to the parent company and group companies are in compliance with laws and regulations applicable in Finland regarding these services, and we have not provided any prohibited non-audit services referred to in Article 5(1) of regulation (EU) 537/2014. The non-audit services that we have provided have been disclosed in note 7 to the consolidated financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of matter – preparation of financial statements on a non-going concern basis

We draw attention to the accounting policies that describe the preparation of the consolidated and parent company financial statements on a non-going concern basis. After the end of the financial year on 8 February 2024, Lehto Group Plc's operational subsidiaries Lehto Asunnot Oy, Lehto Tilat Oy ja Lehto Korjausrakentaminen Oy were declared bankrupt. The bankrupt companies cover practically all of Lehto's housing and business premises construction businesses and thus account for the majority of the Lehto Group's net sales. The corporate restructuring proceedings of Lehto Group Plc were initiated based on the decision of the District Court on February 2024.

The covenant terms of the company's key RCF financing agreement were not met on the balance sheet date. The liabilities and obligations related to this financing agreement will be taken into account in the company's restructuring programme. In addition, the company has not been able to comply with all of the terms and conditions set out in the convertible bond. Any amendments to the convertible bond will also be dealt with as part of the company's restructuring proceedings.

The company will not be able to continue operations without the sale of assets, new financing or new cash-generating business. These factors cast significant doubt on the company's ability to continue as a going concern and to meet its payments over the next 12 months. The adequacy of cash resources will be affected, in particular, by the proceeds from the sale of assets, the cash receipts and payments associated with new business and the timetable for starting up the business, the financing to be obtained for the new business and the impact of the decisions taken in the parent company's restructuring proceedings.

The parent company's equity has turned negative and the corresponding notice to the Trade Register has been filed on 15 March 2024, which has been registered on 19 April 2024.

The audit opinion has not been qualified due to aforementioned issues.

Materiality

The scope of our audit was influenced by our application of materiality. The materiality is determined based on our professional judgement and is used to determine the nature, timing and extent of our audit procedures and to evaluate the effect of identified misstatements on the financial statements as a whole. The level of materiality we set is based on our assessment of the magnitude of misstatements that, individually or in aggregate, could reasonably be expected to have influence on the economic decisions of the users of the financial statements. We have also taken into account misstatements and/or possible misstatements that in our opinion are material for qualitative reasons for the users of the financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. The significant risks of material misstatement referred to in the EU Regulation No 537/2014 point (c) of Article 10(2) are included in the description of key audit matters below.

We have also addressed the risk of management override of internal controls. This includes consideration of whether there was evidence of management bias that represented a risk of material misstatement due to fraud.

Presentation in the consolidated financial statements of the subsidiaries declared bankrupt after the end of the financial year and measurement of these assets

(Refer to Accounting principles for the consolidated financial statements and note 32 to the consolidated financial statements)

  • The Group's operational subsidiaries Lehto Asunnot Oy, Lehto Tilat Oy ja Lehto Korjausrakentaminen Oy were declared bankrupt after the end of the financial year on 8 February 2024.
  • The income statement and balance sheet items of the bankrupt subsidiaries have been incorporated into the consolidated financial statements at 31 December 2023. As a result of the bankruptcy, the Group lost control over the companies..
  • The assets of the bankrupt companies are measured at no more than the total liabilities of the companies, considering also the impacts of the impairment due to the loss of receivables realisable by the Group in bankruptcy. Group goodwill (EUR 4.6 million) was fully allocated to the business of the bankrupt companies and has therefore been fully written down as an impairment loss.

The key audit matter How the matter was addressed in the audit

  • We assessed the presentation of bankrupt companies in the consolidated financial statements against the standards for the preparation of financial statements.
  • We considered the measurement of the assets of the companies in bankruptcy and the appropriateness of the impairment losses.

Subsidiary shares and receivables from group companies in the parent company's balance sheet

(Refer to parent company balance sheet, accounting principles for the financial statements and notes)

  • The cost of the subsidiary shares on the parent company's balance sheet (EUR 64.5 million) and the receivables from the bankrupt companies have been fully expensed.
  • The receivables from the non-bankrupt subsidiaries amount to EUR 13.9 million.
  • The parent company's corporate restructuring proceedings and the restructuring programme may have a negative impact on the subsequent measurement of the assets shown in the parent company's balance sheet.
  • The key audit matter How the matter was addressed in the audit
    • We assessed the measurement bases for the parent company's investments in subsidiaries and the receivables from group companies, the impairment losses recognised, and their presentation in the financial statements.

Responsibilities of the Board of Directors and the CEO for the Financial Statements

The Board of Directors and the CEO are responsible for the preparation of consolidated financial statements that give a true and fair view in accordance with IFRS Accounting Standards as adopted by the EU, and of financial statements that give a true and fair view in accordance with the laws and regulations governing the preparation of financial statements in Finland and comply with statutory requirements. The Board of Directors and the CEO are also responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Board of Directors and the CEO are responsible for assessing the parent company's and the group's ability to continue as a going concern, disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting. The financial statements are prepared using the going concern basis of accounting unless there is an intention to liquidate the parent company or the group or cease operations, or there is no realistic alternative but to do so.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with good auditing practice will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.

As part of an audit in accordance with good auditing practice, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

— Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud

is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the parent company's or the group's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of the Board of Directors' and the CEO's use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the parent company's or the group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the parent company or the group to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events so that the financial statements give a true and fair view.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Reporting Requirements

Information on our audit engagement

We were first appointed as auditors by the Annual General Meeting for the financial year ended 31 December 2013 and our appointment represents a total period of uninterrupted engagement of 11 years. Lehto Group Plc became a public interest entity on 28 April 2016.

Other Information

The Board of Directors and the CEO are responsible for the other information. The other information comprises information included in the report of the Board of Directors and in the Annual Report, but does not include the financial statements and our auditor's report thereon. We obtained the report of the Board of Directors prior to the date of this auditor's report, and the Annual Report is expected to be made available to us after that date. Our opinion on the financial statements does not cover the other information.

In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. With respect to the report of the Board of Directors, our responsibility also includes considering whether the report of the Board of Directors has been prepared in accordance with the applicable laws and regulations.

Lehto Group Plc Auditor's Report for the financial year 1.1.–31.12.2023

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In our opinion, the information in the report of the Board of Directors is consistent with the information in the financial statements and the report of the Board of Directors has been prepared in accordance with the applicable laws and regulations.

If, based on the work we have performed on the report of the Board of Directors, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Oulu, 29 April 2024

KPMG Oy Ab

PEKKA ALATALO Authorised Public Accountant, KHT

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