Quarterly Report • Mar 4, 2020
Quarterly Report
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| Financial Statements (audited) �������������������������������������������������������������� |
3 |
|---|---|
| Consolidated statement of Comprehensive Income, IFRS ��������������� |
3 |
| Consolidated Balance Sheet, IFRS ����������������������������������������������������� |
4 |
| Consolidated Cash Flow Statement, IFRS������������������������������������������ | 5 |
| Consolidated statement of Changes in Equity, IFRS ������������������������ | 6 |
| Notes to the consolidated Financial Statements������������������������������ | 7 |
| Income Statement for the parent company, FAS ��������������������������� |
29 |
| Balance Sheet for the parent company, FAS����������������������������������� | 30 |
| Cash Flow Statement for the parent company, FAS����������������������� | 31 |
| Notes to the Financial Statements for the parent company ���������� |
32 |
| Board of Directors' proposal for the distribution of profits������������ | 35 |
| Signatures to the Annual Report and Financial Statements����������� | 35 |
| The Auditor's Note �������������������������������������������������������������������������� | 35 |
| Group Key Figures��������������������������������������������������������������������������������� | 36 |
| Shares and Shareholders���������������������������������������������������������������������� | 38 |
| Auditor's Report ����������������������������������������������������������������������������������� |
39 |
| Note | 1 Jan – 31 Dec 2019 |
1 Jan – 31 Dec 2018 |
|
|---|---|---|---|
| Net sales | 2 | 667,701 | 721,479 |
| Other operating income | 3 | 1,500 | 2,988 |
| Changes in inventories of finished goods and work in progress |
-35,745 | 107,063 | |
| Capitalised production | 46 | 8,001 | |
| Raw materials and consumables used | -224,967 | -331,740 | |
| External services | -335,618 | -359,467 | |
| Employee benefit expenses | 4 | -82,214 | -82,856 |
| Depreciation and amortisation | 5 | -8,203 | -3,492 |
| Other operating expenses | 6 | -24,337 | -24,794 |
| Operating result | -41,836 | 37,181 | |
| Financial income | 7 | 262 | 171 |
| Financial expenses | 7 | -3,973 | -1,184 |
| Share of associated company profits (losses) | 14 | 0 | 44 |
| Profit before taxes | -45,547 | 36,213 | |
| Income taxes | 8, 16 | 9,797 | -7,504 |
| Profit for the financial year | -35,750 | 28,709 |
| Note | 1 Jan – 31 Dec 2019 |
1 Jan – 31 Dec 2018 |
|---|---|---|
| -35,750 | 28,708 | |
| 1 | 1 | |
| -35,750 | 28,709 | |
| 22 | -146 | |
| -146 | 0 | |
| -35,897 | 28,708 | |
| 1 | 1 | |
| -35,896 | 28,709 | |
| 9 | ||
| -0.61 | 0.49 | |
| -0.61 | 0.49 | |
| ASSETS | Note | 31 Dec 2019 | 31 Dec 2018 |
|---|---|---|---|
| Non-current assets | |||
| Goodwill | 10 | 4,624 | 4,624 |
| Other intangible assets | 11 | 4,697 | 2,242 |
| Property, plant and equipment | 12 | 26,577 | 22,940 |
| Investment properties | 13 | 730 | 737 |
| Investments in associated companies | 14 | 859 | |
| Other financial assets | 15 | 775 | 214 |
| Receivables | 16 | 1,915 | 24 |
| Deferred tax assets | 17 | 16,473 | 6,093 |
| Non-current assets total | 55,790 | 37,731 | |
| Current assets | |||
| Inventories | 18 | 250,441 | 238,213 |
| Trade and other receivables | 19 | 86,307 | 136,584 |
| Current tax assets | 19 | 0 | 2,383 |
| Financial assets at fair value through profit or loss | 20 | 313 | 311 |
| Cash and cash equivalents | 21 | 58,911 | 53,070 |
| Current assets total | 395,972 | 430,561 | |
| TOTAL ASSETS | 451,762 | 468,292 |
| EQUITY AND LIABILITIES | Note | 31 Dec 2019 | 31 Dec 2018 |
|---|---|---|---|
| Equity | |||
| Share capital | 100 | 100 | |
| Invested non-restricted equity reserve | 69,155 | 69,155 | |
| Translation adjustment | -319 | -173 | |
| Retained earnings | 78,934 | 64,302 | |
| Profit for the financial year | -35,750 | 28,708 | |
| Capital attributable to equity holders of the parent company |
112,120 | 162,093 | |
| Non-controlling interest | 6 | 264 | |
| Equity, total | 22 | 112,126 | 162,357 |
| Non-current liabilities | |||
| Deferred tax liabilities | 17 | 552 | 715 |
| Provisions | 23 | 9,384 | 10,375 |
| Financial liabilities | 24 | 5,928 | 20,101 |
| Lease liabilities | 24 | 44,658 | |
| Other non-current liabilities | 25 | 122 | 5,591 |
| Non-current liabilities, total | 60,645 | 36,782 | |
| Current liabilities | |||
| Advances received | 25 | 73,220 | 88,252 |
| Trade and other payables | 25 | 67,110 | 83,360 |
| Current income tax liabilities | 25 | 83 | 1,738 |
| Financial liabilities | 24 | 136,431 | 95,802 |
| Lease liabilities | 24 | 2,147 | |
| Current liabilities, total | 278,992 | 269,153 | |
| Liabilities, total | 339,636 | 305,935 | |
| TOTAL EQUITY AND LIABILITIES | 451,762 | 468,292 |
| Note | 31 Dec 2019 | 31 Dec 2018 | |
|---|---|---|---|
| Cash flow from operating activities | |||
| Result for the financial year | -35,750 | 28,709 | |
| Adjustments: | |||
| Non-cash items | 3,247 | 4,852 | |
| Depreciation and amortisation | 8,203 | 3,492 | |
| Share of associated company profits (losses) |
-44 | ||
| Financial income and expenses | 3,711 | 1,013 | |
| Capital gains | -843 | -442 | |
| Dividends received | -0 | -0 | |
| Income taxes | -9,797 | 7,504 | |
| Changes in working capital: | |||
| Change in trade and other receivables | 48,912 | -26,161 | |
| Change in inventories | 27,893 | -105,339 | |
| Change in trade and other payables | -53,578 | 78,657 | |
| Interest paid and other financial expenses | -3,338 | -971 | |
| Financial income received | 262 | 171 | |
| Income taxes paid | -19 | -9,753 | |
| Net cash from operating activities | -11,098 | -18,312 |
| Note | 31 Dec 2019 | 31 Dec 2018 | |
|---|---|---|---|
| Cash flow from investments | |||
| Investments in property, plant and equipment | -4,051 | -14,579 | |
| Investments in intangible assets | -3,601 | -1,323 | |
| Capital gains from other investments | 166 | ||
| Sales of associated companies | 1,638 | 291 | |
| Proceeds from sale of property, plant and equipment and intangible assets |
63 | 9 | |
| Financial assets at fair value through profit or loss | -577 | 1 | |
| Repayments of loan receivables | 1,746 | ||
| Loans granted | -36 | ||
| Dividends received | 0 | 0 | |
| Net cash from investments | -6,563 | -13,689 | |
| Cash flow from financing | |||
| Loans drawn | 24 | 132,644 | 109,342 |
| Loans repaid | 24 | -90,109 | -72,036 |
| Lease liabilities paid | 24 | -4,719 | |
| Acquisition of non-controlling interest | -280 | -45 | |
| Dividends paid | -13,995 | -19,797 | |
| Net cash used in financing activities | 23,541 | 17,464 | |
| Change in cash and cash equivalents (+/-) | 5,880 | -14,537 | |
| Effects of exchange rate change | -37 | -89 | |
| Cash and cash equivalents at the beginning of the financial year |
53,381 | 68,008 | |
| Cash and cash equivalents at the end of the financial year |
20, 21 | 59,224 | 53,381 |
| Share capital | Invested non-restricted equity reserve |
Translation adjustment |
Retained earnings |
Capital attributable to equity holders of the parent company |
Non-controlling interest |
Equity, total | |
|---|---|---|---|---|---|---|---|
| Equity at 1 January 2018 | 100 | 69,155 | -79 | 81,271 | 150,447 | 271 | 150,718 |
| Effect of IFRS 2 standard amendment | 2,299 | 2,299 | 2,299 | ||||
| Adjusted equity at 1 January 2018 | 100 | 69,155 | -79 | 83,569 | 152,746 | 271 | 153,017 |
| Comprehensive income | |||||||
| Profit or loss for the financial period | 28,708 | 28,708 | 1 | 28,709 | |||
| Total comprehensive income | 28,708 | 28,708 | 1 | 28,709 | |||
| Transactions with equity holders | |||||||
| Distribution of dividends | -19,797 | -19,797 | -19,797 | ||||
| Share-based compensation | 514 | 514 | 514 | ||||
| Other changes | -94 | 16 | -78 | -8 | -86 | ||
| Transactions with equity holders, total | -94 | -19,267 | -19,361 | -8 | -19,369 | ||
| Equity at 31 December 2018 | 100 | 69,155 | -173 | 93,010 | 162,093 | 264 | 162,357 |
| Equity at 1 January 2019 | 100 | 69,155 | -173 | 93,010 | 162,093 | 264 | 162,357 |
| Comprehensive income | |||||||
| Profit or loss for the financial period | -35,750 | -35,750 | 1 | -35,750 | |||
| Other comprehensive income items | |||||||
| Translation difference Total comprehensive income |
-146 -146 |
-35,750 | -146 -35,897 |
1 | -146 -35,896 |
||
| Transactions with equity holders | |||||||
| Distribution of dividends | -13,995 | -13,995 | -13,995 | ||||
| Share-based compensation | -55 | -55 | -55 | ||||
| Other changes | -27 | -27 | -27 | ||||
| Transactions with equity holders, total | -14,076 | -14,076 | -14,076 | ||||
| Changes in holdings in subsidiaries | |||||||
| Acquisitions of non-controlling interest not resulting change in control |
-259 | -259 | |||||
| Equity at 31 December 2019 | 100 | 69,155 | -319 | 43,184 | 112,120 | 6 | 112,126 |
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 registered address is Voimatie 6 B, 90440 Kempele, Finland.
Copies of the consolidated financial statements are available from the parent company headquarters at the address Voimatie 6 B, 90440 Kempele, Finland. Lehto Group Plc's Board of Directors approved the financial statements on 19 February 2020. 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.
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 2019. 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 Group adopted the IFRS in the financial reporting on 1 January 2013 and applied in this connection IFRS 1 First-time Adoption of International Financial Reporting Standards. The date of transition was 1 January 2012.
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 euro.
The consolidated financial statements include the parent company Lehto Group Plc and all subsidiaries in which the parent company 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.
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.
Goodwill arising in business combinations is measured as the excess of the total of the consideration transferred, the non-controlling interest in the acquiree and the previously held interest over the fair value of the acquired net assets.
The Group has applied a relief in accordance with IFRS 1 from applying IFRS 3 on business transactions before the transition date; therefore, the deemed cost of goodwill is measured at carrying amount in accordance with previous GAAP.
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 cashgenerating units. Goodwill is recognised at cost less accumulated impairment losses.
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 software and licenses as well as customer relationships based on agreements acquired through business combinations. Customer relationships based on agreements acquired in business combinations are recognised at the fair value at the acquisition date. Their useful lives are finite, so they are recognised in the balance sheet at acquisition cost less accumulated amortisation. 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 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.
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 cashgenerating unit is the lowest level within the Group at which goodwill is monitored for the purposes of internal management.
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 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. Associated companies are disclosed in Note "Associated companies" and they are immaterial investments from the Group's viewpoint. The Group has sold the associated companies during the financial year.
A joint arrangement is an arrangement of which two or more parties have joint control. There are two types of joint arrangements: joint operations and joint ventures. Joint ventures arise where the Group has rights to the net assets of the arrangement, whereas joint operations arise where the Group has rights to the assets and obligations relating to the liabilities of the arrangement. Joint ventures are consolidated using the equity method of accounting. The Group has no such companies. The Groups interest in joint operations are consolidated in proportion to holding. Each item of assets, liabilities, income and expenses of jointly controlled entities are consolidated line by line into corresponding assets in the consolidated financial statement in proportion to holding.
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
Based on the Group's business model for the administration of financial assets and their contractual cash flow characteristics, financial assets are classified in two categories: 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.
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 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.
Cash and cash equivalents includes 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 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.
Derivatives are originally carried at fair value at the trade date and are subsequently measured at fair value. The Group does not apply hedge accounting on derivatives. At the balance sheet date, the Group had no derivatives.
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 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.
Provision is made for onerous contracts when the amount of expenditure required by the agreement to fulfil the obligations exceeds the benefits that may be derived from it.
A contingent liability is disclosed when there is a possible obligation that arises from past events and whose existence is only confirmed by one or more uncertain future events not wholly within the control of the group or when there is an obligation that is not recognised as a liability or provision because it is not probable that on outflow of resources will be required or the amount of the obligation cannot be reliably estimated. Contingent liabilities are not recognised, but disclosed in the notes to the financial statements. At the balance sheet date, the Group had no contingent liabilities.
IFRS 16 Leases has replaced IAS 17 as from 1 January 2019. The Group has long-term leases for land related to inventories; their lease period is often as long as 50- 60 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 assets and liabilities. Most of the Group's other valid leases are 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.
The Group has adopted the standard as from 1 January 2019 using a simplified procedure, without adjusting comparative information. The reconciliation at the date of transition is presented in the notes under "Leases".
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.
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.
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.
If a project does not fulfil the criteria for revenue recognised over time, it is recognised at a point in time. Property construction projects in which the buyer has not control over the property are recognised upon delivery when the property has been completed and control has been transferred to the buyer. 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.
For apartments sold in the construction phase, control is deemed to have transferred upon completion, and for completed apartments, upon sale. Payments received from sold housing and real estates shares in progressare discloused in Note "Trade payables and other noninterest-bearing liabilities" under "Advances received, revenue recognised upon delivery".
Interest income is recognised using the effective interest method. Dividends are recorded when the right to receive payment is established.
IAS 1 Presentation of Financial Statements does not define the concept of operating profit. The Group has defined it as follows: operating profit 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, raw materials and consumables used, external 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 profit.
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.
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.
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 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".
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 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.
When financial statements are prepared, the management must make estimates 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. The estimates and assumptions are based on historical experience and other justifiable assumptions deemed reasonable in the conditions where items entered in the financial statements have been estimated.
Management has exercised judgement in determining the economic lives of intangible assets and property, plant and equipment and investment properties. The most significant estimates at the balance sheet date and assumptions about the future relating to stage of completion revenue recognition, inventories, provisions and impairment testing. Below are presented the most significant items of the financial statements where management judgement and estimates were required.
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.
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.
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 is tested for impairment annually. Recoverable amounts of cash-generating units have been determined based on value-in-use calculations. The cash flows in value-in-use calculations are based on the management's best estimate of profit and market development. Estimates used in goodwill testing are disclosed in Note "Goodwill".
The following new and amended standards relating to preparing consolidated financial statements must be applied in financial periods starting on 1 January 2019 or thereafter.
IFRS 16 "Leases", supersedes IAS 17 and Lehto adopted the new IFRS 16 Leases standard as of 1 January 2019. The standard requires all leases, with some exceptions, to be recognised as assets and liabilities in the lessee's balance sheet. At the time of adoption on 1 January 2019, the lease liability amounted to EUR 110 million and the corresponding fixed asset to EUR 9 million and inventories to EUR 101 million. Adoption of this standard does not have a significant impact on Lehto's net sales or operating result, but affects several balance sheet key indicators, such as net gearing ratio (which will increase) and equity ratio (which will decrease). The Group uses a simplified procedure in the adoption of the standard, without adjusting comparative information. Leases are disclosed in accounting principles under header "Leases" and in notes "Leases".
New or amended standards and interpretations, with the exception of IFRS 16, have no significant impact on the consolidated financial statements or they have an effect on the disclosure requirements in the notes.

The Group has one operating segment, Building Services. The company operates geographically mainly in Finland only. 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.
| Profit or loss | 2019 | 2018 |
|---|---|---|
| Net sales | 667,701 | 721,479 |
| of which in Finland | 665,740 | 713,118 |
| of which in Sweden | 1,961 | 8,361 |
| Other operating income | 1,500 | 2,988 |
| Other operating expenses | -702,834 | -683,794 |
| Depreciation and amortisation | -8,203 | -3,492 |
| Operating result | -41,836 | 37,181 |
| Interest income | 262 | 171 |
| Interest costs | -3,973 | -1,184 |
| Shares of associated company results | 44 | |
| Segment's profit/loss before income taxes | -45,547 | 36,213 |
| Assets | ||
| Segment's assets | 451,762 | 468,292 |
| Investments in associated companies | 859 | |
| Investments | 3,971 | 15,902 |
| Liabilities | ||
| Segment's liabilities | 339,636 | 305,935 |
Revenue of the Building Services segment from the three largest customers was a total of EUR 85.9 million in 2019 (EUR 81.6 million in 2018), corresponding to approx. 13% (11%) of the segment's net sales.
In 2019, the share of net sales of the largest individual customer was 8% (6% in 2018).
| 2019 | 2018 | |
|---|---|---|
| Revenue recognised over time | 349,099 | 463,577 |
| Revenue recognised upon delivery | 317,979 | 257,416 |
| Rental income | 623 | 487 |
| Total | 667,701 | 721,479 |
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 (advances received) at the beginning of the year was EUR 53.2 (69.3) million.
| 2019 | 2018 | |
|---|---|---|
| Rental income | 82 | 75 |
| Grants | 23 | 97 |
| Damages | 332 | 133 |
| Capital gains | 862 | 460 |
| Change in estimated additional purchase price liabilities from acquired business |
1,939 | |
| Other income | 202 | 284 |
| Total | 1,500 | 2,988 |
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 share investments.
| 2019 | 2018 | |
|---|---|---|
| Salaries and wages | 67,368 | 65,686 |
| Share-based incentives, portion to be paid out in cash | 182 | 879 |
| Share-based incentives, to be paid out in shares | 431 | 714 |
| Pension costs– defined contribution plans | 11,772 | 12,239 |
| Other personnel costs | 2,461 | 3,339 |
| Total | 82,214 | 82,856 |
More detailed description of share-based incentive plans is in note "Equity".
| Number of personnel in average during the year, Group | 2019 | 2018 |
|---|---|---|
| Salaried employees | 742 | 720 |
| Workers | 712 | 737 |
| Total | 1,454 | 1,457 |
| Group | 2019 | 2018 |
|---|---|---|
| Salaried employees | 674 | 772 |
| Workers | 600 | 780 |
| Total | 1,274 | 1,552 |
| equipment | 2019 | 2018 |
|---|---|---|
| Machinery and equipment | ||
| Machinery and equipment | 2,539 | 2,101 |
| Machinery and equipment, right-of-use asset | 206 | |
| Properties | ||
| Properties in own use | 718 | 421 |
| Business premises, right-of-use asset | 1,705 | |
| Inventories, right-of-use asset | 1,769 | |
| Other tangible assets | 111 | 9 |
| Total | 7,050 | 2,531 |
| Depreciation and amortisation of intangible assets | 2019 | 2018 |
| Customer relationships | 300 | 481 |
| Other intangible assets | 845 | 460 |
| Total | 1,145 | 941 |
| Depreciation of investment properties | 2019 | 2018 |
| Buildings and structures | 7 | 20 |
| Total | 7 | 20 |
| Depreciation and amortisation, total | 8,203 | 3,492 |
| 2019 | 2018 | |
|---|---|---|
| Voluntary personnel expenses | 2,871 | 3,223 |
| Business premises expenses | 1,219 | 2,552 |
| Equipment expenses | 3,281 | 3,761 |
| Travel expenses | 3,722 | 3,428 |
| Product development expenses | 401 | 117 |
| Office expenses | 914 | 1,299 |
| Marketing expenses | 4,198 | 2,399 |
| Administrative services | 2,225 | 1,701 |
| Reduction from expected credit loss | 51 | 12 |
| Other operating expenses | 5,455 | 6,303 |
| Total | 24,337 | 24,794 |
| Fees paid to auditor: | 2019 | 2018 |
|---|---|---|
| Audit fees | 244 | 280 |
| Certificates and statements | 46 | 18 |
| Other services | 118 | 75 |
| Total | 408 | 373 |
| Financial income | 2019 | 2018 |
|---|---|---|
| Dividend income | 0 | 0 |
| Other financial income | 262 | 171 |
| Total | 262 | 171 |
| Financial expenses | 2019 | 2018 |
|---|---|---|
| Interest costs | 3,740 | 1,469 |
| Interest costs from lease liabilities | 1,873 | |
| Capitalised interest costs | -2,973 | -915 |
| Other financial expenses | 1,334 | 630 |
| Total | 3,973 | 1,184 |
| Financial income and expenses, total | -3,711 | -1,012 |
| 2019 | 2018 | |
|---|---|---|
| Current income tax | 712 | 8,416 |
| Change deferred tax assets | -10,347 | -1,199 |
| Change deferred tax liabilities | -163 | 287 |
| Total | -9,797 | 7,504 |
| statement and taxes calculated at the tax rate of Group | |||
|---|---|---|---|
| domicile country | 2019 | 2018 |
|---|---|---|
| Tax rate | 20.0% | 20.0% |
| Profit before taxes | -45,547 | 36,213 |
| Taxes calculated at the tax rate of the domicile country | -9,109 | 7,243 |
| Tax-exempt income | -945 | -136 |
| Non-deductible expenses | 130 | 397 |
| Taxes for the previous financial years | 523 | 0 |
| Effect of foreign subsidiaries' different tax rates | -395 | |
| Other items | 0 | 1 |
| Total | -9,797 | 7,504 |

| 2019 | 2018 | |
|---|---|---|
| Profit for the financial year attributable to equity holders of the parent company |
-35,750 | 28,708 |
| Issue-adjusted average number of shares during the year, basic |
58,296,740 | 58,250,752 |
| Earnings per share, basic, EUR/share | -0.61 | 0.49 |
| Issue-adjusted average number of shares during the year, diluted |
58,424,817 | 58,380,598 |
| Earnings per share, diluted, EUR/share | -0.61 | 0.49 |
| Issue-adjusted average number of shares at the end of year |
58,309,443 | 58,250,752 |
| Equity / share | 1.92 | 2.78 |
| Dividend / share | – *) | 0.24 |
| *) Dividend proposal | ||
| 10. GOODWILL | ||
| 2019 | 2018 | |
| Goodwill | 4,624 | 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, as they are impacted by actions taken after the goodwill was recognised and which change the performance of the cash generating unit. Cash flow forecasts are based on the budgets for 2020
approved by the company's management and the strategic forecasts for 2021-2024
The pre-tax weighted average cost of capital (WACC) has been remeasured 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, riskfree interest rate, and the risk premium related to the company's size class. According to the calculation, the discount rate to be used in the 2019 financial statements is 8.06% (7.92% in 2018).
Goodwill impairment testing is performed as necessary, but at least once a year. The last time impairment testing was performed was on 31 December 2018. The actual cash flows for 2019 were significantly lower than this estimate due to unsuccessful projects. No material changes with an impact on expected cash flow from operations occurred in the business environment compared with the previous financial year. Impairment testing on 31 December 2019 did not indicate a need to recognise impairment.
A sensitivity analysis was performed in connection with impairment testing; as a result, the net sales and operating result forecast for the next five years was lowered by 15% and the discount rate was increased by 5 percentage points. The value of the asset item was deemed to be dependent on the operating result in particular. No need for recognition of impairment was found on the basis of the sensitivity analysis.
| Customer relation |
Other intangible |
||
|---|---|---|---|
| Intangible assets 2019 | ships | assets | Total |
| Acquisition cost at 1 Jan. 2019 | 4 282 | 3,079 | 7,361 |
| Increases | 3,600 | 3,600 | |
| Acquisition cost at 31 Dec. 2019 | 4 282 | 6,679 | 10,961 |
| Accumulated depreciation and amortisation at 1 Jan. 2019 |
-3,457 | -1,662 | -5,119 |
| Depreciation | -300 | -845 | -1,145 |
| Accumulated depreciation and amortisation at 31 Dec. 2019 |
-3,757 | -2,508 | -6,264 |
| Carrying amount at 1 Jan. 2019 | 825 | 1,417 | 2,242 |
| Carrying amount at 31 Dec. 2019 | 525 | 4,172 | 4,697 |
| Customer relation |
Other intangible |
||
|---|---|---|---|
| Intangible assets 2018 | ships | assets | Total |
| Acquisition cost at 1 Jan. 2018 | 4,282 | 2,027 | 6,309 |
| Increases | 1,052 | 1,052 | |
| Acquisition cost at 31 Dec. 2018 | 4,282 | 3,079 | 7,361 |
| Accumulated depreciation and amortisation at 1 Jan. 2018 |
-2,976 | -1,202 | -4,178 |
| Depreciation | -481 | -460 | -941 |
| Accumulated depreciation and amortisation at 31 Dec. 2018 |
-3,457 | -1,662 | -5,119 |
| Carrying amount at 1 Jan. 2018 | 1,306 | 826 | 2,132 |
| Carrying amount at 31 Dec. 2018 | 825 | 1,417 | 2,242 |
| Machinery and | ||||
|---|---|---|---|---|
| Property, plant and equipment 2019 |
Right-of-use asset |
Properties in own use |
equipment and other tangible assets |
Total |
| Acquisition cost at 1 Jan. 2019 | 14,057 | 15,091 | 29,148 | |
| Effect of IFRS 16 standard amendment on Jan 1 |
8,547 | 8,547 | ||
| Increases | 130 | 241 | 371 | |
| Acquisition cost at 31 Dec. 2019 | 8,547 | 14,187 | 15,332 | 38,066 |
| Accumulated depreciation and amortisation at 1 Jan. 2019 |
-1,149 | -5,060 | -6,209 | |
| Amortisation | -1 | -1 | ||
| Depreciation | -1,911 | -718 | -2,650 | -5,280 |
| Accumulated depreciation and amortisation at 31 Dec. 2019 |
-1,911 | -1,867 | -7,711 | -11,489 |
| Carrying amount at 1 Jan. 2019 | 12,908 | 10,032 | 22,940 | |
| Carrying amount at 31 Dec. 2019 | 6,636 | 12,319 | 7,622 | 26,577 |
| Property, plant and equipment 2018 |
Properties in own use |
Machinery and equipment and other tangible assets |
Total | |
| Acquisition cost at 1 Jan. 2018 | 5,993 | 8,305 | 14,298 | |
| Acquisition cost at 1 Jan. 2018 | 5,993 | 8,305 | 14,298 |
|---|---|---|---|
| Increases | 8,064 | 6,787 | 14,851 |
| Acquisition cost at 31 Dec. 2018 | 14,057 | 15,091 | 29,148 |
| Accumulated depreciation and amortisation at 1 Jan. 2018 |
-727 | -2,950 | -3,677 |
| Amortisation | -272 | -272 | |
| Depreciation | -421 | -1,838 | -2,260 |
| Accumulated depreciation and amortisation at 31 Dec. 2018 |
-1,149 | -5,060 | -6,209 |
| Carrying amount at 1 Jan. 2018 | 5,266 | 5,355 | 10,621 |
| Carrying amount at 31 Dec. 2018 | 12,908 | 10,032 | 22,940 |
| Investment properties 2019 | Undeveloped land | Properties | Total |
|---|---|---|---|
| Acquisition cost at 1 Jan. 2019 | 202 | 809 | 1 011 |
| Acquisition cost at 31 Dec. 2019 | 202 | 809 | 1,011 |
| Accumulated depreciation and amortisation at 1 Jan. 2019 |
-274 | -274 | |
| Depreciation | -7 | -7 | |
| Accumulated depreciation and amortisation at 31 Dec. 2019 |
-282 | -282 | |
| Carrying amount at 1 Jan. 2019 | 202 | 535 | 737 |
| Carrying amount at 31 Dec. 2019 | 202 | 527 | 730 |
| Investment properties 2018 | Undeveloped land | Properties | Total |
|---|---|---|---|
| Acquisition cost at 1 Jan. 2018 | 202 | 809 | 1,011 |
| Acquisition cost at 31 Dec. 2018 | 202 | 809 | 1,011 |
| Accumulated depreciation and amortisation at 1 Jan. 2018 |
-255 | -255 | |
| Depreciation | -20 | -20 | |
| Accumulated depreciation and amortisation at 31 Dec. 2018 |
-274 | -274 | |
| Carrying amount at 1 Jan. 2018 | 202 | 554 | 757 |
| Carrying amount at 31 Dec. 2018 | 202 | 535 | 737 |
| Net rental income | 2019 | 2018 | |
| Rental income from investment properties | 43 | 85 | |
| Direct maintenance costs for investment properties | 29 | 30 | |
| 14 | 55 |
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.
| Valuation method |
Level | Fair value 2019 |
Fair value 2018 |
|
|---|---|---|---|---|
| Business property | Acquisition cost |
3 | 606 | 612 |
| Land area | Acquisition cost |
3 | 202 | 202 |
| 808 | 814 |
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.
| 2019 | 2018 | |
|---|---|---|
| Investments in associated companies at 1 Jan. | 859 | 820 |
| Decreases | -859 | -5 |
| Share of profit or loss for the financial year | 44 | |
| Investments in associated companies at 31 Dec. | 859 |
The Group has sold all shares of associated companies during the financial year.
| Financial assets recognised through profit and loss | 2019 | 2018 |
|---|---|---|
| Financial assets recognised through profit and loss at 1 Jan. |
214 | 199 |
| Increases | 757 | 14 |
| Decreases | -195 | |
| Financial assets recognised through profit and loss 31 Dec. |
775 | 214 |
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.
| 2019 | 2018 | |
|---|---|---|
| Other receivables | 1,915 | 24 |
| Total | 1,915 | 24 |
| Deferred tax assets 2019 | 1 Jan 2019 | Recognised in income statement |
31 Dec 2019 |
|---|---|---|---|
| Fixed assets internal margin | 47 | 16 | 64 |
| Confirmed losses | 84 | 12,438 | 12,522 |
| Temporary differences from stage of-completion revenue recognition and depreciation and amortisation |
5,965 | -2,134 | 3,831 |
| Other temporary differences | 2 | 26 | 29 |
| Exchange rate difference in opening balance |
-5 | 28 | |
| Total | 6,093 | 10,347 | 16,473 |
| Deferred tax liabilities 2019 | 1 Jan 2019 | Recognised in income statement |
31 Dec 2019 |
|---|---|---|---|
| Temporary differences from capitalisation of financial expenses |
85 | -4 | 81 |
| Depreciation difference with taxation | 394 | -45 | 348 |
| Other temporary differences | 236 | -113 | 123 |
| Total | 715 | -163 | 552 |
| Recognised in income |
|||
|---|---|---|---|
| Deferred tax assets 2018 | 1 Jan 2018 | statement | 31 Dec 2018 |
| Fixed assets internal margin | 28 | 20 | 47 |
| Tax losses carried forward | 337 | -253 | 84 |
| Temporary differences from stage of-completion revenue recognition and depreciation and amortisation |
4,534 | 1,430 | 5,965 |
| Other temporary differences | 2 | 2 | |
| Exchange rate difference in opening balance |
-1 | -5 | |
| Total | 4,898 | 1,199 | 6,093 |
| Deferred tax liabilities 2018 | 1 Jan 2018 | Recognised in income statement |
31 Dec 2018 |
|---|---|---|---|
| Temporary differences from capitalisation of financial expenses |
17 | 68 | 85 |
| Depreciation difference with taxation | 158 | 236 | 394 |
| Other temporary differences | 252 | -16 | 236 |
| Total | 427 | 287 | 715 |

| 2019 | 2018 | |
|---|---|---|
| Materials and supplies | 3,986 | 5,536 |
| Work in progress | 161,441 | 213,302 |
| Right-of-use asset | 39,803 | |
| Completed products | 44,340 | 18,033 |
| Inventory shares | 123 | 579 |
| Other inventories | 749 | 764 |
| Total | 250,441 | 238,213 |
| 2019 | 2018 | |
|---|---|---|
| Trade receivables | 50,484 | 62,186 |
| Loan receivables | 1,430 | 903 |
| Current tax assets | 0 | 2,383 |
| Other receivables | 3,862 | 1,288 |
| Receivables from customers for constructing contracts | 29,608 | 71,145 |
| Adjusting entries for assets | 923 | 1,062 |
| Total | 86,307 | 138,967 |
| Ageing analysis of trade receivables | 2019 | 2018 |
| Not yet due | 36,269 | 54,245 |
| Reduction from expected credit loss | -62 | -12 |
| Due for | ||
| less than 30 days | 10,840 | 5,719 |
| 30–60 days | 634 | 406 |
| 61–90 days | 1,265 | 232 |
| more than 90 days | 1,538 | 1,595 |
No significant concentrations of credit risk are associated with the receivables. The balance sheet values equal reasonably to fair values.
| 2019 | 2018 | |
|---|---|---|
| Financial assets at fair value through profit or loss | 313 | 311 |
| Total | 313 | 311 |
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 determined using the buying rate of the counterparty at the end of the reporting period.
| 2019 | 2018 | |
|---|---|---|
| Cash in hand and at banks | 58,911 | 53,070 |
| Total | 58,911 | 53,070 |
| 22. EQUITY | Invested non | |||
|---|---|---|---|---|
| Number of shares |
Share capital |
restricted equity reserve |
Total | |
| 31 December 2015 | 22,655,202 | 100 | 5,830 | 5,930 |
| Share split 30 March 2016 | 22,655,202 | |||
| Directed share issue on 28 April 2016 |
11,874,705 | 63,325 | 63,325 | |
| Conversion of equity loan 28 April 2016 |
1,065,643 | |||
| 31 December 2016 | 58,250,752 | 100 | 69,155 | 69,255 |
| 31 December 2017 | 58,250,752 | 100 | 69,155 | 69,255 |
| 31 December 2018 | 58,250,752 | 100 | 69,155 | 69,255 |
| Directed share issue on 19 March 2019 |
58,691 | |||
| 31 December 2019 | 58,309,443 | 100 | 69,155 | 69,255 |
The Annual General Meeting on March 29, 2019 authorised the Board to decide on the purchase of the company's own shares in one or several instalments using assets belonging to the unrestricted equity of the company, so that the maximum quantity purchased be 5,800,000 shares. The shares shall be purchased through public trading organised by Nasdaq Helsinki in accordance with its rules or using another method. The consideration paid for the purchased shares shall be based on the market price. The authorisation entitles the Board of Directors to decide on the purchase of shares also otherwise than in proportion to the shares owned by the shareholders (directed purchase). Then, there shall be weighty financial reasons for the company to purchase its own shares. Shares may be purchased to implement arrangements linked to the company's business operations, to implement the company's share-based incentive programmes or otherwise to be transferred on or the shares may be cancelled. The purchased shares may also be held by the company. The Board of Directors is authorised to make decisions on all other terms and matters pertaining to the purchase of own shares. The purchase of own shares reduces the unrestricted equity of the company. The term of the authorisation extends until the Annual General Meeting 2020.
The Annual General Meeting authorised the Board of Directors to decide on the issue of a maximum of 5,800,000 shares through share issue or by granting option rights or other special rights entitling to shares in one or several instalments. The authorisation includes the right to issue either new shares or own shares held by the company either against payment or without consideration. Contrary to the shareholders' preemptive rights, new shares may be issued directly and
own shares held by the company transferred directly if there is a weighty financial reason for it from the company's point of view or, in case of an issue without consideration, a particularly weighty financial reason from the company's point of view and considering the benefit of all its shareholders. The Board of Directors is authorised to decide on all other terms and matters pertaining to a share issue, to the granting of special rights entitling to shares, and to the disposal of shares. Among other things, the authorisation may be used to develop the capital structure, to expand the ownership base, as consideration in M&A transactions, when acquiring assets linked to the operations of the company, and to implement incentive programmes. The term of the authorisation extends until 31 October 2021. The authorisation shall replace the company's previous share issue and option right authorisations.
At balance sheet date, the number of shares totalled 58,309,443. 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.
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 IOP, have been recorded to invested non-restricted equity reserve.
On 20 December 2016, The Board of Directors of Lehto Group Plc has resolved to launch two new sharebased 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.
The long-term incentive plan is directed to 70 key employees, in the maximum, including the members of the Group Management. The rewards to be paid on the basis of the performance periods 2017-2019 correspond to the value of an approximate maximum total of 1,200,000 Lehto Group Plc shares including also the proportion to be paid in cash, on the share price level on the date of the plan resolution, if all key employees belonging to the target group decide to convert their performance bonuses entirely into the shares.
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 2019 company decided on a directed share issue free of consideration related to the reward payment for the performance period 2016 of the long-term incentive plan adopted by Lehto in 2016. In the share issue 58,691 Lehto Group Plc's new shares were issued free of consideration to 25 group key employees in accordance with the terms and conditions of the plan.

The Issue Shares corresponded to approximately 0.1 per cent of Lehto's shares and votes prior to the share issue. The Issue Shares were registered with the trade register on March 19, 2019 and were entered into the key employees' book-entry accounts, and were admitted to trading on the official list of Nasdaq Helsinki Ltd on March 21, 2019. For the earning period 2017, the performance bonus for members of the share plan was EUR 880,000, which was converted into 75,203 shares. For the earning period 2018 the performance bonus for members of the share plan was EUR 326,000, converted to shares 74,149.
| Earning period | |||
|---|---|---|---|
| Arrangement | 2017 | 2018 | 2019 |
| Nature of arrangement | Shares | Shares | Shares |
| Date of issue | 11 April 2017 | 14 Feb 2018 | 12 Feb 2019 |
| Number of instruments issued | 53,439 | 74,149 | 21,991 (estimate) |
| Share price on grant date | 12.46 | 12.40 | 4.32 |
| Period of validity | 3 years | 3 years | 3 years |
| Expected performance, % | 100% | 100% | 100% |
| Terms and conditions of conferral of right |
Variable terms based on the fulfilment of non-market, performance based terms |
Variable terms based on the fulfilment of non-market, performance based terms |
Variable terms based on the fulfilment of non-market, performance based terms |
| Carried out | As shares | As shares | As shares |
For the 2017, 2018 and 2019 earnings periods, the earnings-based terms have been met in full. The final amount of the shares to be issued for 2019 will be adjusted according to the terms and conditions once the conversion rate (subscription price) has been established. 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.
Furthermore, the Board of Directors decided to continue the Group's 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 2019.
| Provisions 2019 | Guarantee provisions |
Onerous projects |
Total |
|---|---|---|---|
| Provisions at 1 Jan. 2019 | 7,759 | 2,616 | 10,375 |
| Increases | 5,894 | 5,894 | |
| Decreases | -5,463 | -1,422 | -6,885 |
| Provisions at 31 Dec. 2019 | 8,190 | 1,194 | 9,384 |
| Provisions 2018 | Guarantee provisions |
Onerous projects |
Total |
|---|---|---|---|
| Provisions at 1 Jan. 2018 | 4,098 | 4,098 | |
| Increases | 6,678 | 2,616 | 9,294 |
| Decreases | -3,017 | -3,017 | |
| Provisions at 31 Dec. 2018 | 7,759 | 2,616 | 10,375 |
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.
| 2019 | 2018 | |
|---|---|---|
| Non-current loans from financial institutions | 5,556 | 19,425 |
| Non-current instalment debts | 373 | 676 |
| Non-current lease liabilities | 44,658 | |
| Total | 50,586 | 20,101 |
| 2019 | 2018 | |
|---|---|---|
| Current loans from financial institutions | 103,289 | 46,585 |
| Current instalment debts | 303 | 298 |
| Debts on shares in unsold housing and real estate company shares in progress |
17,085 | 44,885 |
| Debts on shares in unsold housing and real estate company shares completed |
15,754 | 4,033 |
| Current lease liabilities | 2,147 | |
| Total | 138,579 | 95,802 |
| Financial liabilities, total | 189,165 | 115,903 |
Financial liabilities are mainly market loans with a floating rate and their carrying amounts correspond to their fair values.
| 1 Jan 2019 | Cash flows | New leases | 31 Dec 2019 | |
|---|---|---|---|---|
| Non-current financial liabilities | 20,101 | -18,891 | 49,377 | 50,586 |
| Current financial liabilities | 95,802 | 40,629 | 2,147 | 138,579 |
| Total | 115,903 | 21,738 | 51,524 | 189,165 |
| 1 Jan 2018 | Cash flows | 31 Dec 2018 | |
|---|---|---|---|
| Non-current financial liabilities | 11,109 | 8,992 | 20,101 |
| Current financial liabilities | 25,840 | 69,963 | 95,802 |
| Total | 36,948 | 78,955 | 115,903 |
| Non-current non-interest-bearing liabilities | 2019 | 2018 |
|---|---|---|
| Estimated purchase prices from inventory shares | 122 | 5,591 |
| Total | 122 | 5,591 |
| Current non-interest-bearing liabilities | 2019 | 2018 |
| Advances received | ||
| From projects where revenue recognised over time | 14,930 | 20,179 |
| From projects where revenue recognised upon delivery |
||
| Payments received from customers in sold housing and real estates shares in progress |
28,855 | 34,644 |
| Debts on shares in sold housing and real estates shares in progress |
28,801 | 33,411 |
| Other advances received | 635 | 18 |
| Trade payables | 29,755 | 40,343 |
| Other liabilities | ||
| Liabilities paid to the Tax Administration | 14,481 | 21,328 |
| Other liabilities | 4,002 | 3,534 |
| Adjusting entries for liabilities | ||
| Accrued liabilities due to employee benefits | 11,763 | 13,228 |
| Income tax debt | 83 | 1,738 |
| Other adjusting entries for liabilities | 7,109 | 4,926 |
| Total | 140,413 | 173,351 |
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 available. At the end of 2019, the cash and cash equivalents amounted to EUR 58.9 million (EUR 53.4 million 31 December 2018). The amount of credit limits available at the end of 2019 was EUR 75.0 million, out of which EUR 54.0 million was in use. In November 2018, Lehto signed a EUR 50 million financing agreement with OP Corporate Bank plc and Nordea Bank plc. This financing agreement is a Revolving Credit Facility (RCF) that is valid for three years. The agreement employs the standard covenants for profitability and indebtedness. In March 2019, Swedbank AB was added to this credit facility with a EUR 25 million share, increasing the total sum to EUR 75 million. The covenant levels of the RCF financing agreement were renegotiated with financiers during the review period. As a result of the negotiations, the full amount of the RCF is limited to EUR 54 million and this full amount was in use on the closing date
The Group has taken out so-called RS loans for it developer contracting projects. RS loans are provided by credit institutions under certain terms and condition for designated housing construction sites.
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.
The Group's functional currency is euro. At the balance sheet date the Group had liabilities denominated in foreign currency EUR 0,7 million (EUR 0,0 million in 31 December 2018) and receivables denominated in foreign currency totalling EUR 1.2 million at 31 December 2019 (EUR 1.1 million in 2018). Most of the foreign currency exposure came from Swedish Crown.
Due to the relatively small amount of interest-bearing non-current liabilities, interest rate risk of related balance sheet items is not very significant for the Group. Interest rate risk originates mainly from interest-bearing liabilities on the balance sheet, which mainly consist of floating rate bank loans. If necessary, the Group can convert the loans into fixed-rate loans of 2–10 years by rearranging its loan portfolio, with interest rate swaps or with other derivative instruments. The hedge ratio can vary between 0 and 100 per cent. The company monitors the interest rate risk of its loan portfolio and may change the interest rate duration as necessary.
| floating rates | 2019 | 2018 | ||
|---|---|---|---|---|
| Change, % | 1% | -1% | 1% | -1% |
| Impact on profit/loss after taxes | -47 | 47 | -161 | 161 |
The Group's most significant credit risk is related to trade receivables from the customers. The aging distribution of trade receivables and the solvency of largest customers is monitored on group level and by the Group companies. The credit risk is also managed bygranting customers regular payment terms only. Payment terms applied in the Group currently range from 7 days to 45 days and the most typical payment term is 30 days. 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.
The liquidity risk in managed through maintaining an adequate infrastructure for planning and monitoring of funding and cash management. To secure immediate liquidity the Group has credit limits available. The amount of un-used credit limits at 31 December 2019 was EUR 21.0 million (EUR 58.8 million in 2018).
| 2019 | 31 Dec 2019 |
less than 1 year |
1–5 years |
more than 5 years |
|---|---|---|---|---|
| Financial liabilities | 142,360 | 136,431 | 5,928 | |
| Lease liabilities | 46,805 | 2,147 | 5,015 | 39,643 |
| Trade payables and other non-interest-bearing liabilities |
48,360 | 48,238 | 122 |
| 2018 | 31 Dec 2018 |
less than 1 year |
1–5 years |
more than 5 years |
|---|---|---|---|---|
| Financial liabilities | 115,903 | 95,802 | 20,101 | |
| Trade payables and other non-interest-bearing liabilities |
70,797 | 65,206 |
The objective of the Group's capital management is to support business operations through an optimal capital structure and to increase shareholder value with the objective of achieving the best possible return. Another aim with optimal capital structure is to ensure reasonable capital costs.
| Net liabilities | 2019 | 2018 |
|---|---|---|
| Interest-bearing liabilities | 189,165 | 115,903 |
| Cash and cash equivalents and interest-bearing receivables | -59,224 | -53,381 |
| 129,941 | 62,522 | |
| Equity, total | 112,126 | 162,357 |
| Gearing | 49.9% | 21.3% |
| Net gearing ratio | 115.9% | 38.5% |
The Group have a 50% holding in two joint operations, Työyhteenliittymä Kastelli-Optimikodit Kirkkonummen Aurinkopuisto and Työyhteenliittymä Rakennuskartio/Kastellitalot Oy. The joint operations are consolidated in proportion to holding. The joint operations had no actual activities during the financial year.
Assets, liabilities, expenses and revenue of joint operations included in the consolidated balance sheet and the comprehensive income statement were as follows:
| 2019 | 2018 | |
|---|---|---|
| Current assets | 4 | 20 |
| Current liabilities | 23 | 0 |
| Revenue | 7 | |
| Expenses | 1 |
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.
Reconciliation of rent liabilities on Dec 31, 2018 and lease liabilities in balance sheet on Jan 1, 2019
| Property, plant and |
|||
|---|---|---|---|
| Inventories | equipment | Total | |
| Rent liabilities Dec 31, 2018 (including VAT) |
156,372 | 8,486 | 164,858 |
| Effect of VAT | -1,234 | -1,234 | |
| Effect of the short-term and low value contracts |
-439 | -439 | |
| Effect of the rental period | 1,504 | 1,504 | |
| Effect of the discounting | -54,710 | -359 | -55,069 |
| Lease liabilities Jan 1, 2019 | 101,662 | 7,957 | 109,619 |

At the date of transition, the average incremental borrowing rate of lessees was 2.0%.
EUR 279 thousand was recognised as expenses from low-value leases during the financial year. The total cash flow from right-of-use leases amounted to EUR 2,848 thousand and from land leases to EUR 3,624 thousand.
| Loans covered by pledges on assets | 2019 | 2018 |
|---|---|---|
| Loans from financial institutions | 54,706 | 65,837 |
| Debts on shares in unsold housing company shares | 32,840 | 48,918 |
| Instalment debts | 554 | 845 |
| Total | 88,100 | 115,601 |
| Guarantees | 2019 | 2018 |
|---|---|---|
| Corporate mortgages | 1,800 | |
| Real-estate mortgages | 9,380 | 4,930 |
| Pledges | 60,470 | 65,359 |
| Absolute guarantees | 327 | 347 |
| Total | 70,178 | 72,436 |
| Contract guarantees | 2019 | 2018 |
|---|---|---|
| Production guarantees | 41,190 | 49,904 |
| Warranty guarantees | 17,649 | 14,259 |
| RS guarantees | 34,999 | 36,838 |
| Payment guarantees | 4,085 | 10,479 |
| Total | 97,923 | 111,479 |
| Liability to adjust value added tax (VAT) on property | ||
|---|---|---|
| investments | 2019 | 2018 |
| Liability to adjust VAT | 2,616 | 3,164 |
The collateral for instalment debt is the financed equipment. Absolute guarantees include contract guarantees given on behalf of another Group company and loan guarantees for housing companies under construction. 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. Furthermore, a right of claim to a lease agreement entered into by the company was given as a collateral for a loan to a subsidiary.
| Company | Country of domicile |
Holding, % | Share of votes, % |
|---|---|---|---|
| Parent company Lehto Group Plc | Finland | ||
| Lehto Tilat Oy | Finland | 100% | 100% |
| Lehto Asunnot Oy | Finland | 100% | 100% |
| Lehto Remontit Oy | Finland | 100% | 100% |
| Lehto Components Oy | Finland | 100% | 100% |
| Insinööritoimisto Mäkeläinen Oy | Finland | 100% | 100% |
| Kiinteistö Oy Ylivieskan Arvokiinteistö | Finland | 80% | 80% |
| Kiinteistö Oy Oulun Eteläkeskus | Finland | 100% | 100% |
| Lehto Bygg Ab | Sweden | 100% | 100% |
| Lehto Sverige Ab | Sweden | 100% | 100% |
A summary of financial information on subsidiaries with a substantial non-controlling Management salaries and remuneration interest
The Group has no subsidiaries with a substantial non-controlling interest.
The Group's related parties include Group companies, members of the Board of Director and the Group's top management as well as entities on which related parties 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.
| Sales 2019 |
Sales 2018 |
Purchases 2019 |
Purchases 2018 |
|
|---|---|---|---|---|
| Key personnel and their controlled entities |
30,884 | 56,295 | 4,595 | 5,208 |
| Total | 30,884 | 56,295 | 4,595 | 5,208 |
| Receivables 31 Dec 2019 |
Receivables 31 Dec 2018 |
Liabilities 31 Dec 2019 |
Liabilities 31 Dec 2018 |
|
|---|---|---|---|---|
| Key personnel and their controlled entities |
4,475 | 7,773 | 19 | 104 |
| Total | 4,475 | 7,773 | 19 | 104 |
A major part of related party transactions are 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.
| 2019 | 2018 | |
|---|---|---|
| Chief Executive Officer, CEO | ||
| Hannu Lehto | 126 | 126 |
| Other management | 1,336 | 1,091 |
| Total | 1,463 | 1,218 |
| Members of the Board of Directors | 2019 | 2018 |
|---|---|---|
| Martti Karppinen, chairman | 96 | 58 |
| Pertti Korhonen | 50 | 26 |
| Mikko Räsänen | 49 | 33 |
| Anne Korkiakoski (since March 29, 2019) | 40 | |
| Seppo Laine (since March 29, 2019) | 41 | |
| Sakari Ahdekivi (until March 29, 2019) | 9 | 35 |
| Päivi Timonen (until March 29, 2019) | 9 | 35 |
| Pertti Huuskonen (until April 11, 2018) | 13 | |
| Total | 293 | 200 |

| 1 Jan–31 Dec 2019 | 1 Jan–31 Dec 2018 | |
|---|---|---|
| Net sales | 10,541 | 8,975 |
| Other operating income | 919 | 514 |
| Personnel expenses | ||
| Salaries and fees | -4,075 | -3,206 |
| Personnel expenses | ||
| Pension costs | -716 | -596 |
| Indirect employee costs | -109 | -129 |
| Depreciation according to plan and impairment | -790 | -517 |
| Other operating expenses | -4,522 | -4,834 |
| Operating profit/loss | 1,248 | 206 |
| Financial income and expenses | ||
| Income from holdings in Group companies | 25 | 15,520 |
| Interest and other financial income | ||
| From Group companies | 2,369 | 1,117 |
| From others | 22 | 113 |
| Amortisation from other investments held as non-current assets |
0 | |
| Interest and other financial expenses | ||
| To Group companies | -10 | -13 |
| To others | -2,083 | -431 |
| Financial income and expenses, total | 322 | 16,305 |
| Profit/loss before appropriations and taxes | 1,570 | 16,511 |
| Appropriations | ||
| Group contribution | -1,669 | -800 |
| Profit/loss before taxes | -99 | 15,711 |
| Taxes | 0 | -36 |
| Profit/loss for the financial year | -99 | 15,675 |
| ASSETS | 31 Dec 2019 | 31 Dec 2018 |
|---|---|---|
| Non-current assets | ||
| Intangible assets | 2,281 | 1,130 |
| Machinery and equipment | 402 | 660 |
| Holdings in Group companies | 80,840 | 27,326 |
| Investments in associated companies | 780 | |
| Other shares and investments | 757 | |
| Non-current assets, total | 84,279 | 29,897 |
| Current assets | ||
| Inventories | 83 | 83 |
| Non-current receivables | ||
| Receivables from Group companies | 1,229 | 1,350 |
| Receivables from associated companies | ||
| Other receivables | ||
| Current receivables | ||
| Trade receivables | 40 | |
| Receivables from Group companies | 51,749 | 65,863 |
| Other receivables | 14 | 111 |
| Adjusting entries for assets | 259 | 25 |
| Financial securities | 313 | 311 |
| Cash and cash equivalents | 56,429 | 40,792 |
| Current assets total | 110,075 | 108,576 |
| ASSETS TOTAL | 194,354 | 138,473 |
| 31 Dec 2019 | 31 Dec 2018 |
|---|---|
| 100 | 100 |
| 71,335 | 71,335 |
| -2,516 | -4,196 |
| -99 | 15,675 |
| 68,820 | 82,914 |
| 50 | |
| 50 | |
| 100 | |
| 54,050 | 20,200 |
| 533 | 335 |
| 69,582 | 33,910 |
| 290 | 272 |
| 1,080 | 743 |
| 125,535 | 55,460 |
| 55,559 | |
| 194,354 | 138,473 |
| 125,535 |
| 31 Dec 2019 | 31 Dec 2018 | |
|---|---|---|
| Cash flow from operating activities | ||
| Profit for the financial year | 1,570 | 16,511 |
| Adjustments: | ||
| Depreciation according to plan and impairment | 790 | 517 |
| Gain on sale of non-current assets | -878 | -431 |
| Financial income and expenses | -322 | -16,306 |
| Changes in working capital: | ||
| Change in trade and other receivables | -67 | 170 |
| Change in trade and other payables | -720 | 853 |
| Interest paid and other financial expenses | -1,817 | -460 |
| Interests received from operations | 2,279 | 1,181 |
| Dividends received from operations | 15,520 | |
| Income taxes paid | -36 | -2 |
| Net cash from operating activities | 798 | 17,552 |
| Cash flow from investments | ||
| Investments in intangible and tangible assets | -1,682 | -1,655 |
| Investments in other investments | -1,037 | -45 |
| Proceeds from sale of investments | 166 | |
| Repayment of loan receivables | 600 | 1,175 |
| Loans granted | -10,970 | -1,441 |
| Sales of associated companies | 1,658 | 267 |
| Net cash from investments | -11,432 | -1 533 |
| 31 Dec 2019 | 31 Dec 2018 | |
|---|---|---|
| Cash flow from financing | ||
| Loans drawn | 60,000 | 30,000 |
| Loans repaid | -26,200 | -10,200 |
| Change in Group financing | 7,267 | -40,611 |
| Group contribution | -800 | 3,150 |
| Dividends paid | -13,995 | -19,797 |
| Share issue paid | ||
| Net cash used in financing activities | 26,272 | -37,458 |
| Change in cash and cash equivalents (+/-) | 15,638 | -21,439 |
| Cash and cash equivalents at 1 Jan. | 41,104 | 62,542 |
| Cash and cash equivalents at 31 Dec. | 56,742 | 41,104 |
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.
| 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 | 2019 | 2018 |
|---|---|---|
| Group internal service charges | 10,319 | 8,850 |
| Other net sales, internal | 218 | 125 |
| Other net sales, external | 4 | 0 |
| Total | 10,541 | 8,975 |
| Auditors' fees | 2019 | 2018 |
| Statutory auditing | 61 | 124 |
| Tax services | 0 | 2 |
| Other services | 9 | 0 |
| Financial income and expenses | 2019 | 2018 |
|---|---|---|
| Dividend income from Group companies | 25 | 15,520 |
| Interest income from Group companies | 2,369 | 1,117 |
| Interest income from others | 22 | 113 |
| Amortisation from other investments held as non-current assets |
0 | 0 |
| Interest costs on intra-Group liabilities | -10 | -13 |
| Interest costs to others | -1,319 | -136 |
| Other financial expenses | -764 | -295 |
| Total | 322 | 16,305 |
| Taxes | 2019 | 2018 |
|---|---|---|
| Current taxes | 0 | -36 |
| Total | 0 | -36 |
| Intangible rights | 2019 | 2018 |
|---|---|---|
| Acquisition cost at 1 Jan. | 698 | 574 |
| Increases | 558 | 124 |
| Acquisition cost at 31 Dec. | 1,256 | 698 |
| Accumulated depreciation at 1 Jan. | -471 | -341 |
| Depreciation and amortisation | -260 | -130 |
| Accumulated depreciation at 31 Dec. | -731 | -471 |
| Book value at 1 Jan. | 228 | 233 |
| Book value at 31 Dec. | 526 | 228 |
| Other long-term expenditure | 2019 | 2018 |
|---|---|---|
| Acquisition cost at 1 Jan. | 1,425 | 575 |
| Increases | 297 | 850 |
| Acquisition cost at 31 Dec. | 1,722 | 1,425 |
| Accumulated depreciation at 1 Jan. | -523 | -359 |
| Depreciation and amortisation | -216 | -164 |
| Accumulated depreciation at 31 Dec. | -738 | -523 |
| Book value at 1 Jan. | 903 | 216 |
| Book value at 31 Dec. | 984 | 903 |
| Advanced payments for intangible assets | 2019 | 2018 |
| Acquisition cost at 1 Jan. | 0 | |
| Increases | 771 | |
| Acquisition cost at 31 Dec. | 771 | |
| Book value at 1 Jan. | 0 | |
| Book value at 31 Dec. | 771 | |
| Machinery and equipment | 2019 | 2018 |
| Acquisition cost at 1 Jan. | 1,200 | 520 |
| Increases | 55 | 681 |
| Acquisition cost at 31 Dec. | 1,256 | 1,200 |
| Accumulated depreciation at 1 Jan. | -541 | -317 |
| Depreciation and amortisation | -314 | -224 |
| Accumulated depreciation at 31 Dec. | -855 | -541 |
| Book value at 1 Jan. | 659 | 202 |
| Book value at 31 Dec. | 400 | 659 |
| Other tangible assets | 2019 | 2018 |
|---|---|---|
| Acquisition cost at 1 Jan. | 1 | 1 |
| Acquisition cost at 31 Dec. | 1 | 1 |
| Book value at 1 Jan. | 1 | 1 |
| Book value at 31 Dec. | 1 | 1 |
| Investments | 2019 | 2018 |
|---|---|---|
| Acquisition cost at 1 Jan. | 28,201 | 30,142 |
| Increases | 54,270 | |
| Decreases | -780 | -1,940 |
| Acquisition cost at 31 Dec. | 81,692 | 28,201 |
| Accumulated amortisation at 1 Jan. | -95 | -95 |
| Amortisation | 0 | 0 |
| Accumulated amortisation at 31 Dec. | -95 | -95 |
| Book value at 1 Jan. | 28,106 | 30,047 |
| Book value at 31 Dec. | 81,596 | 28,106 |
| Non-current receivables from Group companies | 2019 | 2018 |
|---|---|---|
| Loan receivables | 1,229 | 1,350 |
| Total | 1,229 | 1,350 |
| Current receivables from Group companies | 2019 | 2018 |
|---|---|---|
| Trade receivables | 65 | 304 |
| Loan receivables | 724 | 2,169 |
| Other receivables | 722 | 475 |
| Group limit | 50,238 | 62,915 |
| Total | 51,749 | 65,863 |
| Essential items included in adjusting entries for | ||
|---|---|---|
| assets | 2019 | 2018 |
| Other adjusting entries for assets | 259 | 25 |
| Yhteensä | 259 | 25 |
| 2019 | 2018 | |
|---|---|---|
| Share capital on 1 Jan. | 100 | 100 |
| Share capital on 31 Dec. | 100 | 100 |
| Invested non-restricted equity reserve at 1 Jan. | 71,335 | 71,335 |
| Invested non-restricted equity reserve at 31 Dec. | 71,335 | 71,335 |
| Retained earnings at 1 Jan. | -4,196 | 3,405 |
| Retained earnings | 15,675 | 12,197 |
| Distribution of dividends | -13,995 | -19,797 |
| Retained earnings at 31 Dec. | -2,516 | -4,196 |
| Profit/loss for the financial year | -99 | 15,675 |
| Equity, total | 68,820 | 82,914 |
| Statement of distributable funds | 2019 | 2018 |
|---|---|---|
| Invested non-restricted equity reserve | 71,335 | 71,335 |
| Retained earnings | -2,516 | -4,196 |
| Profit/loss for the financial year | -99 | 15,675 |
| Total | 68,720 | 82,814 |
| Liabilities to Group companies | 2019 | 2018 |
| Trade payables | 87 | 1,070 |
| Other payables | 42,865 | 800 |
| Group limit | 26,630 | 32,040 |
| Total | 69,582 | 33,910 |
| liabilities | 2019 | 2018 |
|---|---|---|
| Holiday pay debt with related costs | 500 | 423 |
| Non-wage labour cost debt | 227 | 208 |
| Tax debt | 36 | |
| Interest debt | 352 | 75 |
| Other liabilities | 0 | |
| Total | 1,080 | 743 |
| Loans covered by pledges on assets | 2019 | 2018 |
|---|---|---|
| Loans from financial institutions | 50 | 20,250 |
| Total | 50 | 20,250 |
| Guarantees | ||
| Absolute guarantees | 238 | 238 |
| Total | 238 | 238 |
| Amount of credit limits | 2019 | 2018 | |
|---|---|---|---|
| Credit limits available | 75,005 | 58,754 | |
| Credit limits in use | 54,005 | 4 | |
| Credit limits outstanding | 21,000 | 58,750 | |
| Guarantee limits available | 196,175 | 215,020 | |
| Guarantee limits in use | 98,272 | 111,732 | |
| Guarantee limits outstanding | 97,903 | 103,288 | |
| Guarantees given on behalf of other Group |
| companies | 2019 | 2018 |
|---|---|---|
| Guarantees given and other commitments | 81,177 | 159,771 |
| Leasing agreements not included in balance sheet | ||
| Expiring in 12 months | 56 | 55 |
| Expiring in more than 12 months | 90 | 87 |
| Total | 146 | 142 |
| Lease liabilities | ||
| Construction leases | 4,446 | 5,538 |
| Total | 4,446 | 5,538 |
| of the financial year | 2019 | 2018 |
|---|---|---|
| Salaried employees | 82 | 66 |
| Total | 82 | 66 |
Remuneration of the CEO and members of the Board of Directors are specified in note "Related party transactions" to the consolidated financial statements.
The parent company's distributable funds on the balance sheet of 31 December 2019 are EUR 68,719,704.44, of which the operating result is EUR -99,211.31.
The Board of Directors will propose to the Annual General Meeting to be held on 14 April 2020 that no dividends be paid for the 1 January–31 December 2019 financial year.
Vantaa, 19 February 2020
Martti Karppinen Chairman of the Board of Directors
Pertti Korhonen Member of the Board of Directors
Seppo Laine Member of the Board of Directors
Mikko Räsänen Member of the Board of Directors
Anne Korkiakoski Member of the Board of Directors
Hannu Lehto
CEO
A report on the audit performed has been issued today.
Oulu, 19 February 2020
KPMG Oy Ab
Audit firm
Tapio Raappana APA
| Group Key Figures | |||||
|---|---|---|---|---|---|
| 2019 | 2018 | 2017 3) | 2016 | 2015 1) | |
| Net sales, EUR million | 667.7 | 721.5 | 597.6 | 361.8 | 275.6 |
| Net sales, change from the previous year % | -7.5% | 20.7% | 65.2% | 31.3% | 61.1% |
| Operating result, EUR million | 41.8 | 37.2 | 64.6 | 40.4 | 27.2 |
| Operating result, as % of net sales | -6.3% | 5.2% | 10.8% | 11.2% | 9.9% |
| Profit or loss for the financial year, EUR million | 35.7 | 28.7 | 51.6 | 31.9 | 21.2 |
| Profit or loss for the financial year, as % of net sales | -5.4 % | 4.0% | 8.6% | 8.8% | 7.7% |
| Return on investments (ROE), % | -26.0% | 18.3% | 38.8% | 42.8% | 85.1% |
| Return on equity (ROI), % | -14.3% | 16.1% | 40.6% | 44.5% | 66.5% |
| Equity ratio, % | 29.6% | 42.7% | 56.2% | 60.4% | 37.2% |
| Gearing, % | 49.9% | 21.3% | 11.7% | 9.4% | 32.6% |
| Net gearing ratio, % | 115.9% | 38.5% | -20.6% | -44.2% | -22.9% |
| Gross expenditure on assets, EUR million | 7.7 | 15.9 | 4.5 | 7.6 | 1.1 |
| Personnel during the period, average | 1,454 | 1,457 | 1,013 | 566 | 402 |
| Personnel at Dec 31 | 1,274 | 1,552 | 1,184 | 747 | 423 |
| Equity / share | 1.92 | 2.78 | 2.58 | 1.98 | 0.74 |
| Earnings per share, EUR, basic | -0.61 | 0.49 | 0.89 | 0.59 | 0.52 |
| Earnings per share, EUR, diluted | -0.61 | 0.49 | 0.88 | 0.59 | 0.52 |
| Average number of shares during the year, basic | 58,296,740 | 58,250,752 | 58,250,752 | 54,067,297 | 41,062,559 |
| Average number of shares during the year, diluted | 58,424,817 | 58,380,598 | 58,432,315 | 54,073,804 | 41,062,559 |
| Number of shares at the end of the year | 58,309,443 | 58,250,752 | 58,250,752 | 58,250,752 | 45,310,404 |
| Market value of share at Dec 31, EUR million | 137.0 | 247.6 | 737.5 | 593.6 | - |
| Share turnover, shares | 45,281,956 | 42,861,908 | 16,334,696 | 11,912,330 | - |
| Share turnover out of average number of shares, % | 77.7% | 73.6% | 28.0% | 22.0% | - |
| Share prices, EUR | |||||
| Highest price, EUR | 5.33 | 14.18 | 14.26 | 10.19 | - |
| Lowest price, EUR | 1.48 | 4.02 | 9.79 | 5.52 | - |
| Average price, EUR | 2.66 | 9.13 | 12.25 | 8.03 | - |
| Price at Dec 31, EUR | 2.35 | 4.25 | 12.66 | 10.19 | - |
| Dividend / share, EUR 2) | - | 0.24 | 0.34 | 0.22 | 0.18 |
| Dividend payout ratio, % 2) | - | 48.7% | 38.4% | 37.3% | 33.8% |
| Effective dividendyield % 2) |
- | 5.6% | 2.7% | 2.2% | - |
| Price / Earnings | -3.84 | 8.64 | 14.33 | 17.27 | - |
1) Year 2015 adjusted for share issue (split) in March 30, 2016 2) Year 2019 dividend proposal 3) Restated according IFRS 15
Earnings per share
Equity / share
Equity Issue-adjusted average number of shares at the end of year
Issue-adjusted average number of shares
Dividend / share
Issue-adjusted number of shares on Dec 31
Profit for the financial year
during the year
Dividend
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.
| Profit for the financial year | ||||
|---|---|---|---|---|
| Return on equity (ROE), % 100 x |
Equity (average) | |||
| Return on investments (ROI), % 100 x |
Profit before taxes + Interest and other financial expenses |
|||
| Balance sheet total - Non-interest bearing liabilities (average) |
||||
| Equity ratio, % | 100 x | Equity | ||
| Balance sheet total - Advances received |
| 100 x | Non-current liabilities | |||
|---|---|---|---|---|
| Gearing, % | Equity + Provisions | |||
| Net gearing ratio, % | 100 x | Interest-bearing liabilities - Cash and cash equivalents and financial securities Equity |
||
| 100 x | Dividend per share | |||
| Dividend payout ratio, % | Earnings per share | |||
| Effective dividend yield, % | 100 x | Dividend per share | ||
| Share price on Dec 31 | ||||
| Price / Earnings (P/E) | Issue-adjusted share price on Dec 31 | |||
| Earnings per share | ||||
Lehto Group Plc | Group key figures 2019 37
At balance sheet date, the number of shares is 58,309,443. 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. The company held no own shares.
| Number of shares |
% | |
|---|---|---|
| Lehto Invest Oy | 21,748,221 | 37.3 % |
| Kinnunen Mikko | 1,446,454 | 2.5 % |
| Danske Invest Finnish Equity Fund | 915,718 | 1.6 % |
| Saartoala Ari | 865,329 | 1.5 % |
| Keskinäinen Eläkevakuutusyhtiö Ilmarinen | 800,000 | 1.4 % |
| Sr eQ Pohjoismaat Pienyhtiö | 761,336 | 1.3 % |
| Heikkilä Jaakko | 640,000 | 1.1 % |
| OP-Henkivakuutus Oy | 476,231 | 0.8 % |
| Keskinäinen Työeläkevakuutusyhtiö Elo | 474,206 | 0.8 % |
| Paloranta Veli-Pekka | 324,851 | 0.6 % |
| 10 LARGEST SHAREHOLDERS | 28,452,346 | 48.8 % |
| Nominee-registered | 6,515,921 | 11.2 % |
| Other shareholders | 23,341,176 | 40.0 % |
| TOTAL | 58,309,443 | 100.0 % |
| Shares | Number of shares |
% | Number of share holders |
% |
|---|---|---|---|---|
| 1 – 100 shares | 284,132 | 0.5 % | 5,328 | 28.6 % |
| 101 – 1,000 shares | 4,133,862 | 7.1 % | 9,856 | 53.0 % |
| 1,001 – 10,000 shares | 9,081,839 | 15.6 % | 3,112 | 16.7 % |
| 10,001 – 100,000 shares | 7,058,243 | 12.1 % | 275 | 1.5 % |
| 100,001 – 1,000,000 shares | 8,817,295 | 15.1 % | 27 | 0.2 % |
| over 1,000,000 shares | 28,934,072 | 49.6 % | 3 | 0.0 % |
| TOTAL | 58,309,443 | 100.0 % | 18,601 | 100.0 % |
| where of Nominee-registered | 6,515,921 | 11.2 % | 10 | 5.0 % |
| Number | Number of share |
|||
|---|---|---|---|---|
| of shares | % | holders | % | |
| Companies | 26,856,144 | 46.1 % | 785 | 4.2 % |
| Financial and insurance institutions |
8,306,118 | 14.2 % | 27 | 0.2 % |
| Public sector organizations | 1,492,013 | 2.6 % | 4 | 0.0 % |
| Households | 21,303,825 | 36.5 % | 17,700 | 95.2 % |
| Non-profit organizations | 186,485 | 0.3 % | 42 | 0.2 % |
| Foreign countries | 164,858 | 0.3 % | 33 | 0.2 % |
| TOTAL | 58,309,443 | 100.0 % | 18,591 | 100.0 % |
| where of Nominee-registered | 6,515,921 | 11.2 % | 10 | 0.1 % |

To the Annual General Meeting of Lehto Group Plc
We have audited the financial statements of Lehto Group Plc (business identity code 2235443-2) for the year ended 31 December 2019. 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 significant accounting policies, as well as the parent company's balance sheet, income statement, cash flow statement and notes.
In our opinion
Our opinion is consistent with the additional report submitted to the Audit Committee.
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 nonaudit 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 6 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.
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 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.
(Refer to Accounting principles for the consolidated financial statements, section "Revenue recognition principles" and notes 2, 18 and 25 to the consolidated financial statements)
(Refer to Accounting principles for the consolidated financial statements, section "Inventories" and note 18 to the consolidated financial statements)
• The inventory balance comprises 55% of the total assets in the consolidated balance sheet.
Net sales: revenue recognition • A significant proportion of the inventory balance is related to the capitalised cost of unfinished projects, which is based on the project-specific information produced by the enterprise resource planning system
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 International Financial Reporting Standards (IFRS) 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.
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.
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.
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 7 years. Lehto Group Plc became a public interest entity on 28 April 2016. We have been acting as the auditors of the company for the entirety of the duration that it has been a public interest entity.
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.
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, 19 February 2020 KPMG Oy Ab
Tapio Raappana Authorised Public Accountant, KHT

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