Annual Report • Feb 19, 2020
Annual Report
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| 2. | Financial performance | 28 | 4.4. | Deferred tax liabilities and assets | |
|---|---|---|---|---|---|
| 2.1. | Segment information | 28 | 4.5. | Defined benefit pension plans and employee | |
| 2.8. | Other comprehensive income | 39 | 5.4. | Financial assets and liabilities by measurement |
| The Group's subsidiaries and investment in |
|---|
| Off-balance sheet items |
| Commitments and contingent liabilities |
| Events after the balance sheet date |
| KEMIRA OYJ'S FINANCIAL STATEMENTS (FAS) *) |
| BOARD OF DIRECTORS' PROPOSAL FOR |
| PROFIT DISTRIBUTION AND SIGNATURES *) |
| OTHER FINANCIAL INFORMATION |
| Reconciliation of IFRS figures |
| Quarterly earnings performance |
| SHARES AND SHAREHOLDERS |
| INFORMATION FOR INVESTORS |
| Definition of key figures |
| BOARD OF DIRECTORS' REVIEW 2019 | 3. | Capital expenditures and acquisitions | 40 | 6. Group structure |
75 | |
|---|---|---|---|---|---|---|
| CONSOLIDATED FINANCIAL STATEMENTS (IFRS) *) | 19 | 3.1. | Goodwill | 40 | 6.1. Related parties |
75 |
| Consolidated Income Statement | 19 | 3.2. | Other intangible assets | 42 | 6.2. The Group's subsidiaries and investment in |
|
| Consolidated Statement of Comprehensive | 3.3. | Property, plant and equipment | 44 | associates | 77 | |
| Income | 19 | 3.4. | Leases | 46 | 7. Off-balance sheet items |
80 |
| Consolidated Balance Sheet | 20 | 3.5. | Other shares | 47 | 7.1. Commitments and contingent liabilities |
80 |
| Consolidated Statement of Cash Flow | 21 | 3.6. | Business combinations | 48 | 7.2. Events after the balance sheet date |
81 |
| Consolidated Statement of Changes in Equity | 22 | 4. | Working capital and other balance sheet items | 50 | KEMIRA OYJ'S FINANCIAL STATEMENTS (FAS) *) | 82 |
| Notes to the Consolidated Financial Statements | 24 | 4.1. | Inventories | 50 | BOARD OF DIRECTORS' PROPOSAL FOR | |
| 1. The Group's accounting policies for the |
24 | 4.2. | Trade receivables and other receivable | 50 | PROFIT DISTRIBUTION AND SIGNATURES *) | 100 |
| Consolidated Financial Statements | 4.3. | Trade payables and other current liabilities | 51 | AUDITORS' REPORT | ||
| 2. Financial performance |
28 | 4.4. | Deferred tax liabilities and assets | 52 | ||
| 2.1. Segment information |
28 | 4.5. | Defined benefit pension plans and employee | |||
| 2.2. Other operating income and expenses |
32 | benefits | 55 | OTHER FINANCIAL INFORMATION | ||
| 2.3. Share-based payments |
34 | 4.6. | Provisions | 59 | Group key figures | |
| 2.4. Depreciation, amortization and impairments. |
36 | 5. | Capital structure and financial risks | 60 | Definition of key figures | |
*) Part of the audited Financial Statements 2019
In 2019, Kemira Group's revenue increased by 3% to EUR 2,658.8 million (2,592.8) as sales price increases and currency exchange rates had positive impacts. Revenue in local currencies, excluding acquisitions and divestments, was stable.
Operative EBITDA increased 27% to EUR 410.0 million (323.1). In absolute terms, it increased by EUR 86.9 million, of which the adoption of the IFRS 16 standard contributed EUR 34.3 million. Operative EBITDA margin increased to 15.4% (12.5%).
EUR million 2019 2018 Revenue 2,658.8 2,592.8 Operative EBITDA 410.0 323.1 Operative EBITDA, % 15.4 12.5 EBITDA 382.3 314.8 EBITDA, % 14.4 12.1 Operative EBIT 224.0 173.8 Operative EBIT, % 8.4 6.7 EBIT 194.4 148.2 EBIT, % 7.3 5.7 Net profit for the period 116.5 95.2 Earnings per share, EUR 0.72 0.58 EBITDA increased by 21% to EUR 382.3 million (314.8). The difference to operative EBITDA growth is explained by items affecting comparability, which were mainly caused by a provision for existing, old litigation and increased provisions for environmental liabilities related to a site closure in 2013.
EPS, diluted, increased by 23% to EUR 0.72 (0.58) mainly due to higher EBIT. The Board of Directors proposes a cash dividend of EUR 0.56 per share (0.53) to the Annual General Meeting 2020, totaling EUR 85 million (81). It is proposed that the dividend be paid in two installments.
| EUR million | 2019 | 2018 |
|---|---|---|
| Capital employed* | 1,998.2 | 1,781.4 |
| Operative ROCE*, % | 11.2 | 9.8 |
| ROCE*, % | 9.7 | 8.3 |
| Cash flow from operating activities | 386.2 | 210.2 |
| Capital expenditure excl. acquisition | 201.1 | 150.4 |
| Capital expenditure | 204.1 | 193.7 |
| Cash flow after investing activities | 189.8 | 29.0 |
| Equity ratio, % at period-end | 42.6 | 43.5 |
| Equity per share, EUR | 7.98 | 7.80 |
| Gearing, % at period-end | 65.9 | 61.7 |
| Personnel at period-end | 5,062 | 4,915 |
*12-month rolling average (ROCE, % based on the EBIT).
Kemira provides certain financial performance measures (alternative performance measures) that are not defined by IFRS. Kemira believes that alternative performance measures followed by capital markets and Kemira management, such as organic growth (revenue growth in local currencies, excluding acquisitions and divestments), EBITDA, operative EBITDA, cash flow after investing activities as well as gearing, provide useful information about Kemira's comparable business performance and financial position. Selected alternative performance measures are also used as performance criteria in remuneration.
Kemira's alternative performance measures should not be viewed in isolation to the equivalent IFRS measures, and alternative performance measures should be read in conjunction with the most directly comparable IFRS measures. Definitions of the alternative performance measures can be found in the definitions of the key figures in this report, as well as at www.kemira.com > Investors > Financial information. All the figures in this report have been individually rounded, and consequently the sum of the individual figures may deviate slightly from the sum figure presented.
Revenue increased by 3%, mainly due to higher sales prices in Industry & Water and a positive currency impact. Revenue in local currencies, excluding acquisitions and divestments, was stable.
| 2019 | 2018 | Organic | Currency | Acq. & div. | |||
|---|---|---|---|---|---|---|---|
| Revenue | EUR, million | EUR, million | ∆% | growth*, % | impact, % | impact, % | |
| Pulp & Paper | 1,522.9 | 1,520.2 | 0 | -2 | +2 | +1 | |
| Industry & Water | 1,135.9 | 1,072.6 | 6 | +4 | +2 | 0 | |
| Total | 2,658.8 | 2,592.8 | 3 | 0 | +2 | 0 |
* Revenue in local currencies, excluding acquisitions and divestments
Geographically, the revenue split was as follows: EMEA (Europe, Middle East, Africa) 50% (52%), the Americas 40% (39%), and Asia Pacific 10% (9%).
Operative EBITDA increased by 27%, mainly due to higher sales prices.
| 2019 | 2018 | 2019 | 2018 | ||
|---|---|---|---|---|---|
| Operative EBITDA | EUR, million | EUR, million | ∆% | %-margin | %-margin |
| Pulp & Paper | 218.3 | 191.7 | 14 | 14.3 | 12.6 |
| Industry & Water | 191.7 | 131.5 | 46 | 16.9 | 12.3 |
| Total | 410.0 | 323.1 | 27 | 15.4 | 12.5 |
EBITDA increased by 21%. The difference between it and operative EBITDA is explained by items affecting comparability. Items affecting comparability were mainly caused by a provision for existing, old litigation and increased provisions for environmental liabilities related to a site closure in 2013. In the previous year, items affecting comparability mainly included organizational restructuring costs.
| Variance analysis, EUR million | Jan-Dec |
|---|---|
| Operative EBITDA, 2018 | +323.1 |
| Sales volumes | -30.8 |
| Sales prices | +90.4 |
| Variable costs | +21.7 |
| Fixed costs | -34.0 |
| Adoption of IFRS 16 accounting standard | +34.3 |
| Currency exchange | +16.6 |
| Others | -11.3 |
| Operative EBITDA, 2019 | +410.0 |
| Items affecting comparability, EUR million | 2019 | 2018 |
|---|---|---|
| Within EBITDA | -27.7 | -8.3 |
| Pulp & Paper | -25.8 | -3.9 |
| Industry & Water | -1.8 | -4.4 |
| Within depreciation, amortization and impairments | -1.9 | -17.3 |
| Pulp & Paper | 0.0 | -7.9 |
| Industry & Water | -1.9 | -9.4 |
| Total items affecting comparability in EBIT | -29.6 | -25.6 |
Depreciation, amortization and impairments increased to EUR 187.9 million (166.6), including the EUR 29.8 million (0.0) depreciation of right-of-use assets (IFRS 16) and EUR 18.5 million (15.7) amortization of the purchase price allocation. In 2018, depreciation, amortization and impairments included items affecting comparability of EUR -17.3 million related to closures of manufacturing units.
Operative EBIT increased by 29%, mainly due to higher sales prices. EBIT increased by 31%, and the difference between the two is explained by items affecting comparability.
Finance costs, net totaled EUR -39.7 million (-25.0), including interest costs related to lease liabilities. The year 2018 included a EUR 3.6 million gain from the sale of shares in power plant companies. Income taxes were EUR -38.2 million (-28.1) as a result of higher profit before taxes, with the reported tax rate being 25% (23%).
Net profit for the period increased by 22%, mainly due to higher EBIT.
Cash flow from operating activities in January-December increased to EUR 386.2 million (210.2). Cash flow after investing activities increased to EUR 189.8 million (29.0), mainly due to higher profitability and reduction of net working capital. In addition, EUR 15 million of excess capital from Kemira's supplementary pension fund in Finland was returned. The adoption of the IFRS 16 accounting standard increased cash flow after investing activities by EUR 28.4 million, which is now represented as part of net cash used in financing activities.
At the end of 2019, interest-bearing liabilities totaled EUR 955 million (886) including lease liabilities of EUR 134 million due to the adoption of the IFRS 16 accounting standard. Excluding the IFRS 16 impact, interest-bearing liabilities decreased by 66 million from the previous year . The average interest rate of the Group's interest-bearing loan portfolio, excluding leases, was 1.9% (1.9%), and the duration was 26 months (31). Fixed-rate loans accounted for 87% (79%) of net interest-bearing liabilities, including lease liabilities.
Short-term liabilities maturing in the next 12 months amounted to EUR 217 million. On December 31, 2019, cash and cash equivalents totaled EUR 143 million (145). On April 17, 2019 Kemira Oyj signed a EUR 400,000,000 five year multicurrency revolving credit facility, linked to Kemira's sustainability targets, with two one-year extension options. The credit facility was undrawn at the end of the year.
At the end of the period, Kemira Group's net debt was EUR 811 million (741), including lease liabilities of EUR 134 million (0) due to the adoption of the IFRS 16 accounting standard. The equity ratio was 43% (44%), while gearing was 66% (62%).
Kemira is exposed to transaction and translation currency risks. The Group's most significant transaction currency risks arise from the U.S. dollar, the Canadian dollar and the Swedish krona. At the end of the year, the U.S. dollar denominated exchange rate risk was approximately EUR 91 million, of which 47% was hedged on an average basis. The Canadian dollar denominated exchange rate risk against USD had an equivalent value of approximately EUR 56 million, of which 42 % was hedged on an average basis. The Canadian dollar's denominated exchange rate risk against EUR had an equivalent value of approximately EUR
BOARD OF DIRECTORS' REVIEW
25 million, of which 52% was hedged on an average basis. The denominated exchange rate risk of the Swedish krona against EUR had an equivalent value of approximately EUR 43 million, of which 72 % was hedged on an average basis. In addition, Kemira is exposed to smaller transaction risks mainly in relation to the Chinese renminbi, the Norwegian krona, Polish zloty, Great Britain pound, Russian rubble and the Brazilian real with the annual exposure in those currencies being approximately EUR 108 million.
As Kemira's consolidated financial statements are compiled in euros, Kemira is also subject to a currency translation risk to the extent to which the income statement and balance sheet items of subsidiaries located outside Finland are reported in a currency other than the euro. The most significant translation exposure on revenue and EBITDA derive from the U.S. dollar and the Canadian dollar. Strengthening of currencies against the euro would increase Kemira's revenue and EBITDA through a translation effect.
In January-December, capital expenditure, excluding acquisitions, increased by 34% to EUR 201.1 million (150.4). Capital expenditure can be broken down as follows: expansion capex 49% (29%), improvement capex 19% (36%), and maintenance capex 32% (35%). The largest expansion capital expenditures related to the added polymer capacity in the Netherlands, the new AKD sizing manufacturing site in China, expanded sodium chlorate capacity and expansion of a polymer facility in the USA.
In January-December 2019, total research and development expenses were EUR 30.3 million (30.2), representing 1.1% (1.2%) of the Group's revenue.
Kemira's Research and Development is an enabler of growth and further differentiation. New product launches contribute to the efficiency and sustainability of customer processes and to improved profitability. Both Kemira's future market position and profitability depend on the company's ability to understand and meet current and future customer needs and market trends, as well as on its ability to innovate new, differentiated products and applications.
At the end of 2019, Kemira had 365 (366) patent families, including 1,681 (1,546) granted patents, and 1,087 (1,042) pending applications. During 2019, Kemira applied for 37 (34) new patents. Commercialization of five projects related to new products started in 2019, and three of them are designed to improve customer resource efficiency.
At the end of the period, Kemira Group had 5,062 employees (4,915). Kemira had 786 employees in Finland (802), 1,759 people elsewhere in EMEA (1,777), 1,570 in the Americas (1,559), and 947 in APAC (777). The growth in APAC is related to the new manufacturing site in China.
Kemira has systematic procedures in place to evaluate and address economic, environmental and social impacts from its own operations and business relationships. Our corporate sustainability priorities are based on the most material impacts across our business model, on the increasing expectations of our customers, investors and other stakeholders, and on our commitment to the Kemira Code of Conduct and internationally agreed sustainability principles. Kemira is a signatory of The United Nations Global Compact, committing us to implement universal sustainability principles and to respect and promote human rights, implement decent work practices, reduce our environmental impact, and combat corruption. Kemira is also committed to operate according to the principles of Responsible Care®, a voluntary commitment created by the global chemical industry to drive continuous improvement and achieve excellence in environmental, health and safety and security performance.
Our management approach has three priority areas, which cover the six most material topics and their impact:
Kemira measures progress in the priority areas through group-level key performance indicators (KPI) and targets that are approved by the Management Board and reviewed by the Board of Directors. The relevant management processes relating to material corporate sustainability issues are continuously developed and implemented as part of our integrated management system.
Kemira is committed to ensuring the sustainability of our products and solutions. In 2018, we introduced a KPI to measure the share of revenue from products used to improve use-phase resource efficiency. This KPI provides a crucial linkage to our purpose and strategy.
Kemira's New Product Development (NPD) process evaluates the economic, environmental, and social impacts of any new product, compared to existing benchmarked solutions. Successful NPD projects must demonstrate both improved sustainability and business benefits at each decision gate to justify the project's continuation, and ultimately the product launch.
Kemira's product stewardship policy defines principles for the proactive management of the health, safety and environmental aspects of a product throughout its life cycle. We also work to find less hazardous and more sustainable alternatives for raw materials. Other measures include ensuring safe transportation, handling, storage and disposal of our products in the value chain.
Kemira is committed to ensuring responsible operations to protect our assets, our environment, employees, contractors, customers and communities. Globally, we aim to bring together all of our operations under the Kemira integrated management system. The Kemira management system defines the way our organization works through the set of policies, standards, procedures and processes. It also defines the requirements and accountabilities at each level of the organization. Kemira follows the principle that all operations under our Integrated Management System meet international standards for environment, health, safety, and quality. Our energy management system is certified to the ISO 50001:2001 standard.
Ensuring workplace safety is a key priority in all our operations. We strive for continuous improvement to reduce our environmental impacts. Kemira has renewed its commitment to climate action in 2019 by setting a new target to reduce by 30% combined scope 1 and 2 emissions by 2030, from a 2018 baseline of 936 thousand tons CO2e. Our long-term ambition is to be carbon neutral by 2045 for combined scope 1 and 2 emissions.
Kemira is committed to ensuring compliance with responsible business practices throughout our supply chain. Kemira's Code of Conduct for Business Partners (CoC-BP) sets out principles for responsible business conduct, respect for human rights and provision of appropriate working conditions, and environmental responsibility. Compliance with the Kemira CoC-BP is required by all our suppliers and business partners. Our strategic, critical, and large-spend suppliers are requested to participate in a sustainability assessment process sustainability evaluation based on the international sustainability standards of the Global Reporting Initiative, the United Nations Global Compact, and the ISO 26000 social responsibility guidance standard. Based on the results of the assessment, the suppliers are classified into risk categories and the necessary actions are defined. Suppliers with ongoing improvement plans are always reassessed the following year, and high-risk suppliers are audited.
Culture and commitment to our employees are an important success factor in our business. Kemira's performance management process aligns our strategic targets with each employees' personal targets, competences and development plans. The process is a part of Kemira's leadership culture and it forms the backbone of our management system.
Our Code of Conduct is the foundation for our business conduct in Kemira. It sets the minimum standards of expected behavior for our employees and business partners. Kemira is committed to the principles of The Universal Declaration of Human Rights and the United Nations Global Compact, and we also expect our business partners to abide by these principles. Kemira principles of anti-corruption are included in the Code of Conduct. Kemira does not tolerate improper or corrupt payments made either directly or indirectly to a customer, government official or third party, including facilitation payments, improper gifts, entertainment, gratuities, favors, donations or any other improper transfer of value. We engage only reputable sales representatives and other third parties who share the same commitment.
Code of Conduct training is mandatory for all our employees, and there are advisory, monitoring and reporting procedures in place to ensure proper accomplishment of the code. We maintain an ethics and compliance hotline for employees to enable them to report potential violations of the Code of Conduct or any other concerns.
Mandatory anti-bribery training is provided for selected groups of personnel who need to have a comprehensive understanding of Kemira's anti-corruption principles. Awareness of anticorruption matters is delivered through our Code of Conduct training to all employees. Kemira has conducted an ethics and compliance risk assessment to evaluate corruption-related and bribery-related risks in its operations. There were no confirmed incidents of corruption or public legal cases regarding corruption in 2019.
More detailed information is presented in Kemira Annual Report 2019, in the business overview and corporate sustainability sections. The non-financial disclosures are based on the Global Reporting Initiative disclosures, which are prepared in accordance with the GRI standards (2016) and externally assured by an independent third-party.

Sustainable products and solutions
Share of revenue from products used for usephase resource efficiency. At least 50% of Kemira's revenue generated through products improving customers' resource efficiency.


Responsible operations and supply chain
Workplace safety IN PROGRESS Achieve zero injuries on long term; TRIF* 2.0 by end of 2020.
Employee engagement index based on MyVoice survey IN PROGRESS Keep the index at or above the external industry norm.
People and integrity

year.**
Climate change IN PROGRESS
Kemira Carbon Index ≤ 80 by end of 2020 (2012 = 100). This KPI is reported once a
Share of direct key suppliers screened through sustainability assessments and audits (cumulative %). The target includes 5 sustainability audits for highest risk*** suppliers every year, and cumulatively 25 by 2020.

* TRIF = Number of Total Recordable Injury Frequency per million hours, Kemira + contractor ** At the end of 2019, Kemira set an ambition to be carbon neutral by 2045 and a new target of reducing combined scope 1 and 2 greenhouse gasses by 30% by 2030, relative to 2018 levels. *** Suppliers with lowest sustainability assessment score

Two leadership development activities per people in manager position during 2016-2020, the cumulative target is 1,500 by 2020.

New KPI to measure compliance with the Kemira Code of Conduct. The target is to maintain the Integrity Index level above the external industry norm.

Pulp & Paper has unique expertise in applying chemicals and supporting pulp and paper producers in innovating and constantly improving their operational efficiency. The segment develops and commercializes new products to fulfill customer needs, ensuring the leading portfolio of products and services for bleaching of pulp as well as paper wet-end, focusing on packaging, board and tissue. Pulp & Paper is leveraging its strong application portfolio in North America and EMEA, while also building a strong position in the emerging Asian and South American markets.
| EUR million | 2019 | 2018 |
|---|---|---|
| Revenue | 1,522.9 | 1,520.2 |
| Operative EBITDA | 218.3 | 191.7 |
| Operative EBITDA, % | 14.3 | 12.6 |
| EBITDA | 192.4 | 187.8 |
| EBITDA, % | 12.6 | 12.4 |
| Operative EBIT | 99.2 | 91.6 |
| Operative EBIT, % | 6.5 | 6.0 |
| EBIT | 73.4 | 79.8 |
| EBIT, % | 4.8 | 5.2 |
| Capital employed* | 1,289.4 | 1,177.6 |
| Operative ROCE*, % | 7.7 | 7.8 |
| ROCE*, % | 5.7 | 6.8 |
| Capital expenditure excl. M&A | 109.7 | 85.1 |
| Capital expenditure incl. M&A | 112.5 | 128.4 |
| Cash flow after investing activities | 139.4 | 29.9 |
*12-month rolling average
The segment's revenue was stable . Positive currency impact, higher sales prices and acquisition impact balanced the volume decline. Revenue in local currencies, excluding divestments and acquisitions, decreased by 2%. This was due to the closure of the non-core detergent business (ECOX), lower caustic soda sales prices (mainly a trading product) as well as lower volumes in process and functional chemicals.
In EMEA, revenue decreased by 5% to EUR 787.8 million (826.1), mainly due to the closure of the non-core detergent business (ECOX), lower caustic soda sales prices (mainly a trading product) and lower volumes, mainly in sizing chemicals.
In the Americas, revenue increased by 2% to EUR 498.7 million (488.3), mainly due to a positive currency impact. In local currencies, revenue declined due to North America, where sales volumes declined in process and functional chemicals, while in South America both sales prices and volumes were quite stable.
In APAC, revenue increased by 15% to EUR 236.4 million (205.8), mainly due to higher volumes. The demand for sizing chemicals was particularly strong. Currencies also had a positive impact.
Operative EBITDA increased by 14%, mainly due to higher sales prices and lower variable costs. Currencies also had a positive impact. EBITDA increased by 2%. The difference between it and operative EBITDA is explained by items affecting comparability, which were mainly caused by a provision for existing, old litigation and increased provisions for environmental liabilities related to a site closure in 2013.
Due to the adoption of the IFRS 16 accounting standard, fixed costs do not include operating lease expenses in 2019. The corresponding positive EBITDA impact in January-December amounted to EUR 14.1 million in the segment.
Industry & Water supports municipalities and water-intensive industries in the efficient and sustainable use of resources. In water treatment, Kemira provides assistance in optimizing various stages of the water cycle. In oil and gas applications, our chemistries enable improved yield from existing reserves, as well as reduced water and energy use.
| EUR million | 2019 | 2018 |
|---|---|---|
| Revenue | 1,135.9 | 1,072.6 |
| Operative EBITDA | 191.7 | 131.5 |
| Operative EBITDA, % | 16.9 | 12.3 |
| EBITDA | 189.9 | 127.0 |
| EBITDA, % | 16.7 | 11.8 |
| Operative EBIT | 124.7 | 82.2 |
| Operative EBIT, % | 11.0 | 7.7 |
| EBIT | 121.0 | 68.5 |
| EBIT, % | 10.6 | 6.4 |
| Capital employed* | 708.2 | 603.4 |
| Operative ROCE*, % | 17.6 | 13.6 |
| ROCE*, % | 17.1 | 11.3 |
| Capital expenditure excl. M&A | 91.4 | 65.3 |
| Capital expenditure incl. M&A | 91.7 | 65.3 |
| Cash flow after investing activities | 128.7 | 52.5 |
*12-month rolling average
The segment's revenue increased by 6%. Revenue in local currencies, excluding acquisitions and divestments, increased by 4%. Growth was driven by higher sales prices. Currency exchange rates had an impact of +2%.
Within the segment, revenue for the Oil & Gas business increased by 21% to EUR 291.8 million (241.9) due to higher sales prices and volumes. Currencies also had a positive impact. In the water treatment business, the focus on improving the product and market mix continued to lead to higher sales prices and expected decline in volumes. Currencies also had a positive impact.
In EMEA, revenue increased by 3% to EUR 551.9 million (534.3), driven by higher sales volumes for Chemical Enhanced Oil Recovery.
In the Americas, revenue increased by 10% to EUR 563.4 million (512.9), driven by higher sales prices in the North American water treatment business and in Oil & Gas business. Currencies also had a positive impact on revenue.
In APAC, revenue decreased by 19% to EUR 20.6 million (25.4) due to lower volumes in polymers.
Operative EBITDA increased by 46% as a result of higher sales prices, while variable costs increased slightly and sales volumes declined due to the focus on improving the product mix. EBITDA increased by 50%, and the difference between it and operative EBITDA is explained by items affecting comparability.
Due to the adoption of the IFRS 16 accounting standard, fixed costs do not include operating lease expenses in 2019. The corresponding positive EBITDA impact in January-December amounted to EUR 20.2 million in the segment.
Kemira Oyj's revenue increased to EUR 1,542.6 million (1,489.7) in 2019. EBITDA was EUR 131.2 million (49.1). EBITDA increased, mainly due to a decrease in materials and services. The parent company's financing income and expenses were EUR 87.3 million (119.6). Financing income and expenses decreased, mainly due to lower dividend distribution from Group companies. Net profit totaled EUR 93.5 million (132.5). The total capital expenditure was EUR 15.9 million (26.2), excluding investments in subsidiaries.
.
On December 31, 2019, Kemira Oyj's share capital amounted to EUR 221.8 million and the number of shares was 155,342,557. Each share entitles the holder to one vote at the Annual General Meeting.
At the end of December, Kemira Oyj had 33,345 registered shareholders (34,378 on December 31, 2018). Non-Finnish shareholders held 31.9% of the shares (27.4%), including nomineeregistered holdings. Households owned 15.6% of the shares (17.1%). Kemira held 2,693,111 treasury shares (2,832,297), representing 1.7% (1.8%) of all company shares. Kemira Oyj's share price increased by 35% from the beginning of the year and closed at EUR 13.26 on the Nasdaq Helsinki at the end of December 2019 (9.85 on December 31, 2018). Shares registered a high of EUR 14.99 and a low of EUR 9.77 in January-December 2019, and the average share price was EUR 12.56. The company's market capitalization, excluding treasury shares, was EUR 2,024 million at the end of December 2019 (1,502). In January-December 2019, Kemira Oyj's share trading turnover on the Nasdaq Helsinki was EUR 682 million (479 in January-December 2018). The average daily trading volume was 230,086 (175,444) shares. The total volume of Kemira Oyj's share trading in January-December 2019 was 74 million shares (68), 28% (35%) of which was executed on other trading platforms (BATS, Chi-X, Turquoise). Source: Nasdaq and Kemira.com.
| Owners | Shares and votes |
|---|---|
| Corporations | 24.7% |
| Financial and insurance corporations | 5.8% |
| General government | 18.8% |
| Households | 15.6% |
| Non-profit institutions | 3.2% |
| Non-Finnish shareholders incl. nominee registered | 31.9% |
| Number of shares | Number of shareholders |
% of shareholders | Shares total | % of share and votes |
|---|---|---|---|---|
| 1 - 100 | 9,062 | 27.2 | 515,810 | 0.3 |
| 101 - 500 | 13,572 | 40.7 | 3,694,319 | 2.4 |
| 501 - 1,000 | 5,036 | 15.1 | 3,882,545 | 2.5 |
| 1,001 - 5,000 | 4,760 | 14.3 | 9,969,756 | 6.4 |
| 5,001 - 10,000 | 516 | 1.5 | 3,785,723 | 2.4 |
| 10,001 - 50,000 | 301 | 0.9 | 5,982,477 | 3.9 |
| 50,001 - 100,000 | 40 | 0.1 | 2,997,175 | 1.9 |
| 100,001 - 500,000 | 41 | 0.1 | 8,434,637 | 5.4 |
| 500,001 - 1,000,000 | 6 | 0.0 | 4,306,171 | 2.8 |
| 1,000,001 - | 11 | 0.0 | 111,773,944 | 72.0 |
| Total | 33,345 | 100.0 | 155,342,557 | 100.0 |
| Shareholder | Number of shares | % of shares and votes |
|
|---|---|---|---|
| 1 | Oras Invest Ltd | 31,278,217 | 20.1 |
| 2 | Solidium Oy | 15,782,765 | 10.2 |
| 3 | Varma Mutual Pension Insurance Company | 5,329,836 | 3.4 |
| 4 | Ilmarinen Mutual Pension Insurance Company | 4,118,851 | 2.7 |
| 5 | Nordea Funds | 2,558,202 | 1.7 |
| 6 | Veritas Pension Insurance Company Ltd. | 1,435,625 | 0.9 |
| 7 | Oppiva Invest Oy | 1,336,900 | 0.9 |
| 8 | OP-Henkivakuutus Ltd. | 1,262,134 | 0.8 |
| 9 | Elo Mutual Pension Insurance Company | 947,413 | 0.6 |
| 10 | Säästöpankki Funds | 946,672 | 0.6 |
| 11 | Pohjola Fund Management | 751,102 | 0.5 |
| 12 | Nordea Life Insurance | 730,166 | 0.5 |
| 13 | Laakkonen Mikko Kalervo | 600,000 | 0.4 |
| 14 | The State Pension Fund | 500,000 | 0.3 |
| 15 | Paasikivi Pekka Johannes | 434,000 | 0.3 |
| Kemira Oyj | 2,693,111 | 1.7 | |
| Nominee registered and foreign shareholders | 49,593,969 | 31.9 | |
| Others, Total | 35,043,594 | 22.5 | |
| Total | 155,342,557 | 100.0 |
Kemira Oyj's Annual General Meeting was held on March 21, 2019 and confirmed the dividend of EUR 0.53. The dividend was paid out on April 5, 2019.
The AGM 2019 authorized the Board of Directors to decide on the repurchase of a maximum of 5,100,000 of the company's own shares ("Share Repurchase Authorization"). The Share Repurchase Authorization is valid until the end of the next Annual General Meeting. The Board had not exercised its authority by December 31, 2019.
The AGM 2019 also authorized the Board of Directors to decide to issue a maximum of 15,600,000 new shares and/or transfer a maximum of 7,800,000 of the company's own shares held by the company ("Share Issue Authorization"). The Share Issue Authorization is valid until May 31, 2020. The share issue authorization has been used, and shares owned by the Group were conveyed to members of the Board of Directors and key employees in connection with remuneration.
The AGM elected Ernst & Young Oy to serve as the company's auditor, with Mikko Rytilahti, Authorized Public Accountant, acting as the key audit partner.
The Nomination Board proposes to the Annual General Meeting of Kemira Oyj that seven members (previously six) be elected to the Board of Directors, and that the present members – Wolfgang Büchele, Shirley Cunningham, Kaisa Hietala, Timo Lappalainen, Jari Paasikivi and Kerttu Tuomas – be re-elected as members of the Board of Directors. The Nomination Board proposes that Werner Fuhrmann be elected as new member of the Board of Directors. In addition, the Nomination Board proposes that Jari Paasikivi be re-elected as the Chairman of the Board of Directors and Kerttu Tuomas be re-elected as the Vice Chairman.
All the nominees have given their consent to the position and are independent of the company's significant shareholders, except for Jari Paasikivi, who is the Chairman of the Board of Directors of Oras Invest Oy, which owns over 10% of Kemira Oyj's shares.
Werner Fuhrmann has extensive experience in the chemical industry in various positions at Akzo Nobel NV in 1979–2018. During 2012–2018, he was the CEO and Head of Akzo Nobel's Specialty Chemicals, and he retired from that position. Mr. Fuhrmann is an industrial advisor to private equity firms (among others at EQT Partners AB) and is a member of the Board of Ten Brinke Group. Werner Fuhrmann is a German citizen, and he has master's degree in economics from Mainz University.
The Nomination Board proposes that the remuneration paid to the members of the Board of Directors remain unchanged. The remuneration paid to the members of the Board of Directors would thus be as follows. The annual fees: for the Chairman EUR 92,000 per year, for the Vice Chairman and the Chairman of the Audit Committee EUR 55,000 per year, and for the other members EUR 44,000 per year. A fee payable for each meeting of the Board of Directors and the Board Committees would thus be as follows: EUR 600 for members residing in Finland, EUR 1,200 for members residing elsewhere in Europe, and EUR 2,400 for members residing outside Europe.
It is proposed that travel expenses be paid according to Kemira's travel policy.
In addition, the Nomination Board proposes to the Annual General Meeting that the annual fee be paid as a combination of the company's shares and cash in such a manner that 40% of the annual fee is paid in the company's shares owned by the company (or, if this is not possible, shares purchased from the market), and 60% is paid in cash. The shares will be transferred to the members of the Board of Directors and, if necessary, acquired directly on behalf of the members of the Board of Directors within two weeks from the release of Kemira's interim report January 1 – March 31, 2020. It is proposed that the meeting fees be paid in cash.
The Nomination Board has consisted of the following representatives: Annika Paasikivi (CEO of Oras Invest Oy) as the Chairman of the Nomination Board, Antti Mäkinen (CEO of Solidium Oy); Reima Rytsölä (Executive Vice-President, Varma Mutual Pension Insurance Company)
and Mikko Mursula (Chief Investment Officer, Ilmarinen Mutual Pension Insurance Company) as members of the Nomination Board; and Jari Paasikivi (Chairman of Kemira's Board of Directors) as an expert member.
Kemira Oyj's corporate governance is based on the Articles of Association, the Finnish Companies Act, and Nasdaq Helsinki's rules and regulations on listed companies. Furthermore, the company complies with the Finnish Corporate Governance Code. The company's corporate governance is presented as a separate statement on the company's website.
On March 21, 2019, the Annual General Meeting elected six members to the Board of Directors. The Annual General Meeting re-elected Wolfgang Büchele, Shirley Cunningham, Kaisa Hietala, Timo Lappalainen, Jari Paasikivi, and Kerttu Tuomas as members of the Board of Directors. Jari Paasikivi was re-elected as the Board's Chairman and Kerttu Tuomas was reelected as the Vice Chairman. In 2019, Kemira's Board of Directors met 9 times with a 96% attendance rate.
Kemira Oyj's Board of Directors has appointed two committees: the Personnel and Remuneration Committee and the Audit Committee. The Personnel and Remuneration Committee is chaired by Jari Paasikivi and has Timo Lappalainen and Kerttu Tuomas as members. In 2019, the Personnel and Remuneration Committee met 5 times with a 93% attendance rate. The Audit Committee is chaired by Timo Lappalainen and has Kaisa Hietala and Jari Paasikivi as members. In 2019, the Audit Committee met 5 times with a 100% attendance rate.
January 11, 2019 Kemira signed an agreement to establish a joint venture – Kemira Yongsan Chemicals Co., Ltd ("NewCo") in Ulsan, Republic of Korea, with Yongsan Chemicals, a privately-owned chemicals company in South Korea.
August 8, 2019 Kemira divested the entire share capital of Kemira Operon ("Operon"), a company providing water treatment plant operation services, to a newly established company called Operon Group Oy. In connection with this transaction, Operon Group will also acquire Aquazone and Suomen Ekolannoite, which will be merged into a new company. Pikespo Invest is the lead investor of the new company, and Kemira will own 10% of it.
Sufficient profitability is a crucial part of Kemira's strategy. Significant and sudden increase in the cost of raw materials, commodity, or logistics could place Kemira's profitability at risk if Kemira is not able to pass on such increases to product prices without delay. For instance, remarkable changes in oil and electricity prices could materially impact Kemira's profitability. Changes in the raw material supplier field, such as consolidation or decreasing capacity, may also increase raw material prices. Furthermore, significant demand changes in industries that are the main users of certain raw materials may lead to raw material price fluctuations. In 2019, the raw material cost escalations eased off after a longer period of significant continuous raw material cost increases. Especially the second half of 2019 was more stable. However, raw material prices continued to increase in parts of the business, and taking these into account, raw material sourcing remains in continuous focus.
Poor availability of certain raw materials may affect Kemira's production and also profitability if Kemira fails to prepare for this by mapping out alternative suppliers or opportunities for process changes. Raw material and commodity risks can be effectively monitored and managed with Kemira's centralized Sourcing Unit. Risk management measures include, for instance, forwardlooking forecasting of key raw materials and commodities, synchronization of raw material purchase agreements and sales agreements, captive manufacturing of some of the critical raw materials, strategic investment in energy-generating companies, and hedging a portion of the energy and electricity spend. Kemira's joint venture with the fatty acid chloride producer Tiancheng in China is an example of helping to ensure the availability of key raw materials by backward integrating into the supply chain.
The continuity of Kemira's business operations is dependent on accurate and good-quality supply of products and services. Kemira has currently in place numerous partnerships and other agreements with third-party product and service suppliers to secure its business continuity. Certain products used as raw materials are considered critical as the purchase can be made economically only from a sole or single source. In the event of a sudden and significant loss or interruption in such supply of raw material, Kemira's operations could be impacted, and this could have further negative effects on Kemira. Ineffective procurement planning, supply source selection, and contract administration, as well as inadequate supplier relationship management, create a risk of Kemira not being able to fulfill its promises to customers.
Kemira continuously aims to identify, analyze, and engage third-party suppliers in a way that ensures security of supply and competitive pricing of the end products and services. Collaborative relationships with key suppliers are developed in order to uncover and realize new value and reduce risk. Supplier performance is also regularly monitored as a part of the supplier performance management process. Due to the high risk environment related to suppliers of the chemical industry, risk management and mitigation in this area is of continuous high focus.
Kemira's production activities involve many hazard risks, such as fires and explosions, machinery breakdowns, natural catastrophes, exceptional weather conditions, environmental incidents, and the consequent possible resulting liabilities, as well as the employee health and safety risks. These risk events could derive from several factors, including also but not limited to unauthorized IT system access by malicious intruder causing possible damage to the systems and consequent financial losses. A systematic focus on achieving set targets, certified management systems, efficient hazard prevention programs, promotion of active safety culture, adequate maintenance, and competent personnel play a central role in managing these hazard risks. In addition, Kemira has several insurance programs that protect the company against financial impacts of hazard risks.
Significant unforeseen decline in the use of certain chemicals (e.g. chemicals for packaging and board production) or in the demand of customers' products and operations could have a negative impact on Kemira's business. Significant decline in certain raw material and utility prices (e.g. oil, gas, and metal) may shift customers' activities in areas where less chemicals are needed. Also, increased awareness of and concern about climate change and more sustainable products may change customer demands, for instance, in favor of water treatment technologies with lower chemical consumption. On the other hand, possible capacity expansions by customers could increase the chemical consumption and challenge Kemira's current production capacity.
In order to manage and mitigate this risk, Kemira systematically monitors leading and early warning indicators that focus on market development. Kemira has also continued to focus on the sustainability of its business and is further improving the coordination and cooperation between the Business Development, R&D, and Sales units in order to better understand the future needs and expectations of its customers. Timely capital investments as well as continuous discussions and follow-ups with customers ensure Kemira's ability to respond to changes in demand. Kemira's geographic and customer industry diversity also provides partial protection against the risk of changed customer demands.
Uncertainties in the global economic and geopolitical development are considered to include direct or indirect risks, such as a lower-growth period in the global GDP and possible unexpected trade-related political decisions, both of which could have unfavorable impacts on the demand for Kemira's products. Certain political actions or changes, especially in countries which are important to Kemira, could cause business interference or other adverse consequences. Current examples of these risks are related to Brexit and trade wars.
Weak economic development may result in customer closures or consolidations, resulting in a diminishing customer base. The liquidity of Kemira's customers could become weaker, resulting in increased credit losses for Kemira. Unfavorable market conditions may also increase the availability and price risk of certain raw materials. During the second half of 2019, some uncertainty regarding economic development was visible, which resulted in some changes in projected growth rates and expansions in cyclical businesses e.g. in parts of the Pulp & Paper market. The recent outbreak of corona virus in China and possible extended strikes in Finland could create near-term risks to customer demand, or our ability to run our operations.
Kemira's geographical and customer industry diversity provides only partial protection against these risks. Kemira continuously monitors geopolitical movements and changes and aims to adjust its business accordingly. For example, the Brexit related risk has been continuously monitored, and during 2018-2019 lots of preparations and actions were taken accordingly, and the risk has hence been mitigated. Trade war related risks are actively monitored and taken into account.
Kemira operates in a rapidly changing and competitive business environment that represents a considerable risk to meeting its goals. New players seeking a foothold in Kemira's key business segments may use aggressive means as a competitive tool, which could affect Kemira's financial results. Major competitor or customer consolidations could change the market dynamics and possibly also change Kemira's market position.
Kemira is seeking growth in product categories that are less familiar and where new competitive situations prevail. In the long-term, completely new types of technology may considerably change the current competitive situation. This risk is managed both at Group and segment levels through continuous monitoring of the competition. The company aims at responding to its competition with the active management of customer relationships and continuous development of its products and services to further differentiate itself from the competitors and be competitive.
Acquisitions are one potential way to reach corporate goals and strategies, in addition to organic growth.
Consolidations are driven by chemical manufacturers' interests in realizing synergies and establishing footholds in new markets. However, the integration as such of acquired businesses, operations, and personnel also involves risks. If integration is unsuccessful, results may fall short of targets for such acquisitions.
Kemira has created M&A procedures and established Group level-dedicated resources to actively manage merger and acquisition activities and to support the execution of its business transactions. In addition, external advisory services are being used to screen potential merger and acquisition targets and to help execute transactions and post-merger integration.
Kemira's Research and Development is a critical enabler for organic growth and further differentiation. Kemira's future market position and profitability depend on its ability to understand and meet current and future customer needs and market trends, and its ability to innovate new differentiated products and applications. Furthermore, new product launches contribute to the efficiency and sustainability of Kemira's or its customers' processes, as well as to the improved profitability. Failure to innovate or focus on new disruptive technologies and products, or to efficiently commercialize new products or service concepts may result in nonachievement of growth targets.
Innovation and R&D related risks are being managed through efficient R&D portfolio management in close collaboration between R&D and the two business segments. There is close coordination and cooperation between Business Development, R&D, Sales and Marketing units in order to better understand the future needs and expectations of Kemira's customers. With continuous development of innovation processes Kemira aims towards more stringent project execution. Kemira maintains increased focus towards the development of more differentiated and sustainable products and processes, and is also continuously monitoring sales of its new products and applications.
Kemira's business is subject to various laws and regulations, which have relevance in the development and implementation of Kemira's strategy. Laws and regulations can generally be considered as an opportunity for Kemira as regulation drives for example the treatment of water. However, certain legislative initiatives supporting, for instance, the use of biodegradable raw materials or biological water treatment, limiting the use of aluminum, may also have a negative impact on Kemira's business. Significant changes, for instance, also in chemical, environmental or transportation laws and regulations may impact Kemira's profitability through an increase in production and transportation costs. At the same time, such changes may also create new business opportunities for Kemira.
Inclusion of new substances into the REACH authorization process may also bring further requirements to Kemira, where failure to obtain the relevant authorization could impact Kemira's business. In addition, the changes in import/export and customs-related regulation create needs for monitoring and mastering global trade compliance in order to ensure for instance, compliant product importation.
Kemira continuously follows regulatory developments in order to maintain the awareness of proposed and upcoming changes of those laws and regulations which may have an impact, for instance, on its sales, production, and product development needs. Kemira has established an internal process to manage substances of potential concern and to create management plans for them. These plans cover, for example, the possibilities to replace certain substances if those would be subject to stricter regulation. Kemira has also increased the focus and resources in the management of global trade compliance.
Regulatory effects are also systematically taken into consideration in strategic decision making. Kemira takes an active role in regulatory discussions whenever justified from the perspective of the industry or business. Currently, for example, there is lots of regulatory discussions ongoing in the EU as the EU is undergoing a major review of its water legislation and directives. This may have a positive demand related impact for Kemira, due to the need for water to be treated more carefully.
To secure competitiveness and growth, as well as to improve operational efficiency, it is essential to attract and retain personnel with the right skills and competences (e.g. R&D, sales, IT, customer service and marketing competence). Kemira is continuously identifying high potentials and key competencies for future needs. By systematic development and improvement of compensation schemes, learning programs, and career development programs, Kemira aims to ensure the continuity of skilled personnel also in the future.
A detailed account of the Kemira's risk management principles is available on the company's website at www.kemira.com. Financial risks are also described in the Notes to the Financial Statements.
On December 31, 2019, Kemira Oyj's distributable funds totaled EUR 848,948,241 of which net profit for the period was EUR 93,521,333. No material changes have taken place in the company's financial position after the balance sheet date.
Kemira Oyj's Board of Directors proposes to the Annual General Meeting to be held on March 25, 2020 that a dividend of EUR 0.56 per share totaling EUR 85 million shall be paid on the basis of the adopted balance sheet for the financial year ended December 31, 2019. The dividend will be paid in two installments. The first installment of EUR 0.28 per share will be paid to a shareholder who is registered in the company's shareholder register maintained by Euroclear Finland Oy on the record date for the dividend payment, March 27, 2020. The Board of Directors proposes that the first installment of the dividend be paid out on April 7, 2020. The second installment of EUR 0.28 per share will be paid in November 2020. The second installment will be paid to a shareholder who is registered in the company's shareholder register maintained by Euroclear Finland Oy on the record date for the dividend payment. The Board of Directors will decide the record date and the payment date for the second installment at the meeting scheduled for October 26, 2020. According to the current rules of Euroclear Finland, the record date would then be October 28, 2020, and the dividend payment date November 4, 2020, at the earliest.
Kemira's dividend policy aims to pay a stable and competitive dividend.
Kemira expects its operative EBITDA (2019: EUR 410 million) to increase from the prior year.
Kemira aims for above-market revenue growth with an operative EBITDA margin of 15-17%. The target for gearing is below 75%.
Helsinki, February 10, 2020 Kemira Oyj Board of Directors
All forward-looking statements in this review are based on the management's current expectations and beliefs about future events, and actual results may differ materially from the expectations and beliefs such statements contain.
*Previously Kemira referred to these three financial targets as mid-to-long term financial targets, but will refer to them only as financial targets going forward.
| Year ended 31 December | ||||
|---|---|---|---|---|
| EUR million | Note | 2019 | 2018 | |
| Revenue | 2.1. | 2,658.8 | 2,592.8 | |
| Other operating income | 2.2. | 6.4 | 14.8 | |
| Operating expenses | 2.2. | -2,283.0 | -2,292.8 | |
| Share of the results of associates | 6.2. | 0.0 | 0.0 | |
| EBITDA | 382.3 | 314.8 | ||
| Depreciation, amortization and impairments | 2.4. | -187.9 | -166.6 | |
| Operating profit (EBIT) | 194.4 | 148.2 | ||
| Finance income | 2.5. | 3.9 | 8.6 | |
| Finance expenses | 2.5. | -42.2 | -33.4 | |
| Exchange differences | 2.5. | -1.4 | -0.1 | |
| Finance costs, net | 2.5. | -39.7 | -25.0 | |
| Profit before tax | 154.7 | 123.3 | ||
| Income taxes | 2.6. | -38.2 | -28.1 | |
| Net profit for the period | 116.5 | 95.2 | ||
| Net profit attributable to | ||||
| Equity owners of the parent company | 110.2 | 89.1 | ||
| Non-controlling interests | 6.2. | 6.3 | 6.1 | |
| Net profit for the period | 116.5 | 95.2 | ||
| Earnings per share for net profit attributable to the equity owners of the parent company, EUR |
||||
| Basic | 2.7. | 0.72 | 0.58 | |
| Diluted | 2.7. | 0.72 | 0.58 |
| Year ended 31 December | |||
|---|---|---|---|
| EUR million | Note | 2019 | 2018 |
| Net profit for the period | 116.5 | 95.2 | |
| Other comprehensive income | |||
| Items that may be reclassified subsequently to profit or loss |
|||
| Exchange differences in translating foreign operations | 7.8 | 0.2 | |
| Cash flow hedges | -15.0 | 17.5 | |
| Items that will not be reclassified subsequently to profit or loss |
|||
| Other shares | 13.4 | -5.9 | |
| Remeasurements of defined benefit plans | -5.4 | 10.1 | |
| Other comprehensive income for the period, net of tax 2.8. |
0.7 | 21.8 | |
| Total comprehensive income for the period | 117.2 | 117.0 | |
| Total comprehensive income attributable to | |||
| Equity owners of the parent company | 110.7 | 111.4 | |
| Non-controlling interests | 6.2. | 6.5 | 5.6 |
| Total comprehensive income for the period | 117.2 | 117.0 |
Items in the Consolidated Statement of Comprehensive Income are disclosed net of tax. The income tax relating to each component of other comprehensive income is disclosed in Note 2.8. Other comprehensive income.
The above Consolidated Comprehensive Income should be read in conjunction with the accompanying notes.
The above Consolidated Income Statement should be read in conjunction with the accompanying notes.
| As at 31 December | |||
|---|---|---|---|
| EUR million | Note | 2019 | 2018 |
| ASSETS | |||
| NON-CURRENT ASSETS | |||
| Goodwill | 3.1. | 515.8 | 512.5 |
| Other intangible assets | 3.2. | 95.5 | 128.6 |
| Property, plant and equipment | 3.3. | 1,005.1 | 938.3 |
| Right-of-use assets ¹⁾ | 3.4. | 136.2 | 0.0 |
| Investments in associates | 6.2. | 2.8 | 0.7 |
| Other shares | 3.5. | 245.2 | 228.4 |
| Deferred tax assets | 4.4. | 35.7 | 28.2 |
| Other investments | 5.4. | 2.0 | 2.3 |
| Receivables of defined benefit plans | 4.5. | 51.8 | 61.8 |
| Total non-current assets | 2,090.1 | 1,900.7 | |
| CURRENT ASSETS | |||
| Inventories | 4.1. | 260.6 | 283.8 |
| Interest-bearing receivables | 4.2. | 0.2 | 0.2 |
| Trade receivables and other receivables | 4.2. | 378.8 | 420.2 |
| Current income tax assets | 18.2 | 13.9 | |
| Cash and cash equivalents | 5.4. | 143.1 | 144.9 |
| Total current assets | 800.9 | 863.1 | |
| Total assets | 2,891.0 | 2,763.8 |
1) From 2019 onwards, right-of-use assets in accordance with IFRS 16 Leases have been disclosed on a separate line in the balance sheet.
The above Consolidated Balance Sheet should be read in conjunction with the accompanying notes.
| As at 31 December | ||||
|---|---|---|---|---|
| EUR million | Note | 2019 | 2018 | |
| EQUITY AND LIABILITIES | ||||
| EQUITY | ||||
| Equity attributable to equity owners of the parent company | ||||
| Share capital | 221.8 | 221.8 | ||
| Share premium | 257.9 | 257.9 | ||
| Fair value and other reserves | 108.5 | 110.2 | ||
| Unrestricted equity reserve | 196.3 | 196.3 | ||
| Translation differences | -39.5 | -47.1 | ||
| Treasury shares | -18.1 | -19.1 | ||
| Retained earnings | 490.9 | 469.6 | ||
| Total equity attributable to equity owners of the parent company |
5.2. | 1,217.7 | 1,189.6 | |
| Non-controlling interests | 6.2. | 13.3 | 12.9 | |
| Total equity | 1,231.0 | 1,202.5 | ||
| NON-CURRENT LIABILITIES | ||||
| Interest-bearing liabilities | 5.3. | 737.9 | 646.3 | |
| Other liabilities | 5.4. | 8.3 | 29.0 | |
| Deferred tax liabilities | 4.4. | 67.8 | 71.1 | |
| Liabilities of defined benefit plans | 4.5. | 93.3 | 81.2 | |
| Provisions | 4.6. | 29.1 | 29.6 | |
| Total non-current liabilities | 936.4 | 857.3 | ||
| CURRENT LIABILITIES | ||||
| Interest-bearing liabilities | 5.3. | 216.6 | 240.0 | |
| Trade payables and other liabilities | 4.3. | 455.7 | 439.1 | |
| Current income tax liabilities | 28.7 | 15.6 | ||
| Provisions | 4.6. | 22.6 | 9.2 | |
| Total current liabilities | 723.6 | 703.9 | ||
| Total liabilities | 1,660.0 | 1,561.2 | ||
| Total equity and liabilities | 2,891.0 | 2,763.8 |
| EUR million | Note | 2019 | 2018 |
|---|---|---|---|
| CASH FLOW FROM OPERATING ACTIVITIES | |||
| Net profit for the period | 116.4 | 95.2 | |
| Adjustments for | |||
| Depreciation, amortization and impairments | 2.4. | 187.9 | 166.6 |
| Income taxes | 2.6. | 38.2 | 28.1 |
| Finance costs, net | 2.5. | 39.7 | 25.0 |
| Share of the results of associates | 6.2. | 0.0 | 0.0 |
| Other adjustments ¹⁾ | 36.0 | 0.0 | |
| Cash flow before change in net working capital | 418.3 | 314.8 | |
| Change in net working capital | |||
| Increase (-) / decrease (+) in inventories | 19.4 | -64.7 | |
| Increase (-) / decrease (+) in trade and other receivables | 20.5 | 8.5 | |
| Increase (+) / decrease (-) in trade payables and other liabilities | 5.5 | 5.1 | |
| Change in net working capital | 45.3 | -51.1 | |
| Cash flow from operations before financing items and taxes | 463.5 | 263.7 | |
| Interests paid | -35.2 | -26.9 | |
| Interests received | 3.4 | 3.7 | |
| Other finance items, net | -6.7 | -6.8 | |
| Dividends received | 0.0 | 0.1 | |
| Income taxes paid | -38.8 | -23.6 | |
| Net cash generated from operating activities | 386.2 | 210.2 |
1) Other adjustments relate mainly to surplus return of EUR 15 million paid by Pension Fund Neliapila and non-cash adjustments in provisions.
2) From 2019 onwards, payments for lease liabilities in accordance with IFRS 16 Leases are disclosed in the cash flow from financing activities and interest related to these is included in cash flows from operating activities. In 2018, the lease payments in accordance with IAS 17 were fully disclosed in the cash flow from operating activities. However, the adoption of IFRS 16 has no impact on the last line of the cash flow statement, net increase / decrease in cash and cash equivalents.
The above Consolidated Statement of Cash Flow should be read in conjunction with the accompanying notes.
| EUR million | Note | 2019 | 2018 |
|---|---|---|---|
| CASH FLOW FROM INVESTING ACTIVITIES | |||
| Purchases of subsidiaries and asset acquisitions, net of cash acquired |
0.0 | -43.3 | |
| Capital expenditure in associated company | -2.7 | 0.0 | |
| Capital expenditure in property, plant and equipment and intangible assets |
-201.1 | -150.4 | |
| Decrease (+) / increase (-) in loan receivables | 0.1 | 5.2 | |
| Proceeds from sale of subsidiaries, net of cash disposed | 4.5 | 2.5 | |
| Proceeds from sale of associates and paid-in-capital from associates |
0.0 | 4.3 | |
| Proceeds from sale of other shares and capital repayments | 0.0 | 0.2 | |
| Proceeds from sale of property, plant and equipment, and intangible assets |
3.2 | 0.3 | |
| Net cash used in investing activities | -196.3 | -181.3 | |
| CASH FLOW FROM FINANCING ACTIVITIES | |||
| Proceeds from non-current interest-bearing liabilities (+) | 5.1. | 40.1 | 96.2 |
| Repayments of non-current interest-bearing liabilities (-) | 5.1. | -110.3 | -69.2 |
| Repayments of non-current non-interest-bearing liabilities (-) | -10.7 | 0.0 | |
| Short-term financing, net increase (+) / decrease (-) | 5.1. | 2.9 | 10.3 |
| Repayments of lease liabilities ²⁾ | -28.4 | 0.0 | |
| Dividends paid | -86.9 | -87.3 | |
| Net cash used in financing activities | -193.2 | -50.1 | |
| Net increase (+) / decrease (-) in cash and cash equivalents | -3.4 | -21.1 | |
| Cash and cash equivalents on Dec 31 | 143.1 | 144.9 | |
| Exchange gains (+) / losses (-) in cash and cash equivalents | 1.5 | -0.1 | |
| Cash and cash equivalents on Jan 1 | 144.9 | 166.1 | |
| Net increase (+) / decrease (-) in cash and cash equivalents | -3.4 | -21.1 |
| Equity attributable to equity owners of the parent company | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| EUR million | Share capital |
Share premium |
Fair value and other reserves |
Unrestricted equity reserve |
Exchange differences |
Treasury shares |
Retained earnings |
Total | Non controlling interests |
Total equity |
| Equity on January 1, 2019 | 221.8 | 257.9 | 110.2 | 196.3 | -47.1 | -19.1 | 469.6 | 1,189.6 | 12.9 | 1,202.5 |
| Equity on January 1, Change in accounting policy (IFRS 16) ¹⁾ | — | — | — | — | — | — | -4.9 | -4.9 | — | -4.9 |
| Restated equity on January 1, 2018 | 221.8 | 257.9 | 110.2 | 196.3 | -47.1 | -19.1 | 464.7 | 1,184.7 | 12.9 | 1,197.6 |
| Net profit for the period | — | — | — | — | — | — | 110.2 | 110.2 | 6.3 | 116.5 |
| Other shares | — | — | 13.3 | — | — | — | 0.1 | 13.4 | — | 13.4 |
| Exchange differences in translating foreign operations | — | — | — | — | 7.6 | — | — | 7.6 | 0.2 | 7.8 |
| Cash flow hedges | — | — | -15.0 | — | — | — | — | -15.0 | — | -15.0 |
| Remeasurements of defined benefit plans | — | — | — | — | — | — | -5.4 | -5.4 | — | -5.4 |
| Total comprehensive income | — | — | -1.7 | — | 7.6 | — | 104.9 | 110.7 | 6.5 | 117.2 |
| Transactions with owners | ||||||||||
| Dividends paid | — | — | — | — | — | — | -80.9 | -80.9 | -6.0 | -86.9 |
| Treasury shares issued to the target group of a share-based incentive plan |
— | — | — | — | — | 1.0 | — | 1.0 | — | 1.0 |
| Treasury shares issued to the Board of Directors | — | — | — | — | — | 0.1 | — | 0.1 | — | 0.1 |
| Treasury shares returned | — | — | — | — | — | -0.1 | — | -0.1 | — | -0.1 |
| Share-based payments | — | — | — | — | — | — | 2.2 | 2.2 | — | 2.2 |
| Total transactions with owners | — | — | — | — | — | 1.0 | -78.7 | -77.1 | -6.0 | -83.7 |
| Equity on December 31, 2019 | 221.8 | 257.9 | 108.5 | 196.3 | -39.5 | -18.1 | 490.9 | 1,217.7 | 13.3 | 1,231.0 |
1) On January 1, 2019, Kemira adopted IFRS 16 Leases standard. As a result of adopting IFRS 16, retained earnings in equity were adjusted by EUR -4.9 million. More information on the impact of the IFRS 16 adoption can be found in this Consolidated Financial Statement on Note 1. Group's Accounting Policies section.
| Equity attributable to equity owners of the parent company | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| EUR million | Share capital |
Share premium |
Fair value and other reserves |
Unrestricted equity reserve |
Exchange differences |
Treasury shares |
Retained earnings |
Total | Non controlling interests |
Total equity |
| Equity on January 1, 2018 | 221.8 | 257.9 | 98.7 | 196.3 | -47.7 | -20.1 | 452.1 | 1,159.0 | 13.8 | 1,172.8 |
| Change in accounting policy (IFRS 9 and IFRS 2) ²⁾ | — | — | — | — | — | — | -0.2 | -0.2 | — | -0.2 |
| Restated equity on January 1, 2018 | 221.8 | 257.9 | 98.7 | 196.3 | -47.7 | -20.1 | 451.9 | 1,158.8 | 13.8 | 1,172.6 |
| Net profit for the period | — | — | — | — | — | — | 89.1 | 89.1 | 6.1 | 95.2 |
| Other shares | — | — | -5.9 | — | — | — | — | -5.9 | — | -5.9 |
| Exchange differences in translating foreign operations | — | — | — | — | 0.6 | — | — | 0.6 | -0.4 | 0.2 |
| Cash flow hedges | — | — | 17.5 | — | — | — | — | 17.5 | — | 17.5 |
| Remeasurements of defined benefit plans | — | — | — | — | — | — | 10.1 | 10.1 | — | 10.1 |
| Total comprehensive income | — | — | 11.5 | — | 0.6 | — | 99.3 | 111.4 | 5.6 | 117.0 |
| Transactions with owners | ||||||||||
| Dividends paid | — | — | — | — | — | — | -80.8 | -80.8 | -6.5 | -87.3 |
| Treasury shares issued to the target group of a share-based incentive plan |
— | — | — | — | — | 1.0 | — | 1.0 | — | 1.0 |
| Treasury shares issued to the Board of Directors | — | — | — | — | — | 0.1 | — | 0.1 | — | 0.1 |
| Treasury shares returned | — | — | — | — | — | 0.0 | — | 0.0 | — | 0.0 |
| Share-based payments | — | — | — | — | — | — | -0.8 | -0.8 | — | -0.8 |
| Total transactions with owners | — | — | — | — | — | 1.1 | -81.6 | -80.5 | -6.5 | -87.0 |
| Equity on December 31, 2018 | 221.8 | 257.9 | 110.2 | 196.3 | -47.1 | -19.1 | 469.6 | 1,189.6 | 12.9 | 1,202.5 |
2) Kemira adopted IFRS 15 Revenue from Contracts with Customers and IFRS 9 Financial Instruments standards and the amendments to the IFRS 2 Share-based Payments standard. As a result of the changes in the standards, retained earnings in equity were adjusted on January 1, 2018. The IFRS 15 standard did not change Kemira's revenue recognition principles and thus did not result in any adjustments in retained earnings. IFRS 9 standard mainly impacts Kemira's valuation of loan receivables and credit losses and recognition of trade receivables. Due to the change in the accounting policy, retained earnings were adjusted for a total of EUR -1.0 million. When adopting the amendments to the IFRS 2 standard, Kemira classified share-based payment arrangements as equity-settled in its entirety and reclassified the liability related to the share-based payment arrangement in the retained earnings in equity. As a result of the change in the accounting policy, an adjustment of EUR 0.8 million has been recognized in the retained earnings. The total effect on equity from loan receivables, trade receivables and share-based payments is EUR -0.2 million including the deferred tax effect.
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
Kemira is a global chemicals company serving customers in water-intensive industries. The company provides expertise in applications and chemicals that improve customers' efficient use of water, energy and raw materials. Kemira's two segments Pulp & Paper and Industry & Water focus on customers in the pulp & paper, oil & gas, mining and water treatment industries respectively.
The Group's parent company is Kemira Oyj, domiciled in Helsinki, Finland, and its registered address is Energiakatu 4, FI-00180 Helsinki, Finland. The parent company's shares are listed on Nasdaq Helsinki Oy. A copy of the Consolidated Financial Statements is available at www.kemira.com or at Energiakatu 4, FI-00180 Helsinki, Finland.
The Board of Directors of Kemira Oyj has approved the Financial Statements for publication at its meeting on February 10, 2020. Under the Finnish Limited Liability Companies Act, the shareholders may accept or reject the Financial Statements at the General Meeting of Shareholders held after their publication. The meeting also has the power to make a decision to amend the Financial Statements.
The Group has prepared its Consolidated Financial Statements in accordance with International Financial Reporting Standards (IFRS) and its interpretations (IFRIC), adopted by the European Union. The consolidated financial statements have been prepared in accordance with IFRS standards and IFRIC Interpretations effective on December 31, 2019. The Notes to the Consolidated Financial Statements also comply with the requirements of the Finnish accounting and corporate legislation that supplement the IFRS regulations.
The Consolidated Financial Statements are presented in EUR million and have been prepared based on the historical cost, except for the items measured at fair value through other
comprehensive income including unlisted PVO/TVO shares, financial assets and liabilities at fair value through profit or loss, and share-based payments on the grant date.
All individual figures presented in the Consolidated Financial Statements have been rounded to the nearest exact figure. Therefore, the sum of the individual figures may deviate from the sum figure presented in the Consolidated Financial Statements. The key figures are calculated using exact values.
The group has applied the following standards and amendments for the first time for its annual reporting period commencing 1 January 2019:
The Group has changed its accounting policies as a result of adopting IFRS 16. This is disclosed below in section IFRS 16 Leases and in note 3.4. The other amendments listed above did not have any impact on the amounts recognized in prior periods and are not expected to significantly affect the next financial period.
Certain new accounting standards and interpretations have been published. These are not mandatory for reporting periods ending December 31, 2019 and have not been early adopted by the Group. These amendments are not expected to have a material impact on the Group in the next financial period.
The Group adopted IFRS 16 standard on January 1, 2019 using a modified retrospective approach, having the right-of-use asset as being equal to lease liability. The reclassifications and adjustments arising from IFRS 16 were recognized in the opening balance on January 1, 2019. The comparative figures were not restated on date of transition to IFRS 16. In 2019, the key figures (except revenue and capital expenditure) of Income Statements, Balance Sheet and cash flow have been impacted by the adoption of the IFRS 16.
The Group elected to apply the practical expedients of IFRS 16 within its accounting policy and has excluded short-term leases, with a lease term less than 12 months, and leases of low value. The Group mainly leases land area, buildings and transportation equipment. Lease contracts are typically for fixed periods and some contracts have options to extend the lease period. The extension option is included in the IFRS 16 lease liability if it is reasonably certain that the option will be exercised.
On the transition date of January 1, 2019, IFRS 16 lease liabilities were measured at the present value of the remaining lease payments using incremental borrowing rates (IBR) as discount rate determined by Kemira. The weighted-average IBR for IFRS 16 lease liabilities was 5.1%. The following table presents a bridge calculation of lease liabilities from leases under IAS 17 operating leases to the IFRS 16 leases:
| EUR million | |
|---|---|
| Operating lease commitments under IAS 17 on December 31, 2018 | 205 |
| Short-term leases | -6 |
| Low value leases | -3 |
| Other items | -11 |
| Total | -20 |
| Discounting impact | -59 |
| Lease liability under IFRS 16 recognized on January 1, 2019 | 126 |
The IFRS 16 impact on the opening balance sheet as of January 1, 2019 is presented in the calculation.
| EUR million | 31.12.2018 | IFRS 16 impact | Opening balance sheet 1.1.2019 |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Goodwill | 512.5 | 512.5 | |
| Other intangible assets | 128.6 | -10.6 | 118.0 |
| Property, plant and equipment | 938.3 | 938.3 | |
| Right-of-use assets | 0.0 | 129.3 | 129.3 |
| Investments in associates | 0.7 | 0.7 | |
| Other shares | 228.4 | 228.4 | |
| Deferred tax assets | 28.2 | 28.2 | |
| Other investments | 2.3 | 2.3 | |
| Receivables of defined benefit plans | 61.8 | 61.8 | |
| Total non-current assets | 1,900.7 | 118.7 | 2,019.4 |
| Current assets | |||
| Inventories | 283.8 | 283.8 | |
| Interest-bearing receivables | 0.2 | 0.2 | |
| Trade receivables and other receivables | 420.2 | -0.7 | 419.5 |
| Current income tax assets | 13.9 | 13.9 | |
| Cash and cash equivalents | 144.9 | 144.9 | |
| Total current assets | 863.1 | -0.7 | 862.4 |
| Total assets | 2,763.8 | 118.0 | 2,881.8 |
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Equity attributable to equity owners of the parent | 1,189.6 | -4.9 | 1,184.7 |
| Non-controlling interests | 12.9 | 12.9 | |
| Total equity | 1,202.5 | -4.9 | 1,197.6 |
| Non-current liabilities | |||
| Interest-bearing liabilities | 646.3 | 104.5 | 750.8 |
| Other liabilities | 29.0 | 29.0 | |
|---|---|---|---|
| Deferred tax liabilities | 71.1 | -1.0 | 70.1 |
| Liabilities of defined benefit plans | 81.2 | 81.2 | |
| Provisions | 29.6 | -1.0 | 28.6 |
| Total non-current liabilities | 857.3 | 102.5 | 959.8 |
| Current liabilities | |||
| Interest-bearing liabilities | 240.0 | 21.8 | 261.8 |
| Trade payables and other liabilities | 439.1 | -1.4 | 437.7 |
| Current income tax liabilities | 15.6 | 15.6 | |
| Provisions | 9.2 | 9.2 | |
| Total current liabilities | 703.9 | 20.4 | 724.3 |
| Total liabilities | 1,561.2 | 122.9 | 1,684.1 |
| Total equity and liabilities | 2,763.8 | 118.0 | 2,881.8 |
The Consolidated Financial Statements include the parent company and its subsidiaries. Subsidiaries are all entities that the Group has control over (voting rights generally being over 50 percent). The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity, and when it has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date on which this control ceases.
All intra-group transactions are eliminated. Intra-group shareholdings are eliminated using the acquisition method. The consideration transferred for acquisition of a subsidiary is defined as an aggregate of the fair values of the assets transferred, the liabilities assumed and the equity interest issued by the Group. The consideration transferred may include the fair value of any asset or liability resulting from the contingent consideration arrangement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired, and liabilities and contingent liabilities that are assumed in a business combination are measured at their fair values on the
acquisition date. On an acquisition-by-acquisition basis, the Group recognizes any noncontrolling interest in the acquiree either at fair value or at the non-controlling interest's proportionate share of the acquiree's net assets.
The amount that exceeds the aggregate of consideration transferred, the amount of any noncontrolling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the Group's share of the net assets acquired is recognized as goodwill in the Balance Sheet. If this is less than the fair value of the net assets of the subsidiary acquired by bargain purchase, the difference is recognized directly in the Income Statement.
Net profit or loss for the financial year and other comprehensive income attributable to the equity holders of the parent and non-controlling interests are presented in the Income Statement and in the Statement of Comprehensive Income. The portion of equity attributable to non-controlling interests is stated as an individual item separately from the equity to the equity holders of the parent company. Total comprehensive income shows separately the total amounts attributable to the equity holders of the parent company and to non-controlling interests. The Group recognizes negative non-controlling interests, unless the non-controlling interest does not have a binding obligation to cover the losses up to the amount of their investment.
If the parent company's ownership interest in the subsidiary is reduced but control is retained, then the transactions are treated as equity transactions. When the Group ceases to have control or significant influence, any retained interest in the entity is remeasured at its fair value, and the difference is recognized as profit or loss.
Associated companies are companies over which the Group exercises significant influence (voting rights generally being 20–50 percent), but not control. Holdings in associated companies are consolidated using the equity method. If the Group's share of the associate's losses exceeds the carrying amount of the investment, the exceeding losses will not be consolidated unless the Group has a commitment to fulfill the obligations on behalf of the associate. The Group's share of the associated companies' net profit for the financial year is stated as a separate item in the consolidated Income Statement in operating profit, in proportion to the Group's holdings. The Group's share of the movements of its associates in other comprehensive income is recognized in the Group's other comprehensive income.
Items included in the financial statements of each of the Group's entities are measured by using the currency of the primary economic environment in which the entity operates (the functional currency). The Consolidated Financial Statements are presented in EUR, which is the Group's presentation currency and the parent company's functional and presentation currency.
In the Consolidated Financial Statements, the Income Statements of foreign subsidiaries are translated into EUR using the financial year's average foreign currency exchange rates, and the balance sheets are translated using the exchange rates quoted on the balance sheet date. Translating the net profit for the period using different exchange rates in the Income Statement and in the balance sheet causes a translation difference recognized as equity on the Balance Sheet. The change in this translation difference is presented under other comprehensive income. Goodwill and fair value adjustments to the carrying amounts of the assets and liabilities that arise from the acquisition of a foreign entity are accounted for as part of the assets and liabilities of the foreign entity, and are translated into EUR at the rate quoted on the balance sheet date.
Translation differences in the loans granted to some foreign subsidiaries are treated as an increase or decrease in other comprehensive income. When the Group ceases to have control over a subsidiary, the accumulated translation difference is transferred into the Income Statement as part of the gain or loss on the sale.
In their day-to-day accounting, the Group companies translate foreign currency transactions into their functional currency at the exchange rates quoted on the transaction date. In the Financial Statements, foreign currency denominated receivables and liabilities are measured at the exchange rates quoted on the balance sheet date. Non-monetary items are measured using the rates quoted on the transaction date. Any foreign exchange gains and losses related to business operations are treated as adjustments to sales and purchases. Exchange rate
differences associated with financing transactions and the hedging of the Group's overall foreign currency position are stated in foreign exchange gains or losses under finance income and expenses.
When preparing Consolidated Financial Statements in accordance with IFRS, the management is required to make accounting estimates and assumptions concerning the future. The resulting accounting estimate will seldom be equal to the actual results. In addition, management is required to exercise judgment when applying the accounting policies.
Estimates and assumptions are continuously evaluated, and are based on past experience and expectations of future events that may have financial implications and are considered to be reasonable under the circumstances.
The following table discloses items in the financial statements that include significant accounting estimates and the related notes, which discloses the accounting policies applied in the items and the sensitivity analysis of the items. These items that include accounting estimates are subject to a risk of changes in the carrying amount of assets and liabilities during the next financial period.
| The items in the Financial Statements | Note in the Financial Statements |
|---|---|
| Goodwill | 3.1. Goodwill |
| Fair value of shares in the PVO Group | 3.5. Other shares |
| Deferred taxes and uncertain tax positions | 2.6. Income taxes and 4.4. Deferred tax liabilities and assets |
| Defined benefit pension plans | 4.5. Defined benefit pension plans and employee benefits |
| Provisions | 4.6. Provisions |
Kemira's organization consists of two segments: Pulp & Paper and Industry & Water.
Pulp & Paper has expertise in applying chemicals and supporting pulp & paper producers in innovating and constantly improving their operational efficiency. The segment develops and sells products to fulfill customer needs, ensuring the leading portfolio of products and services for paper wet-end, focusing on packaging and board, as well as tissue products.
Industry & Water supports municipalities and water intensive industries in the efficient and sustainable utilization of resources. In water treatment, the segment helps in the optimization of every stage of the water cycle. In the oil and gas industry, the segment helps to improve yield from existing reserves and reduce water and energy use.
Kemira provides certain financial performance measures (alternative performance measures), which are not defined by IFRS. Kemira believes that alternative performance measures followed by capital markets and Kemira management, such as organic growth*, EBITDA, operative EBITDA, cash flow after investing activities as well as gearing, provide useful information about Kemira's comparable business performance and financial position. Selected alternative performance measures are also used as performance criteria in remuneration.
Kemira's alternative performance measures should not be viewed in isolation to the equivalent IFRS measures and alternative performance measures should be read in conjunction with the most directly comparable IFRS measures. Definitions of the key figures is disclosed in the section on the Definitions of key figures.
* Revenue growth in local currencies, excluding acquisitions and divestments.
| 2019, EUR million | Pulp & Paper |
Industry & Water |
Group | |
|---|---|---|---|---|
| Revenue ¹⁾ | 1,552.9 | 1,135.9 | 2,658.8 | |
| EBITDA ²⁾ | 192.4 | 189.9 | 382.3 | |
| Depreciation, amortization and impairments | -119.0 | -68.9 | -187.9 | |
| Share of the results of associates | 0.0 | 0.0 | 0.0 | |
| Operating profit (EBIT) ²⁾ | 73.4 | 121.0 | 194.4 | |
| Finance costs, net | -39.7 | |||
| Profit before tax | 154.7 | |||
| Income taxes | -38.2 | |||
| Net profit for the period | 116.5 |
1) Revenue consists mainly of sales of products to external customers, and there is no internal sales between the segments.
2) Includes items affecting comparability.
| 2019, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Operative EBITDA | 218.3 | 191.7 | 410.0 |
| Restructuring and streamlining programs | -13.5 | ||
| Transaction and integration expenses in acquisitions | 2.2 | ||
| Divestment of businesses and other disposals | 0.9 | ||
| Other items | -17.2 | ||
| Total items affecting comparability | -25.8 | -1.8 | -27.7 |
| EBITDA | 192.4 | 189.9 | 382.3 |
| Operative EBIT | 99.2 | 124.7 | 224.0 |
| Items affecting comparability in EBITDA | -25.8 | -1.8 | -27.7 |
| Items affecting comparability in depreciation, amortization and impairments |
0.0 | -1.9 | -1.9 |
| Operating profit (EBIT) | 73.4 | 121.0 | 194.4 |
Quarterly information on items affecting comparability is disclosed in the section on Reconciliation of IFRS figures.
| 2019, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Segment assets | 1,509.6 | 873.3 | 2,383.0 |
| Reconciliation to total assets as reported in the Group balance sheet: |
|||
| Other shares | 245.2 | ||
| Deferred income tax assets | 35.7 | ||
| Other investments | 2.0 | ||
| Defined benefit pension receivables | 51.8 | ||
| Other assets | 30.2 | ||
| Cash and cash equivalents | 143.1 | ||
| Total assets | 2,891.0 | ||
| Segment liabilities | 241.0 | 175.9 | 416.9 |
| Reconciliation to total liabilities as reported in the Group balance sheet: |
|||
| Interest-bearing non-current financial liabilities | 737.9 | ||
| Interest-bearing current financial liabilities | 216.6 | ||
| Other liabilities | 288.6 | ||
| Total liabilities | 1,660.0 |
| 2019, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Capital employed by segments on Dec 31 | 1,268.6 | 697.4 | 1,966.0 |
| Capital employed by segments, 12-month rolling average | 1,289.4 | 708.2 | 1,998.2 |
| Operative ROCE, % | 7.7 | 17.6 | 11.2 |
| Capital expenditure | 112.5 | 91.7 | 204.1 |
| 2018, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Revenue ¹⁾ | 1,520.2 | 1,072.6 | 2,592.8 |
| EBITDA ²⁾ | 187.8 | 127.0 | 314.8 |
| Depreciation, amortization and impairments | -108.0 | -58.6 | -166.6 |
| Share of the results of associates | 0.0 | 0.0 | 0.0 |
| Operating profit (EBIT) ²⁾ | 79.8 | 68.5 | 148.2 |
| Finance costs, net | -25.0 | ||
| Profit before tax | 123.3 | ||
| Income taxes | -28.1 | ||
| Net profit for the period | 95.2 |
1) Revenue consists mainly of sales of products to external customers, and there is no internal sales between the segments.
2) Includes items affecting comparability.
| 2018, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Operative EBITDA | 191.7 | 131.5 | 323.1 |
| Restructuring and streamlining programs | -8.9 | ||
| Transaction and integration expenses in acquisitions | 2.8 | ||
| Divestment of businesses and other disposals | 5.7 | ||
| Other items | -7.9 | ||
| Total items affecting comparability | -3.9 | -4.4 | -8.3 |
| EBITDA | 187.8 | 127.0 | 314.8 |
| Operative EBIT | 91.6 | 82.2 | 173.8 |
| Items affecting comparability in EBITDA | -3.9 | -4.4 | -8.3 |
| Items affecting comparability in depreciation, amortization and impairments |
-7.9 | -9.3 | -17.3 |
| Operating profit (EBIT) | 79.8 | 68.5 | 148.2 |
Quarterly information on items affecting comparability is disclosed in the section Reconciliation of IFRS figures.
| 2018, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Segment assets | 1,472.3 | 779.3 | 2,251.6 |
| Reconciliation to total assets as reported in the Group balance sheet: |
|||
| Other shares | 228.4 | ||
| Deferred income tax assets | 28.2 | ||
| Other investments | 2.3 | ||
| Defined benefit pension receivables | 61.8 | ||
| Other assets | 46.6 | ||
| Cash and cash equivalents | 144.9 | ||
| Total assets | 2,763.8 | ||
| Segment liabilities | 238.0 | 173.2 | 411.1 |
| Reconciliation to total liabilities as reported in the Group balance sheet: |
|||
| Interest-bearing non-current financial liabilities | 646.3 | ||
| Interest-bearing current financial liabilities | 240.0 | ||
| Other liabilities | 263.8 | ||
| Total liabilities | 1,561.2 |
| 2018, EUR million | Pulp & Paper |
Industry & Water |
Group |
|---|---|---|---|
| Capital employed by segments on Dec 31 | 1,234.3 | 606.1 | 1,840.5 |
| Capital employed by segments, 12-month rolling average | 1,177.6 | 603.4 | 1,781.4 |
| Operative ROCE, % | 7.8 | 13.6 | 9.8 |
| Capital expenditure | 128.4 | 65.3 | 193.7 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Finland, domicile of the parent company | 395.7 | 417.2 |
| Other Europe, Middle East and Africa | 943.6 | 942.3 |
| Americas | 1,062.0 | 1,001.6 |
| Asia Pacific | 257.5 | 231.7 |
| Total | 2,658.8 | 2,592.8 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Finland, domicile of the parent company | 756.5 | 725.8 |
| Other Europe, Middle East and Africa | 511.6 | 467.1 |
| Americas | 522.9 | 426.5 |
| Asia Pacific | 211.5 | 191.4 |
| Total | 2,002.5 | 1,810.7 |
The Group has several significant customers. At least 10% of the Group's revenue was not accumulated from any single external customer in 2019 or 2018.
Segment information is presented in a manner consistent with the Group's internal organizational and reporting structure. Kemira's management evaluates the segments performance based on operative EBITDA and operative EBIT, among other factors. Assets and liabilities dedicated to a particular segment's operations are included in that segment's total assets and liabilities. Segment assets include property, plant and equipment, intangible assets, right-of-use assets, investments in associates, inventories, and certain current noninterest-bearing receivables. Segment liabilities include certain current non-interest-bearing
liabilities. Geographically, Kemira's operations are divided into three business regions: Europe, the Middle East and Africa (EMEA), the Americas and the Asia Pacific (APAC).
IFRS 15 standard establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The core principle is that an entity should recognize revenue to depict the transfer of promised goods or services to customers to an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Kemira recognizes revenue when (or as) a performance obligation is satisfied, i.e. when 'control' of the good or service underlying the particular performance obligation is transferred to the customer.
Kemira's revenue consists mainly of contract types that include sales of chemical products and services which are related to sales of these products. Revenue recognition occurs at the point when the control of the products is transferred to the customer. In Kemira's sales agreements, control is transferred to the customer based on delivery terms and the revenue is recognized at a point in time.
Kemira provides delivery and handling services in conjunction with the sale of chemical products to customers. The delivery and handling services are recognized at the same time as revenue from products and are not treated as a separate performance obligation. Kemira recognizes the sale of products and the delivery and handling services for the same reporting period.
Discounts provided to customers are not a significant component of the sales price in Kemira's sales contracts.
| EUR million | 2019 | 2018 |
|---|---|---|
| Gains on the sale of non-current assets | 2.6 | 6.4 |
| Rental income | 0.8 | 1.2 |
| Services | 2.6 | 3.2 |
| Other income from operations ¹⁾ | 0.4 | 4.1 |
| Total | 6.4 | 14.8 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Materials and supplies | 1,384.4 | 1,423.4 |
| Employee benefit expenses | 384.0 | 351.5 |
| External services and other expenses ²⁾ ³⁾ | 334.5 | 335.4 |
| Freights and delivery expenses | 180.1 | 182.5 |
| Total | 2,283.0 | 2,292.8 |
1) In 2018, other income from operations included settlements related to old acquisitions.
2) Includes equipment costs, travel expenses, leases, office related expenses, insurances, consulting and other operational expenses.
3) In 2019, other operating expenses included research and development expenses of EUR 30.3 million (30.2) including government grants received. Government grants received for R&D were EUR 0.2 million (0.3). The extent of the grants received reduces the research and development expenses.
| EUR million | Note | 2019 | 2018 |
|---|---|---|---|
| Wages, salaries and emoluments | |||
| Wages and salaries | 297.3 | 274.6 | |
| Emoluments of Kemira Oyj's CEO and the Board of Directors | 6.1. | 1.5 | 1.4 |
| Share-based payments to others | 2.3. | 5.1 | 2.2 |
| Total | 303.9 | 278.2 | |
| Indirect employee benefit expenses | |||
| Expenses for defined benefit pension plans and employee benefits |
4.5. | 3.1 | 2.7 |
| Pension expenses for defined contribution plans | 21.9 | 20.6 | |
| Other employee benefit costs | 55.0 | 49.9 | |
| Total | 80.0 | 73.2 | |
| Total employee benefit expenses | 384.0 | 351.5 |
| 2019 | 2018 | |
|---|---|---|
| Average number of personnel by geographical area | ||
| Europe, Middle East and Africa | 2,585 | 2,590 |
| Americas | 1,554 | 1,546 |
| Asia Pacific | 881 | 674 |
| Total | 5,020 | 4,810 |
| Personnel in Finland, average | 812 | 821 |
| Personnel outside Finland, average | 4,208 | 3,989 |
| Total | 5,020 | 4,810 |
| Number of personnel on Dec 31 | 5,062 | 4,915 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Audit fees | 1.4 | 1.5 |
| Tax services | 0.3 | 0.4 |
| Other services | 0.3 | 0.7 |
| Total | 2.0 | 2.6 |
In the Annual General Meeting held on March 21, 2019, Ernst & Young Oy was elected as the principal auditor for the Group. In 2018, Deloitte Oy was acting as the principal auditor.
Government grants for investments are recognized as a deduction from the carrying amount of PP&E. The grants are recognized in the income statement as smaller depreciations over the asset's useful life. Government grants for research activities are recognized as a deduction from expenses and certain other grants are recognized in other income from operations.
Research and development costs are recognized as an expense as incurred. Development costs are capitalized as intangible assets when it can be shown that a development project will generate a probable future economic benefit, and the costs attributable to the development project can reliably be measured. Capitalized development costs include material, labor and testing costs, as well as any capitalized borrowing costs that are directly attributable to bringing the asset ready for its intended use. Other development costs that do not meet these criteria are recognized as an expense as incurred. Development costs previously recognized as an expense are not recognized as an asset in the subsequent periods.
On December 21, 2018, the Board of Directors of Kemira Oyj established a long-term share incentive plan directed towards a group of key employees. The long-term share incentive plan includes altogether two one-year performance periods for the years 2019 and 2020, and three three-year performance periods for the years 2019–2021, 2020–2022 and 2021–2023.
Participation in the long-term share incentive plan's performance periods for 2019 and 2019– 2021 is directed towards approximately 90 key employees at the beginning of the plan. If the criteria are fulfilled, the rewards to be paid in these performance periods will amount to a maximum of 643,500 Kemira Oyj's shares. In addition, the reward includes a cash portion intended to cover the taxes and tax-related costs arising from the reward.
| Share incentive plan | 2019 | 2019-2021 |
|---|---|---|
| Performance period (calendar year) | 2019 | 2019-2021 |
| Restriction period of shares | 2 years | 3) |
| Issue year of shares | 2020 | 2022 |
| Number of transferred shares on December 31, 2019 | 1) | — |
| Number of participants on December 31, 2019 | 82 | 82 |
| Performance criteria | Intrinsic value ²⁾ | Intrinsic value ²⁾ |
1) In accordance with the terms and conditions of the share-based incentive plan, approximately 270,000 shares will be transferred to the participants during 2020.
2) The amount of the reward is based on the intrinsic value which is calculated using Kemira's operative EBITDA and Interest-bearing net liabilities.
3) A restriction period is not applied to three-year performance periods.
The Board of Directors has decided the maximum share allocation and participants to the performance periods 2020 and 2020-2022. If the criteria are fulfilled, the rewards to be paid in these performance periods will amount to a maximum of 643,500 Kemira Oyj's shares.
During the financial periods 2019 and 2018, Kemira has had share incentive plans for the calendar years 2015–2018. Under these share incentive plans, it has been possible to earn Kemira Oyj's shares based on one-year performance periods. The Board of Directors of Kemira has decided on the plan's performance criteria and on the required performance levels for each criterion at the beginning of each performance period.
The rewards for the performance periods have been paid partly in Kemira Oyj's shares and partly in cash. The cash proportion is intended to cover taxes and tax-related costs arising from the reward to the participant. As a rule, no reward has been paid if a participant's employment or service has ended before the reward payment.
The shares paid as a reward may not be transferred during the restriction period, which ends two years after the end of the performance period. If a participant's employment or service has ended during the restriction period, the participant has, as a rule, gratuitously returned the shares given as a reward without consideration.
| Share incentive plan | 2016 ⁴⁾ | 2017 | 2018 |
|---|---|---|---|
| Performance period (calendar year) | 2016 | 2017 | 2018 |
| Restriction period of shares | 2 years | 2 years | 2 years |
| Issue year of shares | — | 2018 | 2019 |
| Number of transferred shares at December 31, 2019 | — | 139,808 ⁵⁾ |
134,442 |
| Number of participants at December 31, 2019 | — | 70 | 74 |
| Performance criteria | Group's revenue and operative EBITDA margin |
Intrinsic value ²⁾ |
Intrinsic value ²⁾ |
4) The set objectives were not achieved, therefore the share-based incentives were not paid on the basis of the share incentive plan.
5) At the end of the financial year ending December 31, 2019, the commitment period for the performance period 2017 ended and the 139,808 shares paid on the basis of the share-based incentive scheme were released.
| Share incentive plan | 2016 | 2017 | 2018 |
|---|---|---|---|
| January 1, 2018 | — | — | — |
| The shares issued to participants | — | 149,328 | — |
| The shares returned by participants | — | -3,400 | — |
| December 31, 2018 | — | 145,928 | — |
| January 1, 2019 | — | 145,928 | — |
| The shares issued to participants | — | — | 140,844 |
| The shares returned by participants | — | -6,120 | -6,402 |
| December 31, 2019 | — | 139,808 | 134,442 |
| EUR million | Note | 2019 | 2018 |
|---|---|---|---|
| Rewards provided in shares | 2.4 | 1.1 | |
| Rewards provided in cash | 2.8 | 1.2 | |
| Total | 2.2 | 5.1 | 2.2 |
The Group has equity-settled share-based incentive plans under which the Group receives services from persons as consideration for the share-based rewards. The potential rewards for these services are provided to the person partly in shares and partly in cash.
The Group's share incentive plan includes persons in several different countries where the Group is obliged under local tax laws or regulations to pay the tax liability to the tax authorities on behalf of a person in cash. Due to tax obligations, the share-based incentive plans have been entirely classified as an equity-settled transaction.
The rewards granted on the basis of a share-based arrangement are recognized as personnel expenses in the income statement and in equity. The expense is recognized over the vesting period, which is the period over which the specified vesting conditions are to be satisfied.
Share-based compensation expenses are determined on the grant date based on the Group's estimate of the number of shares that are expected to vest at the end of the vesting period. Based on the vesting conditions, the Group revises its estimates of the number of shares expected to vest based on the balance sheet date. It recognizes the potential impact of the revision on original estimates in the income statement as a personnel expense, with the corresponding adjustment made to equity at fair value.
| EUR million | 2019 | 2018 |
|---|---|---|
| Amortization of intangible assets and depreciation of property, plant and equipment |
||
| Other intangible assets ¹⁾ | 30.0 | 28.0 |
| Buildings and constructions | 17.7 | 17.7 |
| Machinery and equipment | 102.8 | 97.3 |
| Other tangible assets | 5.6 | 6.4 |
| Total | 156.2 | 149.3 |
| Depreciations of right-of-use assets ²⁾ | ||
| Land | 1.1 | — |
| Buildings and constructions | 8.6 | — |
| Machinery and equipment | 19.4 | — |
| Other tangible assets | 0.7 | — |
| Total | 29.8 | — |
| Impairments of intangible assets and property, plant and equipment ³⁾ |
||
| Other intangible assets | 0.0 | 0.1 |
| Buildings and constructions | 0.0 | 2.3 |
| Machinery and equipment | 1.9 | 14.9 |
Total 1.9 17.3
1) Amortization of intangible assets related to business acquisitions amounted to EUR 18.5 million (15.9) during the financial year 2019.
2) Depreciation on property, plant and equipment has been reported in accordance with IFRS 16 Leases from 1 January 2019.
3) Impairments are related to the closure of plants.
Goodwill impairment tests are disclosed in Note 3.1. Goodwill.
Depreciation/amortization is calculated on a straight-line basis over the estimated asset's useful life. Land is not depreciated. The most commonly applied depreciation/amortization periods according to the Group's accounting policies are presented in the following table.
| Buildings and constructions | 20-40 |
|---|---|
| Machinery and equipment | 3-15 |
| Development costs | a maximum of 8 years |
| Customer relationships | 5-7 |
| Technologies | 5-10 |
| Non-compete agreements | 3-5 |
| Other intangible assets | 5-10 |
| Right-of-use assets | during a lease term |
Depreciation/amortization of an asset begins when it is available for use and it ceases at the moment when the asset is classified under IFRS 5 as held for sale, or is included in the disposal group.
| EUR million | 2019 | 2018 |
|---|---|---|
| Finance income | ||
| Dividend income | 0.0 | 0.1 |
| Interest income | ||
| Interest income from loans and receivables | 1.8 | 3.4 |
| Interest income from financial assets at fair value through profit or loss |
1.1 | 1.6 |
| Other finance income ¹⁾ | 1.0 | 3.6 |
| Total | 3.9 | 8.6 |
| Finance expense | ||
| Interest expenses | ||
| Interest expenses from other liabilities | -24.0 | -21.6 |
| Interest expenses from financial liabilities at fair value through profit or loss ²⁾ |
-6.5 | -6.9 |
| Interest expenses from lease liabilities | -6.8 | — |
| Other finance expenses | -5.0 | -4.9 |
| Total | -42.2 | -33.4 |
| Exchange differences | ||
| Exchange differences from financial assets and liabilities at fair value through profit or loss |
3.5 | 12.1 |
| Exchange differences, other | -4.9 | -12.2 |
| Total | -1.4 | -0.1 |
| Total finance income and expenses | -39.7 | -25.0 |
| Net finance expenses as a percentage of revenue, % | 1.5 | 1.0 |
| Net interest as a percentage of revenue, % | 1.3 | 0.9 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Change in Consolidated Statement of Comprehensive Income from hedge accounting instruments |
||
| Cash flow hedge accounting: amount recognized in the Consolidated Statement of Comprehensive Income ³⁾ |
-15.0 | 17.5 |
| Total | -15.0 | 17.5 |
| Exchange differences | ||
| Realized | -0.9 | -2.1 |
| Unrealized | -0.5 | 1.9 |
| Total | -1.4 | -0.1 |
1) In 2018, other finance income included gains from the sale of shares in energy production companies.
2) Due to the discontinuation of hedge accounting for interest rate derivatives, a loss of EUR 0.5 million was recognized in interest expenses in 2019.
3) Consists mostly from changes in fair value of electricity derivatives under hedge accounting treatment.
| EUR million | 2019 | 2018 |
|---|---|---|
| Current taxes | -45.4 | -29.9 |
| Taxes for prior years | -1.3 | -0.1 |
| Change in deferred taxes | 8.5 | 1.9 |
| Total | -38.2 | -28.1 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Profit before tax | 154.7 | 123.3 |
| Tax at parent company's tax rate 20% | -30.9 | -24.7 |
| Foreign subsidiaries' different tax rate | -2.7 | -1.6 |
| Non-deductible expenses and tax-exempt profits | -1.3 | -0.1 |
| Share of profit or loss of associates | 0.0 | 0.0 |
| Tax losses | 0.2 | -4.4 |
| Tax for prior years | -1.3 | -0.1 |
| Effect of change in tax rates | 0.0 | 0.1 |
| Changes in deferred taxes related to prior years | -2.2 | 2.6 |
| Income taxes in the Income Statement | -38.2 | -28.1 |
In 2019, the effective tax rate of the Group was 24.7% (22.8%).
| EUR million | Tax losses carried forward |
Recognized deferred taxes |
Unrecognized deferred taxes |
|---|---|---|---|
| Expiry within 5 years | 98.4 | 8.8 | 15.6 |
| Expiry after 5 years | 4.4 | 1.0 | 0.2 |
| No expiry | 94.7 | 0.5 | 31.4 |
| Total | 197.5 | 10.3 | 47.3 |
At the end of 2019, the subsidiaries had EUR 157.1 million (131.5) tax losses, of which no deferred tax benefits have been recognized. The subsidiaries' tax losses are incurred in different currencies and born mainly in Brazil and China.
The Group has a tax dispute pending in the Board of Adjustment in Finland related to the tax deductibility of certain interest costs. In case of an unfavorable decision, there will be no impact to the Group's financial position. As a result of a favorable decision, the Group's income tax credits and tax losses carried forward would increase materially.
The Group's tax expense for the period comprises current tax, adjustments prior tax periods and deferred tax. Tax is recognized in the income statement, except where it relates to items recognized in other comprehensive income or directly in equity. In this case, the tax is also recognized in other comprehensive income or directly in equity.
The current income tax charge is calculated based on tax laws enacted or substantively enacted on the balance sheet date in the countries where the company and its subsidiaries operate and generate taxable income.
The Management evaluates regularly the positions taken in the tax returns to identify situations in which the applicable tax regulation may be subject to interpretation. The Management evaluates also other potential uncertainties related to the tax positions identified in the tax audits or tax disputes. The potential provisions are recorded based on estimated outcome and probability.
| 2019 | 2018 | |
|---|---|---|
| Earnings per share, basic | ||
| Net profit attributable to equity owners of the parent company, EUR million | 110.2 | 89.1 |
| Weighted average number of shares ¹⁾ | 152,629,655 | 152,483,502 |
| Basic earnings per share, EUR | 0.72 | 0.58 |
| Earnings per share, diluted | ||
| Net profit attributable to equity owners of the parent company, EUR million | 110.2 | 89.1 |
| Weighted average number of shares ¹⁾ | 152,629,655 | 152,483,502 |
| Adjustments: | ||
| Average number of treasury shares it is possible to be issued on the basis of the share-based payments |
441,388 | 284,449 |
| Weighted average number of shares for diluted earnings per share | 153,071,043 | 152,767,951 |
| Diluted earnings per share, EUR | 0.72 | 0.58 |
1) Weighted average number of shares outstanding, excluding the number of treasury shares held by Kemira Oyj.
The basic earnings per share are calculated by dividing the profit attributable to the equity owners of the parent company by the weighted average number of shares issued during the period excluding treasury shares held by Kemira Oyj. The diluted earnings per share are calculated by adjusting the weighted average number of ordinary shares with the dilutive effect of all the potential dilutive shares, such as shares from share-based payments.
| EUR million | 2019 | 2018 |
|---|---|---|
| Items that may be reclassified subsequently to profit or loss | ||
| Exchange differences on translating foreign operations | 8.4 | 1.2 |
| Cash flow hedges | -18.5 | 21.9 |
| Items that will not be reclassified subsequently to profit or loss | ||
| Other shares | 16.6 | -7.5 |
| Remeasurements of defined benefit plans | -6.3 | 13.3 |
| Other comprehensive income for the period before taxes | 0.2 | 28.9 |
| Tax effects relating to components of other comprehensive income | 0.5 | -7.1 |
| Other comprehensive income for the period, net of tax | 0.7 | 21.8 |
| 2019 | 2018 | |||||
|---|---|---|---|---|---|---|
| EUR million | Before tax |
Tax charge (-)/ credit (+) |
After tax |
Before tax |
Tax charge (-)/ credit (+) |
After tax |
| Items that may be reclassified subsequently to profit or loss |
||||||
| Exchange differences on translating foreign operations |
8.4 | -0.6 | 7.8 | 1.2 | -1.0 | 0.2 |
| Cash flow hedges | -18.5 | 3.5 | -15.0 | 21.9 | -4.4 | 17.5 |
| Items that will not be reclassified subsequently to profit or loss |
||||||
| Other shares | 16.6 | -3.3 | 13.4 | -7.5 | 1.5 | -5.9 |
| Remeasurements of defined benefit plans |
-6.3 | 0.9 | -5.4 | 13.3 | -3.2 | 10.1 |
| Total other comprehensive income | 0.2 | 0.5 | 0.7 | 28.9 | -7.1 | 21.8 |
| EUR Million | Note | 2019 | 2018 |
|---|---|---|---|
| Net book value on Jan 1 | 512.5 | 505.0 | |
| Acquisition of subsidiaries and business acquisitions ¹⁾ | 3.5. | 0.4 | 2.2 |
| Decreases and other changes | 0.0 | 0.0 | |
| Exchange differences | 2.9 | 5.4 | |
| Net book value on Dec 31 | 515.8 | 512.5 |
1) Goodwill has increased due to the business acquisition in China.
Goodwill is allocated to two individual cash-generating units that are the Group's reportable segments. The reportable segment represents the lowest level within the Group at which goodwill is monitored for internal management purposes. The Group's two reportable segments are Pulp & Paper and Industry & Water. A summary of the tested net book values and goodwill relating to the Group's reportable segments is presented in the following table.
| 2019 | ||||
|---|---|---|---|---|
| EUR Million | Net book value ²⁾ |
of which goodwill |
Net book value |
of which goodwill |
| Pulp & Paper | 1,269 | 357 | 1,234 | 355 |
| Industry & Water | 697 | 159 | 606 | 157 |
| Total | 1,966 | 516 | 1,841 | 513 |
2) Right-of-use assets under IFRS 16 are included in the carrying amounts of the two cash-generating units tested.
The Group carries out its impairment testing of goodwill annually, or whenever there is an indication that the recoverable amount may be less than its carrying amount. The recoverable amounts of cash-generating units have been determined based on value in use calculations which require the use of estimates and assumptions. The key assumptions in value in use calculations are the EBITDA margin and discount rate.
The long-term EBITDA margin assumption used for the impairment testing of goodwill is based on past experience about EBITDA margins and reflects the management's perception of developments in sales prices and sales volumes during the forecast period. The cash flow forecasts used in the impairment testing are based on cash flow forecasts approved by the management covering a five-year horizon. The expected growth used to extrapolate cash flows subsequent the five-year forecast period was assumed to be 1% (2018: 0%) in both Pulp & Paper and Industry & Water.
The discount rates applied were based on the Group's adjusted Weighted Average Cost of Capital (WACC) before taxes. The risk-adjusted WACC rate was defined for each cashgenerating unit. The pre-tax discount rates used in performing the impairment tests of the Group's reportable segments are presented in the following table.
| % | 2019 | 2018 |
|---|---|---|
| Pulp & Paper ³⁾ ⁴⁾ |
7.8 | 5.2 |
| Industry & Water ³⁾ ⁴⁾ |
7.8 | 5.1 |
3) The increase in the discount rate is mainly due to the market risk and size risk premium used. 4) The capital structure used in the discount rate has changed and the debt-to-equity ratio has increased due to IFRS 16 for 2019.
In addition, at the time of impairment testing an impairment test based on market value has been carried out. The value in use calculation based on cash flow forecasts have been validated by comparing it against the quoted market value of Kemira.
During the financial years 2019 and 2018, impairment tests have not indicated any impairment, and no impairment loss has been recognized in the income statement.
In 2019, as part of the impairment testing, the Group has carried out sensitivity analysis that assess key changes in assumptions as follows: a decrease of 2 percentage points in EBITDA margin, a decrease of 10% in estimated cash flow during the forecast period, a increase of 1 percentage point and 2 percentage points in the discount rates or a decrease of 10% in cash flows and an increase of 2 percentage points in the discount rate.
Based on the sensitivity analyses carried out, the management has estimated that changes in the key assumptions of EBITDA margins, discount rates and cash flows would not result in the cash-generating units carrying amount exceeding recoverable amount, no impairment losses would to be recorded in either of the reportable segments.
Goodwill arises from business combinations. Goodwill represents the excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired. Goodwill is measured at cost less the accumulated impairment losses.
On each balance sheet date, the Group's assess whether there is any indication of an asset's impairment. If any indication of impairment exists, the recoverable amount of the asset or the cash-generating unit is calculated on the basis of the value in use or the net selling price. For the purpose of impairment testing goodwill, a cash-generating unit has been defined as an operating segment. Two or more operating segments are not combined into one reportable segment. The recoverable amount of a reportable segment is defined as its value in use, which consists of the discounted future cash flows to the unit. Estimates of future cash flows are based on the continuing use of an asset and the forecasts by the management. Cash flow estimates do not include the effects of improved asset performance, investments or future reorganizations.
Goodwill impairment is tested by comparing Pulp & Paper and Industry & Water reportable segment's recoverable amount with its carrying amount. The carrying amount includes goodwill, intangible assets and PP&E, right-of-use assets and working capital. The Group does not have intangible assets with indefinite useful lives other than goodwill. All goodwill has been allocated to the reportable segments.
An impairment loss is recognized, whenever the carrying amount of an asset or a cashgenerating unit exceeds its recoverable amount. An impairment loss is recognized in the income statement. If there has been a positive change in the estimates used to determine an asset's recoverable amount since the last impairment loss was recognized, an impairment loss recognized for previous years is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined if no impairment loss had been recognized for the previous years. An impairment loss for goodwill is never reversed.
The impairment tests of goodwill and other assets include determining future cash flows which, with regard to the most significant assumptions, are based on EBITDA margin and discount rates. Significant adverse developments in cash flows and interest rates may necessitate the recognition of an impairment loss.
| 2019, EUR million | Other intangible assets |
Prepayments | Total |
|---|---|---|---|
| Acquisition cost on Jan 1 ¹⁾ | 318.1 | 5.6 | 323.8 |
| Additions | 8.2 | 0.4 | 8.6 |
| Purchases of subsidiaries and business acquisitions ²⁾ |
2.2 | -2.2 | 0.0 |
| Decreases and other changes | -2.3 | 0.0 | -2.3 |
| Reclassifications | -1.6 | -0.2 | -1.8 |
| Exchange rate differences | 1.4 | -0.5 | 0.9 |
| Acquisition cost on Dec 31 | 326.0 | 3.2 | 329.2 |
| Accumulated amortization on Jan 1 | -205.6 | -205.6 | |
| Accumulated amortization relating to decreases and transfers |
2.3 | 2.3 | |
| Amortization during the financial year | -30.0 | -30.0 | |
| Impairments | 0.0 | 0.0 | |
| Exchange rate differences | -0.4 | -0.4 | |
| Accumulated amortization on Dec 31 | -233.8 | -233.8 | |
| Net book value on Dec 31 | 92.3 | 3.2 | 95.5 |
1) On January 1, 2019, Kemira adopted the IFRS 16 Leases standard. As a result of this, certain intangible assets have been reclassified. More information on the impact of the adoption of IFRS 16 can be found in Note 1. The Group's Accounting Policies for the Consolidated Financial Statements.
2) Includes patents and a non-compete agreement that were allocated to intangible assets from the business acquisition in China.
The Group holds assigned emissions allowances under the EU Emissions Trading System at the Helsingborg site in Sweden and at the Bradford site in the UK. At the Group level, the allowances showed a surplus of 45 348 tons of carbon dioxide in 2019 (a surplus of 51,801 tons).
| Other intangible |
|||
|---|---|---|---|
| 2018, EUR million | assets | Prepayments | Total |
| Acquisition cost on Jan 1 | 267.3 | 10.5 | 277.8 |
| Additions | 19.7 | -7.4 | 12.4 |
| Purchases of subsidiaries and business acquisitions ²⁾ |
41.2 | 2.5 | 43.7 |
| Decreases and other changes | 0.0 | 0.0 | 0.0 |
| Exchange rate differences | 0.5 | 0.0 | 0.4 |
| Acquisition cost on Dec 31 | 328.6 | 5.6 | 334.2 |
| Accumulated amortization on Jan 1 | -177.2 | -177.2 | |
| Accumulated amortization relating to decreases and transfers |
0.0 | 0.0 | |
| Amortization during the financial year | -28.0 | -28.0 | |
| Impairments | -0.1 | -0.1 | |
| Exchange rate differences | -0.3 | -0.3 | |
| Accumulated amortization on Dec 31 | -205.6 | -205.6 | |
| Net book value on Dec 31 | 123.0 | 5.6 | 128.6 |
Other intangible assets include for instance software and software licenses and patents, technologies, non-compete agreements and customer relationships acquired in business combinations. Intangible assets are measured at cost less accumulated amortization and any impairment losses. The Group has no intangible assets that have an indefinite useful life other than goodwill.
Carbon dioxide allowances are accounted for as intangible assets measured at cost. Carbon dioxide allowances received free of charge are measured at their nominal value (zero). A provision for the fulfillment of the obligation to return allowances is recognized if the free-ofcharge allowances are not sufficient to cover actual emissions. The Group's consolidated balance sheet shows no items related to emissions allowances when the volume of actual emissions is lower than that of the free-of-charge emissions allowances and the Group has not bought allowances on the market.
| 2019, EUR million | Land | Buildings and constructions |
Machinery and equipment |
Other property, plant and equipment |
Prepayments and assets under construction ²⁾ |
Total |
|---|---|---|---|---|---|---|
| Acquisition cost on Jan 1 | 50.4 | 494.4 | 1,637.3 | 70.4 | 101.9 | 2,354.5 |
| Additions | 0.0 | 17.8 | 133.1 | 6.7 | 35.3 | 192.9 |
| Acquisitions of subsidiaries and business acquisitions ¹⁾ | 0.0 | -0.2 | -2.4 | 0.0 | 0.0 | -2.6 |
| Decreases and other changes | -0.7 | -9.9 | -79.9 | -0.2 | 0.0 | -90.7 |
| Disposed subsidiaries | 0.0 | 0.0 | -2.3 | 0.0 | 0.0 | -2.3 |
| Reclassifications | 0.0 | 0.0 | 0.2 | 0.0 | 0.2 | 0.5 |
| Exchange rate differences | 0.0 | 1.4 | 9.6 | 0.5 | 0.3 | 11.8 |
| Acquisition cost on Dec 31 | 49.8 | 503.6 | 1,695.6 | 77.4 | 137.7 | 2,464.0 |
| Accumulated depreciation on Jan 1 | -9.9 | -276.4 | -1,089.1 | -40.8 | -1,416.3 | |
| Accumulated depreciation related to decreases and transfers | 0.0 | 9.8 | 80.4 | 0.1 | 90.2 | |
| Depreciation during the financial year | 0.0 | -17.7 | -102.8 | -5.6 | -126.2 | |
| Impairments | 0.0 | 0.0 | -1.9 | 0.0 | -1.9 | |
| Exchange rate differences | 0.0 | 0.0 | -4.4 | -0.3 | -4.8 | |
| Accumulated depreciation on Dec 31 | -9.9 | -284.5 | -1,117.9 | -46.7 | -1,458.9 | |
| Net book value on Dec 31 | 39.9 | 219.1 | 577.7 | 30.7 | 137.7 | 1,005.1 |
1) Includes items that were transferred to property, plant and equipment from the business acquisition in China.
2) Prepayment and non-current assets under construction are mainly comprised of plant investments.
| 2018, EUR million | Land | Buildings and constructions |
Machinery and equipment |
Other property, plant and equipment |
Prepayments and assets under construction ²⁾ |
Total |
|---|---|---|---|---|---|---|
| Acquisition cost on Jan 1 | 51.0 | 499.0 | 1,551.7 | 66.3 | 89.4 | 2,257.5 |
| Additions | 0.1 | 2.5 | 127.0 | 4.6 | 1.4 | 135.6 |
| Acquisitions of subsidiaries and business acquisitions ¹⁾ | 0.0 | 5.5 | 6.2 | 0.0 | 11.7 | 23.3 |
| Decreases and other changes | 0.0 | -6.4 | -44.6 | -0.6 | 0.0 | -51.5 |
| Disposed subsidiaries | -0.1 | -1.7 | -0.4 | 0.0 | 0.0 | -2.2 |
| Reclassifications | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Exchange rate differences | -0.5 | -4.5 | -2.7 | 0.1 | -0.6 | -8.3 |
| Acquisition cost on Dec 31 | 50.4 | 494.4 | 1,637.3 | 70.4 | 101.9 | 2,354.5 |
| Accumulated depreciation on Jan 1 | -9.8 | -267.8 | -1,022.9 | -34.1 | -1,334.7 | |
| Accumulated depreciation related to decreases and transfers | 0.0 | 8.3 | 45.1 | 0.6 | 54.0 | |
| Depreciation during the financial year | 0.0 | -17.7 | -97.3 | -6.4 | -121.3 | |
| Impairments | 0.0 | -2.3 | -14.0 | -0.9 | -17.2 | |
| Exchange rate differences | 0.0 | 3.1 | 0.0 | -0.1 | 3.0 | |
| Accumulated depreciation on Dec 31 | -9.8 | -276.4 | -1,089.1 | -40.8 | -1,416.3 | |
| Net book value on Dec 31 ³⁾ | 40.6 | 218.0 | 548.2 | 29.6 | 101.9 | 938.3 |
3) In 2018 Property, plant and equipment also includes the assets leased under finance leases. These are disclosed in Note 5.3. Interest-bearing liabilities.
Property, plant and equipment are measured at cost less accumulated depreciation and any impairment losses. The residual values and useful lives of the assets are reviewed at least at the end of each financial year. Gains and losses on the sale of non-current assets are included in other operating income and expenses. Borrowing costs directly attributable to the acquisition or construction of a qualifying asset are capitalized as part of the cost of the asset in question when it is probable that they will generate future economic benefits and the costs can be reliably measured. The costs of major inspections or the overhaul of an asset
performed at regular intervals and identified as separate components are capitalized and depreciated over their useful lives.
| 2019 | Land | Buildings and constructions | Machinery and equipment | Other property, plant and equipment |
Total |
|---|---|---|---|---|---|
| Net book value Jan 1 | 28.2 | 39.2 | 59.7 | 2.2 | 129.3 |
| Additions | 0.2 | 1.0 | 32.3 | 0.5 | 34.0 |
| Depreciation and impairments | -1.1 | -8.6 | -19.4 | -0.7 | -29.8 |
| Reclassifications | 1.5 | 0.0 | 0.0 | 0.0 | 1.5 |
| Exchange rate differences | 0.0 | 0.2 | 1.0 | 0.0 | 1.2 |
| Net book value Dec 31 | 28.7 | 31.9 | 73.7 | 2.0 | 136.2 |
Maturity of lease liabilities has been presented in the Note 5.3. Interest-bearing liabilities. Changes in lease liabilities and payments related to lease liabilities has been presented in Note 5.1. Capital Structure. Further information of the IFRS 16 transition has been presented in Note 1. Group Accounting Policies.
At the time of entering into an agreement, Kemira assesses whether it is a lease or whether it contains a lease. An agreement is a lease in accordance with IFRS 16 if the agreement gives Kemira, as lessee, the right to control the asset and control its use for a specified period, against consideration. Kemira's leases are mainly for land, buildings and transport equipment.
The lease is recognized as a fixed asset and a corresponding liability when the leased asset is available to Kemira. The rent paid is divided into debt and interest expenses. Interest expenses are recognized in the income statement over the lease term and the asset is amortized over the lease term. Assets and liabilities arising from leases are initially measured at present value. Lease liabilities include the net fair value of rentals, consisting of a fixed payment and a variable rent that are index or price level dependent. The lease liability is discounted to its present value using an interest rate on the additional loan, consisting of the reference interest rate and the lessee's credit margin, which the lessee would pay on the
acquisition of the corresponding asset by debt financing. This additional loan rate will vary depending on the duration of the lease and the currency.
The lease term is the period during which the lease cannot be canceled. Kemira leases typically have a fixed term, and some contracts have options for renewal. The option is included in the lease liability if it is reasonably certain that the option will be exercised. If there is a change in the estimate of the exercise of the option, the lease liability and the related asset are reassessed.
A right-of-use asset is measured at cost, which includes the original amount of the lease liability. Building leases deal separately with lease components and non-lease components where they can be identified and distinguished from the concession. In subsequent periods, the accumulated depreciation and impairment losses are deducted from the asset. Fixed assets are tested for impairment in accordance with IAS 36 Impairment of Assets.
Payments for short-term and low-value leases are recognized as an expense in the income statement on a straight-line basis over the lease term. During 2019 these lease expenses were EUR 4 million. Leases with a maximum term of 12 months are regarded as short-term. Low value assets include IT equipment, office furniture and other low value machines.
| 2019, EUR million | The shares of Pohjolan Voima Group |
Other non-listed shares |
Total |
|---|---|---|---|
| Net book value on Jan 1 | 226.9 | 1.4 | 228.4 |
| Additions | — | 0.3 | 0.3 |
| Decreases | — | — | — |
| Change in fair value | 16.6 | — | 16.6 |
| Net book value on Dec 31 | 243.4 | 1.7 | 245.2 |
| 2018, EUR million | |||
| Net book value on Jan 1 | 234.3 | 1.5 | 235.8 |
| Additions | — | — | — |
| Decreases | — | — | — |
| Change in fair value | -7.4 | -0.1 | -7.5 |
| Net book value on Dec 31 | 226.9 | 1.4 | 228.4 |
| EUR million | Class of shares |
Holding, % | Class of assets |
2019 | 2018 |
|---|---|---|---|---|---|
| Pohjolan Voima Oy | A | 5 | hydro power | 100.2 | 76.2 |
| Pohjolan Voima Oy | B | 2 | nuclear power | 40.7 | 43.2 |
| Pohjolan Voima Oy ¹⁾ | B2 | 7 | nuclear power | 21.3 | 21.3 |
| Teollisuuden Voima Oyj | A | 2 | nuclear power | 78.4 | 83.3 |
| Other Pohjolan Voima Oy ²⁾ | C2, G5, G6, M | several | several | 3.0 | 3.0 |
| Total | 243.4 | 226.9 |
1) The plant supplier (AREVA-Siemens consortium) is building the Olkiluoto 3 nuclear power plant (OL 3) in Finland with fixed-price turnkey contracts. In spring 2005, the plant supplier started construction work with a contractual obligation to start the electricity production in OL 3 in spring 2009. However, OL 3 has been delayed several times from its original startup schedule. TVO's release on December 19, 2019, gives the updated schedule for the start-up of OL 3 by the plant supplier. According to the plant supplier, the nuclear fuel of OL 3 will be loaded into the reactor in June 2020, the first connection to the electricity grid will take place in November 2020, and the start of regular electricity production of OL 3 will commence in March 2021.
2) On September 12, 2018, Venator announced its intention to close its Pori TiO2 manufacturing facility. As a result of this announcement, Kemira's fair value of PVO G6 share series decreased by EUR 21.4 million.
Kemira Oyj owns 5% of Pohjolan Voima Oy, a company of the Pohjolan Voima Group, and 1% of its subsidiary Teollisuuden Voima Oyj.
| 2019 | 2018 | |
|---|---|---|
| Short-term discount rate | 3.5% | 3.8% |
| Long-term discount rate | 3.6% | 4.4% |
| Electricity price estimate EUR/MwH | 35.95 - 54.41 | 34.55 - 52.77 |
A 10% decrease or increase in the electricity market price in the future would negatively or positively impact on the fair value of the shares by approximately EUR +/- 36 million (+/- 35). An increase or decrease of one percentage point in the discount rate would negatively or positively impact on the fair value of the shares by approximately EUR - 40 million (- 30) or approximately EUR 67 million (44).
Other shares are classified at fair value through other comprehensive income. Changes in the fair value of other shares are recognized in other comprehensive income under equity in the fair value reserve taking the tax effect into account and including gains and losses from sales. The dividends are recognized in the profit or loss statement. Other shares include non-listed companies, the shareholdings in Pohjolan Voima Oy (PVO) and Teollisuuden Voima Oyj (TVO) representing the largest investments.
PVO and its subsidiary TVO comprise a private electricity-generating group owned by Finnish manufacturing and power companies, to which it supplies electricity at cost. The PVO Group owns and operates two nuclear power plant units in Olkiluoto in the municipality of Eurajoki. Kemira Group has A series shares in TVO and A, B, C, G and M series shares in PVO.
Different share series entitle the shareholder to electricity generated by different power plants. The owners of each share series are responsible for the fixed costs of the series in question in proportion to the number of the shares, regardless of whether they use their power or energy share or not, and for variable costs in proportion to the amount of energy used.
Kemira Oyj's holding in the PVO Group entitling Kemira to the electricity from completed power plants is measured at the fair value based on the discounted cash flow resulting from the difference between the market price of the electricity and the cost price. The forward electricity price quotations in Finland area published by the Nordic Electricity Exchange have been used as the basis for the market price for the electricity for the first five years, and after this, the development of the prices is based on a fundamental simulation model of the Nordic electricity market. The impact of inflation in the coming years is taken into account in the price of the electricity and the cost prices. The cost prices are determined by each share series. Future cash flows have been discounted based on the estimated useful lifecycles of the plants related to each share series, and hydro power also includes terminal value. The discount rate has been calculated using the annually determined average weighted cost of capital.
The Group's shareholding in the unlisted PVO Group is measured at fair value, based on the discounted cash flow resulting from the difference between the market price of electricity and the cost price using the valuation model. Developments in the actual fair value may differ from the estimated value due to factors, such as electricity prices, inflation, the forecast period or the discount rate.
On September 29, 2017, Kemira signed an agreement to form a company - Kemira TC Wanfeng Chemicals Yanzhou ("NewCo") - with Shandong Tiancheng Wanfeng Chemical Technology ("TC Wanfeng"), an AKD producer in China. NewCo will strengthen Kemira's position as the leading global producer of chemicals in the Pulp & Paper industry.
NewCo mainly produces AKD wax and its key raw material fatty acid chloride (FACL). AKD wax, for which the main component is based on renewable raw materials, is a sizing chemical used in board and paper manufacturing to create resistance against liquid absorption.
Through backward integration, Kemira is expanding its position in the value chain. NewCo is the largest AKD wax manufacturing unit globally and thus improves Kemira's AKD wax production capacity. NewCo's site is located in the same chemical park with Kemira's first AKD wax plant in Yanzhou, China and the proximity of the two sites results in operational synergies. The NewCo site also offers growth opportunities for other chemicals.
On November 30, 2018, Kemira closed the deal for the acquisition of business into NewCo and received final authority permits in China. The purchase price of the acquired business into NewCo was EUR 67 million and part of the purchase price is outstanding. The purchase price does not involve contingent consideration. Kemira owns 80% and TC Wanfeng 20% of NewCo. The deal includes put and call options regarding the TC Wanfeng 20% holding of NewCO's shares. The obligation related to the put option is recognized as a liability in the balance sheet.
Based on the acquisition calculation under IFRS 3 standard, EUR 39 million was allocated to intangible assets as patents and a non-compete agreement. Acquired intangible assets will be amortized within seven years. Goodwill of EUR 3 million arose mainly from the expected synergy in the business combination. The acquired business was consolidated into the Pulp & Paper segment starting on December 1, 2018.
The purchase price for the business on the acquisition date and the fair value for the amounts of the assets acquired and goodwill are final, and the values in the following table do not differ materially from the reported in the Consolidated Financial Statements in 2018.
| EUR million | |
|---|---|
| Purchase price of the acquisition, total | 67 |
| Intangible assets | 39 |
| Property, plant and equipment | 25 |
| Identifiable assets acquired | 64 |
| Goodwill | 3 |
| Total assets acquired | 67 |
Acquired business related costs of EUR 0.3 million was included in other operating expenses in the Consolidated Income Statements in 2018.
Revenue and EBITDA from the acquired business for the period of December, 2018 had no material impact on the Consolidated Income Statement in 2018.
Subsidiaries are fully consolidated from the date on which the control is transferred to the Group. They are deconsolidated from the date on which this control ceases.
The consideration transferred for acquisition of a subsidiary is defined as an aggregate of the fair values of the assets transferred, the liabilities assumed and the equity interest issued by the Group. The consideration transferred may include the fair value of any asset or liability resulting from the contingent consideration arrangement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired, and liabilities and contingent liabilities that are assumed in a business combination are measured at their fair values on the acquisition date. On an acquisition-by-acquisition basis, the Group recognizes any non-controlling
interest in the acquiree, either at fair value or at the non-controlling interest's proportionate share of the acquiree's net assets.
The amount that exceeds the aggregate of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the Group's share of the net assets acquired is recognized as goodwill on the balance sheet. If this is less than the fair value of the net assets of the subsidiary acquired by bargain purchase, the difference is recognized directly in the income statement.
| EUR million | Note | 2019 | 2018 |
|---|---|---|---|
| Inventories | 4.1 | 260.6 | 283.8 |
| Trade receivables and other receivables | 4.2 | 378.8 | 420.2 |
| Excluding financing items in other receivables ¹⁾ | -11.9 | -32.5 | |
| Trade payables and other liabilities | 4.3 | 455.7 | 439.1 |
| Excluding financing items in other liabilities ¹⁾ | -38.8 | -28.0 | |
| Total | 210.7 | 260.4 |
1) Includes mainly interest income and expenses, exchange gains and losses and hedging related items. Quarterly information on net working capital is disclosed in the section on Reconciliation of IFRS figures.
| EUR million | 2019 | 2018 |
|---|---|---|
| Materials and supplies | 82.9 | 86.5 |
| Finished goods | 169.6 | 179.1 |
| Prepayments | 8.1 | 18.2 |
| Total | 260.6 | 283.8 |
In 2019, EUR 6.3 million (5.4) of the inventory value was recognized as an expense in order to decrease the book values of the inventories to correspond with their net realizable value.
Inventories are measured at the lower of cost and net realizable value. Costs are determined on a first-in first-out (FIFO) basis or by using a weighted average cost formula, depending on the nature of the inventory. The cost of finished goods and work in progress include the
proportion of production overheads at normal capacity. The net realizable value is the sales price received in the ordinary course of business less the estimated costs for completing the asset and the sales costs.
| EUR million | 2019 | 2018 |
|---|---|---|
| Trade and other receivables | ||
| Trade receivables | 308.4 | 307.3 |
| Prepayments | 2.1 | 1.9 |
| Prepaid expenses and accrued income | 34.7 | 62.7 |
| Other receivables | 33.6 | 48.4 |
| Total | 378.8 | 420.2 |
| 2019 | |||
|---|---|---|---|
| EUR million | Receivables, gross amount |
Expected credit losses |
Receivables, net amount |
| Not due trade receivables | 267.7 | -0.2 | 267.4 |
| Trade receivables 1-90 days overdue | 40.5 | -0.4 | 40.1 |
| Trade receivables more than 91 days overdue | 6.8 | -6.0 | 0.9 |
| Total | 315.0 | -6.6 | 308.4 |
| 2018 | ||||
|---|---|---|---|---|
| EUR million | Receivables, gross amount |
Expected credit losses |
Receivables, net amount |
|
| Not due trade receivables | 265.4 | -0.2 | 265.2 | |
| Trade receivables 1-90 days overdue | 40.9 | -0.1 | 40.8 | |
| Trade receivables more than 91 days overdue | 7.8 | -6.5 | 1.3 | |
| Total | 314.1 | -6.8 | 307.3 |
In 2019, the impairment loss of trade receivables amounted to EUR 0.6 million (0.6).
In 2019, items that were due in a time period longer than one year included trade receivables of EUR 0.3 million (0.0), prepaid expenses and an accrued income of EUR 4.0 million (10.4), other receivables of EUR 3.7 million (5.0) and prepayments of EUR 0.3 million (0.6).
Trade receivables, loan receivables and other receivables are initially recognized at fair value and subsequently measured at amortized cost, taking impairment into account. These items are subject to a simplified impairment model in accordance with the IFRS 9 standard, where the estimated amount of credit losses is based on the expected credit losses on life expectancy.
The expected credit loss rates for the impairment model vary for trade receivables by age distribution and geographical area of the EMEA, America and APAC. Credit loss rates are based on sales payment profiles and historical credit losses.
The expected credit losses for trade receivables are recognized using the simplified impairment model in accordance with IFRS 9. The expected credit losses are calculated by multiplying the book value of unpaid trade receivables by the expected credit loss rate according to geographical area, and any overdue trade receivables over 180 days are assessed based on a specific risk assessment. In addition, an estimate of a credit loss is recognized for individual trade receivables when there is objective evidence that the receivables will not be recovered on all original terms.
Trade receivables, loan receivables and other receivables do not include a significant financial component.
| EUR million | 2019 | 2018 |
|---|---|---|
| Trade payables and other liabilities | ||
| Prepayments received | 2.7 | 1.9 |
| Trade payables | 188.2 | 179.9 |
| Accrued expenses | 228.7 | 230.0 |
| Other non-interest-bearing current liabilities | 36.2 | 27.4 |
| Total | 455.7 | 439.1 |
| Accrued expenses | ||
| Employee benefits | 92.4 | 66.5 |
| Items related to revenue and purchases | 87.9 | 108.0 |
| Interest | 7.8 | 8.8 |
| Exchange rate differences | 17.3 | 17.9 |
Other 23.2 28.8 Total 228.7 230.0
Trade and other payables are presented as current liabilities if payment is due within 12 months after the financial period. Trade payables are initially recognized at fair value and subsequently measured at amortized cost.
| Recognized in the | Recognized in other comprehensive |
Recognized in | Acquired and disposed |
Exchange differences and |
|||
|---|---|---|---|---|---|---|---|
| EUR million | Jan 1, 2019 | income statement | income | equity | subsidiaries | reclassifications | Dec 31, 2019 |
| Deferred tax liabilities | |||||||
| Depreciations and untaxed reserves ¹⁾ | 44.4 | 2.0 | 0.0 | 0.0 | 0.0 | -2.1 | 44.3 |
| Other shares | 21.2 | 0.0 | 3.3 | 0.0 | 0.0 | 0.0 | 24.5 |
| Defined benefit pensions | 13.8 | -2.9 | 1.2 | 0.0 | 0.0 | -1.7 | 10.4 |
| Fair value adjustments of net assets acquired | 3.3 | -0.5 | 0.0 | 0.0 | 0.0 | 0.0 | 2.8 |
| Other items | 5.3 | -1.5 | 1.8 | 0.6 | 0.0 | 3.3 | 9.4 |
| Total | 88.1 | -2.9 | 6.3 | 0.6 | 0.0 | -0.5 | 91.5 |
| Deducted from deferred tax assets | -17.9 | -23.7 | |||||
| Deferred tax liabilities in the balance sheet | 70.1 | 67.8 | |||||
| Deferred tax assets | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Provisions | 14.1 | 3.6 | 0.0 | 0.0 | 0.0 | 0.0 | 17.7 |
| Tax losses | 9.3 | 2.8 | 0.0 | 0.0 | 0.0 | 0.1 | 12.2 |
| Defined benefit pensions | 10.2 | -0.1 | 3.3 | 0.0 | 0.0 | -1.8 | 11.5 |
| Other items | 12.6 | -0.7 | 5.0 | 0.0 | 0.0 | 1.2 | 18.0 |
| Total | 46.1 | 5.6 | 8.3 | 0.0 | 0.0 | -0.6 | 59.4 |
| Deducted from deferred tax liabilities | -17.9 | -23.7 | |||||
| Deferred tax assets in the balance sheet | 28.2 | 35.7 |
1) Depreciations and untaxed reserves includes EUR 1.0 million adjustment related to the adoption of the IFRS 16 Leases standard on January 1, 2019. Further information regarding the standard change is available in Note 1 Group Accounting Policies.
| Recognized in other |
Acquired and | Exchange | |||||
|---|---|---|---|---|---|---|---|
| EUR million | Jan 1, 2018 | Recognized in the income statement |
comprehensive income |
Recognized in equity |
disposed subsidiaries |
differences and reclassifications |
Dec 31, 2018 |
| Deferred tax liabilities | |||||||
| Depreciations and untaxed reserves | 41.3 | 2.4 | 0.0 | 0.0 | 0.0 | 1.7 | 45.4 |
| Other shares | 22.7 | 0.0 | -1.5 | 0.0 | 0.0 | 0.0 | 21.2 |
| Defined benefit pensions | 11.1 | -0.1 | 2.9 | 0.0 | 0.0 | 0.0 | 13.8 |
| Fair value adjustments of net assets acquired | 4.8 | -1.5 | 0.0 | 0.0 | 0.0 | 0.0 | 3.3 |
| Other items | 5.2 | -1.0 | 1.5 | 0.5 | 0.0 | -1.0 | 5.3 |
| Total | 85.1 | -0.1 | 2.9 | 0.5 | 0.0 | 0.7 | 89.1 |
| Deducted from deferred tax assets | -22.7 | -17.9 | |||||
| Deferred tax liabilities in the balance sheet | 62.4 | 71.1 | |||||
| Deferred tax assets | |||||||
| Provisions | 13.8 | 0.0 | 0.0 | 0.0 | 0.0 | 0.4 | 14.1 |
| Tax losses | 10.4 | -1.0 | 0.0 | 0.0 | 0.0 | -0.1 | 9.3 |
| Defined benefit pensions | 9.9 | 0.1 | 0.3 | 0.0 | 0.0 | -0.2 | 10.2 |
| Other items | 13.8 | 2.7 | -3.9 | 0.0 | 0.0 | 0.0 | 12.6 |
| Total | 47.9 | 1.8 | -3.6 | 0.0 | 0.0 | 0.0 | 46.1 |
| Deducted from deferred tax liabilities | -22.7 | -17.9 | |||||
| Deferred tax assets in the balance sheet | 25.2 | 28.2 |
Deferred tax is recognized, using the liability method, on temporary differences arising between the tax bases of the assets and liabilities and their carrying amounts in the Consolidated Financial Statements. However, deferred tax liabilities are not recognized if they arise from the initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting profit nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to
apply when the related deferred income tax asset is realized or the deferred income tax liability is settled.
Deferred income tax assets are recognized only to the extent that it is probable that a future taxable profit will be available against which the temporary differences can be utilized.
Deferred income tax is provided on temporary differences arising on investments in subsidiaries and associates, except for deferred income tax liability where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future.
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset the current tax assets against current tax liabilities, and when the deferred income taxes assets and liabilities relate to the income taxes levied by the same taxation authority on either the same tax entity or different taxable entities where there is an intention to settle the balances on a net basis.
The items in the financial statements that include significant accounting estimates and accounting policies that require judgment
For the recognition of deferred tax assets for tax losses and other items, the management assesses the amount of a probable future taxable profit against which unused tax assets can be utilized. Actual profits may differ from the forecasts and in such cases, the change will affect the taxes in future periods.
The Group has several defined benefit pension plans and other employee benefit obligations. The main defined benefit pension plans are in Finland, Sweden, Germany, the UK and Norway.
The Group's most significant defined benefit plan is in Finland, through Pension Fund Neliapila, which takes care of part of some employees' supplementary pension benefits. The Pension Fund Neliapila covers employees whose employment with Kemira began before January 1, 1991, meaning that the fund is closed to new employees. The plan is a final average pay pension plan relating to supplementary pension benefits. At the end of 2019, the obligations of Pension Fund Neliapila totaled EUR 215.9 million (212.3) and assets of the plan totaled EUR 267.5 million (272.6).
Pension Fund Neliapila's supplementary benefit includes old-age pensions, disability pensions, survivors' pensions and funeral grants. The aggregated pension benefit is 66 percent of the pension salary. To qualify for a full pension, an employee must have accrued a pensionable service of 25 years. The supplementary pension benefits is the difference between the aggregated and compulsory pension benefits.
In Sweden, there is a defined benefit pension plan called the ITP 2 plan for white-collar employees. To qualify for a full pension, an employee must have a projected period of pensionable service, from the date of entry until retirement age, of at least 30 years. The pension arrangements comprise the normal retirement pension, complementary retirement pensions and a survivors' pension. In addition, Kemira must have credit insurance from PRI Pensionsgaranti Mutual Insurance Company for the ITP 2 plan pension liability. At the end of 2019, the defined benefit obligations in Sweden totaled EUR 52.3 million (47.1).
| EUR million | 2019 | 2018 |
|---|---|---|
| Present value of defined benefit obligations | 323.5 | 306.7 |
| Fair value of plans' assets | -282.9 | -287.9 |
| Surplus (-) / Deficit (+) | 40.6 | 18.7 |
| The effect of asset ceiling | 0.9 | 0.7 |
| Net receivables (-) / liabilities (+) of defined benefit plans recognized in the Balance Sheet |
41.5 | 19.4 |
| Liabilities of defined benefit plans | 93.3 | 81.2 |
| Receivables of defined benefit plans | -51.8 | -61.8 |
| Net receivables (-) / liabilities (+) of defined benefit plans recognized in the Balance Sheet |
41.5 | 19.4 |
| AMOUNTS OF DEFINED BENEFIT PLANS RECOGNISED IN THE INCOME STATEMENT |
||
| Service costs | 3.1 | 2.7 |
| Net interest cost ¹⁾ | 0.9 | 1.0 |
| Defined benefit plans' expenses (+) / income (-) in the Income Statement |
3.9 | 3.7 |
1) Net interest costs are presented in net finance costs, in the Consolidated Income Statement.
| EUR million | 2019 | 2018 |
|---|---|---|
| Items resulting from remeasurements of defined benefit plans ²⁾ | ||
| Actuarial gains (-) / losses (+) in defined benefit obligations arising from changes in demographic assumptions |
-0.1 | 0.1 |
| Actuarial gains (-) / losses (+) in defined benefit obligations arising from changes in financial assumptions ³⁾ |
26.8 | -13.7 |
| Actuarial gains (-) / losses (+) in defined benefit obligations arising from experience based assumptions |
0.6 | -4.3 |
| Actuarial gains (-) / losses (+) in plan assets ³⁾ | -21.1 | 4.6 |
| Effect from asset ceiling | 0.2 | 0.0 |
| Defined benefit plans' expenses (+) / income (-) in the other comprehensive income |
6.3 | -13.3 |
2) The remeasurements of defined benefit plans are included in the Statement of Comprehensive Income as part of other comprehensive income. The item has been disclosed net of tax and the related income tax is disclosed in Note 2.8. Other comprehensive income.
3) In 2019 and 2018, the actuarial gains and losses are mainly due to return on assets and change in the discount rate in Pension Fund Neliapila.
| EUR million | 2019 | 2018 |
|---|---|---|
| Defined benefit obligation on Jan 1 | 306.7 | 343.9 |
| Current service costs | 2.6 | 2.3 |
| Interest costs | 5.4 | 5.2 |
| Actuarial losses (+) / gains (-) | 27.3 | -17.9 |
| Exchange differences on foreign plans | -0.3 | -2.2 |
| Benefits paid | -17.7 | -18.5 |
| Transfers to DC component ⁴⁾ | 0.0 | -6.1 |
| Past service costs | 0.0 | 0.0 |
| Other items | -0.5 | 0.1 |
| Present value of defined benefit obligations on Dec 31 | 323.5 | 306.7 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Fair value on Jan 1 | 287.9 | 310.4 |
| Interest income | 4.5 | 4.2 |
| Contributions | 0.6 | 0.5 |
| Return of surplus assets ⁵⁾ | -15.0 | 0.0 |
| Actuarial losses (-) / gains (+) | 21.1 | -4.6 |
| Exchange differences on foreign plans | 0.5 | -0.5 |
| Benefits paid | -14.4 | -15.5 |
| Transfers to DC component ⁴⁾ | -1.4 | -6.5 |
| Other items | -0.8 | -0.2 |
| Fair value of plan assets on Dec 31 | 282.9 | 287.9 |
4) In Canada, the defined benefit (DB) pension plan has been converted to a defined benefit contribution plan. DB pension obligations have been transferred to an insurance company. Due to the DB plan surplus position, the winding up of the DB plan has generated a settlement loss in profit or loss of EUR 0.2 million in the 2018 Financial Statements. 5) In Q1/2019, Pension Fund Neliapila paid to a surplus return of EUR 15 million to Kemira Group companies.
| EUR million | 2019 | 2018 |
|---|---|---|
| Interest rate investments and other assets | 174.3 | 224.9 |
| Shares and share funds | 83.3 | 38.2 |
| Properties occupied by the Group | 23.7 | 23.7 |
| Kemira Oyj's shares | 1.5 | 1.1 |
| Total assets | 282.9 | 287.9 |
The Finnish Pension Fund Neliapila has most of the defined benefit plan's assets. At the end of 2019, the Pension Fund Neliapila's assets amounted to EUR 267.5 million (272.6), which consisted of interest rate investments and other assets of EUR 162.6 million (212.5), shares and share funds of EUR 79.8 million (35.2), properties of EUR 23.7 million (23.7) and Kemira Oyj´s shares of EUR 1.5 million (1.1). In the Pension Fund Neliapila, the investment position is managed within an asset-liability matching (ALM) framework that has been developed to combine long-term investments in line with the obligations under the pension plan. In Pension Fund Neliapila, a market risk can be considered a significant investment risk. The market risk
arising from cyclical fluctuations of the financial market, is managed by ensuring that the investment position is sufficiently diversified.
The income (+) / expense (-) of the actual returns on the plan assets of the Group's defined benefit plan were EUR 25.6 million (-0.4).
| % | 2019 | 2018 |
|---|---|---|
| Discount rate | 0.8 - 3.1 | 1.6 - 3.1 |
| Inflation rate | 1.2 - 3.0 | 1.1 - 2.5 |
| Future salary increases | 1.2 - 2.5 | 1.4 - 2.8 |
| Future pension increases | 0.7 - 2.3 | 0.8 - 2.5 |
The significant assumptions used in calculating the obligations of the Finnish Pension Fund Neliapila were as follows: discount rate 0.8% (1.6%), inflation rate 1.2% (1.4%), future salary increases 1.2% (1.4%) and future pension increases 1.5% (1.7%).
The sensitivity analysis is based on keeping other assumptions constant when one assumption is changed. In practice, this is unlikely to occur and changes in some of the assumptions may correlate with each other. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions, the same method has been applied as when calculating the pension liability recognized within the balance sheet.
If the discount rate would be 0.5 percentage points lower in all of the significant countries, the defined benefit obligation would increase by EUR 19.8 million (6.1%), if all other assumptions were held constant.
| Defined benefit obligation | Impact on defined benefit obligation |
|||
|---|---|---|---|---|
| EUR million | 2019 | 2018 | 2019 | 2018 |
| Discount rate 0.8% (2018: 1.6%) | 215.9 | 212.3 | ||
| Discount rate +0.5% | 203.9 | 200.8 | -5.6% | -5.4% |
| Discount rate -0.5% | 229.2 | 225.0 | 6.2% | 6.0% |
| Future pension increases 1.5% (2018: | ||||
| 1.7%) | 215.9 | 212.3 | ||
| Future pension increases +0.5% | 227.8 | 223.6 | 5.5% | 5.4% |
| Future pension increases -0.5% | 205.0 | 201.9 | -5.0% | -4.9% |
A change in mortality assumption in which life expectancy is increased by one year will increase the defined benefit obligation by EUR 9.9 million (4.6%).
| Defined benefit obligation | Impact on defined benefit obligation |
|||
|---|---|---|---|---|
| EUR million | 2019 | 2018 | 2019 | 2018 |
| Discount rate 1.4% (2018: 2.3%) | 52.3 | 47.1 | ||
| Discount rate +0.5% | 48.3 | 43.7 | -7.6% | -7.2% |
| Discount rate -0.5% | 56.9 | 51.0 | 8.8% | 8.3% |
| Future salary increases 2.3% (2018: 2.5%) | 52.3 | 47.1 | ||
| Future salary increases +0.5% | 53.5 | 48.2 | 2.3% | 2.3% |
| Future salary increases -0.5% | 51.2 | 46.1 | -2.1% | -2.1% |
A change in mortality assumption in which life expectancy is increased by one year will increase the defined benefit obligation by EUR 2.4 million (4.6%).
Expected contributions to the defined benefit plans for the year ending on December 31, 2020, are EUR 3.1 million.
The Group has different post-employment schemes, including both defined contribution and defined benefit pension plans in accordance with the local legislation and practices of the countries in which it operates. Pension plans are generally funded through contributions to pension insurance companies or a separate pension fund.
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 employees the benefits relating to employee service in the current and prior periods. A defined benefit plan is a pension plan that is not a defined contribution plan.
Typically, defined benefit plans define an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as their compensation level and years of service.
The liability recognized in the balance sheet in respect to the defined benefit pension plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and with their terms to maturity approximating to the terms of the related pension obligation. In countries where there is no deep market in such bonds, the market rates for government bonds are used.
Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to equity in other comprehensive income in the period in which they arise.
Current service costs are included in the Consolidated Income Statement in the employee benefit expenses and net interest costs on finance income and finance expense. Past service costs are recognized immediately in profit or loss.
For defined contribution plans, the Group pays contributions to publicly or privately administered pension insurance plans on a mandatory, contractual or voluntary basis. The Group has no further payment obligations once the contributions have been paid. The contributions are recognized as employee benefit expenses when they are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available.
Determining pension liabilities under defined benefit pension plans includes a number of actuarial assumptions, and significant changes in these assumptions may affect the amounts of pension liabilities and expenses. Actuarial calculations include assumptions by the management, such as the discount rate and assumptions of salary increases and the termination of employment contracts. The pension liability is calculated by independent actuaries.
| EUR million | Personnel related provisions |
Restructuring provisions ¹⁾ |
Environmental provisions ²⁾ |
Other provisions |
Total |
|---|---|---|---|---|---|
| Non-current provisions | |||||
| On January 1, 2019 | 1.6 | 0.4 | 19.9 | 6.6 | 28.6 |
| Exchange rate differences | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Additional provisions and increases in existing provisions |
0.1 | 0.0 | 6.5 | 1.1 | 7.7 |
| Used during the financial year |
-0.1 | 0.0 | -1.0 | -0.5 | -1.6 |
| Unused provisions reversed |
0.0 | 0.0 | 0.0 | -4.0 | -4.0 |
| Reclassification | 0.1 | -0.1 | -1.6 | 0.0 | -1.6 |
| On December 31, 2019 | 1.7 | 0.3 | 23.8 | 3.2 | 29.1 |
| Current provisions | |||||
| On January 1,2019 | 5.6 | 1.2 | 2.4 | 0.0 | 9.2 |
| Exchange rate differences | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Additional provisions and increases in existing provisions |
3.3 | 0.0 | 4.4 | 11.5 | 19.1 |
| Used during the financial year |
-6.6 | 0.0 | -0.1 | 0.0 | -6.7 |
| Unused provisions reversed |
-0.4 | -0.1 | -0.1 | 0.0 | -0.5 |
1) Restructuring provisions include EUR 1.0 million adjustment related to the adoption of the IFRS 16 Leases standard on January 1, 2019. Further information regarding the standard change is available in Note 1 Group Accounting Policies. 2) The Group's operations in chemical industry are governed by numerous international agreements and regional and national legislation all over the world. The Group treats its environmental liabilities and risks according to established internal principles and procedures. In 2019, provisions for environmental remediation totaled EUR 32.9 million (22.3). The biggest provisions relate to site closures and reconditioning of the sediment of a lake in Vaasa, Finland.
Reclassification 0.0 -1.0 2.6 0.0 1.6 On December 31, 2019 1.9 0.1 9.1 11.5 22.6
| EUR million | 2019 | 2018 |
|---|---|---|
| Breakdown of the total amount of provisions | ||
| Non-current provisions | 29.1 | 29.6 |
| Current provisions | 22.6 | 9.2 |
| Total | 51.7 | 38.7 |
Provisions for restructuring costs, personnel related costs, environmental obligations, legal claims, and onerous contracts are recognized when the Group has a present legal or constructive obligation as a result of past events, and it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount of this obligation can be made. A restructuring provision is recognized when there is a detailed and appropriate plan prepared for it and the implementation of the plan has begun or has been notified to those whom the restructuring concerns.
The amount recognized as a provision is the present value of the expenditure expected to be required to settle the obligation on the balance sheet date using a pre-tax interest rate that reflects current market assessments of the time value of money and the risks specific to the obligation.
Recognizing provisions requires the management's estimates, since the precise amount of obligations related to the provisions is not known when preparing the Financial Statements.
| EUR million | 2019 | 2018 |
|---|---|---|
| Equity | 1,231.0 | 1,202.5 |
| Total assets | 2,891.0 | 2,763.8 |
| Gearing, % ¹⁾ | 66 | 62 |
| Equity ratio, % ²⁾ | 43 | 44 |
1) The definition of the key figure for Gearing is 100 x Interest-bearing net liabilities / Total equity.
2) The definition of the key figure for the Equity ratio is 100 x Total equity / (Total assets - prepayments received).
| EUR million | Note | 2019 | 2018 |
|---|---|---|---|
| Non-current interest-bearing liabilities | 5.3. | 737.9 | 646.3 |
| Current interest-bearing liabilities | 5.3. | 216.6 | 240.0 |
| Interest-bearing liabilities | 954.5 | 886.3 | |
| Cash and cash equivalents | 5.4. | 143.1 | 144.9 |
| Interest-bearing net liabilities | 811.4 | 741.4 |
Quarterly information on interest-bearing net liabilities is disclosed in the section on the Reconciliation of IFRS figures.
Kemira aims at above-the-market revenue growth with an operative EBITDA margin of 15–17%. The gearing target is below 75%. (Before the adoption of the IFRS 16 accounting change as of January 1, 2019, the financial targets were: Kemira aims at above-the-market revenue growth with an operative EBITDA margin of 14–16%. The gearing target is below 60%.) The revolver credit facility agreement contains a covenant according to which company gearing must be below 115%.
The Board of Directors proposes a per-share dividend of EUR 0.56 for 2019 (0.53), corresponding to a dividend payout ratio of 78% (91%). Kemira's dividend policy aims at paying a stable and competitive dividend.
| EUR million | Non-current interest bearing liabilities including payments of non-current portion |
Current interest bearing liabilities |
Interest bearing liabilities total |
Cash and cash equivalents |
Interest bearing net liabilities |
|---|---|---|---|---|---|
| Net book value on Jan 1, 2019 ¹⁾ |
883.1 | 129.5 | 1,012.6 | 144.9 | 867.7 |
| Change in net liabilities with cash flows |
|||||
| Proceeds from non current liabilities (+) |
40.1 | — | 40.1 | — | 40.1 |
| Payments of non current liabilities (-) |
-110.3 | — | -110.3 | — | -110.3 |
| Payments of lease liabilities (-) |
-28.4 | 0.0 | -28.4 | — | -28.4 |
| Proceeds from current liabilities (+) and payments (-) |
— | 2.9 | 2.9 | — | 2.9 |
| Change in cash and cash equivalents |
— | — | — | -3.4 | 3.4 |
| Change in net liabilities without cash flows |
|||||
| Increases in lease liabilities (+) |
36.1 | — | 36.1 | — | 36.1 |
| Effect on change in exchange gains and losses |
-0.5 | 0.6 | 0.1 | 1.5 | -1.5 |
| Other changes without cash flows |
1.1 | 0.2 | 1.4 | — | 1.4 |
| Net book value on Dec 31, 2019 |
821.3 | 133.2 | 954.5 | 143.1 | 811.4 |
| EUR million | Non-current interest bearing liabilities including payments of non-current portion |
Current interest bearing liabilities |
Interest bearing liabilities total |
Cash and cash equivalents |
Interest bearing net liabilities |
|---|---|---|---|---|---|
| Net book value on Jan 1, 2018 |
740.1 | 120.4 | 860.5 | 166.1 | 694.4 |
| Change in net liabilities with cash flows |
|||||
| Proceeds from non current liabilities (+) |
96.2 | — | 96.2 | — | 96.2 |
| Payments of non current liabilities (-) |
-69.2 | — | -69.2 | — | -69.2 |
| Proceeds from current liabilities (+) and payments (-) |
— | 10.3 | 10.3 | — | 10.3 |
| Change in cash and cash equivalents |
— | — | — | -21.2 | 21.2 |
| Change in net liabilities without cash flows |
|||||
| Effect on change in exchange gains and losses |
-3.3 | -0.9 | -4.2 | -0.1 | -4.1 |
| Other changes without cash flows |
-7.1 | -0.2 | -7.3 | 0.1 | -7.4 |
| Net book value on Dec 31, 2018 |
756.8 | 129.5 | 886.3 | 144.9 | 741.4 |
1) Net book value on 1.1.2019 includes EUR 126.3 million adjustment related to the adoption of the IFRS 16 Leases standard on January 1, 2019. Further information regarding the standard change is available in Note 1.
The accounting policies for interest-bearing liabilities and cash and cash equivalents are described in Note 5.4. Financial assets and liabilities by measurement categories.
Any dividend proposed by the Board of Directors is not deducted from distributable equity until it has been approved by the Annual General Meeting.
| EUR million | Number of shares outstanding (1,000) |
Number of treasury shares (1,000) |
Number of shares (1,000) |
Book value of share capital |
Book value of treasury shares |
|---|---|---|---|---|---|
| January 1, 2019 | 152,510 | 2,832 | 155,343 | 221.8 | 19.1 |
| Treasury shares issued to the participants in the long term share incentive plan 2018 |
141 | -141 | — | — | -1.0 |
| Treasury shares issued to the Board of Directors |
11 | -11 | — | — | -0.1 |
| The shares returned by participants from the long term share incentive plans |
-13 | 13 | — | — | 0.1 |
| December 31, 2019 | 152,649 | 2,693 | 155,343 | 221.8 | 18.1 |
| January 1, 2018 | 152,354 | 2,989 | 155,343 | 221.8 | 20.1 |
| Treasury shares issued to the participants in the long term share incentive plan 2017 |
149 | -149 | — | — | -1.0 |
| Treasury shares issued to the Board of Directors |
10 | -10 | — | — | -0.1 |
| The shares returned by participants from the long term share incentive plan 2017 |
-3 | 3 | — | — | 0.0 |
| December 31, 2018 | 152,510 | 2,832 | 155,343 | 221.8 | 19.1 |
Kemira Oyj has one class of shares. Each share entitles its holder to one vote at the Annual General Meeting. On December 31, 2019, the share capital was EUR 221.8 million and the number of shares was 155,342,557 including 2,693,111 treasury shares. Under the Articles of Association of Kemira Oyj, the company does not have a minimum or maximum share capital or a par value for a share. All issued shares have been fully paid.
Kemira had possession of 2,693,111 (2,832,297) treasury shares on December 31, 2019.
The average share price of the treasury shares was EUR 6.73 and they represented 1.7% (1.8%) of the share capital, and the aggregate number of votes conferred by all shares. The aggregate par value of the treasury shares is EUR 3.8 million.
The share premium is a reserve accumulated through subscriptions that are entitled by the management stock option program of 2001. This reserve is based on the old Finnish Companies Act (734/1978), and the value of reserve will not change anymore.
The fair value reserve is a reserve accumulated based on other shares measured at fair value and hedge accounting.
Other reserves originate from local legal requirements. On December 31, 2019, other reserves were EUR 3.8 million (3.9).
The unrestricted equity reserve includes other equity type investments and the subscription price of shares to the extent that they will not, based on a specific decision, be recognized in share capital.
The foreign currency exchange differences arise from the translation of foreign subsidiaries' financial statements. Additionally, loans have been granted to some foreign subsidiaries, and the exchange differences of these have been included in foreign currency exchange differences.
Purchases of own shares (treasury shares), including the related costs, are deducted directly from equity in the Consolidated Financial Statements.
| 2019, EUR million | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 - | Book value, total |
|---|---|---|---|---|---|---|---|
| Loans from financial institutions | 55.0 | — | — | 148.5 | — | 130.2 | 333.7 |
| Bonds | — | — | 150.0 | — | 195.7 | — | 345.7 |
| Lease liabilities | 28.4 | 24.0 | 16.8 | 13.9 | 8.7 | 42.4 | 134.1 |
| Other non-current liabilities | — | 1.6 | — | 6.1 | — | — | 7.7 |
| Other current liabilities | 133.0 | — | — | — | — | — | 133.0 |
| Total amortizations of interest bearing liabilities |
216.5 | 25.6 | 166.8 | 168.5 | 204.4 | 172.6 | 954.5 |
| 2018, EUR million | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 - | Book value, total |
| Loans from financial institutions | 10.4 | 55.4 | — | — | 148.1 | 90.0 | 303.9 |
| Bonds | 100.0 | — | — | 150.0 | — | 194.8 | 444.8 |
| Finance lease liabilities | 0.0 | 0.0 | — | — | — | — | 0.1 |
| Other non-current liabilities | — | 1.8 | — | — | 6.1 | — | 7.9 |
| Other current liabilities | 129.5 | — | — | — | — | — | 129.5 |
| 2019 | |||||||
|---|---|---|---|---|---|---|---|
| Currency, EUR million | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 - | Book value, total |
| EUR | 63.5 | 8.4 | 153.5 | 150.8 | 197.5 | 103.1 | 676.7 |
| USD | 14.4 | 13.5 | 11.4 | 10.6 | 6.1 | 55.3 | 111.4 |
| GBP | 0.3 | 0.2 | 0.1 | 0.1 | 0.1 | 10.4 | 11.2 |
| Other | 5.3 | 3.5 | 1.8 | 7.1 | 0.8 | 3.7 | 22.2 |
| Total | 83.5 | 25.6 | 166.8 | 168.5 | 204.4 | 172.6 | 821.6 |
| 2018 | |||||||
| Currency, EUR million | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 - | Book value, total |
| EUR | 110.2 | 57.2 | — | 150.0 | 148.1 | 284.8 | 750.3 |
| USD | — | — | — | — | — | — | — |
| Other | 0.2 | — | — | — | 6.1 | — | 6.3 |
| Total | 110.4 | 57.2 | 0.0 | 150.0 | 154.2 | 284.8 | 756.6 |
At the year end 2019, the Group's interest-bearing net liabilities were EUR 811.4 million (741.4). For more information, see Note 5.1. Capital structure.
| EUR million | 2018 |
|---|---|
| Acquisition cost - capitalized finance leases | 3.5 |
| Accumulated depreciation | -3.1 |
| Book value on Dec 31 | 0.4 |
| Total minimum lease payments | 0.1 |
|---|---|
| Later than 5 years | — |
| 1-5 years | 0.0 |
| No later than 1 year | 0.0 |
| Total | 0.1 |
|---|---|
| Future finance charges on finance leases | 0.0 |
| Total minimum lease payments | 0.1 |
| Total present value of finance lease liabilities | 0.1 |
|---|---|
| Later than 5 years | — |
| 1-5 years | 0.0 |
| No later than 1 year | 0.0 |
The Group leases buildings and constructions, machinery and equipment and other property, plant and equipment under finance lease agreements. Commitments related to other lease agreements than finance leases are disclosed in Note 7.1. Commitments and contingent liabilities.
Leases involving tangible assets, in which the Group acts as a lessee, are classified as finance leases if all of the risks and rewards of ownership transfer substantially to the Group.
At the commencement of the lease term, the finance lease assets are recognized at the lower of the fair value of the leased asset and the present value of the minimum lease payments. These assets and related rental obligations are presented as part of the Group's non-current assets and interest-bearing liabilities. In respect to the finance lease agreements, depreciation on the leased assets and interest expenses from the associated liability are shown in the income statement. Rents paid on the basis of operating leases are expensed on a straightline basis over the lease terms.
When the Group is a lessor, it recognizes assets held under the finance lease as receivables in the balance sheet. Assets held under operating leases are included in property, plant and equipment.
Also arrangements that are not leases in their legal form, but convey the rights to use assets in return for a payment or series of payments are treated as leases.
| 2019 | 2018 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Fair values | Fair values | |||||||||||
| EUR million | Note | Book values |
Level 1 | Level 2 | Level 3 | Total | Book values |
Level 1 | Level 2 | Level 3 | Total | |
| Fair value through profit and loss | 5.6. | |||||||||||
| Derivatives not qualifying for hedge accounting | 1.7 | — | 1.7 | — | 1.7 | 2.1 | — | 2.1 | — | 2.1 | ||
| Fair value through other comprehensive income | 5.6. | |||||||||||
| Derivatives qualifying for hedge accounting | ||||||||||||
| Cash flow hedges | 8.2 | — | 8.2 | — | 8.2 | 27.8 | — | 27.8 | — | 27.8 | ||
| Fair value hedges | — | — | — | — | — | 1.7 | — | 1.7 | — | 1.7 | ||
| Other shares | 3.5. | |||||||||||
| The shares of Pohjolan Voima Group | 243.4 | — | — | 243.4 | 243.4 | 226.9 | — | — | 226.9 | 226.9 | ||
| Other non-listed shares | 1.7 | — | — | 1.7 | 1.7 | 1.4 | — | — | 1.4 | 1.4 | ||
| Amortized cost | ||||||||||||
| Other non-current assets ¹⁾ | 2.0 | — | 2.0 | — | 2.0 | 2.3 | — | 2.3 | — | 2.3 | ||
| Current interest-bearing loan receivables ¹⁾ | 0.2 | — | 0.2 | — | 0.2 | 0.2 | — | 0.2 | — | 0.2 | ||
| Trade receivables ¹⁾ | 4.2. | 308.4 | — | 308.4 | — | 308.4 | 307.3 | — | 307.3 | — | 307.3 | |
| Cash and cash equivalents | ||||||||||||
| Cash in hand and at bank accounts | 132.4 | — | 132.4 | — | 132.4 | 135.6 | — | 135.6 | — | 135.6 | ||
| Deposits and money market investments ²⁾ | 10.7 | — | 10.7 | — | 10.7 | 9.3 | — | 9.3 | — | 9.3 | ||
| Total financial assets | 708.7 | — | 463.6 | 245.2 | 708.7 | 714.7 | — | 486.3 | 228.4 | 714.7 |
1) In 2019, other non-current assets and current interest-bearing loan receivables include expected credit losses of EUR 0.4 million in accordance with the IFRS 9 standard. Trade receivables include expected credit losses of EUR 0.6 million. Trade receivables are disclosed in more detail in Note 4.2. Trade receivables and other receivables.
2) Deposits and money market investments comprise bank deposits and other liquid investments with a maximum original maturity of three months.
| 2019 | 2018 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Book | Fair values | Book | Fair values | ||||||||
| EUR million | Note | values | Level 1 | Level 2 | Level 3 | Total | values | Level 1 | Level 2 | Level 3 | Total |
| Fair value through profit and loss | 5.6. | ||||||||||
| Derivatives not qualifying for hedge accounting | 3.8 | — | 3.8 | — | 3.8 | 2.2 | — | 2.2 | — | 2.2 | |
| Fair value through other comprehensive income | 5.6. | ||||||||||
| Derivatives qualifying for hedge accounting | |||||||||||
| Cash flow hedges | 0.4 | — | 0.4 | — | 0.4 | 1.3 | — | 1.3 | — | 1.3 | |
| Amortized cost | |||||||||||
| Interest-bearing liabilities | 5.3. | ||||||||||
| Non-current loans from financial institutions | 278.7 | — | 290.2 | — | 290.2 | 293.1 | — | 314.2 | — | 314.2 | |
| Current portion | 55.0 | — | 57.0 | — | 57.0 | 10.2 | — | 8.0 | — | 8.0 | |
| Bonds | 345.7 | — | 362.5 | — | 362.5 | 345.2 | — | 357.0 | — | 357.0 | |
| Current portion | — | — | — | — | — | 100.0 | — | 102.6 | — | 102.6 | |
| Non-current leasing liabilities | 105.7 | — | 105.7 | — | 105.7 | — | — | — | — | — | |
| Current portion | 28.4 | — | 28.4 | — | 28.4 | — | — | — | — | — | |
| Other non-current liabilities | 7.7 | — | 8.0 | — | 8.0 | 8.0 | — | — | — | 0.0 | |
| Current portion | — | — | — | — | — | 0.2 | — | — | — | 0.0 | |
| Current loans from financial institutions | 133.2 | — | 138.0 | — | 138.0 | 129.5 | — | 136.0 | — | 136.0 | |
| Non-interest-bearing liabilities | |||||||||||
| Other non-current liabilities | 8.3 | — | 8.3 | — | 8.3 | 29.0 | — | 29.0 | — | 29.0 | |
| Other current liabilities | 25.4 | — | 25.4 | — | 25.4 | 27.4 | — | 27.4 | — | 27.4 | |
| Trade payables | 4.3. | 188.2 | — | 188.2 | — | 188.2 | 179.9 | — | 179.9 | — | 179.9 |
| Total financial liabilities | 1,180.5 | — | 1,215.9 | — | 1,215.9 | 1,126.0 | — | 1,157.6 | — | 1,157.6 |
There were no transfers between levels 1–3 during the financial year.
| Level 3 specification, financial assets | |||
|---|---|---|---|
| EUR million | 2019 | 2018 | |
| Net book value on Jan 1 | 228.4 | 235.8 | |
| Effect on other comprehensive income | 16.6 | -7.5 | |
| Increases | 0.3 | — | |
| Decreases | — | — | |
| Net book value on Dec 31 | 245.2 | 228.4 |
When a financial asset or a financial liability is initially recognized on the trade date, it is measured at cost, which equals the fair value of the consideration given or received.
The Group's financial assets are classified for subsequent measurement as financial assets at fair value through profit or loss, at amortized cost and at fair value through other comprehensive income.
| Category | Financial instrument |
|---|---|
| Fair value through profit or loss | Currency forward contracts, currency swaps, interest rate swaps, electricity forwards, electricity futures, electricity options, certificates of deposit and commercial papers |
| Amortized cost | Non-current loan receivables, cash in hand and at bank accounts, bank deposits, trade receivables and other receivables |
| Fair value through other comprehensive income | Other investments: shares; derivatives qualifying for hedge accounting (cash flow or fair value hedging) |
All derivatives are recognized at fair value in the balance sheet. Fair value is the amount for which an asset could be exchanged or loans paid between knowledgeable, willing parties in an arm's length transaction. These derivative contracts to which hedge accounting in
accordance with IFRS 9 is not applied are classified as financial assets at fair value through profit or loss. In the balance sheet, these derivative contracts are shown under prepaid expenses and accrued income and accrued expenses and prepaid income. Any gains or losses arising from changes in fair value are recognized through profit or loss on the transaction date.
Financial assets at amortized cost include non-current receivables carried at amortized cost using the effective interest rate method and accounting for any impairment.
Cash and cash equivalents consist of cash in hand and cash in bank accounts, demand deposits and other short-term, highly liquid investments. Items classified as cash and cash equivalents have a maximum maturity of three months from the date of purchase. Credit facilities in use are included in current interest-bearing liabilities.
The accounting policy of Other shares is described in Notes 3.5. Other shares. The accounting treatment of change in the fair value of the derivatives qualifying for hedge accounting is presented in 5.6. Derivatives.
The Group assesses any impairment losses on its financial instruments on each balance sheet date. An impairment of a financial asset is recognized in accordance with the requirements of expected credit loss model of the IFRS 9 standard. For items measured at an amortized cost, the amount of the impairment loss equals the difference between the asset's carrying amount and the present value of estimated future cash flows from the receivable. This is discounted at the financial asset's original effective interest rate. For items measured at fair value, the fair value determines the amount of impairment. Impairment charges are recognized in the income statement.
The Group sells certain trade receivables to finance companies within the framework of limits stipulated in the agreement. The credit risk associated with these sold receivables and contractual rights to the financial assets in question are transferred from the Group on the selling date. The related expenses are recognized in the financial expenses.
Financial liabilities are classified as financial liabilities accounted at fair value through profit or loss, at amortized cost and at fair value through other comprehensive income. Financial liabilities at fair value through profit or loss include derivatives to which hedge accounting is not applied, whereas derivatives which are qualified for hedge accounting are booked at fair value through other comprehensive income.
Other financial liabilities are initially recognized in the balance sheet at the initial value of received net assets with direct costs deducted. Later, these financial liabilities are measured at amortized cost, and the difference between the received net assets and amortizations is recognized as an interest cost over the loan term. Changes in the fair value of loans under fair value hedge accounting are booked in the income statement together with the changes in the fair value of derivatives under fair value hedge accounting.
If the terms of a loan measured at amortized cost are modified and the loan is not derecognized, the gain or loss of the modification is booked in the income statement at the point of modification and amortized over the life of the modified loan. Profit or loss is equal to the difference between the present value of the cash flows under the original and modified terms discounted at the original effective interest rate.
| Category | Financial instrument |
|---|---|
| Financial liabilities at fair value through profit or loss |
Currency forward contracts and currency swaps, interest rate swaps, electricity forwards, electricity futures and electricity options |
| Amortized cost | Current and non-current loans, pension loans, bonds, lease liabilities and trade payables |
| Financial liabilities at fair value through other comprehensive income |
Derivatives qualifying for hedge accounting (cash flow hedging) |
The following levels are used to measure the fair values:
Level 1: Fair value is determined based on quoted market prices.
Level 2: Fair value is determined with valuation techniques. The fair value refers either to the value that is observable from the market value of elements of the financial instrument or the market value of corresponding financial instruments; or to the value that is observable by using commonly accepted valuation models and techniques if the market value can be reliably measured with them.
Level 3: Fair value is determined by using valuation techniques, which use inputs that have a significant effect on the recorded fair value and the inputs are not based on observable market data. Level 3 mainly includes the shares of Pohjolan Voima Group.
Kemira Group Treasury's objective is to ensure sufficient funding in the most cost efficient way, and to manage financial risks. Approved by the Board of Directors, treasury policy defines treasury management principles. The Board of Directors approves the annual Treasury plan and the maximum permissible financial risk levels.
Financial risk management aims to protect the Company from unfavorable changes in financial markets, thereby contributing to safeguarding the Company's profit performance and shareholders' equity and to ensure sufficient sources of finance. Management of financial risks is centralized in the Group Treasury, which uses for hedging purposes derivative instruments for which market values and risks can be monitored continuously and reliably.
Foreign currency transaction risk arises from currency flows, assets and liabilities denominated in currencies other than the domestic currency. Transaction risks arise from cash flows and balance sheet items where changes in exchange rates will have an impact on earnings and cash flows. Translation risk arises when the currency denominated income and balance sheet items of group companies located outside the euro area are consolidated into euro. The transaction risk is hedged mainly using foreign currency forwards.
The Group's most significant transaction currency risks arise from the Swedish krona, the Canadian dollar and the U.S. dollar. At the end of the year, the denominated exchange rate risk of the Swedish krona against the euro had an equivalent value of approximately EUR 43 million (50), the average hedging rate and hedging ratio being 10.68 and 72% (74%), respectively. The Canadian dollar purchases' denominated exchange rate risk against the U.S. dollar had an equivalent value of approximately EUR 30 million (-), the average hedging rate and ratio being 1.308 and 39 % (-), respectively, and Canadian dollar sales' denominated exchange risk against the US dollar had an equivalent value of approximately EUR 27 million (25), the average hedging rate and ratio being 1.327 and 44 % (24 %), respectively. The Canadian dollar's denominated exchange rate risk against the euro had an equivalent value of approximately EUR 25 million (15), the average hedging rate and hedging ratio being 1.50 and 52% (69%), respectively. The U.S. dollar denominated exchange rate risk was approximately
EUR 91 million (24), the average hedging rate and hedging ratio being 1.128 and 47% (59%), respectively. In addition, Kemira is exposed to smaller transaction risks mainly in relation to the Chinese renminbi, the Brazilian real, the Norwegian krona, Polish zloty, Great Britain pound and the Russian ruble with the annual exposure in those currencies being approximately EUR 108 million.
| 2019 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Transaction exposure, the most significant currencies, EUR million |
SEK against EUR |
CAD against USD |
CAD against EUR |
USD against EUR |
SEK against EUR |
CAD against USD |
CAD against EUR |
USD against EUR |
| Operative cash flow forecast, net ¹⁾ |
-43.0 | -2.8 | 25.2 | 91.1 | -49.7 | 25.4 | 14.7 | 24.4 |
| Loans, net | -16.2 | — | 15.1 | 278.0 | -9.3 | — | 10.3 | 327.3 |
| Derivatives, operative cash flow hedging, net |
28.7 | 0.0 | -11.3 | -31.6 | 34.2 | -9.6 | -9.9 | -12.7 |
| Derivatives, hedging of loans, net |
16.3 | — | -15.1 | -22.3 | 8.8 | — | -10.3 | -76.1 |
| Total | -14.2 | -2.8 | 13.9 | 315.2 | -16.0 | 15.8 | 4.8 | 262.9 |
1) Based on a12-month foreign currency operative cash flow forecast.
At the end of 2019, the foreign currency operative cash flow forecast for 2020 was EUR 344 million of which 44% was hedged (50%). The hedge ratio is monitored daily. A minimum of 40% and a maximum of 100% of the forecast flow must always be hedged. A 10 percent weakening of the Swedish krona against the euro, based on the exchange rates as of December 31, 2019 and without hedging, would increase EBITDA approximately EUR 4 million, whereas a 10 percent weakening of the Canadian dollar and the U.S. dollar without hedging would cause negative impacts of EUR 2 million and EUR 8 million on EBITDA, respectively. A corresponding increase in the exchange rates would have an approximately equal opposite impact.
On the balance sheet date, the market value of currency derivatives was EUR 0.6 million (0.2) and this was included in cash flow hedge accounting. Cash flow hedge accounting deals have been done to hedge highly probable currency flows.
The most significant translation risk currencies are the U.S. dollar, the Swedish krona, the Canadian dollar, the Brazilian real and Polish zloty.
Kemira's main equity items denominated in foreign currencies are in the Canadian dollar, the Swedish krona and U.S. dollar. The objective is to hedge the balance sheet risk by maintaining a balance between foreign currency denominated liabilities and assets, currency by currency. In hedging the net investment in its units abroad, Kemira monitors the equity ratio. Long-term loans and currency derivatives can be used for hedging net investments in foreign subsidiaries. These hedges do not apply to hedge accounting. Loans in U.S. dollars have been granted to some foreign subsidiaries, and currency differences have been included in foreign currency translation differences.
Kemira is exposed to interest rate risks when fixing interest rates of floating rate loans and through fair value changes of bonds and derivatives. A total of 87% of the Group's entire net debt portfolio was fixed at the end of 2019. This included lease liabilities due to the adoption of IFRS 16, and the effect of interest derivatives. In the previous year, fixed-rate loans accounted for 79% of the net debt portfolio without lease liabilities. The net financing cost of the Group was 4.4% (3.4%). The net financing cost is attained by dividing yearly net interest and other financing expenses, excluding exchange rate differences and dividends by the average interest bearing net debt figure for the corresponding period. The most significant impact on the net financing cost arises from variation in the interest rate levels of the euro, the U.S. dollar and the Chinese renminbi.
In accordance with the treasury policy, the Group's interest rate risk is measured with the duration which describes the average repricing moment of the loan portfolio excluding lease liabilities. The duration must be in the range of 6–60 months. The Kemira Group Treasury manages duration by borrowing with fixed and floating rate loans in addition to the interest rate derivatives. The duration of the Group's interest-bearing loan portfolio excluding lease liabilities was 26 months at the end of 2019 (31). Excluding the interest rate derivatives, the duration was 25 months (29).
The table below shows the time for interest rate fixing of the loan portfolio.
| 2019 | ||||
|---|---|---|---|---|
| Time to interest rate fixing, EUR million |
<1 year | 1–5 years |
> 5 year | Total |
| Floating net liabilities | 107.3 | — | — | 107.3 |
| Fixed net liabilities ¹⁾ | 130.0 | 350.0 | 90.0 | 570.0 |
| Total | 237.3 | 350.0 | 90.0 | 677.3 |
| 2018 | ||||
| Time to interest rate fixing, EUR million |
<1 year | 1–5 years |
> 5 year | Total |
| 156.4 | — | — | 156.4 |
|---|---|---|---|
| 15.0 | 280.0 | 290.0 | 585.0 |
| 171.4 | 280.0 | 290.0 | 741.4 |
1) Excluding lease liabilities
On the balance sheet date, the average interest rate of the loan portfolio excluding interest rate hedges was approximately 1.9% (1.9%). If interest rates rose by one percentage point on January 1, 2020, the resulting interest expenses before taxes incurred by the Group over the next 12 months would increase by approximately EUR 1.0 million (1.2). Consequently, a decrease of one percentage point would decrease interest expenses by EUR 0.1 million. During 2020, Kemira will reprice 35% (32%) of the Group's net debt portfolio, including derivatives.
All interest rate swaps are used to hedge the Group's loan portfolio. On the balance sheet date, outstanding interest rate derivatives did not fulfill the criteria for hedge accounting set out in IFRS 9, and the ineffective portion of market value of EUR 0.5 million (-) was booked from Other comprehensive income to finance expenses. In 2018, market value of interest rate derivatives related to cash flow hedging was EUR -1.3 million and fair value hedges was EUR 1.7 million. One percentage point increase in interest rates would positively affect market valuation of interest rate swaps of EUR 0.2 million (0.5).
The price of electricity varies greatly according to the market situation. Kemira Group takes hedging measures with respect to its electricity purchases in order to even out the raw material costs. In line with its hedging policy, the Group hedges its existing sales agreements in such a way that the hedges cover the commitments made. The company primarily uses electricity derivatives on the power exchange as hedging instruments. Currency and regional price risks connected with hedges are hedged by making agreements in Finland, mainly in HELEUR amounts and, in Sweden, mainly in MALSEK amounts. The outstanding electricity derivatives are treated in accordance with cash flow hedge accounting, as discussed above. The forecast for physical deliveries of the underlying assets, or purchases, are not recorded until the delivery period. A +/- 10% change in the market price of electricity hedging contracts would impact the valuation of these contracts EUR +/- 6.0 million (+/- 8.3). This impact would be mainly in equity.
The Group is exposed to credit risks through commercial accounts receivables, as bank account balances, deposits, short-term investments and derivatives.
The Group's treasury policy defines the credit rating requirements for counterparties of investment activities and derivative agreements as well as the related investment policy. The Group seeks to minimize its counterparty risk by dealing solely with counterparties that are financial institutions with a solid credit rating, as well as by spreading agreements among them.
The counterparty risk in treasury operations is due to the fact that a contractual party to a financing transaction is not necessarily able to fulfill its contractual obligations. Risks are mainly related to investment activities and the counterparty risks associated with derivative contracts.
The Group Treasury approves the new banking relationships of subsidiaries. Financial institution counterparties, used by the Group Treasury, have a credit rating of at least an investment grade based on Standard & Poor's credit rating information. The maximum risk assignable to the Group's financial institution counterparties on the balance sheet date amounted to EUR 151.2 million (174.4). Kemira monitors its counterparty risk on a monthly basis by defining the maximum risk associated with each counterparty based on the market value of receivables. Kemira has defined an approved limit for each financial institution.
Credit risks associated with financing transactions did not result in credit losses during the financial year.
Kemira has a group wide credit policy related to commercial activities. According to the policy, each customer has a pre-defined risk category and credit limit. These are constantly monitored. Based on the customer evaluation, Kemira decides the applicable payment terms to minimize credit risks. Pre-approved payment terms have been defined at the group level. If necessary, securities and documentary credit, such as letters of credit, are applied. The group does not have any significant credit risk concentrations due to its extensive customer base across the world.
In the USA, Kemira has an accounts receivable purchase facility worth USD 60 million, enabling Group companies in the USA to sell certain account receivables to the counterparty. The credit risk of the accounts receivables is transferred to the financial institutions and 96.7% of the receivables transferred are derecognized from the balance sheet. The amount of outstanding receivables transferred, which also reflects the fair value of the receivables before the transfer was EUR 39.6 million (44.4) on December 31, 2019. The amounts recognized in the balance sheet are EUR 1.3 million (1.7) in assets and EUR 0.5 million (0.8) in liabilities.
Kemira's liquidity is secured with cash and cash equivalents, account overdrafts and revolving credit facility. At the end of 2019, the Group's cash and cash equivalents stood at EUR 143.1 million (144.9), of which cash in bank accounts accounted for EUR 132.4 million (135.6) and bank deposits EUR 10.7 million (9.3). In addition, the Group has a revolving credit facility of EUR 400 million which will mature on April 17, 2024 with two one-year extension options. At the turn of the year 2019/2020, the revolving credit facility was undrawn.
The Group has a EUR 600 million domestic commercial paper program enabling it to issue commercial papers with a maximum maturity of one year. At the end of 2019, there were no commercial papers outstanding on the market.
Kemira manages its refinancing risk with a diversified loan portfolio. Long-term financing consists of bonds and bilateral loan agreements with several financial institutions. In addition, the Group had leasing liabilities in accordance with the IFRS 16 standard of EUR 134.1 million (0) at the end of the year.
According to Group treasury policy, the average maturity of outstanding loans excluding lease liabilities is targeted to be at least 3 years. In addition, the Group must have committed credit facilities to cover planned funding needs, the current portion of long term debt, commercial paper borrowings, and other uncommitted short-term loans in the next 12 months. The average maturity of debt excluding lease liabilities at the end of 2019 was 3.7 years.
| 2019 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Loan type, EUR million |
Undrawn | 2020 | 2021 | 2022 | 2023 | 2024 | 2025– | Total drawn |
| Loans from financial institutions |
— | 55.0 | — | — | 150.0 | — | 130.2 | 335.2 |
| Bonds | — | — | — | 150.0 | — | 200.0 | — | 350.0 |
| Revolving credit facility | 400.0 | — | — | — | — | — | — | 0.0 |
| Lease liabilities | — | 34.8 | 29.0 | 20.8 | 17.1 | 11.4 | 83.8 | 197.0 |
| Commercial paper program |
600.0 | — | — | — | — | — | — | 0.0 |
| Other interest-bearing non-current liabilities |
— | — | 1.5 | — | 6.1 | — | — | 7.6 |
| Other interest-bearing current liabilities |
— | 132.9 | — | — | — | — | — | 132.9 |
| Total interest-bearing liabilities |
1,000.0 | 222.8 | 30.5 | 170.8 | 173.2 | 211.4 | 214.0 | 1,022.8 |
| Loan type, EUR million |
Undrawn | 2019 | 2020 | 2021 | 2022 | 2023 | 2024– | Total drawn |
|---|---|---|---|---|---|---|---|---|
| Loans from financial institutions |
40.0 | 10.4 | 55.4 | — | — | 150.0 | 90.0 | 305.9 |
| Bonds | 0.0 | 100.0 | — | — | 150.0 | — | 200.0 | 450.0 |
| Revolving credit facility | 400.0 | — | — | — | — | — | — | 0.0 |
| Finance lease liabilities | — | 0.0 | 0.0 | — | — | — | — | 0.1 |
| Commercial paper program |
600.0 | — | — | — | — | — | — | 0.0 |
| Other interest-bearing non-current liabilities |
— | — | 1.8 | — | — | 6.1 | — | 7.9 |
| Other interest-bearing current liabilities |
— | 129.5 | — | — | — | — | — | 129.5 |
| Total interest-bearing liabilities |
1,040.0 | 240.0 | 57.3 | 0.0 | 150.0 | 156.1 | 290.0 | 893.4 |
| Maturity structure | 2019 | 2018 | ||||
|---|---|---|---|---|---|---|
| Nominal values, EUR million |
2020 | 2021 | 2022 | 2023 | Total | Total |
| Currency derivatives | ||||||
| Forward contracts | 421.1 | — | — | — | 421.1 | 358.1 |
| Inflow | 228.0 | — | — | — | 228.0 | 224.8 |
| of which cash flow hedges |
45.1 | — | — | — | 45.1 | 11.3 |
| Outflow | 193.1 | — | — | — | 193.1 | 133.3 |
| of which cash flow hedges |
48.3 | — | — | — | 48.3 | 6.8 |
| Interest rate derivatives | ||||||
| Interest rate swaps | 130.0 | — | — | — | 130.0 | 245.0 |
| of which cash flow hedges |
— | — | — | — | — | 145.0 |
| of which fair value hedges |
— | — | — | — | — | 100.0 |
| Other derivatives | ||||||
| Electricity contracts, bought (GWh) |
999.0 | 657.0 | 367.9 | 96.4 | 2,120.3 | 2,278.0 |
| Electricity forward contracts |
999.0 | 657.0 | 367.9 | 96.4 | 2,120.3 | 2,278.0 |
| of which cash flow hedges |
999.0 | 657.0 | 367.9 | 96.4 | 2,120.3 | 2,278.0 |
Nominal values of the financial instruments do not necessarily correspond to the actual cash flows between the counterparties, and therefore individual items do not give a fair view of the Group's risk position.
| 2019 | 2018 | ||||||
|---|---|---|---|---|---|---|---|
| Fair values, EUR million |
Positive | Negative | Net | Positive | Negative | Net | |
| Currency derivatives | |||||||
| Forward contracts | 2.7 | -3.6 | -0.9 | 2.3 | -2.2 | 0.2 | |
| of which cash flow hedges | 1.0 | -0.4 | 0.6 | 0.2 | — | 0.2 | |
| Interest rate derivatives | |||||||
| Interest rate swaps | — | -0.6 | -0.6 | 1.7 | -1.3 | 0.4 | |
| of which cash flow hedges | — | — | — | — | -1.3 | -1.3 | |
| of which fair value hedges | — | — | — | 1.7 | — | 1.7 | |
| Other derivatives | |||||||
| Electricity forward contracts, bought |
7.2 | — | 7.2 | 27.6 | — | 27.6 | |
| of which cash flow hedges | 7.2 | — | 7.2 | 27.6 | — | 27.6 |
The fair values of currency, interest rate and commodity derivatives, as well as publicly traded shares are based on prices quoted in active markets on the balance sheet date. The value of other financial instruments measured at fair value is determined on the basis of valuation models using information available in the financial market.
All the derivatives are measured at their fair values on the balance sheet date. Changes in the value of forward contracts are calculated by measuring the contracts against the forward exchange rates on the balance sheet date and comparing them with the counter values calculated through the forward exchange rates on the date of entry into the forward contracts. The fair value of interest rate derivatives is determined using the market value of similar instruments on the balance sheet date. Other derivatives are measured at the market price on the balance sheet date.
Derivative assets are presented in the balance sheet as part of line item Trade receivables and other receivables. Derivative liabilities are presented in the balance sheet as part of line item Trade payables and other liabilities.
Hedge accounting is applied according to IFRS 9. This refers to a method of accounting aimed at allocating one or more hedging instruments in such a way that their fair value offsets, in full or in part, the changes in the fair value or cash flows of the hedged item. Hedged items must be highly probable. The Group applies hedge accounting for hedging interest rate risk, currency risk, commodity risk and fair value if interest rate swaps, electricity derivatives and foreign exchange derivatives meet hedge accounting criteria.
Hedge effectiveness is monitored as required by IFRS 9. Effectiveness refers to the capacity of a hedging instrument to offset changes in the fair value of the hedged item or cash flows from a hedged transaction, which are due to the realization of the risk being hedged. A hedging relationship is considered to be highly effective when the change in the fair value of the hedging instrument offsets changes in the cash flows attributable to the hedged items. Hedge effectiveness is assessed prospectively. Hedge effectiveness testing is repeated on each balance sheet date.
Hedge accounting is discontinued when the criteria for hedge accounting are no longer fulfilled. Gains or losses recognized in other comprehensive income and presented under equity are derecognized and transferred immediately in the income statement, if the hedged item is sold or falls due. However, gains or losses arising from changes in the fair value of those derivatives not fulfilling the hedge accounting criteria are recognized directly in the income statement.
At the inception of a hedge, the Group documents the existence of the economic relationship of the hedged item and hedging instrument, including the identification of the hedging instrument, the hedged item or transaction, the nature of the risk being hedged, the objectives of risk management and the strategy for undertaking hedging, as well as the description of how hedge effectiveness is assessed.
Cash flow hedging is used to hedge against variability in cash flows attributable to a particular risk associated with a recognized asset or liability in the balance sheet or a highly probable forecast transaction. Currency, interest rate, and commodity derivatives are used as hedging instruments in cash flow hedging. Cash flow hedge accounting, specified in IFRS 9, is applied by the Group to only selected hedging items. Changes in the fair value of derivative instruments associated with cash flow hedge are recognized in other comprehensive income (including the tax effect) and presented under equity, providing that they fulfill the criteria set for hedge accounting and are based on effective hedging. The ineffective portion of the gain or loss on the hedging instrument is recognized under financial items in the income statement. Derivatives not fulfilling the hedge accounting criteria are recognized in financial items through profit or loss.
Fair value hedges are related to a fixed rate bond loan. Interest rate derivatives are used as instruments in fair value hedging. Change in fair value of the hedging derivative contracts are recognized in the income statement and the hedged item's book value is adjusted through profit or loss to the extent that the hedge is effective.
Parties are considered to be related if one party has the ability to control or exercise significant influence on the other party, or if the parties exercise joint control in making financial and operating decisions. The Group's related parties include the parent company, subsidiaries, associates, joint-ventures and the Pension Fund Neliapila. Related parties also include the members of the Board of Directors and the Group's Management Board, the CEO and his Deputy, and their immediate family members.
| Salaries and other benefits, EUR |
Bonuses, EUR |
Share-based payments, EUR ¹⁾ |
2019 Total, EUR |
2018 Total, EUR |
|
|---|---|---|---|---|---|
| CEO Jari Rosendal | 707,620 ⁴⁾ |
90,720 | 311,539 | 1,109,879 | 1,021,520 |
| Deputy CEO Jukka Hakkila ²⁾ |
183,728 | 21,279 | 109,039 | 314,045 | 329,940 |
| Other members of Management Board ³⁾ |
1,752,206 | 228,536 | 730,850 | 2,711,592 | 2,835,124 |
| Total | 2,643,554 | 340,535 | 1,151,428 | 4,135,516 | 4,186,584 |
1) Share-based incentive plans for the management and key personnel are disclosed in Note 2.3. Share-based payments. 2) Jukka Hakkila is not a member of the Management Board.
3) Other members of the Management Board who are employed by a Finnish Kemira company do not have any supplementary pension arrangements in addition to their statutory pensions. The members of the Management Board who are employed by a foreign Kemira company participate in the pension systems based on statutory pension arrangements and market practices in their local countries. The Kemira policy is that all new supplementary pension arrangements are defined contribution plans.
4) Including supplementary defined contribution pension.
Remuneration of the CEO comprises a monthly salary including a car benefit and a mobile phone benefit as well as supplementary defined contribution pension and performance-based incentives. The performance-based incentives consist of an annual short-term bonus plan and a long-term share incentive plan. The annual short-term bonus plan is based on terms
approved by the Board of Directors and the maximum bonus is 70% of the annual base salary. The long-term share incentive plan is based on the terms of the plan. The maximum reward is determined as a number of shares and a cash portion intended to cover taxes and the taxrelated costs arising from the reward.
The CEO belongs to the Finnish Employees' Pension Act (TyEL) scheme, which provides pension security based on the years of service and earnings as stipulated by law. The CEO is also entitled to a supplementary defined contribution pension plan. The supplementary pension is defined as 20% of annual base salary. The retirement age of the CEO is 63 years.
A mutual termination notice period of six months applies to the CEO. The CEO is entitled to an additional severance pay of 12 months' salary, if the company terminates his service.
On March 21, 2019, the Annual General Meeting decided that the Board of Directors' annual fee shall be paid as a combination of the company's shares and cash in such a manner that 40% of the annual fee is paid with the Kemira shares owned by the company or, if this is not possible, then with Kemira shares acquired from the securities market, and 60% is paid in cash. On May 8, 2019 the 10,864 shares owned by the company were distributed to the members of the Board of Directors.
There are no special terms or conditions associated with owning the shares received as the annual fee. The members of the Board of Directors are not eligible for any short-term bonus plans, long-term share incentive plans or supplementary pension plans of Kemira Oyj.
The meeting fees are paid in cash and travel expenses are paid according to Kemira's travel policy.
| Number of shares |
Share value, EUR |
Cash compensation, EUR ⁴⁾ |
2019 Total, EUR |
2018 Total, EUR |
|
|---|---|---|---|---|---|
| Jari Paasikivi, Chairman |
2,993 | 37,224 | 64,976 | 102,200 | 91,489 |
| Kerttu Tuomas, Vice Chairman |
1,789 | 22,250 | 40,550 | 62,800 | 57,087 |
| Wolfgang Büchele | 1,431 | 17,797 | 37,003 | 54,800 | 48,351 |
| Shirley Cunningham | 1,431 | 17,797 | 47,803 | 65,600 | 57,951 |
| Timo Lappalainen | 1,789 | 22,250 | 42,950 | 65,200 | 60,687 |
| Kaisa Hietala | 1,431 | 17,797 | 34,003 | 51,800 | 47,151 |
| Total | 10,864 | 135,114 | 267,286 | 402,400 | 362,716 |
4) Includes both annual fees and meeting fees.
| EUR million | 2019 | 2018 |
|---|---|---|
| Revenue | ||
| Associated companies | 1.1 | 1.4 |
| Leases, purchases of goods and services | ||
| Associated companies | 0.0 | 0.0 |
| Pension Fund Neliapila | 1.3 | 1.2 |
| Total | 1.3 | 1.2 |
| Receivables | ||
| Associated companies | — | 0.1 |
| Liabilities | ||
| Pension Fund Neliapila | 2.5 | — |
Real estate owned by the Pension Fund Neliapila are leased to the Group. Commitments for these real estate leases are treated in accordance with IFRS 16 Leases from January 1, 2019. Related parties include the Pension Fund Neliapila, which is a separate legal entity. Neliapila manages Kemira's voluntarily organized additional pension fund. It also manages part of the pension assets of the Group's personnel in Finland. The assets include Kemira shares representing 0.07% of the company's outstanding shares. Supplementary benefit in Neliapila and the paid return surplus of EUR 15 million to Kemira Group companies in Q1/2019 are disclosed in more detail in Note 4.5. Defined benefit pension plans and employee benefits.
The amount of contingent liabilities on behalf of the associates are presented in Note 7.1. Commitments and contingent liabilities.
No loans had been granted to the key persons of the management at year-end of 2019 and 2018, nor were there contingency items or commitments on behalf of key management personnel. Persons close to key management personnel with the related parties do not have any significant business relationship with the Group.
| City | Country | Kemira Group's holding, % |
Kemira Oyj's holding, % |
Non controlling interest's holding, % |
|
|---|---|---|---|---|---|
| Kemira Oyj (parent company) |
Helsinki | Finland | |||
| Aliada Quimica de Portugal Lda. |
Estarreja | Portugal | 50.1 | 0.0 | 49.9 |
| AS Kemivesi | Lehmja Küla | Estonia | 100.0 | 100.0 | 0.0 |
| JSC "Kemira HIM" | St. Petersburg | Russia | 100.0 | 0.0 | 0.0 |
| Corporación Kemira Chemicals de Venezuela, C.A. |
Caracas | Venezuela | 100.0 | 0.0 | 0.0 |
| Industry Park i Helsingborg Förvaltning AB |
Helsingborg | Sweden | 100.0 | 0.0 | 0.0 |
| Kemifloc a.s. | Přerov | Czech Republic |
51.0 | 0.0 | 49.0 |
| Kemifloc Slovakia s.r.o. | Prešov | Slovakia | 51.0 | 0.0 | 49.0 |
| Kemipol Sp. z.o.o. | Police | Poland | 51.0 | 0.0 | 49.0 |
| Kemira (Asia) Co., Ltd. | Shanghai | China | 100.0 | 0.0 | 0.0 |
| Kemira Argentina S.A. | Buenos Aires | Argentina | 100.0 | 15.8 | 0.0 |
| Kemira Australia Pty Ltd | Hallam | Australia | 100.0 | 0.0 | 0.0 |
| Kemira Cell Sp. z.o.o. | Ostroleka | Poland | 55.0 | 55.0 | 45.0 |
| Kemira Chemicals (Nanjing) Co., Ltd. |
Nanjing | China | 100.0 | 100.0 | 0.0 |
| Kemira Chemicals (Shanghai) Co., Ltd. |
Shanghai | China | 100.0 | 100.0 | 0.0 |
| Kemira Chemicals (UK) Ltd. | Bradford | United Kingdom |
100.0 | 100.0 | 0.0 |
| Kemira Chemicals (Yanzhou) Co., Ltd. |
Yanzhou City | China | 100.0 | 100.0 | 0.0 |
| Kemira Chemicals AS | Gamle Fredrikstad |
Norway | 100.0 | 0.0 | 0.0 |
| Kemira Chemicals Brasil Ltda. |
São Paulo | Brazil | 100.0 | 99.9 | 0.0 |
| Kemira Chemicals Canada Inc. |
St. Catharines | Canada | 100.0 | 100.0 | 0.0 |
| City | Country | Kemira Group's holding, % |
Kemira Oyj's holding, % |
Non controlling interest's holding, % |
|
|---|---|---|---|---|---|
| Kemira Chemicals Germany GmbH |
Frankfurt am Main |
Germany | 100.0 | 0.0 | 0.0 |
| Kemira Chemicals Korea Corporation |
Gunsan-City | South Korea | 100.0 | 100.0 | 0.0 |
| Kemira Chemicals NV | Aartselaar | Belgium | 100.0 | 0.0 | 0.0 |
| Kemira Chemicals Oy | Helsinki | Finland | 100.0 | 0.0 | 0.0 |
| Kemira Chemicals, Inc. | Atlanta, GA | United States |
100.0 | 0.0 | 0.0 |
| Kemira Chemie Ges.mbH | Krems | Austria | 100.0 | 100.0 | 0.0 |
| Kemira Chile Comercial Limitada |
Santiago | Chile | 100.0 | 99.0 | 0.0 |
| Kemira Chimie S.A.S.U. | Strasbourg | France | 100.0 | 0.0 | 0.0 |
| Kemira Europe Oy | Helsinki | Finland | 100.0 | 100.0 | 0.0 |
| Kemira Gdańsk Sp. z o.o. | Gdańsk | Poland | 100.0 | 0.0 | 0.0 |
| Kemira Germany GmbH | Frankfurt am Main |
Germany | 100.0 | 100.0 | 0.0 |
| Kemira GrowHow A/S | Copenhagen | Denmark | 100.0 | 100.0 | 0.0 |
| Kemira Hong Kong Company Limited |
Hong Kong | China | 100.0 | 100.0 | 0.0 |
| Kemira Ibérica S.A. | Barcelona | Spain | 100.0 | 0.0 | 0.0 |
| Kemira International Finance B.V. |
Rotterdam | Netherlands | 100.0 | 100.0 | 0.0 |
| Kemira Italy S.p.A. | San Giorgio di Nogaro |
Italy | 100.0 | 0.0 | 0.0 |
| Kemira Japan Co., Ltd. | Tokyo | Japan | 100.0 | 0.0 | 0.0 |
| Kemira Kemi AB | Helsingborg | Sweden | 100.0 | 0.0 | 0.0 |
| Kemira Kopparverket KB | Helsingborg | Sweden | 100.0 | 0.0 | 0.0 |
| Kemira KTM d.o.o. | Ljubljana | Slovenia | 100.0 | 100.0 | 0.0 |
| Kemira Research Center Shanghai Co., Ltd. |
Shanghai | China | 100.0 | 100.0 | 0.0 |
| Kemira Rotterdam B.V. | Rotterdam | Netherlands | 100.0 | 0.0 | 0.0 |
| City | Country | Kemira Group's holding, % |
Kemira Oyj's holding, % |
Non controlling interest's holding, % |
|
|---|---|---|---|---|---|
| Kemira South Africa (Pty) Ltd. |
Weltevredenp ark |
South Africa | 100.0 | 0.0 | 0.0 |
| Kemira Świecie Sp. z.o.o. | Swiecie | Poland | 100.0 | 100.0 | 0.0 |
| Kemira Taiwan Corporation | Taipei | Taiwan | 100.0 | 0.0 | 0.0 |
| Kemira TC Wanfeng Chemicals (Yanzhou) Co., Ltd. |
Yanzhou City | China | 80.0 | 0.0 | 20.0 |
| Kemira (Thailand) Co., Ltd. | Bangkok | Thailand | 100.0 | 0.0 | 0.0 |
| Kemira Uruguay S.A. | Fray Bentos | Uruguay | 100.0 | 0.0 | 0.0 |
| Kemira (Vietnam) Company Limited |
Long Thanh | Vietnam | 100.0 | 0.0 | 0.0 |
| Kemira Water Danmark A/S | Copenhagen | Denmark | 100.0 | 100.0 | 0.0 |
| Kemira Water Solutions Brasil - Produtos para Tratamento de Água Ltda. |
São Paulo | Brazil | 100.0 | 100.0 | 0.0 |
| Kemira Water Solutions Canada Inc. |
Varennes | Canada | 100.0 | 0.0 | 0.0 |
| Kemira Water Solutions, Inc. | Atlanta, GA | United States |
100.0 | 0.0 | 0.0 |
| Kemwater Brasil Ltda. | Camaçari | Brazil | 100.0 | 0.0 | 0.0 |
| Kemwater ProChemie s.r.o. | Bradlec | Czech Republic |
95.1 | 0.0 | 4.9 |
| PT Kemira Indonesia | Surabaya | Indonesia | 100.0 | 74.8 | 0.0 |
| PT Kemira Chemicals Indonesia |
Pasuruan | Indonesia | 99.8 | 99.8 | 0.2 |
| Scandinavian Tanking System A/S |
Copenhagen | Denmark | 100.0 | 0.0 | 0.0 |
| City | Country | Kemira Group's holding, % |
Kemira Oyj's holding, % |
|
|---|---|---|---|---|
| Honkalahden Teollisuuslaituri Oy | Lappeenranta | Finland | 50.0 | 0.0 |
| Kemira Yongsan Chemicals Co., Ltd | Seoul | South Korea | 35.0 | 0.0 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Net book value on Jan 1 | 0.7 | 0.7 |
| Additions | 2.7 | 0.0 |
| Decreases | -0.7 | 0.0 |
| Net book value on Dec 31 | 2.8 | 0.7 |
Kemira established on January 11, 2019 a joint venture with 35% ownership of the company called Kemira Yongsan Chemicals Co., Ltd in South Korea. This associated company supports Kemira's future growth, especially in Asia-Pacific region, by providing additional polymer capacity, securing our capacity utilization and supporting Kemira's customers better with global delivery capability.
Kemira sold on August 8, 2019 a subsidiary of Kemira Operon Oy, a provider of water treatment plant operation services, and its associated company Haapaveden Ympäristöpalvelut Oy to the company of Operon Group. Kemira's holding is 10% in the company of Operon Group Oy.
A summary of the associates financial information is presented in the following table. The presented figures equal the figures in the financial statements of the each associate, not the portion of Kemira Group.
| EUR million | 2019 | 2018 |
|---|---|---|
| Assets | 7.8 | 9.8 |
| Liabilities | 7.6 | 9.7 |
| Revenue | 0.0 | 2.8 |
| Profit (+) / loss (-) for the period | 0.0 | 0.0 |
Related party transactions carried out with associates are disclosed in Note 6.1. Related parties.
| EUR million | 2019 | 2018 |
|---|---|---|
| Net book value on Jan 1 | 12.9 | 13.8 |
| Dividends | -6.0 | -6.5 |
| Share of the profit for the period | 6.3 | 6.1 |
| Exchange rate differences | 0.2 | -0.4 |
| Net book value on Dec 31 | 13.3 | 12.9 |
| EUR million | 2019 | 2018 |
|---|---|---|
| Assets pledged | ||
| On behalf of own commitments | 6.0 | 5.5 |
| Guarantees | ||
| On behalf of own commitments | 48.8 | 54.7 |
| On behalf of others | 1.7 | 2.8 |
| Operating lease commitments under IAS 17 standard - the Group as a lessee ¹⁾ |
||
| Minimum lease payments under operating leases are as follows: | ||
| No later than 1 year | 34.7 | |
| Later than 1 year and no later than 5 years | 82.5 | |
| Later than 5 years | 87.9 | |
| Total | 205.2 | |
| Other obligations | ||
| On behalf of own commitments | 0.9 | 0.9 |
| On behalf of others | 6.1 | 6.1 |
1) On 1 January 2019, operating lease commitments are treated in accordance with IFRS 16 Leases standard.
On December 31, 2019, major amounts of contractual commitments for the acquisition of property, plant and equipment were EUR 52.6 million (16.4) for plant investments.
On May 19, 2014 Kemira announced that it had signed an agreement with Cartel Damage Claims Hydrogen Peroxide SA and CDC Holding SA (together "CDC") to settle the lawsuit in Helsinki, Finland relating to alleged old violations of competition law applicable to the hydrogen peroxide business. Based on the settlement CDC withdrew the damages claims and Kemira paid to CDC a compensation of EUR 18.5 million and compensated CDC for its legal costs. The settlement also included significant limitations of liabilities for Kemira regarding the then pending legal actions filed by CDC entities in Dortmund, Germany (mentioned and settled as below) and in Amsterdam, the Netherlands (mentioned and pending as below).
On October 16, 2017 Kemira entered into a settlement with Cartel Damage Claims Hydrogen Peroxide SA settling -for its part- fully and finally the Dortmund lawsuit filed by Cartel Damage Claims Hydrogen Peroxide SA in 2009 against six hydrogen peroxide manufacturers, including Kemira, for alleged old violations of competition law in the hydrogen peroxide business. Based on the settlement Cartel Damage Claims Hydrogen Peroxide SA withdrew the damages claims against Kemira and Kemira paid to Cartel Damage Claims Hydrogen Peroxide SA as compensation and costs an amount of EUR 12.7 million.
On June 9, 2011 Kemira Oyj's subsidiary Kemira Chemicals Oy (former Finnish Chemicals Oy) has received documents where it was stated that CDC Project 13 SA has filed an action against four companies in municipal court of Amsterdam, including Kemira, asking damages for violations of competition law applicable to the old sodium chlorate business. The European Commission set on June 2008 a fine of EUR 10.15 million on Finnish Chemicals Oy for antitrust activity in the company's sodium chlorate business during 1994-2000. Kemira Oyj acquired Finnish Chemicals in 2005. The municipal court of Amsterdam decided on June 4, 2014 to have jurisdiction over the case. The said decision on jurisdiction was appealed by Kemira to the court of appeal of Amsterdam. According to the decision by the court of appeal on July 21, 2015, the municipal court of Amsterdam has jurisdiction over the case. The
proceedings now continue at the municipal court of Amsterdam where Kemira is the only defendant after the other defendants have settled the claim with CDC Project 13 SA. CDC Project 13 SA claims from Kemira in its brief filed to the municipal court of Amsterdam EUR 61.1 million as damages and interests calculated until December 2, 2015 from which amount CDC Project 13 SA asks the court to deduct the share of the earlier other defendants for other sales than made by them directly, and statutory interest on so defined amount starting from December 2, 2015. Kemira defends against the claim of CDC Project 13 SA. On May 10, 2017, the municipal court of Amsterdam rendered an interim decision on certain legal aspects relating to the claims of CDC Project 13 SA. The interim decision was favorable to Kemira on matters as to applicable statute of limitations, though not supporting Kemira's view that assignments made to CDC (allegedly giving CDC rights to present damage claims against the defendants) were invalid. CDC Project 13 SA has appealed against said interim decision and likewise Kemira has decided to file a cross-appeal accordingly.
As mentioned above the settlement between Kemira and CDC relating to the Helsinki litigation also includes significant limitations of liabilities for Kemira regarding the remaining pending legal action filed by CDC Project 13 SA in Amsterdam, the Netherlands. Regardless of such limitations of liabilities, Kemira is not in a position to make estimate regarding the duration or the outcome of the said process. No assurance can be given as to the outcome of the process, and unfavorable judgments against Kemira could have an adverse effect on Kemira's business, financial condition or results of operations. Nevertheless, Kemira has estimated that the continuing process will likely cause a financial impact and hence has made a provision of EUR 11.5 million in 2019.
Due to its extensive international operations the Group, in addition to the above referred claims, is involved in a number of other legal proceedings incidental to these operations and it does not expect the outcome of these other currently pending legal proceedings to have materially adverse effect upon its consolidated results or financial position.
A contingent liability is a possible obligation that arises from past events and whose existence will be confirmed by the occurrence of uncertain future events not wholly within the control of the Group, or concerns a present obligation which will most probably not require an outflow of resources embodying economic benefits to settle the obligation; or when the amount of the obligation cannot be measured with sufficient reliability. Contingent liability is disclosed in the notes.
The Group has no other significant events after the balance sheet date.
| Thousand EUR | Note | 01.01.-31.12.2019 | 01.01.-31.12.2018 |
|---|---|---|---|
| Revenue | 2 | 1,542,589 | 1,489,738 |
| Change in inventory of finished goods and in work in progress +/- |
4 | -77 | 21,982 |
| Other operating income | 3 | 2,392 | 7,775 |
| Materials and services | 4 | -866,634 | -926,451 |
| Personnel expenses | 5 | -38,033 | -45,418 |
| Depreciation, amortization and impairments | 6 | -26,828 | -29,718 |
| Other operating expenses | 4 | -509,077 | -498,493 |
| Operating profit | 104,332 | 19,415 | |
| Financial income and expenses | 7 | 87,259 | 119,636 |
| Profit before appropriations and taxes | 191,590 | 139,051 | |
| Appropriations | 8 | -96,098 | -8,331 |
| Income taxes | 9 | -1,971 | 1,738 |
| Profit for the financial year | 93,521 | 132,458 |
| Thousand EUR Note |
31.12.2019 | 31.12.2018 |
|---|---|---|
| ASSETS | ||
| NON-CURRENT ASSETS | ||
| Intangible assets 10 |
50,796 | 60,683 |
| Tangible assets 11 |
34,317 | 35,331 |
| Investments 12 |
||
| Holdings in Group undertakings | 1,468,799 | 2,092,983 |
| Receivables from Group companies | 414,761 | 445,734 |
| Other shares and holdings | 100,712 | 100,442 |
| Total non-current assets | 2,069,385 | 2,735,173 |
| CURRENT ASSETS | ||
| Inventories 13 |
110,829 | 124,213 |
| Non-current receivables 14 |
||
| Deferred tax assets | 10,437 | 9,414 |
| Loan receivables | 100 | 0 |
| Current receivables 14 |
316,358 | 457,504 |
| Cash and cash equivalents | 89,342 | 97,143 |
| Total current assets | 527,067 | 688,274 |
| Total assets | 2,596,451 | 3,423,447 |
| Thousand EUR | Note | 31.12.2019 | 31.12.2018 |
|---|---|---|---|
| EQUITY AND LIABILITIES | |||
| CAPITAL AND RESERVES | 15 | ||
| Share capital | 221,762 | 221,762 | |
| Share premium account | 257,878 | 257,878 | |
| Fair value reserve | 5,749 | 19,730 | |
| Unrestricted equity reserve | 199,964 | 199,964 | |
| Retained earnings | 555,463 | 502,911 | |
| Profit for the financial year | 93,521 | 132,458 | |
| Total equity | 1,334,336 | 1,334,703 | |
| APPROPRIATIONS | 16 | 5,252 | 5,154 |
| PROVISIONS | 17 | 24,922 | 20,119 |
| LIABILITIES | |||
| Non-current liabilities | 18 | ||
| Deferred tax liability | 1,437 | 4,914 | |
| Other non-current liabilities | 639,804 | 666,884 | |
| Current liabilities | 19 | 590,700 | 1,391,674 |
| Total liabilities | 1,231,941 | 2,063,471 | |
| Total equity and liabilities | 2,596,451 | 3,423,447 | |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Net profit for the period | 93,521 | 132,458 |
| Adjustments for | ||
| Depreciations according to plan | 26,828 | 29,718 |
| Unrealized exchange differences (net) | -6,015 | 8,766 |
| Financial income and expenses (+/-) | -87,259 | -119,636 |
| Income taxes | 1,971 | -1,738 |
| Other adjustments (+/-) | 102,146 | 75,600 |
| Operating profit before change in working capital | 131,192 | 125,169 |
| Change in working capital | ||
| Increase (-) / decrease (+) in non-interest-bearing current receivables | 50,885 | -71,360 |
| Increase (-) / decrease (+) in inventories | 13,384 | -35,257 |
| Increase (+) / decrease (-) in short-term interest-free debts | -224,768 | 6,058 |
| Change in working capital | -160,499 | -100,559 |
| Cash generated from operations before financial items and taxes | -29,307 | 24,610 |
| Interest and other finance costs paid | -24,692 | -73,726 |
| Interest and other finance income received | 24,850 | 2,585 |
| Realized exchange differences (net) | 7,949 | -1,279 |
| Dividends received | 99,737 | 167,317 |
| Income taxes paid | -1,309 | 1,152 |
| Net cash from operating activities | 77,230 | 120,659 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Acquisitions of subsidiary shares | -154 | -213 |
| Acquisitions of other shares | -270 | 0 |
| Purchases of intangible assets | -7,838 | -15,159 |
| Purchases of tangible assets | -8,089 | -11,043 |
| Proceeds from sale of subsidiary shares | 1,852 | 0 |
| Proceeds from sale of tangible and intangible assets | 174 | 108 |
| Increase (-) / decrease (+) in loan receivables | 99,999 | -155,974 |
| Net cash used in investing activities | 85,674 | -182,282 |
| Cash flows before financing | 162,904 | -61,622 |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Proceeds from non-current liabilities (+) | 40,121 | 90,000 |
| Repayment of non-current liabilities (-) | -10,712 | -111,000 |
| Short-term financing, net increase (+) / decrease (-) | -110,027 | 144,305 |
| Dividends paid | -80,905 | -80,827 |
| Group contribution paid | -9,000 | 0 |
| Net cash used in financing activities | -170,523 | 42,478 |
| Net increase (+) / decrease (-) in cash and cash equivalents | -7,619 | -19,144 |
| Cash and cash equivalents on Dec 31 | 89,342 | 97,143 |
| Exchange gains (+) / losses (-) on cash and cash equivalents | -182 | -800 |
| Cash and cash equivalents on Jan 1 | 97,143 | 117,088 |
| Net increase (+) / decrease (-) in cash and cash equivalents | -7,619 | -19,144 |
The parent company's financial statements have been prepared in compliance with the relevant acts and regulations in force in Finland (FAS). Kemira Group's financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS), and the parent company applies the Group's accounting policies whenever it has been possible according to FAS.
Presentation regarding freights and delivery expenses has been changed during the financial year to reflect to the presentation of the Group. Earlier they were presented in materials and services. Now they are presented in other operating expenses. The change in presentation has been applied also to comparison year.
Restructuring provision of EUR 1.0 million has been reclassified to environmental provisions and transferred to non-current provisions. The change in classification has been applied also to comparison year.
Planned depreciation and any impairment losses have been deducted from the acquisition cost of the intangible and tangible assets entered in the balance sheet. The acquisition cost includes the variable costs of acquisition and manufacturing. Government grants received are recognized as a deduction from the carrying amount of property, plant and equipment. Planned depreciation is calculated on a straight-line basis over the estimated intangible and tangible asset's useful life. Depreciation starts from the month of commencement of use.
Depreciation periods: Other intangible assets 5–10 years Buildings and constructions 20–40 years Machinery and equipment 3–15 years
Shares of non-current assets are valued at their acquisition cost or less impairment.
Inventories are stated at cost or at the lower of replacement cost or probable selling price. In addition to variable costs, the cost of inventories includes a portion of the fixed costs of acquisition and manufacturing. Costs are determined using a weighted average cost formula. The net realizable value is the sales price received in the ordinary course of business less the estimated costs for completing the asset and the sales costs.
Management of financial risk of Kemira Group is concentrated in Kemira Oyj, which enters into currency, interest rate and electricity derivatives with third parties. Changes in the fair value of currency derivatives that are applicable for hedge accounting in the Group, but not in the parent company (as underlying hedged items are with group companies) are booked to profit and loss. Also, changes in the fair value of other currency derivatives not qualifying for hedge accounting in the Group, hedging commercial purchases or sales or financial items in foreign currencies are booked to profit and loss. Changes in the fair value of interest rate derivatives are booked to financial items in both hedge accounting and non-hedge accounting.
The fair value of Electricity Derivatives hedging the parent company's electricity purchases and qualifying for hedge accounting is posted to the hedging reserve under equity as well as the change in the fair value of currency derivatives that qualify for hedge accounting in the parent company. These currency derivatives are hedging estimated currency flows in Kemira Oyj for the next 12-month period. When the hedging instrument is maturing or the hedging relationship is discontinued due to inefficiency, the hedging reserve is is adjusted by the value of the derivative by booking the value to Income Statement.
Valuation of Fair value derivative instruments is done according to the Finnish Accounting Act Chapter 5 Section 2a.
The valuation methods of derivative instruments are described in Notes 5.4 and 5.6 in the Consolidated Financial Statements.
Defining the fair value of Financial assets and liabilities is described in Group Note 5.4. Financial Risk management principles is illustrated in Group note 5.5. Hedge accounting principles and valuation of derivative instrument are described in Group note 5.6.
Reductions in the capital of other non-current loans as well as loan transaction costs have been capitalized in a manner allowed by the Finnish Accounting Act in the parent company's financial statement. The non-expensed portion of these expenses, EUR 2.8 million (1.8), is included in the balance sheet.
Obligatory provisions are recognized from pensions, personnel-related costs and environmental obligations.
Kemira Oyj's revenue consists mainly of revenues from the sale of goods and services. Revenue also includes intercompany service charges on a gross basis.
The company's statutory pensions are handled by pension insurance companies and supplemental pensions mainly by Kemira's own pension fund. Pension costs consist of payments to pension insurance companies and possible contributions to the pension fund and are recognized in the income statement.
The treatment of share-based plans is described in the Group's accounting policies. In the parent company, the cash proportion of share-based incentive plans is recognized as an expense in the performance year, and the share proportion is recognized in the year the shares are given using the average share price.
In a day-to-day accounting, foreign currency transactions are translated into their functional currency at the exchange rates quoted on the transaction date. In the Financial Statements, foreign currency denominated receivables and liabilities are measured at the exchange rates quoted on the balance sheet date. Business related exchange rate differences and business related foreign currency exchange rate hedges are treated as sales and purchase adjustments. Any foreign exchange gains and losses related to financial items and respective hedging instruments are booked into financial income and expenses.
Deferred tax liabilities or receivables are recognized for temporary differences between tax and financial statements using the tax rate for the year following as determined on the balance sheet date. The balance sheet includes the deferred tax liability in its entirety and the deferred tax asset at the estimated probable amount by management assesses. The efficient part of changes in the value of the electricity and currency derivatives qualifying for hedge accounting is booked as a fair value reserve less deferred taxes.
Lease payments are treated as rental expenses.
The parent company's cash flow statement has been prepared in accordance with the general guidelines on cash flow by the Finnish Board of Accounting.
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Revenue by segments | ||
| Pulp & Paper | 696,057 | 797,755 |
| Industry & Water | 422,452 | 429,107 |
| Intercompany revenue | 424,079 | 262,876 |
| Total | 1,542,589 | 1,489,738 |
| Distribution of revenue by geographical area as a percentage of total revenue |
||
| Finland, domicile of the parent company | 29 | 30 |
| Other Europe, Middle East and Africa | 55 | 57 |
| Americas | 11 | 8 |
| Asia Pacific | 5 | 5 |
| Total | 100 | 100 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Gains on the sale of property, plant and equipment | 174 | 27 |
| Rent income | 369 | 818 |
| Insurance compensation received | 190 | 4,613 |
| Other income from operations | 1,658 | 2,316 |
| Total | 2,392 | 7,775 |
| Thousand EUR 2019 |
2018 | |
|---|---|---|
| Change in stocks of finished goods and in work in progress | 77 | -21,982 |
| Materials and services | ||
| Materials and supplies | ||
| Purchases during the financial year | 853,795 | 914,995 |
| Change in inventories (increase - / decrease +) | -1,015 | -2,535 |
| External services | 13,854 | 13,991 |
| Total | 866,634 | 926,451 |
| Personnel expenses ¹⁾ | 38,033 | 45,418 |
| Breakdown of personnel expenses in Note 5. | ||
| Other operating expenses | ||
| Rents ¹⁾ | 10,597 | 8,408 |
| Intercompany tolling manufacturing charges | 204,794 | 196,679 |
| Other intercompany charges | 130,120 | 131,006 |
| Freights and delivery expenses | 106,823 | 109,531 |
| External services | 17,726 | 18,733 |
| Other operating expenses ¹⁾ | 39,017 | 34,135 |
| Total | 509,077 | 498,493 |
| Total operating expenses | 1,413,821 | 1,448,379 |
1) In 2019, the operating expenses included a net increase in the obligatory provisions of EUR +4,803 thousand (personnel expenses EUR -119 thousand, rents EUR 0 thousand and other expenses EUR +4,921 thousand). In 2018, the operating expenses included a net decrease in the obligatory provisions of EUR -2,062 thousand (personnel expenses EUR -140 thousand, rents EUR -3,515 thousand and other expenses EUR +1,593 thousand).
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Audit fees | 462 | 445 |
| Tax services | 149 | 227 |
| Other services | 331 | 562 |
| Total | 942 | 1,234 |
In the Annual General Meeting on March 21, 2019 Ernst & Young Oy was elected as the auditor for 2019. In 2018, Deloitte Oy was acting as the auditor.
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Emoluments of the Board of Directors, the CEO and his Deputy ¹⁾ | 1,826 | 1,714 |
| Other wages and salaries | 42,960 | 36,106 |
| Pension expenses ²⁾ | -8,393 | 6,640 |
| Other personnel expenses | 1,639 | 958 |
| Total | 38,033 | 45,418 |
In 2017, salaries and bonuses totaled EUR 37,207 thousand.
1) In 2019, the emolument of the Kemira Oyj's CEO was EUR 1,110 thousand (1,022) including bonuses and share-based payments of EUR 402 thousand (455). The emolument of the Kemira Oyj's Deputy CEO was EUR 314 thousand (330) including bonuses and share-based payments of EUR 130 thousand (148).
2) In 2019, the pension expenses includes a return of EUR 14.8 million from Pension Fund Neliapila.
Other transactions between related parties are presented in Note 6.1 in the Notes to the
Consolidated Financial Statements.
| Number of personnel on Dec 31 | 2019 | 2018 |
|---|---|---|
| Pulp & Paper segment | 108 | 108 |
| Industry & Water segment | 38 | 36 |
| Other, of which | 358 | 365 |
| R&D and Technology | 166 | 167 |
| Total | 504 | 509 |
| Average number of personnel | 507 | 507 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Depreciation according to plan and impairments | ||
| Intangible rights | 11,484 | 14,222 |
| Other intangible assets | 6,280 | 6,466 |
| Impairment of land and water | 32 | 0 |
| Buildings and constructions | 780 | 496 |
| Machinery and equipment | 8,242 | 8,525 |
| Other tangible assets | 10 | 10 |
| Total | 26,828 | 29,718 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Dividend income | ||
| From Group companies | 99,629 | 167,202 |
| From others | 108 | 116 |
| Total | 99,737 | 167,317 |
| Other interest and finance income | ||
| Interest income from Group companies | 19,716 | 16,597 |
| Interest income from others | 1,272 | 1,666 |
| Other finance income from Group companies | 551 | 553 |
| Other finance income from others | 1,513 | 0 |
| Exchange gains from Group companies (net) | 7,158 | 9,889 |
| Total | 30,209 | 28,705 |
| Total finance income | 129,946 | 196,022 |
| Impairment losses on non-current assets | ||
| Group companies | -15,000 | -28,217 |
| Others | 0 | -21,484 |
| Total | -15,000 | -49,702 |
| Interest expenses and other finance expenses | ||
| Interest expenses to Group companies | -2,124 | -1,309 |
| Interest expenses to others | -18,232 | -19,580 |
| Other finance expenses to others | -2,108 | -3,392 |
| Exchange losses from others (net) | -5,223 | -2,403 |
| Total | -27,688 | -26,685 |
| Total finance expenses | -42,688 | -76,386 |
| Total finance income and expenses | 87,259 | 119,636 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Exchange gains and losses | ||
| Realized | 7,949 | -1,279 |
| Unrealized | -6,015 | 8,765 |
| Total | 1,934 | 7,486 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Change in accumulated depreciation difference (increase - / decrease +) |
||
| Intangible rights | -1,417 | -653 |
| Other intangible assets | -147 | 629 |
| Buildings and constructions | 312 | 87 |
| Machinery and equipment | 1,149 | 601 |
| Other tangible assets | 5 | 5 |
| Total | -98 | 669 |
| Group contribution | ||
| Group contributions given | -96,000 | -9,000 |
| Total | -96,000 | -9,000 |
| Total appropriations | -96,098 | -8,331 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Income taxes on ordinary activities | -1,503 | -367 |
| Income taxes for prior years | -104 | -12 |
| Change in deferred taxes | 1,023 | 3,514 |
| Other taxes and parafiscal charges | -1,386 | -1,397 |
| Total | -1,971 | 1,738 |
| 2019, Thousand EUR | Intangible rights | Goodwill | Advance payments and construction in progress |
Other intangible assets |
Total |
|---|---|---|---|---|---|
| Acquisition cost on Jan 1 | 97,348 | 6,181 | 3,083 | 195,106 | 301,719 |
| Additions | 5,534 | 0 | 2,303 | 0 | 7,838 |
| Decreases | -2,121 | 0 | 0 | 0 | -2,121 |
| Transfers | 159,843 | 1,082 | -2,752 | -155,228 | 2,944 |
| Acquisition cost on Dec 31 | 260,605 | 7,263 | 2,634 | 39,878 | 310,380 |
| Accumulated amortization on Jan 1 | -58,343 | -6,181 | 0 | -176,512 | -241,037 |
| Accumulated amortization relating to decreases | 1,822 | 0 | 0 | 0 | 1,822 |
| Accumulated amortization relating to transfers | -150,849 | -1,082 | 0 | 149,026 | -2,905 |
| Amortization during the financial year | -11,186 | 0 | 0 | -6,280 | -17,465 |
| Accumulated amortization on Dec 31 | -218,556 | -7,263 | 0 | -33,766 | -259,584 |
| Net book value on Dec 31 | 42,049 | 0 | 2,634 | 6,112 | 50,796 |
| 2018, Thousand EUR | Intangible rights | Goodwill | Advance payments and construction in progress |
Other intangible assets |
Total |
|---|---|---|---|---|---|
| Acquisition cost on Jan 1 | 93,348 | 6,181 | 9,952 | 186,973 | 296,455 |
| Additions | 6,147 | 0 | 1,717 | 6,806 | 14,670 |
| Decreases | -6,120 | 0 | 0 | -3,775 | -9,895 |
| Transfers | 3,973 | 0 | -8,586 | 5,103 | 489 |
| Acquisition cost on Dec 31 | 97,348 | 6,181 | 3,083 | 195,106 | 301,719 |
| Accumulated amortization on Jan 1 | -50,241 | -6,181 | 0 | -173,821 | -230,244 |
| Accumulated amortization relating to decreases | 6,120 | 0 | 0 | 3,775 | 9,895 |
| Amortization during the financial year | -14,222 | 0 | 0 | -6,466 | -20,688 |
| Accumulated amortization on Dec 31 | -58,343 | -6,181 | 0 | -176,512 | -241,037 |
| Net book value on Dec 31 | 39,005 | 0 | 3,083 | 18,595 | 60,683 |
| 2019, Thousand EUR | Land and water areas |
Buildings and constructions |
Machinery and equipment |
Other tangible assets |
Advance payments and construction in progress |
Total |
|---|---|---|---|---|---|---|
| Acquisition cost on Jan 1 | 1,083 | 18,860 | 109,495 | 553 | 6,225 | 136,216 |
| Additions | 0 | 16 | 2,369 | 0 | 5,705 | 8,089 |
| Decreases | -32 | -5,859 | -32,099 | 0 | 0 | -37,991 |
| Transfers | 0 | 0 | 3,251 | 0 | -3,290 | -39 |
| Acquisition cost on Dec 31 | 1,051 | 13,016 | 83,015 | 553 | 8,640 | 106,276 |
| Accumulated depreciation on Jan 1 | -110 | -14,001 | -86,268 | -507 | 0 | -100,885 |
| Accumulated depreciation relating to decreases | 0 | 5,508 | 31,801 | 0 | 0 | 37,309 |
| Depreciation during the financial year | 0 | -428 | -7,944 | -10 | 0 | -8,383 |
| Accumulated depreciation on Dec 31 | -110 | -8,921 | -62,411 | -517 | 0 | -71,959 |
| Net book value at 31 Dec | 942 | 4,095 | 20,604 | 36 | 8,640 | 34,317 |
| 2018, Thousand EUR | Land and water areas |
Buildings and constructions |
Machinery and equipment |
Other tangible assets |
Advance payments and construction in progress |
Total |
|---|---|---|---|---|---|---|
| Acquisition cost on Jan 1 | 1,083 | 18,567 | 102,000 | 553 | 9,093 | 131,297 |
| Additions | 0 | 166 | 6,448 | 0 | 5,010 | 11,623 |
| Decreases | 0 | -321 | -5,894 | 0 | 0 | -6,215 |
| Transfers | 0 | 448 | 6,940 | 0 | -7,878 | -489 |
| Acquisition cost on Dec 31 | 1,083 | 18,860 | 109,495 | 553 | 6,225 | 136,216 |
| Accumulated depreciation on Jan 1 | -110 | -13,826 | -83,546 | -497 | 0 | -97,979 |
| Accumulated depreciation relating to decreases | 0 | 321 | 5,803 | 0 | 0 | 6,124 |
| Depreciation during the financial year | 0 | -496 | -8,525 | -10 | 0 | -9,030 |
| Accumulated depreciation on Dec 31 | -110 | -14,001 | -86,268 | -507 | 0 | -100,885 |
| Net book value on Dec 31 | 974 | 4,859 | 23,227 | 46 | 6,225 | 35,331 |
| 2019, Thousand EUR | Holdings in Group companies |
Receivables from Group companies |
Other shares and holdings |
Total |
|---|---|---|---|---|
| Net book value on Jan 1 | 2,092,983 | 445,734 | 100,442 | 2,639,159 |
| Additions | 154 | 0 | 270 | 424 |
| Decreases | -339 | -30,973 | 0 | -31,312 |
| Impairments | -624,000 | 0 | 0 | -624,000 |
| Net book value on Dec 31 | 1,468,799 | 414,761 | 100,712 | 1,984,272 |
| 2018, Thousand EUR | Holdings in Group companies |
Receivables from Group companies |
Other shares and holdings |
Total |
|---|---|---|---|---|
| Net book value on Jan 1 | 2,123,929 | 289,459 | 121,926 | 2,535,315 |
| Additions | 213 | 156,275 | 0 | 156,488 |
| Decreases | -2,942 | 0 | 0 | -2,942 |
| Impairments | -28,217 | 0 | -21,484 | -49,702 |
| Net book value on Dec 31 | 2,092,983 | 445,734 | 100,442 | 2,639,159 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Raw materials and consumables | 31,966 | 30,951 |
| Finished goods | 78,709 | 78,786 |
| Advance payments | 153 | 14,476 |
| Total | 110,829 | 124,213 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Non-current receivables | ||
| Interest-bearing non-current receivables | ||
| Loan receivables | ||
| Loan receivables from others | 100 | 0 |
| Total | 100 | 0 |
| Deferred tax assets | ||
| Appropriations | 1,168 | 1,094 |
| Reservations | 3,861 | 2,883 |
| Revaluations | 4,285 | 4,285 |
| Other deferred tax receivables | 1,123 | 1,152 |
| Total | 10,437 | 9,414 |
| Total non-current receivables | 10,537 | 9,414 |
| Thousand EUR | 2019 | 2018 |
| Current receivables | ||
| Receivables from Group companies | ||
| Trade receivables | 38,415 | 36,097 |
| Loan receivables | 140,925 | 209,133 |
| Advances paid | 18,836 | 18,836 |
| Other current receivables | 28 | 0 |
| Prepayments and accrued income | 5,351 | 5,543 |
| Total | 203,555 | 269,610 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Accrued income from others | ||
| Trade receivables | 92,493 | 136,680 |
| Advances paid | 1 | 10 |
| Other current receivables | 4,710 | 13,009 |
| Prepayments and accrued income | 15,600 | 38,195 |
| Total | 112,803 | 187,894 |
| Total current receivables | 316,358 | 457,504 |
| Total receivables | 326,895 | 466,918 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Accrued income from others | ||
| Interest | -116 | 1,371 |
| Taxes | 1,588 | 2,138 |
| Exchange rate differences | 9,154 | 27,298 |
| Other | 4,974 | 7,389 |
| Total | 15,600 | 38,195 |
| Restricted equity Share capital on Jan 1 221,762 221,762 Share capital on Dec 31 221,762 221,762 Share premium account on Jan 1 257,878 257,878 Share premium account on Dec 31 257,878 257,878 Fair value reserve on Jan 1 19,730 4,394 Cash flow hedges -13,982 15,337 Fair value reserve on Dec 31 5,749 19,730 Total restricted equity on Dec 31 485,388 499,370 Unrestricted equity Unrestricted equity reserve on Jan 1 199,964 199,964 Unrestricted equity reserve on Dec 31 199,964 199,964 Retained earnings on Jan 1 635,369 582,637 Dividend distributions -80,905 -80,827 Share-based incentive plan Shares given 1,083 1,123 Shares returned -84 -23 Retained earnings on Dec 31 555,463 502,911 Profit for the financial period 93,521 132,458 Total unrestricted equity on Dec 31 848,948 835,333 Total capital and reserves on Dec 31 1,334,336 1,334,703 |
Thousand EUR | 2019 | 2018 |
|---|---|---|---|
| Total distributable funds on Dec 31 848,948 835,333 |
| Thousand | EUR | Number of shares |
|---|---|---|
| Acquisition value/number on Jan 1, 2019 | 19,065 | 2,832 |
| Change | -937 | -139 |
| Acquisition value/number on Dec 31, 2019 | 18,128 | 2,693 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Appropriations | ||
| Accumulated depreciation difference | 5,252 | 5,154 |
| Deferred tax liabilities on accumulated appropriations | 1,050 | 1,031 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Non-current provisions | ||
| Pension provisions | 5,617 | 5,760 |
| Environmental provisions | 17,621 | 14,000 |
| Total non-current provisions | 23,238 | 19,760 |
| Current provisions | ||
| Pension provisions | 383 | 359 |
| Environmental provisions | 1,300 | 0 |
| Total current provisions | 1,683 | 359 |
| Total provisions | 24,922 | 20,119 |
| Change in obligatory provisions | ||
| Obligatory provisions on Jan 1 | 20,119 | 22,181 |
| Utilised during the year | -724 | -3,747 |
| Cancellation of unused reservations | -20 | -13 |
| Increase during the year | 5,547 | 1,699 |
| Obligatory provisions on Dec 31 | 24,922 | 20,119 |
Environmental risks and liabilities are disclosed in Note 4.6 in the Notes to the Consolidated Financial Statements.
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Loans from financial institutions | 280,217 | 295,012 |
| Corporate bonds | 348,875 | 350,449 |
| Other liabilities | 10,712 | 21,423 |
| Total | 639,804 | 666,884 |
| Maturity later than five years | ||
| Loans from financial institutions | 130,648 | 90,000 |
| Corporate bonds | 0 | 350,000 |
| Other non-current liabilities | 0 | 21,435 |
| Total | 130,648 | 461,435 |
| Deferred tax liabilities | ||
| From foreign currency and electricity hedging | 1,437 | 4,914 |
| Total | 1,437 | 4,914 |
| Total non-current liabilities | 641,241 | 671,798 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Liabilities to Group companies | ||
| Trade payables | 41,223 | 47,926 |
| Other liabilities | 216,123 | 1,041,916 |
| Accrued expenses | 106,198 | 11,927 |
| Total | 363,545 | 1,101,769 |
| Liabilities to others | ||
| Corporate Bonds | 45,000 | 100,001 |
| Loans from financial institutions | 10,000 | 10,000 |
| Prepayments received | 895 | 1,588 |
| Trade payables | 74,587 | 78,074 |
| Other liabilities | 31,966 | 30,401 |
| Accrued expenses | 64,706 | 69,841 |
| Total | 227,155 | 289,905 |
| Total current liabilities | 590,700 | 1,391,674 |
| Accrued expenses and deferred income | ||
| Personnel expenses | 18,287 | 11,444 |
| Interest expenses and exchange rate differences | 9,493 | 9,984 |
| Cost accruals | 29,074 | 39,505 |
| Other | 7,853 | 8,908 |
| Total | 64,706 | 69,841 |
| 2019 | 2018 | |
|---|---|---|
| Nominal values, thousand EUR | Total | Total |
| Currency derivatives | ||
| Forward contracts | 468,439 | 358,063 |
| of which cash flow hedges | 93,379 | 14,127 |
| Interest rate derivatives | ||
| Interest rate swaps | 130,000 | 245,000 |
| of which cash flow hedges | — | 145,000 |
| of which fair value hedges | — | 100,000 |
| Other derivatives | ||
| Electricity contracts, bought (MWh) | 2,000,965 | 2,107,082 |
| Electricity forward contracts | 2,000,965 | 2,107,082 |
| of which cash flow hedges | 2,000,965 | 2,107,082 |
| 2018 | |||
|---|---|---|---|
| Fair values, thousand EUR | Positive | Negative | Net |
| Currency derivatives | |||
| Forward contracts | 2,346 | 2,161 | 184 |
| of which cash flow hedges | 75 | — | 75 |
| Interest rate derivatives | |||
| Interest rate swaps | 1,743 | 1,297 | 446 |
| of which cash flow hedges | — | 1,297 | -1,297 |
| of which fair value hedges | 1,743 | — | 1,743 |
| Other derivatives | |||
| Electricity forward contracts, bought | 24,528 | — | 24,528 |
| of which cash flow hedges | 24,528 | — | 24,528 |
| 2019 | |||
|---|---|---|---|
| Fair values, thousand EUR | Positive | Negative | Net |
| Currency derivatives | |||
| Forward contracts | 3,458 | 3,589 | -131 |
| of which cash flow hedges | 1,001 | 363 | 638 |
| Interest rate derivatives | |||
| Interest rate swaps | — | 576 | 576 |
| of which cash flow hedges | — | — | — |
| of which fair value hedges | — | — | — |
| Other derivatives | |||
| Electricity forward contracts, bought | 6,375 | — | 6,375 |
| of which cash flow hedges | 6,375 | — | 6,375 |
| Thousand EUR | 2019 | 2018 |
|---|---|---|
| Given guarantees | ||
| On behalf of own commitments | ||
| Business related delivery-, environmental and other guarantees | 13,657 | 9,700 |
| On behalf of companies belonging to the same Group | ||
| Business and financing guarantees | 445,898 | 408,717 |
| On behalf of others | ||
| Guarantees | 1,450 | 2,528 |
| Other obligations | ||
| Loan commitments | 6,127 | 6,127 |
| Purchase commitment | 333 | 667 |
| Rent liabilities | ||
| Maturity within one year | 2,550 | 2,505 |
| Maturity after one year | 10,965 | 13,426 |
| Total | 13,516 | 15,931 |
| Leasing liabilities | ||
| Maturity within one year | 1,099 | 1,228 |
| Maturity after one year | 1,098 | 1,096 |
| Total | 2,197 | 2,324 |
| Pledges given | ||
| On behalf of own commitments | 120 | 0 |
| Group holding, % |
Kemira Oyj holding, % |
|
|---|---|---|
| AS Kemivesi | 100.00 | 100.00 |
| Kemira Argentina S.A. | 100.00 | 15.80 |
| Kemira Cell Sp. z.o.o. | 55.00 | 55.00 |
| Kemira Chemicals (Nanjing) Co.,Ltd. | 100.00 | 100.00 |
| Kemira Chemicals (Shanghai) Co.,Ltd. | 100.00 | 100.00 |
| Kemira Chemicals (UK) Ltd. | 100.00 | 100.00 |
| Kemira Chemicals (Yanzhou) Co.,Ltd. | 100.00 | 100.00 |
| Kemira Chemicals Brasil Ltda | 100.00 | 99.87 |
| Kemira Chemicals Canada Inc. | 100.00 | 100.00 |
| Kemira Chemicals Korea Corporation | 100.00 | 100.00 |
| Kemira Chemie Ges.mbH | 100.00 | 100.00 |
| Kemira Chile Comercial Limitada | 100.00 | 99.00 |
| Kemira Europe Oy | 100.00 | 100.00 |
| Kemira Germany GmbH | 100.00 | 100.00 |
| Kemira GrowHow A/S | 100.00 | 100.00 |
| Kemira Hong Kong Company Limited | 100.00 | 100.00 |
| Kemira International Finance B.V. | 100.00 | 100.00 |
| Kemira KTM d.o.o. | 100.00 | 100.00 |
| Kemira Świecie Sp. z o.o. | 100.00 | 100.00 |
| Kemira Water Danmark A/S | 100.00 | 100.00 |
| Kemira Water Solutions Brasil | 100.00 | 100.00 |
| PT Kemira Indonesia | 100.00 | 74.80 |
| PT Kemira Chemicals Indonesia | 99.77 | 99.77 |
In 2019, Kemira Oyj sold the shares of Kemira Operon Oy. The Group's subsidiaries and investment in associates are presented in Note 6.2. in the Consolidated Financial Statements.


| Key audit matter | How our audit addressed the Key Audit Matter |
|---|---|
| Revenue recognition The accounting principles and disclosures concerning revenues are disclosed in Note 2.1. |
|
| Revenue recognition is considered as a key audit matter because revenues are a key financial performance measure which could create an incentive for revenues to be recognized prematurely. Relevant areas from the revenue recognition perspective are accuracy of the recognized amounts and timing of revenue recognition. Revenue recognition was determined to be a key audit matter and a significant risk of material misstatement referred to in EU Regulation No 537/2014, point (c) of Article 10 (2). |
Our audit procedures to address the risk of material misstatement included: Assessment of Kemira's accounting policies over revenue recognition from IFRS standards' perspective. - Effectiveness testing of revenue recognition related application controls in the enterprise resource planning system used by Kemira. Effectiveness testing of management's internal controls in sales process as well as analysis of identified control exceptions and their root cause. On a sample basis an analysis of current sales contracts and evaluation of appropriateness of recognized revenue and its timing. Analytical procedures over revenue transactions throughout the financial vear to |




Kemira provides certain financial performance measures (alternative performance measures), which are not defined by IFRS. Kemira believes that alternative performance measures followed by capital markets and Kemira management, such as organic growth*, EBITDA, operative EBITDA, cash flow after investing activities as well as gearing, provide useful information about Kemira's comparable business performance and financial position. Selected alternative performance measures are also used as performance criteria concerning remuneration.
Kemira's alternative performance measures should not be viewed in isolation to the equivalent IFRS measures and alternative performance measures should be read in conjunction with the most directly comparable IFRS measures. Definitions of the alternative performance measures can be found in the Definitions of the key figures in these Financial Statements, as well as at www.kemira.com > Investors > Financial information.
Kemira adopted IFRS 16 Leases -standard on January 1, 2019. The comparative figures were not restated on date of transition to IFRS 16. In 2019, the key figures (except revenue and capital expenditure) of Income Statements, Balance Sheet and cash flow have been impacted by the adoption of IFRS 16.
* Revenue growth in local currencies, excluding acquisitions and divestments.
| 2019 | 2018 | 2017 | 2016 | 2015 | |
|---|---|---|---|---|---|
| INCOME STATEMENT AND PROFITABILITY | |||||
| Revenue, EUR million | 2,659 | 2,593 | 2,486 | 2,363 | 2,373 |
| Operative EBITDA, EUR million | 410 | 323 | 311 | 303 | 287 |
| Operative EBITDA, % | 15.4 | 12.5 | 12.5 | 12.8 | 12.1 |
| EBITDA, EUR million ¹⁾ | 382 | 315 | 282 | 284 | 264 |
| EBITDA, % | 14.4 | 12.1 | 11.4 | 12.0 | 11.1 |
| Operative EBIT, EUR million | 224 | 174 | 170 | 170 | 163 |
| Operative EBIT, % | 8.4 | 6.7 | 6.9 | 7.2 | 6.9 |
| Operating profit (EBIT), EUR million ¹⁾ | 194 | 148 | 141 | 147 | 133 |
| Operating profit (EBIT), % | 7.3 | 5.7 | 5.7 | 6.2 | 5.6 |
| Share of the results of associates, EUR million ¹⁾ | 0 | 0 | 0 | 0 | 0 |
| Finance costs (net), EUR million | 40 | 25 | 29 | 19 | 31 |
| % of revenue | 1.5 | 1.0 | 1.2 | 0.8 | 1.3 |
| Interest cover, EUR million ¹⁾ | 9.6 | 12.6 | 9.8 | 14.9 | 8.6 |
| Profit before tax, EUR million | 155 | 123 | 113 | 128 | 102 |
| % of revenue | 5.8 | 4.8 | 4.5 | 5.4 | 4.3 |
| Net profit for the period (attributable to equity owners of the parent company), EUR million |
110 | 89 | 79 | 92 | 71 |
| Return on investment (ROI), % | 8.4 | 7.0 | 6.5 | 7.2 | 6.6 |
| Return of equity (ROE), % | 9.2 | 7.6 | 6.7 | 7.8 | 6.1 |
| Capital employed, EUR million | 1,998 | 1,781 | 1,763 | 1,718 | 1,660 |
| Operative return on capital employed (ROCE), % | 11.2 | 9.8 | 9.7 | 9.9 | 9.8 |
| Return on capital employed (ROCE), % | 9.7 | 8.3 | 8.0 | 8.6 | 8.0 |
| Research and development expenses, EUR million |
30 | 30 | 30 | 32 | 32 |
| % of revenue | 1.1 | 1.2 | 1.2 | 1.4 | 1.3 |
| 2019 | 2018 | 2017 | 2016 | 2015 | |
|---|---|---|---|---|---|
| CASH FLOW | |||||
| Net cash generated from operating activities, EUR million |
386 | 210 | 205 | 271 | 248 |
| Proceeds from sale of subsidiaries and property, plant and equipment and intangible assets, EUR million |
8 | 7 | 3 | 37 | 3 |
| Capital expenditure, EUR million | 204 | 194 | 190 | 211 | 305 |
| % of revenue | 7.7 | 7.5 | 7.6 | 8.9 | 12.9 |
| Capital expenditure excl. acquisitions, EUR million |
201 | 150 | 190 | 213 | 182 |
| % of revenue | 7.6 | 5.8 | 7.6 | 9.0 | 7.7 |
| Cash flow after investing activities, EUR million | 190 | 29 | 13 | 98 | -54 |
| Cash flow return on capital invested (CFROI), % |
16.5 | 9.4 | 9.3 | 12.5 | 12.1 |
| BALANCE SHEET AND SOLVENCY | |||||
| Non-current assets, EUR million | 2,090 | 1,901 | 1,842 | 1,822 | 1,825 |
| Shareholders' equity (Equity attributable to equity owners of the parent company), EUR million |
1,218 | 1,190 | 1,159 | 1,170 | 1,180 |
| Total equity including non-controlling interests, EUR million |
1,231 | 1,203 | 1,173 | 1,183 | 1,193 |
| Total liabilities, EUR million | 1,660 | 1,561 | 1,502 | 1,438 | 1,402 |
| Total assets, EUR million | 2,891 | 2,764 | 2,675 | 2,621 | 2,595 |
| Net working capital | 211 | 260 | 211 | 195 | 218 |
| Interest-bearing net liabilities, EUR million | 811 | 741 | 694 | 634 | 642 |
| Equity ratio, % | 43 | 44 | 44 | 45 | 46 |
| Gearing, % | 66 | 62 | 59 | 54 | 54 |
| Interest-bearing net liabilities per EBITDA | 2.1 | 2.4 | 2.5 | 2.2 | 2.4 |
| 2019 | 2018 | 2017 | 2016 | 2015 | |
|---|---|---|---|---|---|
| PERSONNEL | |||||
| Personnel at period-end | 5,062 | 4,915 | 4,732 | 4,818 | 4,685 |
| Personnel (average) | 5,020 | 4,810 | 4,781 | 4,802 | 4,559 |
| of whom in Finland | 812 | 821 | 822 | 807 | 793 |
| EXCHANGE RATES | |||||
| Key exchange rates on Dec 31 | |||||
| USD | 1.123 | 1.145 | 1.199 | 1.054 | 1.089 |
| CAD | 1.460 | 1.561 | 1.504 | 1.419 | 1.512 |
| SEK | 10.447 | 10.255 | 9.844 | 9.553 | 9.190 |
| CNY | 7.821 | 7.875 | 7.804 | 7.320 | 7.061 |
| BRL | 4.516 | 4.444 | 3.973 | 3.431 | 4.312 |
| PER SHARE FIGURES | |||||
| Earnings per share (EPS), basic and diluted, EUR ²⁾ |
0.72 | 0.58 | 0.52 | 0.60 | 0.47 |
| Net cash generated from operating activities per share, EUR ²⁾ |
2.53 | 1.38 | 1.35 | 1.78 | 1.63 |
| Dividend per share, EUR ²⁾ ³⁾ | 0.56 | 0.53 | 0.53 | 0.53 | 0.53 |
| Dividend payout ratio, % ²⁾ ³⁾ | 77.6 | 90.7 | 102.7 | 88.0 | 113.5 |
| Dividend yield, % ²⁾ ³⁾ | 4.2 | 5.4 | 4.6 | 4.4 | 4.9 |
| Equity per share, EUR ²⁾ | 7.98 | 7.80 | 7.61 | 7.68 | 7.76 |
| Price per earnings per share (P/E ratio) ²⁾ | 18.37 | 16.85 | 22.29 | 20.14 | 23.29 |
| Price per equity per share ²⁾ | 1.66 | 1.26 | 1.51 | 1.58 | 1.40 |
| Price per cash flow from operations per share ²⁾ |
5.24 | 7.14 | 8.54 | 6.83 | 6.68 |
| Dividend paid, EUR million ³⁾ | 85.5 | 80.8 | 80.7 | 80.8 | 80.7 |
| SHARE PRICE AND TRADING | |||||
| Share price, high, EUR | 14.99 | 12.03 | 12.44 | 12.55 | 12.27 |
| Share price, low, EUR | 9.77 | 9.34 | 10.33 | 8.92 | 9.14 |
| Share price, average, EUR | 12.56 | 11.00 | 11.47 | 10.96 | 10.86 |
| Share price on Dec 31, EUR | 13.26 | 9.85 | 11.50 | 12.13 | 10.88 |
| 2019 | 2018 | 2017 | 2016 | 2015 | |
|---|---|---|---|---|---|
| Number of shares traded (1,000) | 53,048 | 43,837 | 54,169 | 64,827 | 74,877 |
| % on number of shares | 35 | 29 | 36 | 42 | 49 |
| Market capitalization on Dec 31, EUR million²⁾ | 2,024.1 | 1,502.2 | 1,752.1 | 1,848.2 | 1,654.4 |
| NUMBER OF SHARES AND SHARE CAPITAL |
|||||
| Average number of shares, basic (1,000) ²⁾ | 152,630 | 152,484 | 152,359 | 152,314 | 152,059 |
| Average number of shares, diluted (1,000) ²⁾ | 153,071 | 152,768 | 152,594 | 152,526 | 152,395 |
| Number of shares on Dec 31, basic (1,000) ²⁾ | 152,649 | 152,510 | 152,354 | 152,367 | 152,062 |
| Number of shares on Dec 31, diluted (1,000)²⁾ | 153,385 | 152,927 | 152,512 | 152,619 | 152,544 |
| Increase (+) / decrease (-) in number of shares outstanding (1,000) |
139 | 156 | -14 | 305 | 11 |
| Share capital, EUR million | 221.8 | 221.8 | 221.8 | 221.8 | 221.8 |
1) In 2019, the share of profit or loss of associates line item has been changed in the in the Consolidated Income Statement as a way that the item is presented in the Consolidated Income Statement as the item included in operating profit (EBIT). Previous financial periods, the share of the results of associates is presented after the finance costs, net. 2) Number of shares outstanding, excluding the number of treasury shares.
3) The dividend for 2019 is the Board of Directors' proposal to the Annual General Meeting.
| OPERATIVE EBITDA | = | Operating profit (EBIT) + depreciation and amortization + impairments +/- items affecting comparability |
OPERATIVE RETURN ON CAPITAL EMPLOYED (OPERATIVE ROCE) (%) |
= | 100 x | Operative EBIT ³⁾ | |
|---|---|---|---|---|---|---|---|
| ITEMS AFFECTING COMPARABILITY ¹⁾ | = | Restructuring and streamlining programs + transaction and integration expenses in acquisitions + divestment of businesses and |
Capital employed ⁴⁾ | ||||
| other disposals + other items | RETURN ON CAPITAL EMPLOYED | = | 100 x | Operating profit (EBIT) ³⁾ | |||
| OPERATIVE EBIT | = | Operating profit (EBIT) +/- items affecting comparability |
(ROCE) (%) | Capital employed ⁴⁾ | |||
| INTEREST-BEARING NET LIABILITIES | = | Interest-bearing liabilities - cash and cash equivalents |
CAPITAL TURNOVER | = | Revenue Capital employed ⁴⁾ |
||
| Total equity | INTEREST-BEARING NET LIABILITIES / | = | Interest-bearing net liabilities | ||||
| EQUITY RATIO (%) | = | 100 x | Total assets - prepayments received | EBITDA | Operating profit (EBIT) + depreciation and amortization + impairments |
||
| GEARING (%) | = | 100 x | Interest-bearing net liabilities | Finance costs, net - dividend income +/- | |||
| Total equity | NET FINANCIAL COST (%) | = | 100 x | exchange rate differences | |||
| EBITDA | Interest-bearing net liabilities ²⁾ | ||||||
| INTEREST COVER | = | Finance costs, net | Inventories + trade receivables + other | ||||
| RETURN ON INVESTMENTS (ROI) (%) | = | 100 x | Profit before tax + interest expenses + other financial expenses |
NET WORKING CAPITAL | receivables, excluding derivatives, accrued interest income and other financing items - trade payables - other liabilities, excluding |
||
| Total assets - non-interest-bearing liabilities ²⁾ | derivatives, accrued interest expenses and other financing items |
||||||
| 100 x | Net profit attributable to equity owners of the parent company |
CAPITAL EMPLOYED | Property, plant and equipment + right-of-use | ||||
| RETURN ON EQUITY (ROE) (%) | = | Equity attributable to equity owners of the parent company ²⁾ |
assets + intangible assets + net working capital + investments in associates |
||||
| CASH FLOW RETURN ON INVESTMENT | Net cash generated from operating activities | ||||||
| (CFROI) (%) | = | 100 x | Total assets - interest-free liabilities ²⁾ | ||||
| CASH FLOW AFTER INVESTING ACTIVITIES |
= | Net cash generated from operating activities + net cash used in investing activities |
the comparability of the financial reporting of Kemira Group. Restructuring and streamlining programs, transaction and integration expenses in acquisitions, divestments of businesses and other disposals are considered the most common |
1) Financial performance measures which are not defined by IFRS may include items of income and expenses that affect |
items affecting comparability. 2) Average
3) Operating profit (EBIT) taken into account for 12-month rolling average at the end of the review period.
4) 12-month rolling average
| EARNINGS PER SHARE (EPS) | = | Net profit attributable to equity owners of the parent company |
|
|---|---|---|---|
| Average number of shares | |||
| NET CASH GENERATED FROM | Net cash generated from operating activities | ||
| OPERATING ACTIVITIES PER SHARE | = | Average number of shares | |
| DIVIDEND PER SHARE | = | Dividend paid | |
| Number of shares on Dec 31 | |||
| DIVIDEND PAYOUT RATIO (%) | = | 100 x | Dividend per share |
| Earnings per share (EPS) | |||
| Dividend per share | |||
| DIVIDEND YIELD (%) | = | 100 x | Share price on Dec 31 |
| Equity attributable to equity owners of the | |||
| EQUITY PER SHARE | = | parent company on Dec 31 Number of shares on Dec 31 |
|
| Shares traded (EUR) | |||
| SHARE PRICE, YEAR AVERAGE | Shares traded (volume) | ||
| PRICE PER EARNINGS PER SHARE (P/E) | Share price on Dec 31 | ||
| Earnings per share (EPS) | |||
| Share price on Dec 31 | |||
| PRICE PER EQUITY PER SHARE | = | Equity per share attributable to equity owners of the parent company |
|
| PRICE PER NET CASH GENERATED | Share price on Dec 31 | ||
| FROM OPERATING ACTIVITIES PER SHARE |
= | Net cash generated from operating activities per share |
|
| SHARE TURNOVER (%) | = | 100 x | Number of shares traded in main stock exchange |
| Average number of shares |
| 2019 | 2018 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| EUR million | 1-3 | 4-6 | 7-9 | 10-12 | Total | 1-3 | 4-6 | 7-9 | 10-12 | Total |
| ITEMS AFFECTING COMPARABILITY IN EBITDA AND EBIT | ||||||||||
| Operative EBITDA | ||||||||||
| Pulp & Paper | 50.7 | 53.7 | 61.3 | 52.6 | 218.3 | 42.7 | 45.4 | 52.3 | 51.2 | 191.7 |
| Industry & Water | 45.0 | 52.4 | 56.8 | 37.5 | 191.7 | 26.6 | 34.8 | 36.7 | 33.3 | 131.5 |
| Total | 95.6 | 106.1 | 118.1 | 90.1 | 410.0 | 69.4 | 80.2 | 89.0 | 84.5 | 323.1 |
| Total items affecting comparability | -3.1 | -4.0 | 0.0 | -20.5 | -27.7 | -1.2 | 2.3 | -6.2 | -3.2 | -8.3 |
| EBITDA | 92.5 | 102.1 | 118.1 | 69.6 | 382.3 | 68.2 | 82.5 | 82.8 | 81.3 | 314.8 |
| Operative EBIT | ||||||||||
| Pulp & Paper | 20.6 | 24.0 | 32.1 | 22.5 | 99.2 | 18.9 | 22.0 | 26.6 | 24.1 | 91.6 |
| Industry & Water | 29.5 | 36.3 | 39.0 | 19.9 | 124.7 | 15.0 | 23.0 | 23.4 | 20.8 | 82.2 |
| Total | 50.1 | 60.3 | 71.1 | 42.4 | 224.0 | 33.9 | 45.1 | 50.0 | 44.8 | 173.8 |
| Total items affecting comparability | -3.1 | -4.0 | -2.0 | -20.5 | -29.6 | -1.2 | -6.6 | -14.1 | -3.7 | -25.6 |
| EBIT | 47.0 | 56.3 | 69.2 | 21.9 | 194.4 | 32.7 | 38.5 | 35.9 | 41.1 | 148.2 |
| Operative EBITDA | 95.6 | 106.1 | 118.1 | 90.1 | 410.0 | 69.4 | 80.2 | 89.0 | 84.5 | 323.1 |
| Restructuring and streamlining programs | -0.4 | -1.9 | -0.5 | -10.7 | -13.5 | 0.0 | -0.8 | -5.5 | -2.7 | -8.9 |
| Transaction and integration expenses in acquisition | -0.5 | 0.0 | 0.0 | 2.7 | 2.2 | -0.2 | 0.0 | 0.0 | 3.1 | 2.8 |
| Divestment of businesses and other disposals | 0.9 | 0.0 | 0.8 | -0.8 | 0.9 | 0.0 | 5.7 | 0.0 | 0.0 | 5.7 |
| Other items | -3.2 | -2.1 | -0.3 | -11.6 | -17.2 | -1.0 | -2.6 | -0.8 | -3.6 | -7.9 |
| Total items affecting comparability | -3.1 | -4.0 | 0.0 | -20.5 | -27.7 | -1.2 | 2.3 | -6.2 | -3.2 | -8.3 |
| EBITDA | 92.5 | 102.1 | 118.1 | 69.6 | 382.3 | 68.2 | 82.5 | 82.8 | 81.3 | 314.8 |
| Operative EBIT | 50.1 | 60.3 | 71.1 | 42.4 | 224.0 | 33.9 | 45.1 | 50.0 | 44.8 | 173.8 |
| Total items affecting comparability in EBITDA | -3.1 | -4.0 | 0.0 | -20.5 | -27.7 | -1.2 | 2.3 | -6.2 | -3.2 | -8.3 |
| Items affecting comparability in depreciation, amortization and impairments | 0.0 | 0.0 | -1.9 | 0.0 | -1.9 | 0.0 | -8.9 | -7.9 | -0.5 | -17.3 |
| Operating profit (EBIT) | 47.0 | 56.3 | 69.2 | 21.9 | 194.4 | 32.7 | 38.5 | 35.9 | 41.1 | 148.2 |
| 2019 | 2018 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| EUR million | 1-3 | 4-6 | 7-9 | 10-12 | Total | 1-3 | 4-6 | 7-9 | 10-12 | Total |
| ROCE AND OPERATIVE ROCE | ||||||||||
| Operative EBIT | 50.1 | 60.3 | 71.1 | 42.4 | 224.0 | 33.9 | 45.1 | 50.0 | 44.8 | 173.8 |
| Operating profit (EBIT) | 47.0 | 56.3 | 69.2 | 21.9 | 194.4 | 32.7 | 38.5 | 35.9 | 41.1 | 148.2 |
| Share of the results of associates | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Capital employed | 1,843.6 | 1,901.0 | 1,961.8 | 1,998.2 | 1,998.2 | 1,753.9 | 1,754.6 | 1,759.5 | 1,781.4 | 1,781.4 |
| Operative ROCE, % | 10.3 | 10.8 | 11.5 | 11.2 | 11.2 | 9.7 | 9.7 | 9.8 | 9.8 | 9.8 |
| ROCE, % | 8.8 | 9.5 | 10.9 | 9.7 | 9.7 | 8.1 | 8.3 | 8.5 | 8.3 | 8.3 |
| NET WORKING CAPITAL | ||||||||||
| Inventories | 300.8 | 304.0 | 304.6 | 260.6 | 260.6 | 237.1 | 254.9 | 268.6 | 283.8 | 283.8 |
| Trade receivables and other receivables | 417.4 | 413.1 | 415.1 | 378.8 | 378.8 | 423.7 | 449.2 | 457.3 | 420.2 | 420.2 |
| Excluding financing items in other receivables | -16.9 | -16.3 | -17.0 | -11.9 | -11.9 | -22.2 | -33.4 | -33.1 | -32.5 | -32.5 |
| Trade payables and other liabilities | 522.2 | 421.7 | 442.2 | 455.7 | 455.7 | 495.2 | 405.4 | 421.5 | 439.1 | 439.1 |
| Excluding financing items in other liabilities | -115.5 | -23.6 | -38.9 | -38.8 | -38.8 | -96.5 | -12.3 | -9.9 | -28.0 | -28.0 |
| Net working capital | 294.5 | 313.4 | 299.3 | 210.7 | 210.7 | 240.0 | 277.6 | 281.1 | 260.4 | 260.4 |
| INTEREST-BEARING NET LIABILITIES | ||||||||||
| Non-current interest-bearing liabilities | 790.8 | 790.4 | 792.1 | 737.9 | 737.9 | 758.8 | 658.4 | 653.1 | 646.3 | 646.3 |
| Current interest-bearing liabilities | 266.9 | 222.4 | 181.5 | 216.6 | 216.6 | 148.9 | 243.5 | 236.1 | 240.0 | 240.0 |
| Interest-bearing liabilities | 1,057.8 | 1,012.8 | 973.6 | 954.5 | 954.5 | 907.7 | 902.0 | 889.2 | 886.3 | 886.3 |
| Cash and cash equivalents | 216.2 | 91.6 | 107.2 | 143.1 | 143.1 | 229.9 | 129.3 | 144.9 | 144.9 | 144.9 |
| Interest-bearing net liabilities | 841.6 | 921.1 | 866.4 | 811.4 | 811.4 | 677.8 | 772.6 | 744.3 | 741.4 | 741.4 |
| 2019 | 2018 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| EUR million | 1-3 | 4-6 | 7-9 | 10-12 | Total | 1-3 | 4-6 | 7-9 | 10-12 | Total |
| Revenue | ||||||||||
| Pulp & Paper | 380.8 | 373.4 | 382.9 | 385.9 | 1,522.9 | 368.7 | 376.0 | 385.2 | 390.4 | 1,520.2 |
| Industry & Water | 267.0 | 290.2 | 306.9 | 271.8 | 1,135.9 | 245.0 | 271.7 | 284.4 | 271.5 | 1,072.6 |
| Total | 647.8 | 663.6 | 689.8 | 657.7 | 2,658.8 | 613.7 | 647.6 | 669.6 | 661.8 | 2,592.8 |
| EBITDA ¹⁾ | ||||||||||
| Pulp & Paper | 48.8 | 51.0 | 60.8 | 31.8 | 192.4 | 42.1 | 44.6 | 48.2 | 53.0 | 187.8 |
| Industry & Water | 43.7 | 51.1 | 57.3 | 37.8 | 189.9 | 26.1 | 38.0 | 34.6 | 28.3 | 127.0 |
| Total | 92.5 | 102.1 | 118.1 | 69.6 | 382.3 | 68.2 | 82.5 | 82.8 | 81.3 | 314.8 |
| EBIT ¹⁾ | ||||||||||
| Pulp & Paper | 18.8 | 21.3 | 31.6 | 1.7 | 73.4 | 18.2 | 21.1 | 14.6 | 25.8 | 79.8 |
| Industry & Water | 28.2 | 35.0 | 37.6 | 20.2 | 121.0 | 14.5 | 17.4 | 21.3 | 15.3 | 68.5 |
| Total | 47.0 | 56.3 | 69.2 | 21.9 | 194.4 | 32.7 | 38.5 | 35.9 | 41.1 | 148.2 |
| Finance costs, net | -8.8 | -10.0 | -10.5 | -10.4 | -39.7 | -3.9 | -7.4 | -7.9 | -5.8 | -25.0 |
| Share of the results of associates | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Profit before tax | 38.2 | 46.3 | 58.7 | 11.5 | 154.7 | 28.8 | 31.1 | 28.1 | 35.4 | 123.3 |
| Income taxes | -8.9 | -11.1 | -15.3 | -3.0 | -38.2 | -5.8 | -7.5 | -5.9 | -8.9 | -28.1 |
| Net profit for the period | 29.3 | 35.2 | 43.3 | 8.6 | 116.5 | 23.0 | 23.5 | 22.1 | 26.5 | 95.2 |
| Net profit attributable to | ||||||||||
| Equity owners of the parent | 27.9 | 33.6 | 41.5 | 7.0 | 110.2 | 21.3 | 21.8 | 20.6 | 25.5 | 89.1 |
| Non-controlling interests | 1.4 | 1.6 | 1.8 | 1.5 | 6.3 | 1.7 | 1.8 | 1.5 | 1.0 | 6.1 |
| Net profit for the period | 29.3 | 35.2 | 43.3 | 8.6 | 116.5 | 23.0 | 23.5 | 22.1 | 26.5 | 95.2 |
| Earning per share, basic, EUR | 0.18 | 0.14 | 0.27 | 0.05 | 0.72 | 0.14 | 0.14 | 0.14 | 0.17 | 0.58 |
| Earning per share, diluted, EUR | 0.18 | 0.14 | 0.27 | 0.05 | 0.72 | 0.14 | 0.14 | 0.14 | 0.17 | 0.58 |
1) Includes items affecting comparability.
On December 31, 2019 Kemira Oyj's share capital amounted to EUR 221.8 million and the number of shares was 155,342,557. Each share entitles to one vote at the general meeting. Kemira Oyj's shares are registered in the book-entry system maintained by Euroclear Finland Ltd.
At the end of December, Kemira Oyj had 33,345 registered shareholders (34,378 on December 31, 2018). Non-Finnish shareholders held 31.9% of the shares (27.4%), including nomineeregistered holdings. Households owned 15.6% of the shares (17.1%). Kemira held 2,693,111 treasury shares (2,832,297), representing 1.7% (1.8%) of all company shares.
A list of Kemira's largest shareholders is updated monthly and can be found on the company website at www.kemira.com/investors.
Kemira Oyj's shares are listed on Nasdaq Helsinki. The trading code for the shares is KEMIRA and the ISIN code is FI0009004824.
Kemira Oyj's share price increased by 35% from the beginning of the year and closed at EUR 13.26 on the Nasdaq Helsinki at the end of December 2019 (9.85 on December 31, 2018). Shares registered a high of EUR 14.99 and a low of EUR 9.77 in January-December 2019, and the average share price was EUR 12.56. The company's market capitalization, excluding treasury shares, was EUR 2,024 million at the end of December 2019 (1,502).
In January-December 2019, Kemira Oyj's share trading turnover on the Nasdaq Helsinki was EUR 682 million (479 in January-December 2018). The average daily trading volume was 230,086 (175,444) shares.
In addition to Nasdaq Helsinki, Kemira shares are traded on several alternative market places or multilateral trading facilities (MTF), for example at BATS, Chi-X and Turquoise. The total share trading in 2019 was 74 million (68) shares, of which 28% (35%) was executed on other trading facilities than on Nasdaq Helsinki. Source: Nasdaq and Kemira.com.
Up-to-date information on Kemira's share price is available on the company's website at www.kemira.com/investors.
On December 31, 2019, Kemira Oyj's distributable funds totaled EUR 848,948,241 of which net profit for the period was EUR 93,521,333. No material changes have taken place in the company's financial position after the balance sheet date.
Kemira Oyj's Board of Directors proposes to the Annual General Meeting to be held on March 25, 2020 that a dividend of EUR 0.56 per share totaling EUR 85 million shall be paid on the basis of the adopted balance sheet for the financial year ended December 31, 2019. The dividend will be paid in two installments. The first installment of EUR 0.28 per share will be paid to a shareholder who is registered in the company's shareholder register maintained by Euroclear Finland Oy on the record date for the dividend payment, March 27, 2020. The Board of Directors proposes that the first installment of the dividend be paid out on April 7, 2020. The second installment of EUR 0.28 per share will be paid in November 2020. The second installment will be paid to a shareholder who is registered in the company's shareholder register maintained by Euroclear Finland Oy on the record date for the dividend payment. The Board of Directors will decide the record date and the payment date for the second installment at the meeting scheduled for October 26, 2020. According to the current rules of Euroclear Finland, the record date would then be October 28, 2020, and the dividend payment date November 4, 2020, at the earliest.
Kemira's dividend policy aims to pay a stable and competitive dividend.
The Annual General Meeting on March 21, 2019 authorized the Board of Directors to decide upon repurchase of a maximum of 5,100,000 company's own shares ("Share repurchases authorization"). Shares will be repurchased by using unrestricted equity either through a tender offer with equal terms to all shareholders at a price determined by the Board of Directors or otherwise than in proportion to the existing shareholdings of the company's shareholders in public trading on the Nasdaq Helsinki Ltd (the "Helsinki Stock Exchange") at the market price quoted at the time of the repurchase. The price paid for the shares repurchased through a tender offer under the authorization shall be based on the market price of the company's shares in public trading. The minimum price to be paid would be the lowest market price of the share quoted in public trading during the authorization period and the maximum price the highest market price quoted during the authorization period.
Shares shall be acquired and paid for in accordance with the Rules of the Helsinki Stock Exchange and Euroclear Finland Ltd. Shares may be repurchased to be used in implementing or financing mergers and acquisitions, developing the company's capital structure, improving the liquidity of the company's shares or to be used for the payment of the annual fee payable to the members of the Board of Directors or implementing the company's share-based incentive plans. In order to realize the aforementioned purposes, the shares acquired may be retained, transferred further or cancelled by the company. The Board of Directors will decide upon other terms related to share repurchases. The share repurchase authorization is valid until the end of the next Annual General Meeting. The Board had not exercised its authorization by December 31, 2019.
The AGM authorized the Board of Directors to decide to issue a maximum of 15,600,000 new shares and/or transfer a maximum of 7,800,000 company's own shares held by the company ("Share issue authorization"). The new shares may be issued and the company's own shares held by the company may be transferred either for consideration or without consideration. The new shares may be issued and the company's own shares held by the company may be transferred to the company's shareholders in proportion to their current shareholdings in the company, or by displaying the shareholders' pre-emption right, through a directed share issue, if the company has a weighty financial reason to do so, such as financing or implementing
mergers and acquisitions, developing the capital structure of the company, improving the liquidity of the company's shares or if this is justified for the payment of the annual fee payable to the members of the Board of Directors or implementing the company's share-based incentive plans. The directed share issue may be carried out without consideration only in connection with the implementation of the company's share-based incentive plan. The subscription price of new shares shall be recorded to the invested unrestricted equity reserves. The consideration payable for company's own shares shall be recorded to the invested unrestricted equity reserves. The Board of Directors will decide upon other terms related to the share issues. The share issue authorization is valid until May 31, 2020. The share issue authorization has been used and shares owned by the Group were conveyed to members of the Board and key employees in connection with the remuneration.
The members of the Board of Directors as well as the President and CEO and his Deputy held 543,463 (511,885) Kemira Oyj shares on December 31, 2019 or 0.35% (0.33%) of all outstanding shares and voting rights (including treasury shares and shares held by the related parties and controlled corporations). Jari Rosendal, President and CEO, held 93,840 shares (77,200) on December 31, 2019. Members of the Management Board, excluding the President and CEO and his Deputy, held a total of 136,971 shares on December 31, 2019 (107,961), representing 0.09% (0.07%) of all outstanding shares and voting rights (including treasury shares and shares held by the related parties and controlled corporations). Up-to-date information regarding the shareholdings of the Board of Directors and Management is available on Kemira's website at www.kemira.com/investors.
| Shareholder | Number of shares | % of shares and votes | |
|---|---|---|---|
| 1 | Oras Invest Ltd | 31,278,217 | 20.1 |
| 2 | Solidium Oy | 15,782,765 | 10.2 |
| 3 | Varma Mutual Pension Insurance Company | 5,329,836 | 3.4 |
| 4 | Ilmarinen Mutual Pension Insurance Company |
4,118,851 | 2.7 |
| 5 | Nordea Funds | 2,558,202 | 1.7 |
| 6 | Veritas Pension Insurance Company Ltd. | 1,435,625 | 0.9 |
| 7 | Oppiva Invest Oy | 1,336,900 | 0.9 |
| 8 | OP-Henkivakuutus Ltd. | 1,262,134 | 0.8 |
| 9 | Elo Mutual Pension Insurance Company | 947,413 | 0.6 |
| 10 | Säästöpankki Funds | 946,672 | 0.6 |
| 11 | Pohjola Fund Management | 751,102 | 0.5 |
| 12 | Nordea Life Insurance | 730,166 | 0.5 |
| 13 | Laakkonen Mikko Kalervo | 600,000 | 0.4 |
| 14 | The State Pension Fund | 500,000 | 0.3 |
| 15 | Paasikivi Pekka Johannes | 434,000 | 0.3 |
| Kemira Oyj | 2,693,111 | 1.7 | |
| Nominee registered and foreign shareholders | 49,593,969 | 31.9 | |
| Others, Total | 35,043,594 | 22.5 | |
| Total | 155,342,557 | 100.0 |
| Number of shares | Number of shareholders |
% of shareholders |
Shares total | % of share and votes |
|---|---|---|---|---|
| 1 - 100 | 9,062 | 27.2 | 515,810 | 0.3 |
| 101 - 500 | 13,572 | 40.7 | 3,694,319 | 2.4 |
| 501 - 1,000 | 5,036 | 15.1 | 3,882,545 | 2.5 |
| 1,001 - 5,000 | 4,760 | 14.3 | 9,969,756 | 6.4 |
| 5,001 - 10,000 | 516 | 1.5 | 3,785,723 | 2.4 |
| 10,001 - 50,000 | 301 | 0.9 | 5,982,477 | 3.9 |
| 50,001 - 100,000 | 40 | 0.1 | 2,997,175 | 1.9 |
| 100,001 - 500,000 | 41 | 0.1 | 8,434,637 | 5.4 |
| 500,001 - 1,000,000 | 6 | 0.0 | 4,306,171 | 2.8 |
| 1,000,001 - | 11 | 0.0 | 111,773,944 | 72.0 |
| Total | 33,345 | 100.0 | 155,342,557 | 100.0 |
Kemira will publish three financial reports in 2020.
April 28, 2020: Interim report for January-March July 17, 2020: Half-year financial report for January-June October 27, 2020: Interim report for January-September
The financial reports and related presentation material are available on Kemira's website at www.kemira.com/investors. Furthermore, Kemira's stock exchange and press releases, Annual Reports (incl. Corporate Responsibility Report and Financial Statements) and other investor information are also available on the website. On the site, visitors can register to receive releases by e-mail and order the company's Financial Statements. Financial Statements can also be ordered from Kemira Oyj, tel. +358 10 8611.
The purpose of Kemira's investor communications is to provide capital markets with open and reliable information on the company and its operating environment in order to give market participants a factual overview of Kemira as an investment.
Kemira's investor communications aims to ensure that everyone operating in the markets has equal access to sufficient and correct information concerning the company, and to ensure that information is disclosed consistently and without delay.
Kemira Oyj is domiciled in Helsinki, Finland, and the company's shares are listed on Nasdaq Helsinki. Kemira Oyj complies with the laws of Finland and the regulations of Nasdaq Helsinki and Finland's Financial Supervisory Authority.
Kemira observes a silent period before issuing financial statements or interim reports. During the period, Kemira's representatives do not comment on Kemira's financial statements or
interim reports for the ongoing reporting period the specific silent period relates to. The schedule for the silent period and publication of financial information and closed periods is displayed on Kemira's website under Investors > Investor Calendar. Kemira's Investor Relation function is responsible for keeping the calendar up-to-date.
Kemira's Annual General Meeting will be held on Wednesday, March 25, 2020 at 1.00 p.m. at Finlandia Hall, Mannerheimintie 13 e, Helsinki, Finland. A shareholder who on the record date of the Annual General Meeting, March 13, 2020, is registered in the company's shareholders' register maintained by Euroclear Finland Ltd, is entitled to attend and participate in the Annual General Meeting.
Registration to the Annual General Meeting has begun on February 11, 2020 and registration instructions has been published on that day as a stock exchange release and at Kemira's web site at www.kemira.com > Investors > Corporate Governance > Annual General Meeting > Annual General Meeting 2020.
Kemira will release a stock exchange release on the Annual General Meeting's decisions immediately after the meeting.
For dividend proposal, please see page 100.
Kemira's shareholders are kindly requested to report any change of address to the bank or brokerage firm in which they have their book-entry account. This will also update information in registers, maintained by Euroclear Finland Ltd, which Kemira uses to send mail to its shareholders.
Mikko Pohjala, Vice President, Investor Relations tel. +358 40 838 0709 e-mail: [email protected]
Listed on: Nasdaq Helsinki Ltd Trading code: KEMIRA ISIN code: FI0009004824 Industry group: Materials Industry: Chemicals Number of shares on December 31, 2019: 155,342,557 Listing date: November 10, 1994
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