Quarterly Report • Oct 20, 2011
Quarterly Report
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TRAINERS' HOUSE GROUP'S INTERIM REPORT FOR 1 JANUARY – 30 SEPTEMBER 2011
Trainers' House's operating profit during the third quarter was at the same level as it was in the corresponding period in 2010.
January – September 2011 in brief (the figures are figures for the company's continuing operations)
July – September 2011 in brief (the figures are figures for the company's continuing operations)
Key figures at the end of the third quarter of 2011
The company expects net sales to grow and operating profit after depreciation resulting from the allocation of acquisition cost to improve in comparison to 2010.
The company's net sales and result during the third quarter were at the same level as they were in the corresponding period in 2010.
The nature of the business is such that, due to the holiday period, the net sales and result for the third quarter are typically weaker than the preceding quarters.
During the third quarter of the year, the company strengthened sales management and put in place measures to increase efficiency in the implementation of projects. Marketing was used, in particular, to strengthen the services related to managing work capacity and SaaS services.
For more information, please contact
Vesa Honkanen, CEO, on +358 500 432 993 Mirkka Vikström, CFO, on +358 50 376 1115
Trainers' House is a training and marketing company that helps its customers grow by supporting their everyday leadership.
This task is executed by offering customers business-critical training based on the utilisation of marketing systems (Ignis) and management systems (SaaS).
Trainers' House projects are connected with clarifying our customers' business strategies; marketing the strategies; and implementing them by spurring sales, by enhancing customer service (for example, through service design), and by developing the work of leaders and supervisors along with the skills of their subordinates. Managing work capacity through physical and mental coaching holds an important role in an increasing number of customer projects.
The results of customer projects are verified by auditing customers' everyday work and by bringing in management systems to help monitor the activities.
Trainers' House implements some 600 bespoke customer projects each year, in close co-operation with the customers. In addition, the company coaches hundreds of its customers' representatives each year in personal management training programmes.
During the third quarter of the year, the company strengthened sales management and put in place measures to increase efficiency in the implementation of projects. Marketing was used, in particular, to strengthen the services related to managing work capacity and SaaS services.
Trainers' House net sales and operating profit remained at the previous year's level during the third quarter.
Net sales from continuing operations in the period under review came to EUR 11.9 million (EUR 11.2 million). Operating profit from continuing operations before depreciation resulting from the allocation of the acquisition cost of Trainers' House Oy was EUR 1.4 million, or 11.9% of net sales (EUR 1.0 million, or 8.9% of net sales). Profit for the period was EUR -0.2 million, or -1.4% of net sales (EUR -1.4 million, or -12.1%).
Result
The comparative figures used for reporting on operating profit include the operating profit reported as well as operating profit before depreciation of allocated acquisition costs related to the acquisition of Trainers' House Oy and non-recurring items (i.e., operating profit, EBIT).
The following table itemizes the Group's key figures (in thousands of euros):
| 1-9/2011 | 1-9/2010 | |
|---|---|---|
| Net sales | 11,868 | 11,180 |
| Expenses: | ||
| Personnel-related expenses | -5,505 | -5,816 |
| Other expenses | -4,556 | -3,944 |
| EBITDA | 1,807 | 1,420 |
| Depreciation of non-current assets | -394 | -430 |
| Operating profit before depreciation of acquisition cost |
1,413 | 989 |
| % of net sales | 11.9 | 8.9 |
| Depreciation of allocation of acquisition cost *) |
-1,229 | -1,525 |
| Operating profit before non-recurring | ||
| items | 185 | -536 |
| Non-recurring items | -550 | |
| EBIT | 185 | -1,086 |
| % of net sales | 1.6 | -9.7 |
| Financial income and expenses | -353 | -749 |
| Profit/loss before tax | -168 | -1,834 |
| Tax **) | 5 | 482 |
| Profit/loss for the period continuing operations |
-163 | -1,352 |
| % of net sales | -1.4 | -12.1 |
| Discontinued operations ***) | -4,743 | |
| Profit/loss for the period | -163 | -6,095 |
*) Of the purchase price for Trainers' House Oy in 2007, EUR 10.2 million has been allocated to intangible assets with a limited useful life. This item is depreciated over five years. The total remaining portion of this item will be depreciated as follows: EUR 1.6 million in 2011 and EUR 1.4 million in 2012.
**) The tax included in the income statement is deferred. Taxes recognized in the income statement have no effect on cash flow. On 30 September 2011, the company's balance sheet included deferred tax assets from losses carried forward in the amount of EUR 1.4 million. Tax loss carry-forwards must be utilised within 10 years from their recognition. Of the deferred tax assets, EUR 0.4 million will expire in 2011–2012 and the remaining EUR 0.9 million in 2019.
***) Discontinued operations are specified in the notes.
The following table itemizes the distribution of net sales from continuing
operations and shows the quarterly profit/loss from the beginning of 2010 (in thousands of euros.
| Q110 | Q210 | Q310 | Q410 | 2010 | Q111 | Q211 | Q311 | |
|---|---|---|---|---|---|---|---|---|
| Net sales | 4180 | 4168 | 2831 | 4398 | 15578 | 4420 | 4636 | 2812 |
| Operating profit before depreciation of acquisition cost *) |
588 | 483 | -81 | 118 | 1107 | 653 | 884 | -124 |
| Operating profit | 79 | -575 | -590 | -14728 | -15814 | 244 | 475 | -533 |
*) excluding non-recurring items
LONG-TERM OBJECTIVES
The company's long-term objective is profitable growth.
FINANCING, INVESTMENTS, AND SOLVENCY
Hybrid bond
On 15 January 2010, Trainers' House Plc issued a EUR 5.0 million domestic hybrid bond. Interest in the amount of EUR 0.5 million has been paid on the hybrid bond to the subscribers in the first quarter. The interest paid reduces the non-restricted equity and is not recognised as income.
Cash flow and financing
Cash flow in the period under review from operating activities before financial items totalled EUR 1.4 million (EUR -1.7 million), and after financial items EUR 0.6 million (EUR -2.4 million).
There were no investments in the reporting period (EUR 6.1 million). Cash flow from financing came to EUR -0.2 million (EUR -1.4 million).
Total cash flow amounted to EUR 0.4 million (EUR 2.3 million).
On 30 September 2011, the Group's liquid assets totalled EUR 4.0 million (EUR 4.1 million) The equity ratio was 69.5% (73.3%). Net gearing was 16.1% (14.0%). At the end of the period under review, the company had EUR 9.7 million of interest-bearing debt (EUR 11.1 million).
Financial risks
Interest rate risk is managed by covering some of the risk with hedging agreements. A bad-debt provision, which is booked on the basis of ageing and case-specific risk analyses, covers risks to accounts receivable.
Risks in the company's operating environment have remained unchanged. On account of the project-based nature of the company's operations, the order life cycle is short, which makes it more difficult to estimate future developments. The longer-term visibility remains unclear due to the weakening of the general economic situation.
The Group's goodwill and deferred tax assets recognised in the balance sheet were re-tested for impairment at the end of the third quarter. No goodwill write-downs were judged necessary from the results of this impairment testing.
If the company's profitability should fail to develop as predicted, or if external factors beyond the company's control, such as interest rates, should change significantly, there is a risk that some of the Group's goodwill may have to be written down. Such a write-down would not affect the company's cash flow.
At the end of the period under review, Trainers' House Plc's balance sheet included deferred tax assets from losses carried forward in the amount of EUR 1.4 million. If the Group's taxable income does not reach approximately EUR 1.7 million for 2011–2012, there is a risk of some of the deferred tax assets recognised in the consolidated balance sheet being unable to be utilised and therefore having to be written down. Of the deferred tax assets, EUR 0.4 million will expire during 2011 - 2012 and the remaining EUR 0.9 will expire in 2019. However, any such write-down would not affect the company's cash flow.
In connection with the merger of Trainers' House Oy and Satama Interactive Plc, the company concluded a loan agreement in the amount of EUR 40 million. At the end of the period under review, the company had loans related to this loan agreement in an amount of EUR 9.2 million. The loan agreement includes standard covenants, including one concerning the ratio of net debt to EBITDA.
If the company's profitability should fail to develop as expected, there would be a risk of the company being unable to fulfil the covenants, which would increase financial expenses.
Risks are discussed in more detail in the annual report and on the company's website at: www.trainershouse.fi > Investors.
At the end of September 2011, the Group employed 130 (141) people.
SHARES AND SHARE CAPITAL
The shares of Trainers' House Plc are listed on NASDAQ OMX Helsinki Ltd under the symbol TRH1V.
At the end of the period under review, Trainers' House Plc had issued 68,016,704 shares and the company's registered share capital amounted to EUR 880,743.59. No changes took place in the number of shares or share capital during the period under review.
In the period under review, 8.1 million shares in total, or 12.0% of the
average number of all company shares (12.3 million shares, or 18.1%), were traded on the Helsinki stock exchange, for a value of EUR 2.3 million (EUR 5.4 million). The period's highest share quotation was EUR 0.36 (EUR 0.53), the lowest EUR 0.19 (EUR 0.34) and the closing price EUR 0.22 (EUR 0.39). The weighted average price was EUR 0.29 (EUR 0.44). With the closing price for 30 September 2011, the company's market capitalisation was EUR 15.0 million (EUR 26.5 million).
Trainers' House Plc has one option programme for its personnel, included in the personnel's commitment and incentive scheme.
The Annual General Meeting held on 25 March 2010 decided to initiate an employee option programme for key employees at Trainers' House and its subsidiaries.
The number of option rights granted shall not exceed 5,000,000, and the option rights shall entitle their holders to subscribe for no more than 5,000,000 new shares or treasury shares in total. The subscription price for the 2010A warrant is EUR 0.46 and for the 2010B warrant, EUR 0.29. The subscription period for shares converted under the 2010A warrant runs from 1 September 2011 to 31 December 2012, and that for shares converted under the 2010B warrant is 1 September 2012 to 31 December 2013.
The total number of warrants granted to the personnel is 1.8 million. A total cost of EUR 0.1 million has been expensed for the 2011 financial year.
The Group divested its IT project business in August 2010, and the comparative figures for 2010 have been adjusted to correspond to the structure of the continuing and divested operations.
This report was compiled in accordance with the IAS 34 standard.
Amendments to and interpretations of published standards, as well as the new standards in effect as of 1 January 2011, are presented in detail in the financial statements for 2010. Adoption of the standards did not cause any impact on the accounting principles applied for the financial statements that would have called for retroactive changes to previous years' figures.
In producing this interim report, Trainers' House has applied the same accounting principles for key figures as in its 2010 financial statements. The calculation of key figures is described on page 50 of the financial statements included in the Annual Report 2010.
The figures given in the interim report are unaudited.
INCOME STATEMENT, IFRS (kEUR)
Group 01/07- 30/09/11 Group 01/07- 30/09/10 Group 01/01- 30/09/11 Group 01/01- 30/09/10 Group 01/01- 31/12/10 CONTINUING OPERATIONS
| NET SALES | 2,812 | 2,831 | 11,868 | 11,180 | 15,578 |
|---|---|---|---|---|---|
| Other income from operations | 154 | 84 | 480 | 144 | 263 |
| Costs: | |||||
| Materials and services | 492 | 551 | 1,698 | 1,388 | 2,231 |
| Personnel-related expenses |
1,461 | 1,325 | 5,505 | 6,166 | 8,522 |
| Depreciation | 524 | 657 | 1,622 | 1,955 | 2,549 |
| Impairment | 14,445 | ||||
| Other operating expenses | 1,023 | 972 | 3,338 | 2,900 | 3,908 |
| Operating profit/loss | -533 | -590 | 185 | -1,086 | -15,814 |
| Financial income and expenses | -94 | -106 | -353 | -749 | -1,094 |
| Profit/loss before tax | -627 | -696 | -168 | -1,834 | -16,907 |
| Tax *) | 154 | 258 | 5 | 482 | 689 |
| Profit/loss for the period continuing operations |
-473 | -438 | -163 | -1,352 | -16,218 |
| Discontinued operations | -4,938 | -4,743 | -4,781 | ||
| PROFIT/LOSS FOR THE PERIOD | -473 | -5,376 | -163 | -6,095 | -20,999 |
| Other comprehensive income: | |||||
| Cash flow hedges Income tax relating to |
18 | 44 | 124 | 128 | 178 |
| components of other comprehensive income |
-5 | -12 | -32 | -33 | -46 |
| Other comprehensive income for the year, net of tax |
13 | 33 | 92 | 95 | 132 |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
-460 | -5,343 | -71 | -6,000 | -20,867 |
| Profit/loss attributable to: | |||||
| Owners of the parent company | -473 | -5,376 | -163 | -4,743 | -20,999 |
| Total comprehensive income attributable to: |
|||||
| Owners of the parent company | -460 | -5,343 | -71 | -6,000 | -20,867 |
| Earnings per share, undiluted: |
| EPS result for the period from continuing operations |
-0.01 | -0.01 | -0.00 | -0.02 | -0.24 |
|---|---|---|---|---|---|
| EPS attributable to hybrid bond investors |
-0.00 | -0.01 | |||
| EPS continuing operations EPS result for the period from |
-0.01 | -0.01 | -0.00 | -0.02 | -0.24 |
| discontinued operations EPS attributable to equity |
-0.07 | -0.07 | -0.07 | ||
| holders of the parent company | -0.01 | -0.08 | -0.00 | -0.09 | -0.31 |
| EPS result for the period | -0.01 | -0.08 | -0.00 | -0.09 | -0.31 |
Diluted earnings per share are the same as undiluted earning per share.
*) The tax included in the income statement is deferred.
BALANCE SHEET IFRS (kEUR)
| Group 30/09/11 |
Group 30/09/10 |
Group 31/12/10 |
|
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Property, plant and equipment | 676 | 1,065 | 1,032 |
| Goodwill | 25,806 | 40,251 | 25,806 |
| Other intangible assets | 11,548 | 13,347 | 12,871 |
| Other financial assets | 202 | 202 | 202 |
| Other receivables | 3,127 | 3,205 | 3,127 |
| Deferred tax receivables | 1,378 | 1,445 | 1,717 |
| Total non-current assets | 42,737 | 59,515 | 44,754 |
| Current assets | |||
| Inventories | 11 | 12 | 11 |
| Accounts receivables and | |||
| other receivables | 3,711 | 5,011 | 4,121 |
| Cash and cash equivalents | 4,046 | 4,114 | 3,686 |
| Total current assets | 7,768 | 9,138 | 7,817 |
| TOTAL ASSETS | 50,505 | 68,653 | 52,571 |
| SHAREHOLDERS' EQUITY AND LIABILITIES Equity attributable to equity holders of the parent company |
|||
| Share capital | 881 | 881 | 881 |
| Premium fund | 13,943 | 13,943 | 13,943 |
| Hedging reserve | -37 | -166 | -129 |
| Distributable non-restricted | |||
|---|---|---|---|
| equity fund | 31,872 | 31,872 | 31,872 |
| Other equity fund | 4,592 | 4,962 | 4,614 |
| Retained earnings | -16,127 | -1,174 | -16,062 |
| Total shareholders' equity | 35,124 | 50,318 | 35,119 |
| Long-term liabilities | |||
| Deferred tax liabilities | 2,969 | 3,403 | 3,288 |
| Other long-term liabilities | 7,510 | 9,639 | 4,649 |
| Accounts payable and other liabilities |
4,902 | 5,292 | 9,515 |
| Total liabilities | 15,381 | 18,334 | 17,452 |
| TOTAL SHAREHOLDERS' EQUITY AND | |||
| LIABILITIES | 50,505 | 68,653 | 52,571 |
| CASH FLOW STATEMENT, IFRS (kEUR) | |||
| Group | Group | Group | |
| 01/01- | 01/01- | 01/01- | |
| 30/09/11 | 30/09/10 | 31/12/10 | |
| Profit/loss for the period | -163 | -6,095 | -20,999 |
| Adjustments to profit/loss for the period |
2,087 | 6,153 | 22,447 |
| Change in working capital | -530 | -1,807 | -1,740 |
| Financial items | -821 | -659 | -1,176 |
| Cash flow from operations | 572 | -2,408 | -1,468 |
| Divestment of business | 6,183 | 6,183 | |
| Investments in tangible and | |||
| intangible assets | -109 | -118 | |
| Cash flow from investments |
6,074 | 6,065 | |
| Repayment of long-term loans | -6,200 | -6,200 | |
| Repayment of short-term loans | -1,250 | ||
| Withdrawal of hybrid bond Repayment of finance lease |
4,962 | 4,962 | |
| liabilities | -211 | -172 | -281 |
| Cash flow from financing | -211 | -1,410 | -2,769 |
| Change in cash and cash | |||
| equivalents | 361 | 2,256 | 1,828 |
| Opening balance of cash and cash equivalents |
3,686 | 1,858 | 1,858 |
| Closing balance of cash and | ||||
|---|---|---|---|---|
| cash equivalents | 4,046 | 4,114 | 3,686 |
CHANGE IN SHAREHOLDERS' EQUITY (kEUR) Equity attributable to equity holders of the parent company
| A. | B. | C. | D. | E. | F. | G. | |
|---|---|---|---|---|---|---|---|
| Equity 01/01/2010 |
881 | 13,943 | -260 | 31,872 | 4,921 | 51,357 | |
| Other comprehensive income |
95 | -6,095 | -6,000 | ||||
| Hybrid bond | 4,962 | 4,962 | |||||
| Equity 30/09/2010 |
881 | 13,943 | -166 | 31,872 | 4,962 | -1,174 | 50,318 |
| Equity 01/01/2011 |
881 | 13,943 | -129 | 31,872 | 4,614 | -16,062 | 35,119 |
| Other comprehensive income |
92 | -163 | -71 | ||||
| Hybrid bond | -22 | -22 | |||||
| Sharebased payments |
99 | 99 | |||||
| Equity 30/09/2011 |
881 | 13,943 | -37 | 31,872 | 4,592 | -16,127 | 35,124 |
| RESTRUCTURING PROVISION (kEUR) | Group | Group | Group |
|---|---|---|---|
| 01/01- | 01/01- | 01/01- | |
| 30/09/11 | 30/09/10 | 31/12/10 | |
| Provisions 1 January | 389 | 346 | 346 |
| Provisions increase | 550 | 675 | |
| Provisions used | -120 | -371 | -633 |
| Provisions 30 September/December | 268 | 525 | 389 |
| PERSONNEL | Group | Group | Group |
| 01/01- | 01/01- | 01/01- | |
| 30/09/11 | 30/09/10 | 31/12/10 | |
| Average number of personnel | 129 | 209 | 150 |
| Personnel at the end of the period |
130 | 141 | 133 |
|---|---|---|---|
| COMMITMENTS AND CONTINGENT LIABILITIES (kEUR) |
Group 30/09/11 |
Group 30/09/10 |
Group 31/12/10 |
| Collaterals and contingent liabilities given for own commitments |
12,102 | 13,248 | 12,894 |
| Interest rate swaps: |
|||
| Fair value | -50 | -224 | -174 |
| Nominal value | 6,821 | 13,605 | 8,427 |
The results of a discontinued operations are as follows:
| Group | |
|---|---|
| 01/01- | |
| 13/08/10 | |
| Revenue | 4,877 |
| Expenses | -4,715 |
| Profit/loss before tax | 162 |
| Tax | -42 |
| Profit/loss after tax | 120 |
| Profit from a divested operation | |
| before tax | 7,860 |
| Share of the divested operation | |
| in the goodwill | -10,717 |
| Loss from a divested operation | |
| before tax | -2,857 |
| Tax | -2,044 |
| Profit/loss for the period from a | |
| discontinued operations | -4,781 |
| Earnings per share discontinued | |
| operations: | |
| Undiluted earnings/share (EUR) | -0.07 |
| Diluted earnings/share (EUR) | -0.07 |
| Impact on Group's financial position: | |
| Group | |
| 13/08/10 | |
| Other intangible assets | 22 |
| Receivables | 1,419 |
| Accounts payable and other | -301 |
| liabilities | |||
|---|---|---|---|
| Receivables and liabilities total | 1,140 | ||
| Cash received | 6,183 | ||
| Cash and cash equivalents of a divested business |
0 | ||
| Impact on cash flow | 6,183 | ||
| OTHER KEY FIGURES | Group 30/09/11 |
Group 30/09/10 |
Group 31/12/10 |
| Equity-to-assets ratio (%) | 69.5 | 73.3 | 66.8 |
| Net gearing (%) | 16.1 | 14.0 | 17.7 |
| Shareholders' equity/share (EUR) | 0.52 | 0.74 | 0.52 |
| Return on equity (%) | -35.2 | -9.3 | -37.5 |
| Return on investment (%) | -26.8 | -1.0 | -27.8 |
Return on equity and return on investment have been calculated for the previous 12 months.
Helsinki 20 October 2011
TRAINERS' HOUSE PLC
BOARD OF DIRECTORS
For more information, please contact: Vesa Honkanen, CEO, tel. +358 500 432 993 Mirkka Vikström, CFO, tel. +358 50 376 1115
DISTRIBUTION OMX Nordic Exchange, Helsinki Main media www.trainershouse.fi > Investors
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