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Componenta Oyj Interim / Quarterly Report 2012

Apr 24, 2012

3307_rns_2012-04-24_e213f06e-11e5-4ad8-a6a9-501d2190ffd0.pdf

Interim / Quarterly Report

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COMPONENTA

Interim Report

1 January –
31 March 2012

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2012

Q1 in brief

  • The Group's order book at the end of March was on the same level as in the previous year, MEUR 106 (MEUR 104).
  • Consolidated net sales in the review period rose 4% to MEUR 150 (MEUR 144).
  • EBITDA excluding one-time items was MEUR 14.5 (MEUR 13.3).
  • Operating profit excluding one-time items was MEUR 10.2 (MEUR 8.5) and after one-time items MEUR 10.1 (MEUR 6.0).
  • The result after financial items excluding one-time items was MEUR 2.8 (MEUR 3.2) and after one-time items MEUR 2.7 (MEUR 0.7).
  • Earnings per share excluding one-time items was EUR 0.13 (EUR 0.13) and after one-time items EUR 0.13 (EUR 0.03).
  • Cash funds and committed unused credit facilities totalled MEUR 66 (MEUR 67) at the end of the review period.

OPERATING PROFIT IMPROVED CLEARLY, HIGH FINANCIAL EXPENSES BURDENED RESULT, FULL YEAR OUTLOOK REMAINS THE SAME

Net sales and order book

The Group's net sales in January–March were EUR 150.4 (144.1) million. Net sales increased 4% and the value of production 3%. The Group's capacity utilisation rate during the review period was 70% (71%). The order book at the end of March was 2% higher than at the same time in the previous year, standing at EUR 105.9 (104.3) million. The order book comprises confirmed orders for the next two months.

Net sales for operations in Turkey rose 9% from the previous year to EUR 73.7 (67.9) million. The order book at the end of the review period was EUR 49.3 (48.3) million. The order book in Turkey comprises mainly orders from construction and mining machinery and the automotive industry.

Net sales for operations in Finland fell 8% from the previous year to EUR 26.3 (28.5) million. The order book at the end of March stood at EUR 17.7 (17.6) million. The order book in Finland comes mainly from customers in the heavy trucks and machine building industries.

Net sales for operations in the Netherlands rose 17% from the previous year to EUR 31.2 (26.7) million. The order book at the end of the period stood at EUR 19.3 (17.7) million. The order book in the Netherlands comprises orders from manufacturers of construction and mining machinery, agricultural machinery and heavy trucks, and from the machine building industry.

Net sales for operations in Sweden declined 3% from the previous year to EUR 31.5 (32.4) million. The order book at the end of March stood at EUR 24.9 (23.2) million. The order book in Sweden comprises orders from the heavy trucks and machine building industries.

Componenta's net sales in the review period by customer sector were as follows: heavy trucks 26% (29%), construction and mining 26% (21%), machine building 18% (20%), automotive 13% (18%), agricultural 16% (12%) and other sales 1% (0%).

Result

The Group's EBITDA for the review period excluding one-time items was EUR 14.5 (13.3) million. EBITDA improved from the previous year mainly due to higher production volumes.

The consolidated operating profit for the first quarter excluding one-time items improved clearly to EUR 10.2 (8.5) million and after one-time items to EUR 10.1 (6.0) million.

The Group's net financial costs in the review period totalled EUR -7.4 (-5.3) million. Net financing expenses rose from the previous year due to foreign exchange losses, fair valuation loss of interest rate hedges and increased arrangement fees of long-term financing.

One-time items were EUR -0.1 (-2.4) million.

The Group's result for the review period after financial items, excluding one-time items, was EUR 2.8 (3.2) million and after one-time items EUR 2.7 (0.7) million. The result was weakened by the sharp rise in financing costs and strengthened by the clear improvement in the operating profit.

Income taxes calculated from the result for the review period excluding one-time items totalled EUR -0.2 (-0.5) million and after one-time items EUR -0.2 (+0.1) million.

The net result for the review period excluding one-time items was EUR 2.6 (2.6) million and after one-time items EUR 2.5 (0.8) million.

Basic earnings per share for the period excluding one-time items was EUR 0.13 (0.13) and after one-time items EUR 0.13 (0.03).

The return on investment excluding one-time items was 12.8% (11.5%) and after one-time items 12.7% (8.4%). The return on equity excluding one-time items was 16.9% (15.8%) and after one-time items 16.2% (4.9%).

2012 share issue and issue of 2012 hybrid bond

Componenta Corporation issued shares and a hybrid bond to a total value of EUR 35.8 million in March 2012. The funds obtained through the share issue and hybrid bond issue are being used to strengthen the company's balance sheet and financial position. The decision to make the share issue is based on the authorisation given by the Annual General Meeting of Shareholders on 23 February 2012.

In Componenta Corporation's 2012 share issue altogether 6,250,000 new shares were offered for subscription. The subscription period was 19 March–23 March 2012. The company's Board of Directors approved subscriptions for a total of 4,713,385 new shares

Quarterly analysis of changes in income statement:

MEUR Q1/12 Q1/11 Diff. %
Net sales 150.4 144.1 4%
Value of production 154.3 150.0 3%
Materials -62.8 -61.5 2%
Direct wages and external services -33.0 -33.6 -2%
Other variable and fixed costs -44.1 -41.6 6%
Total costs -139.8 -136.7 2%
EBITDA 14.5 13.3 9%

COMPONENTA INTERIM REPORT Q1 | 1 JANUARY – 31 MARCH 2012


in the 2012 share issue. The total subscription price was EUR 15.1 million, which was credited in full to the company's reserve for invested unrestricted equity. The subscription price was EUR 3.20 a share.

The shares subscribed in the share issue were registered in the Trade Register on 3 April 2012 and were applied for public listing on 4 April 2012. After registration of the new shares in the Trade Register, the number of company shares rose from 17,499,738 to 22,213,123.

The hybrid bond was oversubscribed, so the Board of Directors of Componenta Corporation decided to raise the amount of the hybrid bond 2012 by EUR 0.7 million. The Board approved subscriptions totalling EUR 20.7 million to the 2012 hybrid loan.

Holders of the company's 2009 and 2010 capital loans and the 2010 bond were able to use the outstanding principle of the capital loans and the bond for paying the subscription price for the 2012 hybrid bond. After payment of subscriptions to the hybrid bond, EUR 11.2 million remains of the company's 2009 capital loan, EUR 16.0 million of the 2010 capital loan and EUR 22.4 million of the 2010 bond.

Balance sheet, financing and cash flow

At the end of March Componenta's liquidity was good. Cash funds, bank receivables and committed unused credit facilities at the end of the review period totalled EUR 66.3 (67.2) million. The good liquidity position at the end of the review period was effected positively by the share issue and hybrid bond issued in March. The Group also has a EUR 150 million commercial paper programme, but had no debt from this at the end of the period.

The Group's interest-bearing net debt, excluding the outstanding capital notes of EUR 27.1 million as defined in IFRS, totalled EUR 177.0 (197.6) million. The company's net debt as a proportion of shareholders' equity, including the capital notes in shareholders' equity, was 158.9% (192.3%). On 20 March 2012 Componenta signed a one-year agreement extension to the current syndicate loan of EUR 164 million. During 2012 Componenta will amortize the syndicated loan to more than half of the mentioned amount.

At the end of March the Group's equity ratio was 17.4% (14.3%). The Group's shareholders' equity at the end of March, including the capital notes in shareholders' equity, as a proportion of the balance sheet total was 23.0% (23.5%). As of 1 March 2012 Componenta changed the functional currency of the Turkish subsidiary, the Turkish lira to the euro. During January and February 2012 the cumulative translation difference loss of the equity decreased EUR 5.5 million and increased the Group's equity with the same amount.

In January 2012 Componenta has started actions to sell a unit manufacturing aluminium wheels for passenger cars in Manisa, Turkey. The non-current tangible and intangible assets and inventory of the aluminium wheel manufacturing unit are classified as current assets held for sale. The carrying value of those assets in the statement of financial position was EUR 10.5 million at the end of review period. The sale is expected to be finalized in the summer 2012.

Componenta's net cash flow from operations during the review period was EUR 5.3 (-6.6) million, and of this the change in working capital was EUR -4.3 (-14.2) million. Compared to the year end 2011 more capital was tied up in stocks as production volumes increased.

Componenta makes more efficient use of capital with a programme to sell its trade receivables. Under this arrangement, some of the trade receivables are sold without any right of recourse. At the end of March the company had sold trade receivables totalling EUR 87.4 (79.7) million.

Investments

Investments in production facilities during the quarter totalled EUR 4.3 (1.9) million of which finance lease investments accounted for EUR 0.1 (0.0) million. Majority of the Group investments were related to operations in Turkey. The net cash flow from investments was EUR -5.5 (-2.0) million, which includes the cash flow from the Group's investments in tangible and intangible assets, and the cash flow from shares sold and purchased and from the sale of fixed assets.

Performance of business segments

Turkey operations

The operations in Turkey comprise the iron foundry and machine shop in Orhangazi and the aluminium foundry and production unit for aluminium wheels in Manisa.

Net sales for the operations in Turkey rose 9% in the quarter to EUR 73.7 (67.9) million. Operating profit was EUR 9.0 million, corresponding to 12.2% of net sales (EUR 8.3 million, 12.2%).

In January 2012 Componenta started actions to sell off the unit in Manisa, Turkey, that produces aluminium wheel for passenger cars. The sale is expected to be finalized in summer 2012.

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COMPONENTA INTERIM REPORT Q1 | 1 JANUARY - 31 MARCH 2012


At the end of March, the order book for the Turkey operations stood at a similar level to the previous year, at EUR 49.3 (48.3) million.

Finland operations

The operations in Finland consist of the iron foundries in Iisalmi, Karkkila, Pietarsaari and Pori. The operations also include the production unit for pistons in Pietarsaari.

Net sales for the operations in Finland declined 8% in the quarter to EUR 26.3 (28.5) million. The operating profit was EUR 0.0 million, or -0.1% of net sales (EUR -1.3 million, -4.7%). The result was boosted by the closing down and sale of two loss-making units.

At the end of March, the order book for the Finland operations was similar to that in the previous year, at EUR 17.7 (17.6) million.

Holland operations

The operations in the Netherlands comprise the iron foundries in Weert and Heerlen and the machine shop operations in Weert.

Net sales for the Netherlands operations rose 17% in the review period to EUR 31.2 (26.7) million and the operating profit was EUR 1.0 million, or 3.1% of net sales (EUR 0.3 million, 1.3%). Increased production volumes were the main factor in improving the operating profit at the operations in the Netherlands.

At the end of March the order book for the Holland operations was 9% higher than in the previous year, at EUR 19.3 (17.7) million.

Sweden operations

The operations in Sweden comprise the Frammestad machine shop and the Wirsbo forge.

Net sales for operations in Sweden declined 3% in the review period to EUR 31.5 (32.4) million, and the operating profit was EUR 0.6 million, corresponding to 1.8% of net sales (EUR 1.2 million, 3.7%). The operating profit in the review period declined from the previous year due to lower volumes in the heavy trucks and machine building customer sectors.

At the end of March the order book for the Sweden operations was 7% higher than in the previous year, at EUR 24.9 (EUR 23.2) million.

Other business

Other business comprises the sales and logistics company Componenta UK Ltd in England, service and real estate companies in Finland, the Group's administrative functions and the associated company Kumsan A.S. in Turkey. Other business recorded an operating profit of EUR -0.3 (0.1) million in the review period.

Personnel

The Group had on average 4,731 (4,601) employees during the review period, including 462 (452) leased employees. The number of Group personnel at the end of the period was 4,790 (4,727), which includes 434 (488) leased employees. At the end of March 56% (53%) of the personnel were in Turkey, 19% (22%) in Finland, 17% (16%) in the Netherlands, and 8% (8%) in Sweden.

Shares and share capital

The shares of Componenta Corporation are quoted on the NASDAQ OMX Helsinki. At the end of March the company had a total of 17,499,738 shares and the company's share capital stood at EUR 21.9 (21.9) million. The quoted price on 31 March 2012 stood at EUR 3.21 (5.90). The average price during the period was EUR 3.56, the lowest was EUR 3.17 and the highest EUR 3.84. At the end of the review period the share capital had a market capitalization of EUR 56.2 (103.0) million and the volume of shares traded during the period was equivalent to 2.4% (6.8%) of the share stock.

Purchase and disposal of own shares

Componenta's extraordinary general meeting of shareholders held on 8 September 2009 authorized the Board to decide to issue shares and grant special rights with an entitlement to shares as defined in chapter 10, section 1 of the Finnish Limited Liabilities Companies Act in one or more issues, either against payment or free of charge. The number of shares to be issued, including the shares to be obtained under the special rights, may be a maximum of 8,000,000 shares. The Board may decide to issue either new shares or any company shares held by the company.

Under the authorization, the Board of Directors may decide on all the terms and conditions for a share issue and for granting special rights with an entitlement to shares, and includes the right to disapply the preemptive subscription rights of shareholders. The authorization was presented as being used to strengthen the company's balance sheet and financial position or for other purposes to be decided by the Board.

The authorization is valid for a period of five years from the date of the decision of the general meeting. The authorization cancelled the authorization given the Board by the AGM on 26 February 2007 to decide to issue shares and grant special rights with entitlement to shares.

By the end of March 2012 altogether 6,541,940 shares had been used under this authorization. Of these, 6,500,000 shares were used in Componenta's share issue in autumn 2009 and the remaining 41,940 shares in spring 2011 for paying the bonuses for the 2010 earning period in Componenta.

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Net sales | MEUR

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Operating profit excluding one-time items | MEUR

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Result after financial items, excluding one-time items | MEUR

COMPONENTA INTERIM REPORT Q1 | 1 JANUARY - 31 MARCH 2012


COMPONENTA INTERIM REPORT Q1 | 1 JANUARY - 31 MARCH 2012

ponenta's share-based incentive scheme 2010-2012.

The AGM held on 28 February 2011 resolved, in accordance with the proposal of the Board of Directors, to authorize the Board of Directors to decide on the purchase of a maximum of 1,700,000 of the Company's own shares, in one or several instalments, using the Company's unrestricted shareholders' equity. The shares shall be purchased otherwise than in proportion to the holdings of the shareholders through public trading organised by NASDAQ OMX Helsinki Ltd at the market price prevailing at the moment of purchase. The authorization is valid for a period of 18 months from the date of the decision of the AGM. The authorization cancelled the authorization to resolve on the purchase of own shares given to the Board of Directors by the Annual General Meeting on 10 March 2010.

Componenta's AGM held on 23 February 2012 authorized the Board to decide to issue shares and grant special rights with an entitlement to shares as defined in chapter 10, section 1 of the Finnish Limited Liabilities Companies Act in one or more issues, either against payment or free of charge. The number of shares to be issued, including the shares to be obtained under the special rights, may be a maximum of 8,000,000 shares. The Board may decide to issue either new shares or any company shares held by the company.

Under the authorization, the Board of Directors may decide on all the terms and conditions for a share issue and for granting special rights with an entitlement to shares, and includes the right to disapply the preemptive subscription rights of shareholders. The authorization was presented as being used to strengthen the company's balance sheet and financial position or for other purposes to be decided by the Board.

The authorization is valid for a period of five years from the date of the decision of the general meeting. The authorization did not cancel the authorization given to the Board by the extraordinary general meeting of shareholders on 8 September 2009 to decide to issue shares and grant special rights with entitlement to shares.

Under this authorization, altogether 4,713,385 shares were used in connection of the share issue in March 2012.

Share-based incentive scheme 2010-2012

The Board of Directors of Componenta Corporation resolved on 10 March 2010 on a long-term share-based bonus and incentive plan for key personnel. The target group for the plan comprises key positions in the Group as determined by the Board of Directors. At the end of the review period the target group contained 63 people.

The plan includes three earning periods, the calendar years 2010, 2011 and 2012. The Board of Directors decides on the earning criteria for each earning period and on the targets for these. The earning criterion for the 2012 earning period is Componenta Group's result after financial items and before one-time items. The amount of the bonus in the earning period is determined after the end of the period by the extent to which the target set for the earning criteria has been achieved.

The bonuses are paid in 2011, 2012 and 2013 as a combination of company shares and cash. The part to be paid in cash is intended to cover the taxes and tax-related costs arising from the bonus. If shares are paid in the incentive scheme, the shares may not be conveyed, pledged or otherwise used during a two-year restriction period.

The Board of Directors decided to allocate 247,500 Componenta Corporation shares for the 2012 earning period, and of this the allocation for the President and CEO was 75,000 shares and for the other key personnel 172,500 shares.

The scheme's impact on the Group's result before tax at the end of March was EUR 0.0 million.

Board of Directors and Management

After the AGM on 23 February 2012, the Board of Directors held its organization meeting and elected Harri Suutari as its chairman and Juhani Mäkinen as vice chairman. The other Board members are Pii Kotilainen, Heikki Lehtonen, Marjo Miettinen, Riitta Palomäki and Matti Ruotsala.

In its organization meeting, the Board of Directors decided also to establish an audit committee. Riitta Palomäki was elected as the Chairman of the audit committee. Other members of the audit committee are Marjo Miettinen and Juhani Mäkinen.

Heikki Lehtonen is president and CEO of Componenta. At the end of the review period the Corporate Executive Team (CET) of Componenta Corporation comprised the following members: President and CEO Heikki Lehtonen; CFO Mika Hassinen; Hakan Göral, SVP, Turkey Operations; Seppo Erkkilä, SVP, Finland Operations; Patrick Steensels, SVP, Holland Operations; Michael Sjöberg, SVP, Sweden Operations; Olli Karhunen, SVP, Operations Development; Anu Mankki, SVP, HR; General Counsel Pauliina Rannikko and Antti Lehto, SVP, Sales and Product Development. Communications Director Pirjo Aarniovuori is Secretary to CET.

At the end of the review period the Extended Corporate Executive Team comprised the members of CET and Secretary

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Sales by market area

Germany 19%
Sweden 17%
Turkey 15%
UK 10%
Benelux 9%
Finland 8%

France 7%
Italy 6%
Other Europe 4%
Other countries 6%

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Sales by customer industry

Heavy trucks 26%
Construction and mining 26%
Machine building 18%
Automotive 13%
Agricultural machinery 16%
Other sales 1%

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Personnel by country

Turkey 56%
Finland 19%
Holland 17%
Sweden 8%

COMPONENTA INTERIM REPORT Q1 | 1 JANUARY - 31 MARCH 2012


COMPONENTA INTERM REPORT Q1 | 1 JANUARY - 31 MARCH 2012

PREFERRED CASTING SOLUTION PROVIDER

to CET listed above and the following: Tapio Rantala, VP, Foundry Technology Development; Juha Alhonoja, VP, Machining Technology Development; Ömer Lütfi Erten, VP, Internal Sourcing; Ville Taipale, VP, Purchasing; Karri Koskela, VP, Supply Chain Management; Lauri Eklin, VP, Machine Building and Solutions; Jari Leino, VP, Heavy Trucks and Automotive, and Hein Strijbos, VP, Engineering.

Risks and business uncertainties

The most significant risks for Componenta are risks related to the business environment (competition and price risk, commodity and environmental risks), operational risks (customer and supplier risks, productivity, production and process risks, labour market disruptions, contract and product liability risks, personnel risks, and data security risks) as well as financial risks (financing and liquidity risk, currency, interest rate and credit risks).

In order to manage the Group's business operations it is essential to secure the availability of certain raw materials, such as recycled metal and pig iron, and of energy, at competitive prices. The cost risk relating to raw materials is mainly managed with price agreements, and under these agreements the prices of products are adjusted in line with the changes in raw material prices. Increases in prices for raw materials may tie up more funds in working capital than estimated.

The financial risks relating to Componenta's business operations are managed in accordance with the treasury policy approved by the Board of Directors. The objective is to protect the Group against unfavourable changes in the finance markets and to secure the Group's financial performance and financial position.

More information related to Componenta's risks and risk management is given in the 2011 annual report and on the company's website at www.commonenta.com.

Events after end of period

The shares subscribed in the share issue were registered in the Trade Register on 3 April 2012 and were applied for public listing on 4 April 2012. After registration of the new shares in the Trade Register, the number of company shares rose from 17,499,738 to 22,213,123.

On 13 April 2012 Componenta made a directed share issue of 18,050 new shares to company management and key personnel without consideration. After registration of the new shares in the Trade Register, the number of company shares rose from 22,213,123 to 22,231,173.

Business environment

The outlook for 2012 is based on general external economic indicators, delivery forecasts given by customers, and on Componenta's order intake and order book.

The demand outlook in all the Group's customer sectors is satisfactory.

Demand prospects in the heavy trucks industry are uncertain in the early part of 2012. At the end of March, the order book for Componenta's heavy trucks customer sector was 2% higher than at the same time in the previous year. Heavy truck sales in Europe in 2011 totalled about 240,000 vehicles. Sales in 2012 are estimated to be in the range 220,000 to 240,000 trucks.

Demand for construction and mining machinery components is expected to continue to develop favourably, mainly because of the high level of activity in the mining industry and in developing markets. The order book for Componenta's construction and mining customer sector was 4% higher at the end of the period than in the previous year. The market is expected to grow 10–20% this year.

Demand in the automotive industry is estimated to decline 3–5%. The order book for Componenta's automotive customer sector was 24% lower at the end of the period than at the same time in the previous year.

Demand in the machine building industry is expected to remain at the same level as in the previous year. At the end of March, the order book for Componenta's machine building customer sector was 5% higher than at the same time in the previous year.

Outlook for Componenta

Componenta's order book at the end of March was at a similar level to that at the same time in the previous year.

Full year net sales in 2012 are expected to remain at the same level as in the previous year or to rise slightly. As a result of the implemented price rises and closure of three unprofitable business units, the operating profit is expected to show a clear improvement. The result after financial items excluding one-time items is expected to improve significantly, bearing in mind the low level of the figure for comparison. Net cash flow from operations is expected to improve clearly and changes in working capital should continue to be moderate. Investments in production facilities in 2012 are expected to be some EUR 12 million.

6


Interim report tables

Components has applied the same accounting principles in this interim report as in the financial statements for 2011. In addition Components has started to apply certain new and revised IFRS standards and IFRIC interpretations from the beginning of the year as described in the 2011 financial statements. These new and revised standards did not have an impact on the reported figures. The financial tables in this unaudited interim report have not been prepared in accordance with all the requirements of the IAS 34 standard Interim Financial Reporting.

Consolidated income statement excluding one-time items

MEUR 1.1.–31.3.2012 1.1.–31.3.2011 1.1.–31.12.2011
Net sales 150.4 144.1 576.4
Other operating income 1.2 0.4 2.3
Operating expenses -137.0 -131.2 -531.5
Depreciation, amortization and write-downs -4.4 -4.9 -17.6
Share of the associated companies' result 0.1 0.1 0.2
Operating profit 10.2 8.5 29.8
% of net sales 6.8 5.9 5.2
Financial income and expenses -7.4 -5.3 -25.9
Result after financial items 2.8 3.2 3.9
% of net sales 1.9 2.2 0.7
Income taxes -0.2 -0.5 -1.2
Net profit 2.6 2.6 2.7
Allocation of net profit for the period
To equity holders of the parent 2.3 2.3 1.5
To non-controlling interest 0.4 0.3 1.2
2.6 2.6 2.7
Earnings per share calculated on the profit
attributable to equity holders of the parent
Earnings per share, EUR 0.13 0.13 0.09

Consolidated income statement

MEUR 1.1.–31.3.2012 1.1.–31.3.2011 1.1.–31.12.2011
Net sales 150.4 144.1 576.4
Other operating income 1.2 0.4 2.3
Operating expenses -137.1 -131.7 -536.3
Depreciation, amortization and write-downs -4.4 -6.9 -20.2
Share of the associated companies' result 0.1 0.1 0.2
Operating profit 10.1 6.0 22.5
% of net sales 6.7 4.2 3.9
Financial income and expenses -7.4 -5.3 -25.9
Result after financial items 2.7 0.7 -3.4
% of net sales 1.8 0.5 -0.6
Income taxes -0.2 0.1 0.3
Net profit 2.5 0.8 -3.1
Allocation of net profit for the period
To equity holders of the parent 2.2 0.5 -4.3
To non-controlling interest 0.4 0.3 1.2
2.5 0.8 -3.1
Earnings per share calculated on the profit
attributable to equity holders of the parent
Earnings per share, EUR 0.13 0.03 -0.25
Earnings per share with dilution, EUR 0.12 0.03 -0.25

COMPONENTA INTERIM REPORT Q1 | 1 JANUARY – 31 MARCH 2012


COMPONENTA INTERIM REPORT Q1 | 1 JANUARY – 31 MARCH 2012

Consolidated statement of comprehensive income

MEUR 1.1.-31.3.2012 1.1.-31.3.2011 1.1.-31.12.2011
Net profit 2.5 0.8 -3.1
Other comprehensive income
Translation differences 5.5 -8.7 -24.1
Cash flow hedges 0.0 -0.7 -3.9
Re-classification of investment properties - - 0.7
Other items 0.0 0.0 0.1
Income tax on other comprehensive income 0.0 0.2 0.8
Other comprehensive income, net of tax 5.5 -9.2 -26.4
Total comprehensive income 8.0 -8.4 -29.5
Allocation of total comprehensive income
To equity holders of the parent 7.4 -8.4 -29.5
To non-controlling interest 0.6 0.0 0.0
8.0 -8.4 -29.5

Consolidated statement of financial position

MEUR 31.3.2012 31.3.2011 31.12.2011
Assets
Non-current assets
Intangible assets 6.5 6.4 6.7
Goodwill 29.1 31.2 28.0
Investment properties 11.6 1.7 11.6
Tangible assets 215.9 234.7 212.4
Investment in associates 1.5 1.3 1.3
Receivables 4.2 6.0 4.5
Other investments 0.8 0.6 0.7
Deferred tax assets 27.7 22.4 26.4
Total non-current assets 297.2 304.4 291.6
Current assets
Inventories 63.9 63.6 58.4
Receivables 47.4 53.0 35.2
Tax receivables 0.0 0.0 0.0
Assets held for sale 10.5 - 9.9
Cash and cash equivalents 66.3 15.7 41.6
Total current assets 188.1 132.3 145.2
Total assets 485.3 436.6 436.8
Shareholders' equity and liabilities
Shareholders' equity
Share capital 21.9 21.9 21.9
Other equity 54.5 33.1 11.9
Equity attributable to equity holders of the parent company 76.4 55.0 33.8
Non-controlling interest 7.9 7.3 7.3
Shareholders' equity 84.3 62.3 41.1
Liabilities
Non-current
Capital loans 23.4 35.4 31.4
Interest bearing 150.5 199.4 79.8
Interest free 2.0 0.0 0.0
Provisions 8.5 7.4 7.6
Deferred tax liability 7.5 8.9 8.3
Current
Capital loans 3.7 5.1 4.1
Interest bearing 92.8 13.9 169.3
Interest free 109.1 100.8 92.9
Tax liabilities 1.5 1.5 0.2
Provisions 1.9 1.8 2.2
Total liabilities 400.9 374.4 395.7
Total shareholders' equity and liabilities 485.3 436.6 436.8

8


Condensed consolidated cash flow statement

MEUR 1.1.-31.3.2012 1.1.-31.3.2011 1.1.-31.12.2011
Cash flow from operating activities
Result after financial items 2.7 0.7 -3.4
Depreciation, amortization and write-downs 4.4 6.9 20.2
Net financial income and expenses 7.4 5.3 25.9
Other income and expenses, adjustments to cash flow -0.9 -0.5 -0.4
Change in net working capital -4.3 -14.2 -10.0
Cash flow from operations before financing and income taxes 9.3 -1.7 32.2
Interest received and paid and dividends received -4.1 -4.9 -24.8
Taxes paid 0.0 0.0 -3.9
Net cash flow from operating activities 5.3 -6.6 3.6
Cash flow from investing activities
Capital expenditure in tangible and intangible assets -5.7 -1.9 -16.0
Proceeds from tangible and intangible assets 0.1 0.0 1.4
Other investments and loans granted -0.1 -0.1 -0.2
Proceeds from other investments and repayments of loan receivables 0.2 0.0 2.1
Net cash flow from investing activities -5.5 -2.0 -12.7
Cash flow from financing activities
Proceeds from share issue 15.1 - -
Proceeds from the issue of hybrid bond 7.9 - -
Repayment of finance lease liabilities 0.0 -0.7 -3.2
Draw-down (+)/repayment (-) of current loans 0.0 1.0 -3.4
Draw-down of non-current loans 35.0 47.9 90.4
Repayment of non-current loans and other changes -34.0 -34.4 -42.6
Net cash flow from financing activities 23.9 13.8 41.0
Change in liquid assets 23.7 5.2 31.9
Cash and cash equivalents at the beginning of the period 41.6 11.0 11.0
Effects of exchange rate changes on cash 1.0 -0.5 -1.2
Cash and cash equivalents at the period end 66.3 15.7 41.6

Statement of changes in consolidated shareholders' equity

MEUR Share capital Share premium account Other reserves Cash flow hedges Translation differences Retained earnings Total Non-controlling interest Share holders' equity total
Shareholders' equity 1.1.2011 21.9 15.0 34.7 2.3 -18.1 7.7 63.4 7.3 70.7
Net profit 0.5 0.5 0.3 0.8
Translation differences -8.4 -8.4 -0.4 -8.7
Cash flow hedges -0.5 -0.5 -0.5
Total comprehensive income -0.5 -8.4 0.5 -8.4 0.0 -8.4
Shareholders' equity 31.3.2011 21.9 15.0 34.7 1.8 -26.5 8.2 55.0 7.3 62.3
MEUR Share capital Share premium account Other reserves Cash flow hedges Translation differences Retained earnings Total Non-controlling interest Share holders' equity total
--- --- --- --- --- --- --- --- --- ---
Shareholders' equity 1.1.2012 21.9 15.0 35.2 -0.7 -41.0 3.4 33.8 7.3 41.1
Net profit 2.2 2.2 0.4 2.5
Translation differences 5.2 5.2 0.3 5.5
Cash flow hedges 0.0 0.0 0.0
Other comprehensive income items 0.0 0.0 0.0
Total comprehensive income 0.0 0.0 5.2 2.2 7.4 0.6 8.0
Share issue 14.8 14.8 14.8
Issue of hybrid bond 20.4 20.4 20.4
Shareholders' equity 31.3.2012 21.9 15.0 70.5 -0.7 -35.8 5.6 76.4 7.9 84.3

COMPONENTA INTERIM REPORT Q1 | 1 JANUARY - 31 MARCH 2012


Key Ratios

31.3.2012 31.3.2011 31.12.2011
Equity ratio, % 17.4 14.3 9.4
Equity per share, EUR *) 3.44 3.15 1.93
Invested capital at period end, MEUR 354.7 316.1 325.6
Return on investment, excl. one-time items, % 12.8 11.5 10.2
Return on investment, % 12.7 8.4 7.8
Return on equity, excl. one-time items, % 16.9 15.8 5.1
Return on equity, % 16.2 4.9 -5.8
Net interest bearing debt, preferred capital note in debt, MEUR 204.1 238.1 242.9
Net gearing, preferred capital note in debt, % 242.0 382.4 591.4
Order book, MEUR 105.9 104.3 99.5
Investments in non-current assets without finance leases, MEUR 4.2 1.9 17.7
Investments in non-current assets incl. finance leases, MEUR 4.3 1.9 21.8
Investments in non-current assets (incl. finance leases), % of net sales 2.8 1.4 3.8
Average number of personnel during the period 4,269 4,150 4,234
Average number of personnel during the period, incl. leased personnel 4,731 4,601 4,717
Number of personnel at period end 4,356 4,239 4,240
Number of personnel at period end, incl. leased personnel 4,790 4,727 4,665
Share of export and foreign activities in net sales, % 92.3 89.8 90.0
Contingent liabilities, MEUR 426.2 244.5 300.5
Earnings per share (EPS), EUR 0.13 0.03 -0.25
Earnings per share, with dilution (EPS), EUR 0.12 0.03 -0.25
Cash flow per share, EUR 0.30 -0.38 0.20

*) Total number of shares used on 31 March 2012 is 22,213,123 which is the registered amount of shares after the share issue 2012. Registration took place on 3 April 2012.

Changes in tangible assets and goodwill

MEUR 1-3/2012 1-3/2011 1-12/2011
Changes in tangible assets
Acquisition cost at the beginning of the period 481.1 556.3 556.3
Translation differences 8.3 -13.1 -36.6
Additions 4.2 1.6 22.6
Disposals and transfers between items -2.4 -6.7 -61.1
Acquisition cost at the end of the period 491.3 538.1 481.1
Accumulated depreciation at the beginning of the period -268.7 -311.0 -311.0
Translation differences -4.5 7.3 21.2
Accumulated depreciation on disposals and transfers 1.7 6.7 39.0
Depreciation, amortization and write-downs during the period -3.9 -6.4 -17.8
Accumulated depreciation at the end of the period -275.5 -303.4 -268.7
Book value at the end of the period 215.9 234.7 212.4
Goodwill
Acquisition cost at the beginning of the period 28.0 33.1 33.1
Translation difference 1.1 -1.9 -5.1
Book value at the end of the period 29.1 31.2 28.0

COMPONENTA INTERIM REPORT Q1 | 1 JANUARY - 31 MARCH 2012


Group development

Net sales by market area

MEUR 1-12/2011 1-3/2011 1-3/2012
Sweden 107.5 29.8 25.8
Germany 106.4 25.3 28.2
Turkey 87.5 21.4 23.2
UK 64.9 15.9 15.3
Finland 57.8 14.7 11.6
Benelux countries 45.2 11.5 12.9
France 35.6 9.6 10.3
Italy 29.5 7.1 8.3
Other European countries 9.1 2.4 5.4
Other countries 33.0 6.4 9.4
Total 576.4 144.1 150.4

Quarterly development by market area

MEUR Q1/11 Q2/11 Q3/11 Q4/11 Q1/12
Sweden 29.8 30.2 21.6 25.9 25.8
Germany 25.3 28.0 26.8 26.2 28.2
Turkey 21.4 25.2 21.3 19.7 23.2
UK 15.9 17.2 15.7 16.1 15.3
Finland 14.7 15.7 13.0 14.4 11.6
Benelux countries 11.5 11.4 10.5 11.9 12.9
France 9.6 10.1 7.0 8.9 10.3
Italy 7.1 6.7 7.8 7.9 8.3
Other European countries 2.4 2.5 2.2 2.1 5.4
Other countries 6.4 9.7 8.2 8.7 9.4
Total 144.1 156.5 134.1 141.7 150.4

Group development excluding one-time items

MEUR 1-12/2011 1-3/2011 1-3/2012
Net sales 576.4 144.1 150.4
Operating profit 29.8 8.5 10.2
Net financial items *) -25.9 -5.3 -7.4
Profit after financial items 3.9 3.2 2.8

*) Net financial items are not allocated to business segments

Group development by business segment excluding one-time items

Operating profit, MEUR 1-12/2011 1-3/2011 1-3/2012
Turkey 28.7 8.3 9.0
Finland -1.6 -1.3 0.0
Holland -1.9 0.3 1.0
Sweden 3.6 1.2 0.6
Other business 1.2 0.1 -0.3
Internal items -0.1 -0.2 0.0
Components total 29.8 8.5 10.2

Group development by quarter excluding one-time items

MEUR Q1/11 Q2/11 Q3/11 Q4/11 Q1/12
Net sales 144.1 156.5 134.1 141.7 150.4
Operating profit 8.5 10.7 3.8 6.8 10.2
Net financial items *) -5.3 -6.6 -7.3 -6.7 -7.4
Profit after financial items 3.2 4.1 -3.5 0.1 2.8

*) Net financial items are not allocated to business segments

Quarterly development by business segment excluding one-time items

Operating profit, MEUR Q1/11 Q2/11 Q3/11 Q4/11 Q1/12
Turkey 8.3 8.5 7.3 4.6 9.0
Finland -1.3 0.5 -1.8 1.0 0.0
Holland 0.3 0.9 -2.2 -1.0 1.0
Sweden 1.2 1.5 0.2 0.7 0.6
Other business 0.1 -0.4 0.2 1.2 -0.3
Internal items -0.2 -0.3 0.0 0.3 0.0
Components total 8.5 10.7 3.8 6.8 10.2

COMPONENTA INTERIM REPORT Q1 | 1 JANUARY - 31 MARCH 2012


Group development

MEUR 1-12/2011 1-3/2011 1-3/2012
Net sales 576.4 144.1 150.4
Operating profit 22.5 6.0 10.1
Net financial items *) -25.9 -5.3 -7.4
Profit after financial items -3.4 0.7 2.7

*) Net financial items are not allocated to business segments

Group development by business segment

Net sales, MEUR 1-12/2011 1-3/2011 1-3/2012
Turkey 277.2 67.9 73.7
Finland 112.8 28.5 26.3
Holland 109.3 26.7 31.2
Sweden 121.5 32.4 31.5
Other business 91.0 21.8 24.4
Internal items -135.4 -33.2 -36.8
Components total 576.4 144.1 150.4
Operating profit, MEUR 1-12/2011 1-3/2011 1-3/2012
--- --- --- ---
Turkey 28.7 8.3 9.0
Finland -1.6 -1.3 0.0
Holland -1.9 0.3 1.0
Sweden 3.6 1.2 0.6
Other business 1.2 0.1 -0.3
One-time items *) -7.4 -2.4 -0.1
Internal items -0.1 -0.2 0.0
Componenta total 22.5 6.0 10.1

*) One-time items in 2012 relate mainly to terminating machining operations at Pietarsaari unit which belongs to business segment Finland.

Order book, MEUR 12/2011*) 3/2011 3/2012
Turkey 52.9 48.3 49.3
Finland 13.8 17.6 17.7
Holland 20.1 17.7 19.3
Sweden 19.8 23.2 24.9
Internal items -7.0 -2.6 -5.3
Componenta total 99.5 104.3 105.9

*) Order book on 12 January 2012

COMPONENTA INTERIM REPORT Q1 | 1 JANUARY - 31 MARCH 2012


Group development by quarter

MEUR Q1/11 Q2/11 Q3/11 Q4/11 Q1/12
Net sales 144.1 156.5 134.1 141.7 150.4
Operating profit 6.0 10.1 3.0 3.3 10.1
Net financial items *) -5.3 -6.6 -7.3 -6.7 -7.4
Profit after financial items 0.7 3.5 -4.3 -3.4 2.7

*) Net financial items are not allocated to business segments

Quarterly development by business segment

Net sales, MEUR Q1/11 Q2/11 Q3/11 Q4/11 Q1/12
Turkey 67.9 72.7 67.1 69.5 73.7
Finland 28.5 32.2 24.5 27.6 26.3
Holland 26.7 30.7 26.7 25.2 31.2
Sweden 32.4 32.5 25.5 31.2 31.5
Other business 21.8 23.3 22.2 23.7 24.4
Internal items -33.2 -34.9 -31.9 -35.4 -36.8
Components total 144.1 156.5 134.1 141.7 150.4
Operating profit, MEUR Q1/11 Q2/11 Q3/11 Q4/11 Q1/12
--- --- --- --- --- ---
Turkey 8.3 8.5 7.3 4.6 9.0
Finland -1.3 0.5 -1.8 1.0 0.0
Holland 0.3 0.9 -2.2 -1.0 1.0
Sweden 1.2 1.5 0.2 0.7 0.6
Other business 0.1 -0.4 0.2 1.2 -0.3
One-time items *) -2.4 -0.6 -0.8 -3.5 -0.1
Internal items -0.2 -0.3 0.0 0.3 0.0
Components total 6.0 10.1 3.0 3.3 10.1

*) One-time items in 2012 relate mainly to terminating machining operations at Pietarsaari unit which belongs to business segment Finland.

Order book at period end, MEUR Q1/11 Q2/11 Q3/11 Q4/11*) Q1/12
Turkey 48.3 53.8 50.6 52.9 49.3
Finland 17.6 16.3 15.2 13.8 17.7
Holland 17.7 21.0 18.2 20.1 19.3
Sweden 23.2 22.9 22.9 19.8 24.9
Internal items -2.6 -2.8 -3.1 -7.0 -5.3
Components total 104.3 111.2 103.7 99.5 105.9

*) Order book on 12 January 2012

Business segments

MEUR 31.3.2012 31.3.2011 31.12.2011
Turkey
Assets 209.4 209.6 193.5
Liabilities 48.0 38.2 40.7
Investments in non-current assets (incl. finance leases) 2.9 1.1 11.8
Depreciation, amortization and write-downs 1.6 1.7 6.0
Finland
Assets 73.7 80.6 79.9
Liabilities 22.1 26.6 22.2
Investments in non-current assets (incl. finance leases) 0.1 0.3 2.3
Depreciation, amortization and write-downs *) 0.9 3.3 7.2
Holland
Assets 51.2 52.3 49.3
Liabilities 20.8 17.1 17.4
Investments in non-current assets (incl. finance leases) 0.5 0.2 2.0
Depreciation, amortization and write-downs 0.6 0.4 1.8
Sweden
Assets 60.6 53.1 68.6
Liabilities 31.8 28.1 31.0
Investments in non-current assets (incl. finance leases) 0.5 0.1 4.4
Depreciation, amortization and write-downs 0.8 0.8 2.9
Other business
Assets 54.4 55.8 51.3
Liabilities 29.8 26.2 21.0
Investments in non-current assets (incl. finance leases) 0.4 0.3 1.4
Depreciation, amortization and write-downs 0.6 0.7 2.4

COMPONENTA INTERIM REPORT Q1 | 1 JANUARY - 31 MARCH 2012


Fair values of derivative instruments 31.3.2012 31.3.2011 31.12.2011
Fair value, positive Fair value, negative Fair value, net Fair value, net Fair value, net
MEUR
Currency derivatives
Foreign exchange forwards 0.1 -0.3 -0.2 0.0 0.0
Currency swaps 0.1 -0.3 -0.2 0.4 -0.3
Foreign exchange options - - - 0.0 0.0
Interest rate derivatives
Interest rate options 0.0 0.0 0.0 -0.3 -0.1
Interest rate swaps 0.0 -1.4 -1.4 0.9 -1.2
Commodity derivatives
Electricity price forwards 0.0 -1.4 -1.4 2.3 -1.1
Total 0.2 -3.4 -3.2 3.3 -2.7

Nominal values of derivative instruments

MEUR 31.3.2012 Nominal value 31.3.2011 Nominal value 31.12.2011 Nominal value
Currency derivatives *)
Foreign exchange forwards 31.6 2.1 2.0
Currency swaps 66.9 62.4 80.8
Foreign exchange options - 2.8 2.8
Interest rate derivatives
Interest rate options 10.0 28.0 10.0
Interest rate swaps
Maturity in less than a year - 28.0 -
Maturity after one year and less than five years 80.0 60.0 80.0
Commodity derivatives
Electricity price forwards
Maturity in less than a year 3.6 3.2 5.2
Maturity after one year and less than five years 7.5 8.2 5.4
Total 199.6 194.7 186.2

*) Currency derivatives mature in less than a year.

Contingent liabilities

MEUR 31.3.2012 31.3.2011 31.12.2011
Real-estate mortgages
For own debts 10.2 14.7 10.2
Business mortgages
For own debts 50.0 - -
Pledges
For own debts 358.2 222.0 282.0
Other leasing commitments 4.9 2.5 5.1
Other commitments 2.8 5.4 3.1
Total 426.2 244.5 300.5

Key exchange rates for the Euro

Closing rate Average rate
One Euro is 31.3.2012 31.12.2011 31.3.2012 31.12.2011
SEK 8.8455 8.9120 8.8529 9.0298
USD 1.3356 1.2939 1.3108 1.3920
GBP 0.8339 0.8353 0.8345 0.8679
TRY (Turkish central bank) 2.3664 2.4438 2.3466 2.3229

COMPONENTA INTERIM REPORT Q1 | 1 JANUARY - 31 MARCH 2012


Calculation of key financial ratios

| Return on equity, % (ROE) * | » Profit after financial items – income taxes x 100
Shareholders' equity without preferred capital notes + non-controlling interest (quarterly average) |
| --- | --- |
| Return on investment, % (ROI) * | » Profit after financial items + interest and other financial expenses x 100
Shareholders' equity + interest bearing liabilities (quarterly average) |
| Equity ratio, % | » Shareholders' equity, preferred capital notes excluded + non-controlling interest x 100
Balance sheet total - advances received |
| Earnings per share, EUR (EPS) | » Profit after financial items – income taxes +/- non-controlling interest
Average number of shares during the financial period |
| Earnings per share with dilution, EUR | » As above, the number of shares has been increased with the warrants outstanding. When calculating the dilution effect of warrants, the number of shares has been adjusted with the number of own shares which the company could have acquired. If it would have used the funds generated from the warrants to buy back of own shares at market price (+ average trading price). After tax interest expense of the convertible loan has been added to the profit of the period. Number of shares that can be subscribed by the loan has been added to the number of total shares. |
| Cash flow per share, EUR (CEPS) | » Net cash flow from operating activities
Average number of shares during the financial period |
| Equity per share, EUR | » Shareholders' equity, preferred capital notes excluded
Number of shares at period end |
| Net interest bearing debt, MEUR | » Interest bearing liabilities + preferred capital notes - cash and bank accounts |
| Net gearing, % | » Net interest bearing liabilities x 100
Shareholders' equity, preferred capital notes excluded + non-controlling interest |

*) The profit for the first quarter of the year in ROE and ROI has been calculated as an average annual return (annualised).

Largest registered shareholders on 31 March 2012

Shareholder Shares Share of total voting rights, %
1 Lehtonen Heikki 5,318,840 30.39
Cabana Trade S.A. 3,501,988
Oy Högfors-Trading Ab 1,806,052
Lehtonen Heikki 10,800
2 Etra Capital Oy 4,347,464 24.84
3 Varma Mutual Pension Insurance Company 978,968 5.59
4 Finnish Industry Investment Ltd 666,666 3.81
5 Mandatum Life Insurance Company Limited 590,925 3.38
6 Alfred Berg Small Cap Finland Fund 283,088 1.62
7 Bergholm Heikki 240,016 1.37
8 Finnish Cultural Foundation 236,000 1.35
9 Alfred Berg Finland Fund 221,099 1.26
10 Laakkonen Mikko 200,000 1.14
Nominee-registered shares 556,382 3.18
Other shareholders 3,860,290 22.06
Total 17,499,738 100.00

The members of the Board of Directors own 30.7% of the shares. All shares have equal voting rights.

Largest registered shareholders on 3 April 2012

Shareholder Shares Share of total voting rights, %
1 Lehtonen Heikki 6,248,840 28.13
Cabana Trade S.A. 3,501,988
Oy Högfors-Trading Ab 2,736,052
Lehtonen Heikki 10,800
2 Etra Capital Oy 5,250,000 23.63
3 Varma Mutual Pension Insurance Company 1,447,718 6.52
4 Finnish Industry Investment Ltd 1,416,666 6.38
5 Mandatum Life Insurance Company Limited 740,925 3.34
6 Pension Fernia Mutual Insurance Company 350,000 1.58
7 Alfred Berg Small Cap Finland Fund 333,088 1.50
8 Bergholm Heikki 300,016 1.35
9 Alfred Berg Finland Fund 276,099 1.24
10 Finnish Cultural Foundation 236,000 1.06
Nominee-registered shares 559,377 2.52
Other shareholders 5,054,394 22.75
Total 22,213,123 100.00

The members of the Board of Directors own 29.2% of the shares. All shares have equal voting rights.

COMPONENTA INTERIM REPORT Q1 | 1 JANUARY – 31 MARCH 2012


Componenta Corporation
Panuritie 4
FI-00610 Helsinki
Finland
Tel. +358 10 403 00
Fax +358 10 403 2721