AI assistant
eQ Oyj — Interim / Quarterly Report 2013
May 8, 2013
3263_10-q_2013-05-08_0e54d27d-c440-4f30-985e-2688c6c87fbf.pdf
Interim / Quarterly Report
Open in viewerOpens in your device viewer
eQ PLC STOCK EXCHANGE RELEASE
8 May 2013, at 12:00 noon
eQ PLC'S INTERIM REPORT 1 JANUARY TO 31 MARCH 2013
January to March 2013 in brief
- In the first quarter of the year, the Group's net revenue totalled EUR 5.7 million (EUR 3.4 million from 1 Jan. to 31 March 2012).
- o The Group's net fee and commission income totalled EUR 3.5 million (EUR 2.5 million).
- o The Group's net investment income from own investment operations was EUR 2.3 million (EUR 1.0 million).
- The Group's operating profit was EUR 2.2 million (EUR 0.9 million).
- Earnings per share were EUR 0.04 (EUR 0.02).
- The assets under management increased by about 3.5 per cent during the period under review and totalled EUR 6.5 billion (EUR 6.3 billion on 31 Dec. 2012) at the end of the period.
- The interim report contains as comparison information the Icecapital asset management companies acquired during the financial year 2012 from 20 November 2012. The comparison figures presented in the interim report are therefore not comparable.
| Key ratios | 1-3/2013 | 1-3/2012 | 1-12/2012 |
|---|---|---|---|
| Net revenue, EUR million | 5.7 | 3.4 | 16.3 |
| Operating profit, EUR million | 2.2 | 0.9 | 4.7 |
| Profit before taxes, EUR million | 2.2 | 0.9 | 4.7 |
| Profit for the period, EUR million | 1.5 | 0.8 | 3.4 |
| Earnings per share, EUR | 0.04 | 0.02 | 0.10 |
| Equity per share, EUR | 1.89 | 1.98 | 2.03 |
| Interest-bearing liabilities, EUR million | 4.0 | - | 4.0 |
| Dividend debt, EUR million | 4.4 | - | - |
| Liquid assets and interest-bearing receivables, EUR million |
14.3 | 7.7 | 10.7 |
| Assets under management , EUR billion |
6.5 | 3.6 | 6.3 |
Janne Larma, CEO
The first months of the year have been a good period for investors in general. Share prices have risen, and in the US, for instance, stock exchange indices reached an all-time-high in April. At the moment, investors seem to be confident and believe that we have seen the worst of the debt crisis in the eurozone.
The profit of the Group increased from the corresponding period 2012 and was, as a whole, in line with expectations. The net sales of the Asset Management segment have increased from last year's EUR 2.1 million to EUR 3.2 million owing to the acquisition of Icecapital's asset management business. The operating profit of the Asset Management segment was EUR 0.5 million, which is somewhat higher that last year, and we anticipate that the synergy benefits related to the acquisition will be realised at annual level according to our previous assessment. The result of the Corporate Finance segment was marginally positive and almost at the same level as last year. The number of assignments is higher than last year, but it has continued to be extremely challenging to complete transactions. The Investments segment made once more an excellent result with an operating profit of EUR 2.2 million. The net cash flow from investments was EUR 3.8 million during the period under review.
The balance sheet of the Group is in excellent shape. At the end of March, the balance sheet contained EUR 4.0 million of interest-bearing liabilities, while liquid assets and interest-bearing receivables totalled EUR 14.3 million. The balance sheet value of the private equity investments was EUR 34.9 million.
eQ Asset Management's investment view has been good. We have had an overweight in shares since May 2012, but in April we went over to neutral weight. Among our funds, eQ Emerging Markets Dividend and eQ Emerging Asia have, for instance, developed in an excellent manner, both among the best-yielding funds in their categories in the first quarter. Above all the eQ Emerging Markets Dividend Fund has grown briskly, and its assets totalled EUR 111.7 million at the end of March. As the fund was established only two years ago, the assets have grown rapidly. New capital has also flown to our other funds and asset management business during the spring. The assets managed by eQ increased to EUR 6.5 billion during the period under review. We strongly believe that eQ's successful investment operations, wide product range and active and professional sales staff create good preconditions for eQ's success in future as well.
***
According to the new Securities Markets Act, which came into force at the beginning of 2013, a company is no longer liable to present an outlook in its interim reports and financial statements release. eQ decided to give up its previous practice of issuing an outlook in its interim reports. In future, an outlook will be presented in the financial statements release and in the report by the Board of Directors, as required by the Accounting Act.
***
eQ's interim report for the period 1 January to 31 March 2013 is enclosed to this release and it will also be available on the company website at www.eQ.fi.
Additional information: Janne Larma, CEO, tel. +358 40 500 4366
Distribution: NASDAQ OMX Helsinki, www.eQ.fi
eQ Group is a Finnish listed company specialising in asset management and corporate finance business. eQ Asset Management offers a wide range of asset management services (including private equity funds) for institutions and individuals. The assets managed by the Group total approximately EUR 6.5 billion. Advium Corporate Finance Ltd, which is part of the Group, offers services related to mergers and acquisitions, real estate transactions and equity capital markets.
More information about the Group is available on our website at www.eQ.fi.
eQ PLC'S INTERIM REPORT 1 JANUARY TO 31 MARCH 2013
Result of operations and financial position 1 January to 31 March 2013
- In the first quarter of the year, the Group's net revenue totalled EUR 5.7 million (EUR 3.4 million from 1 Jan. to 31 March 2012).
- o The Group's net fee and commission income totalled EUR 3.5 million (EUR 2.5 million).
- o The Group's net investment income from own investment operations was EUR 2.3 million (EUR 1.0 million).
- The Group's operating profit was EUR 2.2 million (EUR 0.9 million).
- Consolidated earnings after taxes were EUR 1.5 million (EUR 0.8 million).
- Earnings per share were EUR 0.04 (EUR 0.02).
- Equity per share was EUR 1.89 (EUR 1.98 on 31 March 2012).
- The assets under management totalled EUR 6.5 billion (EUR 6.3 billion on 31 Dec. 2012) at the end of the period.
- The interim report contains as comparison information the Icecapital asset management companies acquired during the financial year 2012 from 20 November 2012. The comparison figures presented in the interim report are therefore not comparable.
Operating environment
The positive development in the global capital market continued in the first quarter of 2013. The European Central Bank and IMF kept the market calm despite the continuing debt crisis in Southern Europe. It has not yet been possible to build a functioning government based on the parliamentary election result in Italy, and the bank crisis and high unemployment rate in Spain hold back economic growth. The rapid culmination of the financial crisis in Cyprus shook the market temporarily, but at least a temporary solution to the crisis could be found in just a few days. The national economies in the US and China continued to grow during the first months of the year. In Finland, the economic growth has been weak, but the expectations for the remaining part of the year are a little better. The consumers' trust is still undermined by personnel reductions and the fear for higher unemployment rates, which can be seen in lower consumption figures.
Equity market
In the first quarter, the equity market in the US reached an all-time high, and calculated in euros, the S&P 500 TR Net Index rose by no less than 13.8 per cent. Company profits have continued to increase, and Q1 results are expected to exceed expectations by analysts. The positive development in the US has also been reflected on other equity markets world-wide. The MSCI World TR Net Index, which describes equities globally, rose by 10.9 per cent in the first quarter. The increase has been exceptionally rapid in the Japanese equity market due to the strong stimulation measures taken by the Japanese government and central bank. Finnish equities have risen slightly faster than the rest of Europe. Between January and March, the OMX Hex Cap Index rose by 7.3 per cent, while the Stoxx 600 TR Net Index describing European shares rose by 5.7 per cent. On the other hand, investments have rapidly been transferred from the equity market of emerging economies to other geographic areas and asset classes during the first months of the year. This uncertainty has even manifested itself in a price fall in some equity markets, such as Russia. As a whole, emerging markets rose by 1.3 per cent, based on the MSCI Emerging Market TR Net Index.
Bond market
The year 2013 started off with higher interest rates owing to the improved willingness to take risks. One of the reasons for this was the last-minute agreement on budget cuts in the US, thanks to which tax increases and expense cuts could be prevented. In Europe, banks repaid more three-year central bank financing at the beginning of the year than expected, which cut down surplus liquidity in the market and contributed to higher
interest rates. The interest rate difference between Italy and Spain and Germany, on the other hand, grew smaller during the first months of the year as a result of successful bond auctions. Market rates started to fall once more due to the election result in Italy and Cyprus' need of help, however.
The 10-year government bond in Germany, which still acted as a safe heaven in the first quarter, ended up with a slight fall to approximately 1.29 per cent. In Italy, interest rates rose, however, to 4.67 per cent due to the unclear election result, while interest rates on Spanish government bonds fell to 5.06 per cent. At index level, government bonds gave an average yield of 0.4 per cent in the eurozone during the first three months of the year. In corporate loans, we saw a similar development. After the good yield at the beginning of the year, development evened out, but the yields of the first quarter were still clearly positive. Interest rate differences were somewhat tighter than at the close of the year within both high yield and investment grade loans. The 3-month yield of high yield loans was approximately 1.2 per cent and that of investment grade loans about 0.6 per cent at index level.
Finnish market for mutual funds
The assets managed by mutual funds operating in the Finnish market continued to grow during the first months of the year. The net subscriptions in the funds totalled, however, only EUR 272 million in the first quarter, and in March, net subscriptions were about EUR 900 million negative. The total assets managed by the mutual funds rose, however, to EUR 69 billion (EUR 66 billion on 31 January 2012) owing to the positive market development. This is the all-time-high in the Finnish market for mutual funds. In the first quarter, net subscriptions were above all made in equity funds and short-term fixed-income funds, while assets were transferred from asset allocation funds. New investments in equity funds were above all allocated to the US and Japanese market, while capital flew from emerging markets. New investments were also made in domestic hedge funds in the first quarter.
Private equity market
The market for raising new means recovered to some extent in the first quarter of the year. Globally, 130 new private equity funds were raised in the total value of USD 67 billion. At the same time, the competition for capital is getting tougher. At the moment, there are 1 900 funds in the market raising new capital. In the first quarter, the number of new investments was 665, with the value of USD 87 billion. Among these were the largest corporate acquisitions after the Lehman crisis: Dell Inc (USD 24 billion) acquired by Silver Lake and Heinz Group (USD 28 billion) acquired by Berkshire Hathaway/3G Capital. The number of exits was 290, the volume being USD 47 billion (Source: Preqin).
Major events during the period under review
In connection with the acquisition of Icecapital's asset management operations in 2012, business transfers were carried out at the beginning of 2013, whereby the business operations of Icecapital Asset Management Ltd were transferred to eQ Asset Management Ltd and those of Icecapital Fund Management Company Ltd to eQ Fund Management Company Ltd. After these business transfers, Icecapital Asset Management Ltd will be merged with eQ Asset Management Ltd and Icecapital Fund Management Company Ltd with eQ Fund Management Company Ltd during the spring of 2013.
The Amanda V East private equity fund managed by eQ held its final close on 31 January 2013 on EUR 50.0 million. The fund makes investments in growth and buyout private equity funds, which make investments in small and midsized unlisted companies in Russia, CIS, CEE and SEE countries.
The Board of Directors of eQ Plc received a letter of resignation from Eero Heliövaara on 14 February 2013. The reason for Heliövaara's resignation was his appointment as Director General of the Government Ownership Steering Department as of 1 March 2013.
The Board of Directors of eQ Plc decided on 14 February 2013, based on the authorisation by the Annual General Meeting of eQ held on 13 March 2012, to carry out a share issue against payment directed to certain key persons of the Group. Through the share issue, a total of 145 000 new shares in the company were offered for subscription to the key persons. The key persons sold their minority shareholdings in eQ Financial Products Ltd (previously Icecapital Financial Products Ltd) and in connection with the sale of the minority shareholdings, the purpose of the directed share issue is to enhance the key persons' commitment to the company.
On 14 February 2013, eQ Plc's Board of Directors decided to issue to Veli-Pekka Heikkinen 200 000 option rights in accordance with eQ Plc's option scheme 2010. Veli-Pekka Heikkinen, D.Sc. (Econ.) was appointed Head of Portfolio Management at eQ Asset Management Ltd on 14 February 2013.
The Annual General Meeting of eQ Plc was held on 26 March 2013. The decisions of the AGM are presented in a separate chapter below.
Group net sales and result development
The comparison information of the interim report is not comparable, as Icecapital Asset Management Ltd and its subsidiaries, which were acquired on 19 November 2012, have been consolidated with the Group from the acquisition date.
The consolidated net revenue totalled EUR 5.7 million (EUR 3.4 million from 1 Jan. to 31 March 2012). Fee and commission income increased from the comparison period due to the acquisition of Icecapital Asset Management Ltd. The Group's net fee and commission income rose to EUR 3.5 million (EUR 2.5 million). The income from own investment operations also increased from the comparison period, and the net investment income was EUR 2.3 million (EUR 1.0 million). The Group's expenses and depreciation totalled EUR 3.5 million (EUR 2.5 million). Personnel expenses were EUR 2.0 million (EUR 1.4 million), other administrative expenses totalled EUR 0.7 million (EUR 0.5 million) and the other operating expenses were EUR 0.5 million (EUR 0.3 million). Depreciation was EUR 0.3 million (EUR 0.3 million), including EUR 0.2 million (EUR 0.2 million) in depreciation of customer agreements allocated to intangible assets in connection with corporate acquisitions.
The Group's operating profit was EUR 2.2 million (EUR 0.9 million). The increase from the comparison period is due to the increase in net investment income and the results of the companies acquired in 2012. The profit for the period was EUR 1.5 million (EUR 0.8 million).
Business Areas
Asset Management
eQ Asset Management offers versatile asset management services to both institutions and individuals. The Asset Management segment consists of the investment firm eQ Asset Management Ltd and its subsidiaries, the most important of which is eQ Fund Management Company Ltd. At the beginning of March, a team specialising in structured products, which previously worked at eQ Financial Products Ltd (previously Icecapital Financial Products Ltd) started working for eQ Asset Management. The Asset Management segment also has offices in Sweden, Denmark and Norway.
The aim of the Asset Management operations is to offer our clients good investment yields, innovative solutions and excellent customer service. We are able to offer an extremely wide and international range of investment solutions, through both our own organisation and international partners.
The business operations of eQ Asset Management were expanded considerably in 2012, as eQ acquired Icecapital's asset management business. During the first months of the year, the domestic fund selection has been combined, and at the moment eQ Asset Management can offer 34 funds registered in Finland. In connection with the integration, the company launched at the beginning of March a system project the aim of which is to revise the management systems of the funds and asset management portfolios during the year.
The joining of eQ's and Icecapital's asset management business in November consolidates the portfolio management organisation markedly, and in 2013, we can offer our clients an even wider range of mutual funds and asset management services of a higher quality.
In the first quarter, the assets managed by eQ Asset Management increased to EUR 6 517 million (EUR 6 294 on 31 Dec. 2012). At the end of the quarter, the assets managed by mutual funds registered in Finland totalled EUR 1 053 million (EUR 1 056 million). Mutual funds managed by international partners and other assets covered by asset management operations totalled EUR 2 794 million (EUR 2 587 million). The assets managed under private equity funds and asset management totalled EUR 2 670 million (EUR 2 651 million). EUR 1 320 million (EUR 1 283 million) of these assets were covered by the reporting service.
eQ Emerging Markets Dividend, which makes investments in dividend stock in emerging markets, continued to gather a considerable amount of new capital, and at the end of March, the fund's assets already exceeded EUR 110 million.
In September, eQ Asset Management Ltd acquired 50 per cent of the share capital of Finnreit Fund Management Company Ltd, and as a result of this, the non-UCITS fund eQ Care was launched. This is the first opportunity in Finland to make investments in domestic care properties and, consequently, obtain annual income from rents through the fund's profit distribution. The operations of the fund have begun well, and its investment capacity increased by almost EUR 10 million during the quarter.
The Amanda V East private equity fund managed by eQ held its final close on 31 January 2013 on EUR 50.0 million. The investment operations of the fund have started off well, and already 40 per cent of the fund capital has been invested in three target funds. eQ will also launch a new fund, eQ PE North VI, which will make investments in private equity funds making investment in small and midsized companies in Northern Europe.
The net revenue of the Asset Management segment increased by approximately 50 per cent from the previous year due to the acquisition of Icecapital. We asses that net synergy benefits exceeding EUR 2 million at annual level will be realised as previously announced. The number of personnel in the segment was 60 at the end of the period.
| Asset Management | 1-3/2013 | 1-3/2012 | 1-12/2012 |
|---|---|---|---|
| Net revenue, EUR million |
3.2 | 2.1 | 9.0 |
| Operating profit, EUR million |
0.5 | 0.4 | 0.9 |
| Personnel | 60 | 46 | 81 |
The result of Icecapital Asset Management companies has been consolidated with the income statement of eQ Group and the Asset Management segment from 20 November 2012.
Corporate Finance
In the Corporate Finance segment, Advium Corporate Finance acts as advisor in mergers and acquisitions, larger real estate transactions and equity capital markets.
The general economic situation in Finland has unfortunately not contributed to an improvement in the M&A market. There seems to be a reasonable number of acquisition processes going on, but the uncertainty that has lasted a long time now, with regularly occurring macro-economic worries, still keeps the M&A transaction processes long.
During the period under review, Advium acted as advisor in several projects. Against expectations, only one of them was carried out during the period, however. Advium acted as advisor for the seller, when Laura Properties B.V. sold Kilo Health Clinic located in Espoo to Mutual Pension Insurance Company Ilmarinen.
The number of personnel in the Corporate Finance segment remained unaltered during the period under review and was 13 at the end of March.
It is typical of corporate finance business that success fees have a considerable impact on invoicing, due to which the result may vary considerably from quarter to quarter.
| Corporate Finance | 1-3/2013 | 1-3/2012 | 1-12/2012 |
|---|---|---|---|
| Net revenue, EUR million |
0.4 | 0.4 | 2.6 |
| Operating profit, EUR million |
0.0 | 0.1 | 0.7 |
| Personnel | 13 | 11 | 13 |
Investments
The business operations of the Investments segment consist of private equity fund investments made from eQ Group's own balance sheet. Additional information on the investments of the Group can be found on the company website at www.eQ.fi.
During the financial period, the net revenue of the Investments segment totalled EUR 2.2 million (EUR 0.9 million from 1 Jan. to 31 March 2012). At the end of the period, the fair value of the private equity funds was EUR 34.9 million (EUR 42.3 million on 31 March 2012). As for private equity fund investments, the amount of the remaining investment commitments was EUR 10.2 million (EUR 14.4 million). The investment objects returned capital for EUR 2.5 million (EUR 0.4 million) and distributed a profit of EUR 2.3 million (EUR 1.0 million) during the period. Capital calls totalled EUR 0.9 million (EUR 0.3 million). The net cash flow from the investments during the period was consequently EUR 3.8 million (EUR 1.1 million).
The largest exits in the first quarter of 2013 were:
- The exit of the Triton II Fund from the producer of chemical raw materials Rütgers. The company was sold to the Indian Rain Commodities. The cash flow generated to eQ was EUR 1.8 million. Triton also sold the logistics company Dematic to a consortium owned by AEA Investors and Teachers Private Capital. The exit generated a cash flow of EUR 0.6 million to eQ in the first quarter.
- The exit of the Montagu III Fund from Jemella, which offers hair and hairdresser products, to another private equity investor Lion Capital. The exit generated a cash flow of EUR 0.5 million to eQ.
- The exit of the Gresham IV Fund from 7 City Holdings, which offers training in the finance sector. The company was sold to Fitch Group, and the cash flow generated to eQ was EUR 0.5 million.
- The exit of the EQT V Fund from a company called KMD to another private equity investor Advent International. The company offers IT and software solutions to the Danish public sector. The cash flow generated to eQ was EUR 0.5 million.
| Investments | 1-3/2013 | 1-3/2012 | 1-12/2012 |
|---|---|---|---|
| Net revenue, EUR million |
2.2 | 0.9 | 4.7 |
| Operating profit, EUR million |
2.2 | 0.9 | 4.7 |
| Personnel | 1 | 1 | 1 |
eQ has made a decision that it will only make new investments in funds managed by eQ in future.
Balance sheet
At the end of the period under review, the consolidated balance sheet total was EUR 83.0 million (EUR 70.1 million on 31 March 2012). At the end of the period, eQ Plc's shareholders' equity was EUR 69.0 million
(EUR 66.4 million). During the period, the shareholders' equity was influenced by the profit for the period of EUR 1.5 million, the change in the fair value reserve of EUR -1.7 million, a directed share issue of EUR 0.3 million and the decided dividend distribution of EUR -4.4 million. The changes are specified in detail in the tables attached to this release.
In the first quarter, eQ paid an additional sales price in connection with the deal on Icecapital Asset Management Ltd concluded in November 2012. The additional sales price based on the acquired net assets was EUR 0.2 million. This sum was allocated to goodwill in intangible assets.
At the end of the period, liquid assets and interest-bearing receivables totalled EUR 14.3 million (EUR 7.7 million). In order to safeguard the availability of financing, the Group has access to a credit limit of EUR 6.0 million. At the end of the period, the Group had interest-bearing liabilities of EUR 4.0 million. Of this sum, EUR 2.7 million was long-term debt and EUR 1.3 million short-term debt. During the comparison period, the company had no interest-bearing liabilities. At the end of the period, interest-free long-term debt was EUR 0.8 million (EUR 1.2 million) and interest-free short-term debt EUR 9.2 million (EUR 3.3 million), including EUR 4.4 million for the decided dividend distribution. eQ's equity to assets ratio was 83.1% (93.6%).
Shares and share capital
The Board of Directors of eQ Plc decided on 14 February 2013, based on the authorisation by the Annual General Meeting of eQ held on 13 March 2012, to carry out a share issue against payment directed to certain key persons of the Group. In the share issue, a total of 145 000 new shares in the company were offered for subscription to key persons deviating from the shareholders' pre-emptive subscription right.
The subscription price was EUR 2.01 per share. The volume-weighted average price of the company's share on NASDAQ OMX Helsinki Ltd for the period of 20 consecutive trading days before the Board meeting that decided on the personnel issue was EUR 2.23 per share. Thus the discount in the issue was EUR 0.22 for each share i.e. 10 per cent. The entire subscription price of the new shares was entered into eQ's reserve for invested unrestricted equity. A subscriber has no right to assign the subscribed shares before 14 February 2014, and if the subscription exceeds 20 000 shares, not before 14 February 2016.
Based on the share issue, the number of eQ shares grew from 36 297 198 to 36 442 198 shares. The shares were entered in the Trade Register on 28 February 2013. The share capital did not change as a result of the share issue. The share capital was EUR 11 383 873 on 31 March 2013.
Own shares
eQ Plc held no own shares at the end of the period on 31 March 2013.
Shareholders
On 11 March 2013, eQ Plc issued a flagging notification, according to which Ulkomarkkinat Oy announced that it had acquired shares in an amount that exceeded the 10 per cent flagging threshold.
Ten major shareholders on 31 March 2013
| Share of shares and votes, % |
|
|---|---|
| Fennogens Investments S.A. | 15.83 |
| Chilla Capital S.A. | 12.05 |
| Veikko Laine Oy | 10.06 |
| Ulkomarkkinat Oy | 10.03 |
| 6.30 |
|---|
| 5.63 |
| 3.89 |
| 3.29 |
| 2.92 |
| 2.42 |
On 31 March 2013, eQ Plc had 3 283 shareholders
Option scheme 2010
At the end of the period, eQ Plc had one option scheme. The option scheme is intended as part of the incentive and commitment system of the Group's key employees.
On 14 February 2013, eQ Plc's Board of Directors decided to issue to Veli-Pekka Heikkinen 200 000 option rights in accordance with eQ Plc's option scheme 2010 (50 000 2010B options, 50 000 2010C options, 50 000 2010D options and 50 000 2010E options). Veli-Pekka Heikkinen, D.Sc. (Econ.), was appointed Head of Portfolio Management at eQ Asset Management Ltd on 14 February 2013.
At the end of the period under review, altogether 1 700 000 options had been allocated. Based on the authorisation given to the Board on 14 April 2010 by the Annual General Meeting, there were 40 000 options still available for allocation at the end of the period. The terms and conditions of the option scheme have been published in a stock exchange release of 18 August 2010, and they can be found in their entirety on the company website at www.eQ.fi.
Decisions by the Annual General Meeting
eQ Plc's Annual General Meeting (AGM), held on Tuesday 26 March 2013 in Helsinki, decided on the following:
Confirmation of the financial statements
eQ Plc's AGM confirmed the financial statements of the company, which included the consolidated financial statements, the report by the Board of Directors and the Auditors' Report for the financial year 2012.
Decision in respect of the result shown on the balance sheet
The AGM confirmed the proposal by the Board of Directors that a dividend of EUR 0.12 per share be paid. The dividend shall be paid to shareholders who, on the record date for the dividend payment, i.e. 2 April 2013, are recorded in the shareholder register held by Euroclear Finland Ltd. The dividend shall be paid on 9 April 2013.
Discharge from liability to the Board of Directors and the CEO
The AGM decided to grant discharge from liability to the Board of Directors and the CEO.
Number of directors, appointment of directors and the remuneration of the directors
According to the decision of the AGM, five members shall be elected to eQ Plc's Board of Directors. Christina Dahlblom, Georg Ehrnrooth, Ole Johansson, and Jussi Seppälä were re-elected to the Board and Nicolas Berner was elected as new member. The term of office of the directors will end at the close of the next Annual General Meeting. The AGM decided that the directors would receive remuneration as follows: the Chairman of the Board will receive EUR 3 300 and the other directors EUR 1 800 per month. Travel and lodging costs will be compensated in accordance with the company's expense policy. The Board elected Ole Johansson Chairman of the Board at its constituent meeting held immediately after the AGM.
Auditors and auditors' compensation
Ernst & Young Oy, a corporation of authorised public accountants, will continue as auditor of the company, and Ulla Nykky, APA, will act as Lead Auditor. It was decided to compensate the auditors according to an invoice approved by eQ Plc.
Authorising the Board of Directors to decide on the repurchase of the company's own shares
The AGM authorised the Board of Directors to decide on the repurchase of no more than 1 000 000 own shares, which can be repurchased otherwise than in proportion to the shareholdings of the shareholders with assets from the company's unrestricted equity at the market price in public trading on NASDAQ OMX Helsinki at the time of purchase. The number of shares corresponded to approximately 2.76 per cent of all shares in the company. Own shares may be repurchased in order to develop the company's capital structure, to finance or carry out acquisitions or other business transactions, or to be used as part of the company's incentive schemes. For said purposes, the repurchased shares may be held, cancelled or transferred further. The Board of Directors shall decide on other matters related to the repurchase of own shares. The authorisation cancels all previous authorisations to repurchase the company's own shares and is effective until the next AGM.
Authorising the Board of Directors to decide on the issuance of shares as well as the issuance of special rights entitling to shares
The AGM authorised the Board of Directors to decide on a share issue or share issues and/or the issuance of special rights entitling to shares referred to in Chapter 10 Section 1 of the Limited Liability Companies Act, comprising a maximum total of 5 000 000 new shares. The amount of the authorisation corresponded to approximately 13.76 per cent of all shares in the company. The authorisation is to be used in order to finance or carry out potential acquisitions or other business transactions, to strengthen the balance sheet and the financial position of the company, to carry out the company's incentive schemes or to any other purposes decided by the Board. Based on the authorisation, the Board shall decide on all matters related to the issuance of shares and special rights entitling to shares referred to in Chapter 10 Section 1 of the Limited Liability Companies Act, including the recipients of the shares or the special rights entitling to shares and the amount of the consideration to be paid. Therefore, based on the authorisation, shares or special rights entitling to shares may also be issued to certain persons, i.e. in deviation from the shareholders' pre-emptive rights as described in said Act. A share issue may also be executed without payment in accordance with the preconditions set out in the Limited Liability Companies Act. The authorisation cancels all previous corresponding authorisations and is effective until the next AGM.
Personnel and organisation
At the end of the period, the number of Group personnel was 82 (65 on 31 March 2012). The number of personnel increased after the acquisition of Icecapital Asset Management companies towards the end of 2012. The Asset Management segment had 60 (46) employees, the Corporate Finance segment 13 (11) employees and the Investments segment 1 (1) employee. Group administration had 8 (7) employees. The
personnel of the Asset Management segment comprise six persons with fixed-term employment. Of the personnel, 78 persons (65) worked in Finland and 4 persons (0) in other Scandinavian countries.
As a result of the co-determination negotiations concerning the entire personnel conducted by eQ Plc's subsidiaries eQ Asset Management Ltd, eQ Fund Management Company Ltd, Icecapital Asset Management Ltd and Icecapital Fund Management Company Ltd in November 2012, the company agreed with 18 persons on the termination of their employment at the beginning of 2013. The aim of the plan handled during the negotiations was to remove overlapping functions generated through the acquisition of Icecapital Asset Management Ltd and its subsidiaries and to improve the Group's competitiveness by adapting costs.
The overall salaries paid to the employees of eQ Group during the period under review totalled EUR 2.0 million (EUR 1.4 million from 1 Jan. to 31 March 2012). The comparison figure does not comprise the salaries of the Icecapital Asset Management companies acquired on 19 November 2012. The figures are, therefore, not comparable.
Major risks and short-term uncertainties
The result of the Asset Management segment depends on the development of the assets under management, which is highly dependent of the development of the capital market. On the other hand, the management fees of private equity funds are based on long-term agreements that produce a stable cash flow.
Success fees, which depend on the number of mergers and acquisitions and real estate transactions, have a considerable impact on the result of the Corporate Finance segment. These vary considerably within one year and are dependent on economic trends.
The risks associated with eQ Group's investment operations are the market risk, currency risk and liquidity risk. Among these, the market risk has the greatest impact on investments. The company's own investments are well diversified, which means that the impact of one investment in a company, made by one individual fund, on the yield of the investments is often small.
Events after the financial period
In the Investments segment, private equity funds in which eQ has made investments have announced exits that have not been realised during the period under review. If the announced exits will be carried out according to plan, the cash flow from the exits that eQ will receive after the period under review, in the second or third quarter of 2013, is estimated to be about EUR 2.2 million, of which the estimated distribution of profits accounts for about EUR 1.4 million.
eQ Plc Board of Directors
TABLES
Principles for drawing up the report
This interim report has been prepared in accordance with the IFRS standards and the IAS 34 Interim Financial Reporting standard approved by the EU.
From the beginning of the financial period 2013, the Group has changed the manner of presenting the Group's IFRS income statement and balance sheet in a manner allowed by IFRS. From the beginning of 2013, the Group presents the income statement and balance sheet in the manner commonly used by investment firms. The manner of presentation was changed, as the main emphasis of the Group's business lies on investment firm operations. The comparison figures of the interim report have been regrouped according to the new manner of presentation. The change in the manner of presentation does not have any impact on the figures presented now or earlier, as the changes only relate to the way of grouping income statement and balance sheet items. When preparing the interim report, eQ has applied the same principles as in the financial statements for the year 2012, and the calculation formulas of the key ratios have been presented in the financial statements.
As for the net investment income from own investment operations, eQ Group's net sales are recognised for eQ in different quarters due to factors independent of the company.
The interim report has not been audited.
CONSOLIDATED INCOME STATEMENT, EUR 1 000
| 1–3/13 | 1–3/12 | 1–12/12 | |
|---|---|---|---|
| Fee and commission income | 3 573 | 2 508 | 11 435 |
| Net income from foreign exchange dealing | 9 | 0 | 4 |
| Interest income | 4 | 11 | 30 |
| Net income from available-for-sale financial assets | 2 251 | 968 | 5 080 |
| Operating income, total | 5 837 | 3 488 | 16 548 |
| Fee and commission expenses | -66 | -42 | -179 |
| Interest expenses | -37 | -8 | -74 |
| NET REVENUE | 5 734 | 3 438 | 16 295 |
| Administrative expenses | |||
| Personnel expenses | -2 023 | -1 355 | -6 509 |
| Other administrative expenses | -666 | -515 | -1 952 |
| Depreciation on tangible and intangible assets | -313 | -302 | -1 246 |
| Other operating expenses | -546 | -348 | -1 920 |
| OPERATING PROFIT (LOSS) | 2 186 | 918 | 4 668 |
| Share of associated companies' results | -36 | - | -35 |
| PROFIT BEFORE TAXES | 2 150 | 918 | 4 632 |
| Income tax | -688 | -161 | -1 247 |
| PROFIT (LOSS) FOR THE PERIOD | 1 462 | 756 | 3 386 |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
| Other comprehensive income: | |||
|---|---|---|---|
| Items that may be reclassified subsequently to | |||
| the income statement: | |||
| Available-for-sale financial assets, net | -1 667 | -82 | -938 |
| Translation differences | -3 | - | -5 |
| Other comprehensive income after taxes | -1 670 | -82 | -943 |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
-208 | 674 | 2 443 |
| Profit for the period attributable to: | |||
| Equity holders of the parent company | 1 491 | 756 | 3 364 |
| Non-controlling interests | -28 | - | 22 |
| Comprehensive income for the period attributable to: |
|||
| Equity holders of the parent company | -180 | 674 | 2 421 |
| Non-controlling interests | -28 | - | 22 |
| Earnings per share calculated from the profit of | |||
| equity holders of the parent company: | |||
| Earnings per average share, EUR Diluted earnings per average share, |
0.04 | 0.02 | 0.10 |
| EUR | 0.04 | 0.02 | 0.10 |
| CONSOLIDATED BALANCE SHEET, EUR 1 000 | |||
| 31 March | 31 March | 31 Dec. | |
| 2013 | 2012 | 2012 | |
| ASSETS | |||
| Liquid assets | 30 | 29 | 33 |
| Claims on credit institutions | 12 933 | 7 655 | 9 356 |
| Claims on the public and public sector entities | 1 336 | - | 1 336 |
| Available-for-sale financial assets | |||
| Financial securities | 50 | 94 | 50 |
| Private equity investments | 34 941 | 42 323 | 38 691 |
| Shares in associated companies | 329 | - | 365 |
| Intangible assets | 29 137 | 19 025 | 29 174 |
| Tangible assets | 128 | 142 | 138 |
| Other assets Accruals and prepaid expenditure |
1 810 1 406 |
1 306 229 |
3 634 1 196 |
| Income tax receivables | 851 | 15 | 289 |
|---|---|---|---|
| Deferred tax assets | 52 | 69 | 57 |
| TOTAL ASSETS | 83 003 | 70 886 | 84 319 |
| LIABILITIES AND EQUITY | |||
| LIABILITIES | |||
| Liabilities to credit institutions | 4 000 | - | 4 000 |
| Other liabilities | 5 954 | 1 208 | 2 680 |
| Accruals and deferred income | 2 832 | 1 214 | 3 076 |
| Income tax liabilities | 381 | 906 | 84 |
| Deferred tax liabilities | 841 | 1 175 | 875 |
| TOTAL LIABILITIES | 14 008 | 4 502 | 10 715 |
| EQUITY | |||
| Attributable to equity holders of the parent company: |
|||
| Share capital | 11 384 | 11 384 | 11 384 |
| Fair value reserve | -3 151 | -628 | -1 484 |
| Translation difference | -9 | - | -5 |
| Reserve for invested unrestricted equity | 52 167 | 46 631 | 51 875 |
| Own shares | - | 0 | - |
| Retained earnings | 7 426 | 8 240 | 8 394 |
| Profit (loss) for the period | 1 491 | 756 | 3 364 |
| Attributable to non-controlling interests | -313 | - | 77 |
| TOTAL EQUITY | 68 994 | 66 383 | 73 604 |
| TOTAL LIABILITIES AND EQUITY | 83 003 | 70 886 | 84 319 |
CONSOLIDATED CASH FLOW STATEMENT, EUR 1 000
| 2013 | 2012 | |
|---|---|---|
| CASH FLOW FROM OPERATIONS | ||
| Operating profit | 2 186 | 918 |
| Depreciation and write-downs | 313 | 302 |
| Financial income and expenses | 33 | -4 |
| Transactions with no related payment transactions | 79 | 21 |
| Available-for-sale investments, change | 1 577 | 107 |
| Change in working capital | ||
| Business receivables, increase (-) / decrease (+) | 1 102 | -203 |
| Interest-free debt, increase (+) / decrease (-) | -1 142 | 388 |
| Total change in working capital | -40 | 184 |
| Cash flow from operations before financial items and taxes | 4 147 | 1 529 |
| Interests received | 4 | 11 |
| Interests paid | -37 | -8 |
| Taxes | -553 | -394 |
| CASH FLOW FROM OPERATIONS | 3 561 | 1 139 |
| CASH FLOW FROM INVESTMENTS | ||
| Acquisition of subsidiaries excluding acquired cash | -162 | - |
| Investments in intangible and tangible assets | -80 | - |
| CASH FLOW FROM INVESTMENTS | -241 | - |
| CASH FLOW FROM FINANCING | ||
| Dividends paid | -37 | -3 996 |
| Income from share issue | 291 | - |
| CASH FLOW FROM FINANCING | 254 | -3 996 |
| INCREASE/DECREASE IN LIQUID ASSETS | 3 574 | -2 856 |
| Liquid assets on 1 Jan. | 9 389 | 10 540 |
| Liquid assets on 31 March | 12 963 | 7 683 |
CHANGE IN CONSOLIDATED SHAREHOLDERS' EQUITY, EUR 1 000
Equity attributable to equity holders of the parent company
| Share capital |
Reserve for invested unrestricted equity |
Fair value |
Translation reserve differences |
Retained earnings |
Total | Share of non- controlling interests |
Total shareholders' equity |
|
|---|---|---|---|---|---|---|---|---|
| Shareholders' equity on 1 Jan. 2012 |
11 384 | 46 631 | -546 | - | 12 215 | 69 684 | - | 69 684 |
| Comprehensive income Profit (loss) for the period Other comprehensive income Available-for-sale financial |
756 | 756 | 756 | |||||
| assets | -82 | -82 | -82 | |||||
| Total comprehensive income | -82 | 756 | 674 | 674 | ||||
| Dividend distribution | -3 996 | -3 996 | -3 996 | |||||
| Options granted | 21 | 21 | 21 | |||||
| Shareholders' equity on 31 March 2012 |
11 384 | 46 631 | -628 | - | 8 997 | 66 383 | - | 66 383 |
| Shareholders' equity on 1 Jan. 2013 |
11 384 | 51 875 | -1 484 | -5 | 11 758 | 73 528 | 77 | 73 604 |
| Comprehensive income Profit (loss) for the period Other comprehensive income |
1 491 | 1 491 | -28 | 1 462 | ||||
| Available-for-sale financial assets |
-1 667 | -1 667 | -1 667 | |||||
| Translation differences | -4 | -4 | -4 | |||||
| Total comprehensive income | -1 667 | -4 | 1 491 | -180 | -28 | -208 | ||
| Dividend distribution | -4 411 | -4 411 | -4 411 | |||||
| Share issue | 291 | 291 | 291 | |||||
| Options granted | 79 | 79 | 79 | |||||
| Other changes | 0 | 0 | 0 | |||||
| Changes in | ||||||||
| subsidiary holdings | -361 | -361 | ||||||
| Shareholders' equity on 31 March 2013 |
11 384 | 52 167 | -3 151 | -9 | 8 917 | 69 307 | -313 | 68 994 |
FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES, EUR 1000
| 31 March 2013 | 31 March 2012 | 31 Dec. 2012 | ||||
|---|---|---|---|---|---|---|
| Fair | Book | Fair | Book | Fair | Book | |
| value | value | value | value | value | value | |
| Financial assets | ||||||
| Available-for-sale financial assets | ||||||
| Private equity investments | 34 941 | 34 941 | 42 323 | 42 323 | 38 691 | 38 691 |
| Financial securities | 50 | 50 | 94 | 94 | 50 | 50 |
| Loan receivables | 1 336 | 1 336 | - | - | 1 336 | 1 336 |
| Accounts receivable and other | ||||||
| receivables | 4 068 | 4 068 | 1 549 | 1 549 | 5 119 | 5 119 |
| Liquid assets | 12 963 | 12 963 | 7 683 | 7 683 | 9 389 | 9 389 |
| Total | 53 357 | 53 357 | 51 649 | 51 649 | 54 586 | 54 586 |
| Financial liabilities | ||||||
| Liabilities to credit institutions | 4 000 | 4 000 | - | - | 4 000 | 4 000 |
| Accounts payable and other | ||||||
| liabilities | 9 168 | 9 168 | 3 328 | 3 328 | 5 840 | 5 840 |
| Total | 13 168 | 13 168 | 3 328 | 3 328 | 9 840 | 9 840 |
The table shows the fair values and book values of financial assets and liabilities per balance sheet item.
The assessment principles for fair values are presented in the principles for preparing the financial statements.
The original book value of accounts receivable and accounts payable corresponds to their fair value, as the impact of discounting is not essential with regard to the maturity of the receivables and liabilities.
Value of financial instruments across the three levels of the fair value hierarchy
| 31 March 2013 | |||
|---|---|---|---|
| Fair value | Level 3 | ||
| Available-for-sale financial assets | |||
| Private equity investments | 34 941 | 34 941 | |
| Financial securities | 50 | 50 | |
| Total | 34 991 | 34 991 |
Level 3 reconciliation
Available-for-sale financial assets
| Private | Financial | ||
|---|---|---|---|
| equity securities | |||
| investments | Total | ||
| Opening balance | 38 691 | 50 | 38 741 |
| Calls | 930 | - | 930 |
| Returns | -2 473 | - | -2 473 |
| Impairment loss | - | - | 0 |
| Change in fair value | -2 208 | - | -2 208 |
|---|---|---|---|
| Closing balance | 34 941 | 50 | 34 991 |
The fair values of level 3 instruments are based on the value of the fund according to the management company of the fund and their use in widely used valuation models.
Private equity investments are valued in accordance with a practice widely used in the sector, International Private Equity and Venture Capital Guidelines. The impairment losses of private equity investments are based on the management's assessment, as described in the principles for preparing the financial statements.
During the period under review, no transfers took place between the levels of the fair value hierarchy.
SEGMENT INFORMATION, EUR 1 000
| 1-3/13 | Asset | Corporate | Group | |||
|---|---|---|---|---|---|---|
| Management | Finance | Investments | Other Eliminations | total | ||
| External income, net | 3 098 | 418 | 2 251 | -33 | 5 734 | |
| Income from other | ||||||
| segments, net | 100 | - | -100 | 18 | -18 | - |
| Net revenue | 3 198 | 418 | 2 151 | -15 | -18 | 5 734 |
| Operating profit | 494 | 21 | 2 151 | -480 | 2 186 | |
| Share of associated | ||||||
| companies' result | -36 | - | - | - | -36 | |
| Profit for the period | 459 | 21 | 2 151 | -1 168 | 1 462 |
| 1-3/12 | Asset | Corporate | Group | |||
|---|---|---|---|---|---|---|
| Management | Finance | Investments | Other | Eliminations | total | |
| External income, net | 2 018 | 448 | 968 | 4 | 3 438 | |
| Income from other | ||||||
| segments, net | 100 | - | -100 | 18 | -18 | - |
| Net revenue | 2 118 | 448 | 868 | 22 | -18 | 3 438 |
| Operating profit | 364 | 51 | 868 | -366 | 918 | |
| Profit for the period | 364 | 51 | 868 | -528 | 756 | |
| 1-12/12 | Asset Management |
Corporate Finance |
Investments | Other Eliminations | Group total |
|
|---|---|---|---|---|---|---|
| External income, net | 8 625 | 2 635 | 5 080 | -44 | 16 295 | |
| Income from other | ||||||
| segments, net | 400 | - | -400 | 73 | -73 | - |
| Net revenue | 9 025 | 2 635 | 4 680 | 29 | -73 | 16 295 |
| Operating profit | 912 | 725 | 4 680 | -1 648 | 4 668 | |
| Share of associated | ||||||
| companies' result | -35 | - | - | - | -35 | |
| Profit for the period | 876 | 725 | 4 680 | -2 895 | 3 386 |
The income of the Asset Management segment from other segments comprises the management fee income from eQ Group's own investments in private equity funds. The corresponding expenses are allocated to the Investments segment, to the net revenue. Under the item Other, income from other segments comprises the administrative services produced by Group administration to other segments. The line operating profit under item Other presents the undivided personnel, administration and other expenses allocated to Group administration. In addition to the above, the taxes not distributed to the segments have been presented on line profit for the period, under the item Other.
The highest operative decision-making body does not follow assets and liabilities at segment level, due to which the Group's assets and liabilities are not presented as divided between the segments.
| CONSOLIDATED KEY RATIOS | ||
|---|---|---|
| 31 March | 31 March | |
| 2013 | 2012 | |
| Profit (loss) for the period (EUR 1 000) | 3 386 | 756 |
| Earnings per average share, EUR | 0.04 | 0.02 |
| Diluted earnings per average share, EUR | 0.04 | 0.02 |
| Equity per share, EUR | 1.89 | 1.98 |
| Equity per average share, EUR *) | 1.90 | 1.99 |
| Return on investment, ROI % p.a. | 8.2 | 4.5 |
| Return on equity, ROE % p.a. | 8.4 | 4.4 |
| Equity to assets ratio, % | 83.1 | 93.6 |
| Share price at the end of the period, EUR | 2.18 | 1.90 |
| Number of personnel at the end of the period | 82 | 65 |
| Private equity investments | ||
| to equity ratio, % | 50.7 | 63.8 |
| Private equity investments and remaining | ||
| commitments to equity ratio, % | 65.2 | 85.4 |
*) Weighted average number of shares outstanding.
RELATED PARTY TRANSACTIONS
Open balances with key persons belonging to the company management
On 4 September 2012, eQ Plc's Board decided to grant an interest-bearing loan in the amount of EUR 1.3 million to a company wholly owned by Mikko Koskimies, who had been appointed Managing Director of eQ Asset Management Ltd and member of eQ Group's Management Team for financing a purchase of shares in eQ Plc as part of the management's long-term incentive scheme. On 31 March 2013, EUR 1.3 million of this loan was an open receivable.
The acquired shares in eQ Plc function as security for the loan. The interest rate of the loan is market-based. The entire loan will be repaid within five years at the latest. The company wholly owned by Koskimies has the right to repay the loan prematurely at any time. The transfer of the eQ shares owned by the company is restricted for three years during the duration of the scheme.
Transactions with related parties and receivables from related parties, EUR 1 000
Associated companies - Finnreit Fund Management Company Ltd
| 1-3/13 | 1-3/12 | |
|---|---|---|
| Sales | 20 | - |
| Receivables | 16 | - |
REMAINING COMMITMENTS
On 31 March 2013, eQ's remaining commitments in private equity funds totalled EUR 10.2 million (EUR 14.4 million on 31 March 2012). Other commitments at the end of the period under review totalled EUR 1.0 million (EUR 1.4 million on 31 March 2012).