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Solteq Oyj

Interim / Quarterly Report Oct 29, 2019

3341_10-q_2019-10-29_23f85b7d-8cbe-488a-99d9-f6e698df64e5.pdf

Interim / Quarterly Report

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SOLTEQ

Interim Report Q3 2019

JANUARY 1-SEPTEMBER 30 2019

Solteq Plc Interim Report January 1-September 30 2019

July-September

  • · Revenue totaled 12,993 thousand euros (12,834).
  • · EBITDA was 1,300 thousand euros (1,066).
  • · Operating profit was 282 thousand euros (492).
  • · The implementation of IFRS 16 -standard improved EBITDA by 492 thousand euros and the operating profit by 48 thousand euros during the third quarter. *
  • · Earnings per share was -0.01 euros (-0.01).

January-September

  • · Revenue totaled 42,583 thousand euros (41,937).
  • · EBITDA was 5,327 thousand euros (3,619).
  • · Operating profit was 2,383 thousand euros (1,821).
  • · The implementation of IFRS 16 -standard improved EBITDA by 1,409 thousand euros and the operating profit by 139 thousand euros during the review period.*
  • · Earnings per share was 0.04 euros (0.01).
  • · Solteq Group's equity ratio was 31.5 percent (32.7).
  • The Group's equity ratio excluding the impact from adopting the IFRS 16 -standard would have been 34.3 percent during the review period.*
  • · Net cash flow from operating activities was 831 thousand euros (2,354).
  • · The revenue was 1.5 percent higher than in the comparison period. Continuous services accounted for approximately one third of the revenue.
  • · The company invested strongly in future growth by focusing on the development of our own cloudbased software products and services. During the review period the product development investments amounted to 3.0 million euros (1.3).

*Solteq Group implemented the IFRS 16 Leases -standard effective from January 1, 2019. The new standard was implemented using the modified retrospective approach, in which the comparative figures for prior financial periods were not restated.

Key figures

7-9/2019 7-9/2018 Change- 1-9/2019 1-9/2018 Change- 1- Rolling
0% ಲ್ಲಿ ಉ 12/2018 12mos
Revenue, TEUR 12,993 12,834 1.2 42,583 41,937 1.5 56,867 57,513
EBITDA, TEUR 1,300 1,066 21.9 5,327 3,619 47.2 4,766 6,473
Adjusted EBITDA, TEUR 1,300 1,132 14.8 5,399 3,800 42.1 5,417 7,015
Operating profit, TEUR 282 492 -42.6 2,383 1,821 30.9 2,466 3,028
Adjusted operating profit, 282 558 -49.5 2,455 2,002 22.6 3,117 3,570
TEUR
Profit for the financial period, -187 -105 -76.9 755 247 205.3 356 863
TEUR
Earnings per share, EUR -0.01 -0.01 -69.7 0.04 0.01 201.1 0.02 0.04
Operating profit, % 2.2 3.8 5.6 4.3 4.3 5.3
Adjusted operating profit, % 2.2 4.4 5.8 4.8 5.5 6.2
Equity ratio, % 31.5 32.7 32.4 31.3

Profit guidance 2019

Solteq Group's operating profit is expected to grow clearly compared to the financial year 2018.

CEO Olli Väätäinen:

Good sales figures for Solteq's software products in third quarter

Solteq Group's revenue for the first three quarters came to 42.6 million euros, up by 1.5 percent. Approximately a quarter of this revenue came from outside Finland. The revenue of overseas subsidiaries increased considerably. Continuous services accounted for about a third of revenue. The company's own software products and related services contributed around a third and digital services around two thirds of revenue.

EBITDA for the review period was 5.3 million euros and operating profit 2.4 million euros. Operating profit increased by 0.6 million euros in comparative terms, when adjusted for the adoption of the IFRS 16 standard.

Operating profit for the third quarter was below the company's expectations. This was due to the postponement of certain customer projects to the fourth quarter. The largest postponed project was the Finnish Customs' cash payment system, which is based on Solteq's own software. Solteq has announced the deal in a separate press release on August 15, 2019. The value of the postponed order was worth more than 300,000 euros.

In the third quarter, the company won tenders worth more than 2 million euros for its software and the related services. In addition to the deal with Finnish Customs, major commercial successes included the new customer service system for Korpelan Voima joint municipal authority. The system is compliant with the national data hub, and consists of customer service and invoicing for electricity sales and transfers, and district heating.

SOLTEQ

Solteq continued to invest in the development of its own cloud-based software products and services. Product development investment in the third quarter totaled 0.9 million euros. Product development investments are expected to reach around 3.7 million euros by the end of the year. Investments to product development during the review period enabled strong growth in sales of Solted's own products. The company expects its positive sales trend to continue.

The Group's order intake continued to develop positively in Q3, improving considerably compared to the same period last year. The business outlook has remained the company's profitability is expected to improve.

Operating environment and business development

We are specialized in digitalization of businesses. Our strengths lie in our long-term experience of the industries for which we develop solutions. Retail, industry, energy, and services are the key industries we are focused in.

Our operations include project-specific and continuous professional services as well as industryspecific software products. The common denominator between these services is the in-depth industry expertise we have developed during Solteg's 37 years of operations. Our technology choices are based on growing market trends, such as cloud services, SaaS, artificial intelligence, analytics and robotics.

Digitalization is emerging as a key aspect in organizations. Digital solutions are expected to generate concrete and quantifiable business benefits. Such solutions include for example digital self-service channels, market rollouts of new electronic services, e-commerce, the productive use of a continuously growing amount of data and the automation of manual operations. Translating technical innovations into practical customer value is the foundation of future success.

Enterprises are moving to cloud services at an accelerating pace. Gartner estimates that the global cloud services market will grow by 17.3% and reach 180 billion euros in 2019. Microsoft and Amazon are the market leaders in this sector

SaaS (Software as a Service) has become an integral aspect of today's business. According to a report published by Business Wire, the global SaaS market is expected to grow by 21.2% by 2023.

SaaS Smart Robotics plays a significant role in our product development. The industry is seeing significant growth and various studies estimate it will grow at an annual rate of approximately 30% (CAGR) to approach a milestone of 10 billion euros by 2023.

Robotics and artificial intelligence are changing the society. A good example of this is the national ROSE project in Finland, which explores how the advancement in service robotics will enable product and service innovation as well as the renewal of wellbeing services, particularly in response to the needs of the ageing population. Robotics will also create new jobs and it is predicted that the number of new jobs it creates will exceed the number of jobs it makes redundant.

Revenue and profit

Revenue from contracts with customers

TEUR 7-9/2019 7-9/2018 1-9/2019 1-9/2018 1-12/2018
Services 10,195 11,040 32,836 36,465 48,461
Revenue from long-term projects 1,523 278 4,515 1,115 2,124
Revenue from software licenses 1,126 1,390 4,850 4,107 5,921
Hardware sales 148 126 382 250 360
Total 12.993 12.834 42,583 41,937 56.867

July-September

Revenue increased by 1.2 percent compared to the previous year and totaled 12,993 thousand euros (12,834).

Operating profit for the third quarter was 282 thousand euros (492). Adjusted operating profit was 282 thousand euros (558). The implementation of IFRS 16 -standard improved operating profit by 48 thousand euros compared to the corresponding period of the previous year.

Financial expenses increased by 64 thousand euros due to the implementation of the IFRS 16 standard. Profit before taxes was -223 thousand euros (50) and the profit for the financial period was -187 thousand euros (-105).

January-September

Revenue increased by 1.5 percent compared to the previous year and totaled 42,583 thousand euros (41,937).

Operating profit for the review period was 2,383 thousand euros (1,821). Adjusted operating profit was 2,455 thousand euros (2,002). The implementation of IFRS 16 -standard improved operating profit by 139 thousand euros compared to the corresponding period of the previous year.

Financial expenses increased by 192 thousand euros due to the implementation of the IFRS 16 standard. Profit before taxes was 903 thousand euros (610) and the profit for the financial period was 755 thousand euros (247).

Balance sheet and finance

Total assets amounted to 71,719 thousand euros (67,413). Liquid assets totaled 2,081 thousand euros (1,606). The company has a standby credit limit of 4,000 thousand euros. A total of 2,000 thousand euros of the standby credit limit was in use at the end of both the review and the comparison periods. The company also has a bank account credit limit of 2,000 thousand euros. At the end of both the review and the comparison periods, the bank account credit limit was unused. The company was granted a Business Finland product development loan of 857 thousand euros during the review period. The Group's interest-bearing liabilities were 34,951 thousand euros (28,043).

Solteq Group's equity ratio was 31.5 percent (32.7). The Group's equity ratio without the impact of the implementation of the IFRS 16 -standard would have been 34.3 percent.

On July 1, 2015 Solteq Plc (Solteq) issued an unsecured bond of 27.0 million euros. The bond carries a fixed annual interest of 6.0 percent and its maturity is five years. To reduce the company's interest costs Solteq Plc repurchased and cancelled the share of 2.5 million euros of the above-mentioned bond during the financial year 2016. The bond matures on July 1, 2020 and the company has initiated a process to refinance the bond.

The financial covenants concerning the distribution of funds and incurring financial indebtedness other than permitted in the terms of the Bond (Incurrence Covenant) require that at any agreed review date, the Equity Ratio exceeds 27.5 percent, the Interest Coverage Ratio (EBITDA / net interest cost) exceeds 3.00:1 and that the Group's Net Interest Bearing Debt to EBITDA ratio does not exceed 3.50:1.

Investment, research and development

The net investments during the review period were 4,286 thousand euros (6,608). During the review period, 3,018 thousand euros (1,320) of the net investments were capitalized development costs relating to continued further development of the existing software products and the development of new software products. Other investments were 1,268 thousand euros (847). In the comparison period 4,441 thousand euros of the net investments related to the acquired acquisition.

Capitalized development costs include 2,185 thousand euros (982) of staff costs.

Personnel

The number of permanent employees at the end of the review period was 602 (584).

Key figures for group's personnel

7-9/2019 7-9/2018 1-9/2019 1-9/2018 1-12/2018
Average number of personnel
during period
596 546 567
Employee benefit expenses, TEUR 7,353 6.998 24,392 22,300 29,465

Related party transactions

Solteq's related parties include the Board of Directors, CEO and Executive team.

The related party actions and euro amounts are presented in the tables at the end of this Interim report.

Shares, shareholders and treasury shares

Solteq Plc's equity on September 30, 2019 was 1,009,154.17 euros which was represented by 19,306,527 shares. The shares have no nominal value. All shares have an equal entitlement to dividends and company assets. Shares are governed by a redemption clause.

Solteq Plc did not hold any treasury shares at the end of the review period.

Stock option scheme and share-based incentive scheme of the management

During the financial year 2016 Solteq's Board of Directors decided to adopt a new stock option scheme and share-based incentive scheme for the key employees of the company. The purpose of both schemes is to encourage the key employees to work for the shareholder value and to commit the key employees to the employer. Terms and conditions of the stock option scheme and share-based incentive scheme are presented in the Stock Exchange Bulletin published on July 15, 2016.

The theoretical market value of the incentive scheme was at the implementation about 0.6 million euros which was recognized as an expense in accordance with IFRS 2 in the years 2016-2018. The expense is not recognized on a cash flow basis except for the share of the share based. Solted s current and former management teams hold one million stock options.

Exchange and rate

During the review period, the exchange of Solted's shares in the Helsinki Stock Exchange was 0.6 million shares (0.7) and 0.8 million euros (1.0). The highest rate during the review period was 1.65 euros and lowest rate 1.27 euros. The weighted average rate of the share was 1.43 euros and end rate 1.52 euros. The market value of the company's shares at the end of the review period totaled 29.3 million euros (28.0).

Ownership

At the end of the review period, Solteq had a total of 2,233 shareholders (2,166). Solted's 10 largest shareholders owned 13,277 thousand shares i.e. they owned 68.8 percent of the company's shares and votes. Solteq Plc's members of the Board of Directors and CEO owned 592 thousand shares on September 30, 2019 (592).

Annual General meeting

Solteq's Annual General Meeting on March 27, 2019 approved the financial statement for period January 1-December 31, 2018 and discharged the CEO and the Board of Directors from liability.

The Board of Directors' proposal of to the General Meeting that no dividend will be paid from the financial year ended on December 31, 2018 was accepted.

The Annual General Meeting authorized the Board of Directors to decide on share issue, carried out with or without payment and on issuing share options, and other special rights referred to in Chapter 10, Section1 of the Finnish Companies Act as follows:

SOLTEO

The maximum total amount of shares or other rights to be issued under the authorization is 3,000,000. The authorization includes the right to give new shares and rights or convey company's own shares. The authorization includes a right to deviate from the shareholders' pre-emptive right of subscription if there is a significant financial reason in company's opinion. These reasons include, but are not limited to, improving the capital structure, financing and executing business acquisitions and other business improvement arrangements or being used as a part of remuneration of personnel. The authorization includes that the Board of Directors may decide all the other terms and other matters concerning the share issue and rights. The authorization is effective until the next Annual General Meeting, however, no longer than until April 30, 2020.

In addition, the Board of Directors proposes that the Board of Directors is authorized to decide on accepting the company's own shares as pledge as follows:

The Board of Directors is authorized to decide on accepting the company's own shares as pledge (direct) regarding business acquisitions or when executing other business arrangements. Accepting pledge may occur at once or in multiple transactions. The number of own shares to be accepted as pledge shall not exceed 2,000,000 shares. The authorization includes that the Board of Directors may decide on other terms concerning the pledge. The authorization is effective until the next Annual General Meeting, however, no longer than until April 30, 2020.

The Annual General Meeting decided to amend 2 § Line of Business of Articles of Association according to the Board of Directors' proposal as follows:

2 § Line of business

The company's line of business is to develop, sell, consult, import, produce and rent information technology services, software, and related equipment as well as other business related to the aforesaid. The company can own and manage real estate, shares and securities.

Board of directors and auditors

The Annual General Meeting on March 27, 2019 decided that The Board of Directors includes six members. Aarne Aktan, Lotta Kopra, Markku Pietilä, and Mika Uotila will continue on the Board and Panu Porkka and Katarina Segerståhl were elected as new members.

In the Board meeting, held after the Annual General Meeting, Markku Pietilä was elected as the Chairman of the Board.

ln addition, Aarne Aktan, Lotta Kopra and Markku Pietilä were appointed to the members of the Audit Committee. Aarne Aktan acts as the Chairman of the Audit Committee.

KPMG Oy Ab, Authorized Public Accountants, was re-elected as auditors, with Lotta Nurminen, APA, acting as the chief auditor.

Other events during the review period

On June 28, Solteq reported the resignation of the company's CFO and Executive Team member, Marti Nurminen. Kari Lehtosalo was appointed as the new CFO on August 21, starting in his position on September 23.

Events after the review period

The company's management is not aware of any events of material importance after the review period that might have affected the preparation of the interim report.

Risks and uncertainties

The key uncertainties and risks in short term are related to the management of changes in financing and balance sheet structures, the timing and pricing of business deals that are the basis for revenue, changes in the level of costs, developing company's own products and their commercialization, and the company's ability to manage extensive contract agreements and deliveries.

The key business risks and uncertainties of the company are monitored constantly as a part of the Board of Directors' and Executive team's duties. In addition, the Company has the Audit Committee appointed by the Board of Directors.

Financial reporting

This interim report has been prepared in accordance with the recognition and valuation principles of IFRS standards and using IAS 34 and the same accounting policies as the Financial Statements 2018. In addition, company has applied the new and amended provisions that came into effect on the January 1, 2019. The information presented in the interim report has not been audited.

Solteq Group has one reported segment, Software Services.

The most essential product and service types of the Solteq Group are software services, licenses and hardware sales

Changes in the accounting principles

Solteq Group has applied the IFRS 16 Leases -standard effective from January 1, 2019. The standard is implemented using the modified retrospective approach, in which the comparative figures for prior financial periods have not been restated. The impact of the Group's opening balance has been demonstrated below in the section "New IFRS 16 Leases -standard effective from 1 January 2019". The present value of the remaining unpaid lease liabilities of contracts which were in effect on January 1, 2019, that were previously classified as operating leases, was recognized as a liability. At the time of implementation of the standard, the amount of the lease liability was recognized as a right-ofuse asset, and the implementation had no impact on the Group's equity.

The new standard replaced the IAS 17 -standard and related interpretations. IFRS 16 -standard requires lessees to recognize the lease agreements in the balance sheet as right-of-use assets and lease liabilities. The accounting model is similar to finance lease accounting in accordance with IAS 17. There are two practical exemptions available: short-term leases with a maximum lease term of 12 months, and leases for a maximum value of approximately USD 5,000 of the underlying asset. The lessor accounting treatment remains mostly in line with the previous IAS 17 accounting.

Solteq is a lessee and mainly leases business premises. The implementation of the new standard changed the accounting treatment of these leases. In addition, the Group has leased assets under finance leases. These assets have been recognized in the balance sheet already in the previous financial periods and the implementation of the standard has no material impact to the financial leases. Solteq applies the exemption for short-term leases allowed under the IFRS 16 -standard as well as the exemption for low value assets on a contractual basis. Solteq is not a lessor at the moment.

According to IFRS 16 -standard, the lessee's lease period during which the lease cannot be terminated. Also, a potential extension or termination option should be considered, if the use of such option is judged to be reasonably certain. The lease agreements for premises are mainly fixed term. The lease term for ongoing contracts will be regularly assessed by Solteg's management, and the length of the lease term is based on management's estimate.

The lessee should value the lease agreement by discounting the future minimum lease payments to the present value at the inception of the contract. The internal interest rate implicit in the lease is not readly available, the future minimum lease payments are discounted using Solted's incremental borrowing rate. According to the standard, the incremental borrowing rate is defined as the interest that the lessee would have to pay when borrowing for the similar term and with s similar security to obtain an asset of an equivalent value to the right-of-use asset in a similar economic environment. Solteq determines the incremental borrowing rate for leases based on the financial environment of the lease.

The impact of IFRS 16 to the consolidated statement of financial income has been presented in the tables at the end of this Interim report.

Financial information

Consolidated statement of comprehensive income

TEUR 7-9/2019 7-9/2018 1-9/2019 1-9/2018 1-12/2018
Revenue 12,993 12,834 42,583 41,937 56,867
Other income 11 10 24 10 487
Materials and services -1,430 -1,185 -3,734 -5,016 -6,089
Employee benefit expenses -8,105 -8,629 -26,849 -27,304 -35,602
Depreciations and impairments -1,018 -574 -2,944 -1,798 -2,300
Other expenses -2,169 -1,964 -6,697 -6,008 -10,897
Operating profit 282 492 2,383 1,821 2,466
Financial income and expenses -505 -442 -1,480 -1,211 -1,824
Profit before taxes -223 50 903 610 642
Income taxes 37 -155 -149 -363 -286
Profit for the financial period -187 -105 755 247 326
Other comprehensive income to be reclassified to profit or loss in subsequent periods
Currency translation differences -21 8 -66 -90 -14
Other comprehensive income -29 -29
Other comprehensive income, net
of tax
-50 8 -95 -90 -14
Total comprehensive income -237 -97 660 157 342
Total profit for the period
attributable to owners of the parent
-187 -105 755 247 356
Total comprehensive income
attributable to owners of the parent
-237 -97 660 157 342
Earnings per share, EUR (undiluted)
Earnings per share, EUR (diluted)
-0.01
-0.01
-0.01
-0.01
0.04
0.04
0.01
0.01
0.02
0.02

Taxes corresponding to the profit have been presented as taxes for the period.

Consolidated statement of financial position

TEUR 30 Sep 2019 30 Sep 2018 31 Dec 2018
Assets
Non-current assets
Tangible assets 8,077 2,227 2,355
Intangible assets
Goodwill 40,305 39,978 40,427
Other intangible assets 9,239 7,148 6,952
Other investments 481 470 481
Other long-term receivables 221 169 233
Non-current assets total 58,323 49,992 50,448
Current assets
Inventories 424 138 ਰੇਪੈ
Trade and other receivables 10,891 15,677 11,985
Cash and cash equivalents 2,081 1,606 5,347
Current assets total 13,396 17,421 17,426
Total assets 71,719 67,413 67,874
Equity and liabilities
Equity attributable to equity holders of the parent company
Share capital 1,009 1,009 1,009
Share premium reserve 75 75 75
Distributable equity reserve 12,910 12,922 12,910
Retained earnings 8,462 7,588 7,803
Total equity 22,456 21,594 21,797
Non-current liabilities
Deferred tax liabilities 802 1,031 815
Financial liabilities 5,812 25,607 25,551
Non-current liabilities total 6,614 26,638 26,366
Current liabilities
Financial liabilities 29,139 2,436 2,710
Other current liabilities 13,510 16,745 17,002
Current liabilities total 42,649 19,181 19,712
Total equity and liabilities 71,719 67,413 67,874

Cash flow statement

TEUR 1-9/2019 1-9/2018 1-12/2018
Cash flow from operating activities
Profit for the financial period 755 247 356
Adjustments for operating profit 4,252 3,703 3,797
Changes in working capital -2,711 -15 5,675
Interests paid -1,477 -1,689 -2,054
Interests received 12 108 228
Net cash from operating activities 831 2,354 8,002
Cash flow from investing activities
Acquisition of subsidiaries -2,272 -2,291
Investments in tangible and intangible assets -3,195 -1,818 -3,304
Net cash used in investing activities -3,195 -4,090 -5,595
Cash flow from financing activities
Long-term loans, increase 857
Short-term loans, increase 3,595 2,000 2,000
Short-term loans, decrease -3,595 -40 -40
Payment of finance lease liabilities -1,759 -170 -573
Net cash used in financing activities -902 1,790 1,387
Changes in cash and cash equivalents -3,266 54 3,795
Cash and cash equivalents 1 Jan 5,347 1,552 1,552
Cash and cash equivalents 30 Jun 2,081 1,606 5,347

The implementation of IFRS 16 impacts also the presentation of cash flow. The repayment of lease liability is presented under financing activities and only the interest expense related to lease liability in cash flow from operating activities. Previously, all the lease payments for operating leases were presented in the cash flow from the operating activities. The impact of IFRS 16 to cash flow from operating activities was +1,217 thousand euros and to cash flow from financing activities -1,217 thousand euros.

Statement of changes in group equity

TEUR Share
capital
Share
premium
account
Invested
unrestricted
equity
reserve
Currency
translation
difference
Retained
earnings
Total
Equity 1 Jan 2018
Impact of the implementation of
IFRS 9
1,009 75 11,960 -42 7,518
-16
20,520
-16
Change of IFRS 2 standard -15 -15
Adjusted equity 1 Jan 2018 1,009 75 11,960 -42 7,487 20,489
Comprehensive income
Other items on comprehensive
-90 247 247
-90
income
Total income 0 0 0 -90 247 157
Transactions with owners
Incentive scheme and option
scheme
-14 -14
Directed issue to the owners of
TM United A/S
962 962
Transactions with owners 0 0 962 0 -14 948
Equity 30 Sep 2018 1,009 75 12,922 -132 7,720 21,594
Equity 1 Jan 2019 1,009 75 12,910 -56 7,859 21,796
Comprehensive income 755 755
Other items on comprehensive -66 -29 -ਰੇਟ
income
Total income
0 0 0 -66 726 660
Equity 30 Sep 2019 1,009 75 12,910 -122 8,585 22,456
Total investments
TEUR 7-9/2019 7-9/2018 1-9/2019 1-9/2018 1-12/2018
Group total 1,599 782 4,286 6,608 8,283
Liabilities
TEUR 30 Sep 2019
An R. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B. B.
Business mortgages 10,000 10,000 10,000
Off-balance sheet lease liabilities 670 7,293 6,738

Related party transactions

TEUR 7-9/2019 7-9/2018 1-9/2019 1-9/2018 1-12/2018
Service sales 2 14 23
Renting arrangements 0 0
Purchases 2 10 6 103 105

Transactions with the related parties have been done at market price and are part of the company's normal business.

Fair value of financial assets and financial liabilities

The fair values of the financial assets and liabilities are mainly the same as the book values. Hence, they are not presented in table form in the bulletin.

Major shareholders September 30, 2019

Shares and votes
number %
1. Sentica Buyout III Ky 4,621,244 23.94
2. Profiz Business Solution Oyj 2,051,997 10.63
3. Keskinäinen Työeläkevakuutusyhtiö Elo 2,000,000 10.36
4. Saadetdin Ali Urhan 1,403,165 7.27
ട. Keskinäinen työeläkevakuutusyhtiö Varma 1,245,597 6.45
6. Aalto Seppo Tapio 700,000 3.63
7. Roininen Matti Juhani 450,000 2.33
8. Väätäinen Olli Pekka 400,000 2.07
g. Lamy Oy 225,000 1.17
10. Sentica Buyout III Co-Investment Ky 180,049 0.93
10 largest shareholders total 13,277,052 68.77
Total of nominee-registered 1,031,936 5.35
Others 4,997,539 25.89
Total 19,306,527 100.00

Financial performance indicators

7-9/2019 7-9/2018 1-9/2019 1-9/2018 1-12/2018
Revenue, MEUR 13.0 12.8 42.6 41.9 56.9
Change in revenue, % 1.2 10.3 1.5 9.8 12.1
Operating profit, MEUR 0.3 0.5 2.4 1.8 2.5
% of revenue 2.2 3.8 5.6 4.3 4.3
Profit before taxes, MEUR -0.2 0.1 0.9 0.6 0.6
% of revenue -1.7 0.4 2.1 1.5 1.1
Net investments in non-current assets, 1.6 0.8 4.3 6.6 8.3
MEUR
Equity ratio, % 31.5 32.7 32.4
Net debt, MEUR 32.9 26.4 22.9
Gearing, % 146.4 122.4 105.1
Return on equity, rolling 12 months, % 3.9 -1.4 1.7
Return on investment, rolling 12 months, % 5.5 3.9 5.2
Personnel at end of period 602 584 586
Personnel average for period રેત્તર 546 567

* Gearing, % without the impact of the implementation of IFRS 16 -standard would have been 125.7 percent.

Key indicators per share

7-9/2019 7-9/2018 1-9/2019 1-9/2018 1-12/2018
Earnings per share, EUR (undiluted) -0.01 -0.01 0.04 0.01 0.02
Earnings per share, EUR (diluted) -0.01 -0.01 0.04 0.01 0.02
Equity per share, EUR 1.16 1.12 1.13

Alternative performance measures to be used by Solteq Group in financial reporting

Solteq uses alternative performance measures to describe the company's underlying financial performance and to improve the comparability between review periods. The alternative performance measures should not be regarded as indicators that replace the financial key figures as defined in IFRS standards.

Performance measures used by Solteq Group are EBITDA, equity ratio, gearing, return on equity, return on investment and net debt. The calculation principles of these financial key figures are presented as part of this interim report. The performance measures presented as rolling 12 months include the total figures of the past four quarters.

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TEUR 7-9/2019 7-9/2018 1-9/2019 1-9/2018 1-12/2018
Operating profit (EBIT) 282 492 2,383 1,821 2,466
Adjustments
Incentive and option scheme
(IFRS 2)
-14 -14
Acquisition of subsidiaries 12 12
Change in fair value of conditional
consideration
-460
Cost of integrating the acquired 72 72
business
Non-recurring severance 66 183 241
packages
Damages from completed 800
customer projects
Total adjustments 0 66 72 181 651
Adjusted operating profit (EBIT) 282 558 2,455 2,002 3,117

Calculation of financial ratios

Solvency ratio, %: equity / (balance sheet total - advances received) x 100

Gearing, %: (interest bearing liabilities - cash, bank balances and securities) / equity x 100

Return on Equity (ROE), %: profit for the financial period (rolling 12 months) / equity (average for the period) x 100

Return on investment (ROI), %: (profit before taxes + finance expenses (rolling 12 months)) / (balance sheet total - interest free debt (average for the period)) x 100

Earnings per share: (profit before taxes -/+ minority interest) / adjusted average basic number of shares

Diluted earnings per share: (profit before taxes -/+ minority interest) / adjusted average diluted number of shares

EBITDA: operating profit + depreciation and impairments

Net debt: interest bearing liabilities - cash and cash equivalents

Business combinations

There were no acquisitions during the review period.

Financial year 2018

During the financial year 2018, two company acquisitions were made.

TM United A/S

Solteq Plc purchased the entire share capital of TM United A/S on January 15, 2018. TM 's solutions are focused on digital transactions and the optimization of the online customer experience. TM United A/S has been consolidated to Solteq Group since January 1, 2018.

ProInfo A/S / NAV-business acquisition

Growth in Denmark and the Nordic countries was boosted with a business acquisition with Prolnfo A/S on June 15, 2018. Solteq Group acquired expertise and customer relationships related to IT and HoReCa IT systems. In the acquisition 12 IT professionals were transferred to Solteq. ProInfo A/S has been consolidated to Solteq Group since June 1, 2018.

Aggregate figures for the acquisition Acquisition date
TEUR 15.1./15.6.2018
Consideration
Paid in cash 3,513
Directed issue 950
Total 4,463
Values of the assets and liabilities arising from the acquisition
Tangible assets 17
Intangible assets ** 586
Inventories 6
Trade and other receivables 1,300
Cash and cash equivalents 1,243
Total assets 3,152
Trade payables and other liabilities -2,177
Financial liabilities -40
Total liabilities -2,217
The goodwill value of the acquisition 3,527
Cash flow from the acquisition
Consideration paid in cash in 2018 3,479
Cash and cash equivalents of the acquired companies 1,241
Total cash flow from the acquisition 2,238

Goodwill consists of assets that cannot be separated like synergy benefits, competent personnel, market share and entrance to new market.

** Depreciations of the intangible rights during the review period are 70 thousand euros.

Expenses related to the acquisition
Other expenses 245
Total expenses related to the acquisition 245
Impact on the Solteq Group's number of personnel 47
Impact on the Solteq Group's comprehensive income statement 1.12.2018
Revenue * 5,476
Operating profit * 15

New IFRS 16 Leases -standard effective from January 1, 2019

Adjusted consolidated statement of financial position Jan 1, 2019
Reported IFRS 16 Adjusted
TEUR 31 Dec 2018 adjustment 1 Jan 2019
Assets
Non-current assets
Tangible assets 2,355 6,398 8,754
Non-current assets total 50,448 6,398 56,846
Total assets 67,874 6,398 74,272
Equity and liabilities
Non-current liabilities
Financial liabilities 25,551 4,706 30,256
Non-current liabilities total 26,366 4,706 31,071
Current liabilities
Current liabilities 19,712 1,693 21,404
Current liabilities total 19,712 1,693 21,404
Total equity and liabilities 67,874 6,398 74,272

Impact of IFRS 16 to consolidated statement of financial income

TEUR 7-9/2019
excluding
the
impact of
IFRS 16
Impact
ર્ભ IFRS
16
7-
9/2019
7-
9/2018
1-9/2019
excluding
the
impact of
IFRS 16
Impact
of IFRS
16
1-
9/2019
1- 1-
9/2018 12/2018
Revenue 12,993 12,993 12,834 42,583 42,583 41,937 56,867
Other income 11 11 10 24 24 10 487
Materials and services
Employee benefit expenses
Depreciations and
impairments
-1,430
-8,105
-574
-443 -1,430
-8,105
-1,018
-1,185
-8,629
-574
-3,734
-26,849
-1,675
-1,269 -3,734
-26,849
-2,944
-5,016
-27,304
-1,798
-6,089
-35,602
-2,300
Other expenses -2,661 492 -2,169 -1,964 -8,105 1,409 -6,697 -6,008 -10,897
Operating profit 234 48 282 492 2,244 139 2,383 1,821 2,466
Financial income and
expenses
-441 -64 -505 -442 -1,288 -192 -1,480 -1,211 -1,824
Profit before taxes -208 -15 -223 50 વેટર રેણવાડી તેમ જ દિવેલા ગુજરાત રાજ્યના પાકની ખેતી કરવામાં આવે છે. આ ગામમાં પ્રાથમિક શાળા, આંગણવાડી તેમ જ દૂધની ડેરી જેવી સવલતો પ્રાપ્ય થયેલી છે. આ ગામનાં પ્રાથમિક શાળા, આ -53 903 610 642
Income taxes 33 3 37 -155 -159 11 -149 -363 -286
Profit for the financial
period
-174 -12 -187 -105 797 -42 755 247 356

Financial reporting

More investor information is available on Solteq's website at www.solteq.com.

Further information:

CEO Olli Väätäinen Tel: +358 50 557 8111 E-mail: [email protected]

CFO Kari Lehtosalo Tel: +358 40 751 7194 E-mail: [email protected]

Distribution:

NASDAQ OMX Helsinki Key media www.solteq.com

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