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YIT Oyj — Interim / Quarterly Report 2013
Jun 4, 2013
3249_10-q_2013-06-04_ae71a522-0e23-47e1-94ce-44aa8d82ddf5.pdf
Interim / Quarterly Report
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CARVE-OUT FINANCIAL INFORMATION OF CAVERION GROUP FOR THE THREE MONTH PERIOD ENDED MARCH 31, 2013
(Unaudited)
Combined income statement January 1 – March 31, 2013 Combined statement of comprehensive income January 1 – March 31, 2013 Combined balance sheet Combined cash flow statement Combined statement of changes in invested equity Notes to the carve-out financial information 1 Accounting principles for the carve-out financial information 2 Financial risk management 3 Segment information 4 Unusual items affecting operating profit 5 Acquisitions and disposals 6 Borrowings 7 Fair value estimation 8 Nominal values and fair values of derivative instruments 9 Changes in contingent assets and liabilities and commitments 10 Related party transactions 11 Events after the reporting period
Combined income statement
| January March, |
January March, |
||
|---|---|---|---|
| EUR million | 2013 | 2012 | 2012 |
| restated | restated | ||
| Revenue | 607.9 | 672.5 | 2,803.2 |
| Other operating income | 1.4 | 1.4 | 12.3 |
| Change in inventories of finished goods and in work in | |||
| progress | 5.8 | 7.8 | -0.6 |
| Production for own use | 0.2 | 0.1 | 0.3 |
| Materials and supplies | -162.0 | -192.7 | -799.8 |
| External services | -97.8 | -103.3 | -468.8 |
| Personnel expenses | -271.5 | -290.2 | -1,127.4 |
| Other operating expenses | -74.6 | -72.0 | -333.9 |
| Share of results in associated companies | 0.0 | 0.0 | 0.0 |
| Depreciation. amortisation and impairment |
-5.1 | -5.8 | -24.2 |
| Operating profit | 4.3 | 17.8 | 61.1 |
| Financial income | 1.0 | 0.3 | 1.9 |
| Exchange rate differences | -0.5 | -0.1 | -0.3 |
| Financial expenses | -0.8 | -1.2 | -5.2 |
| Financial income and expenses, total | -0.3 | -1.0 | -3.6 |
| Profit before taxes | 4.0 | 16.8 | 57.5 |
| Income taxes | -1.2 | -5.1 | -16.7 |
| Profit for the period | 2.8 | 11.7 | 40.8 |
| Attributable to | |||
| Equity holders of Caverion Group | 2.8 | 11.7 | 40.7 |
| Non-controlling interests | 0.0 | 0.0 | 0.1 |
The comparative numbers have been restated to be consistent with the revised standard IAS 19 Employee benefits. Additional information has been presented in note 1 Accounting principles for carve-out financial information.
Combined statement of comprehensive income
| January | January | ||
|---|---|---|---|
| March, | March, | ||
| EUR million | 2013 | 2012 | 2012 |
| restated | restated | ||
| Profit for the period | 2.8 | 11.7 | 40.8 |
| Other comprehensive income | |||
| Items that will not be reclassified to | |||
| profit/loss: | |||
| Change in fair value of defined | |||
| benefit pension | 3.9 | 15.3 | |
| - Deferred tax |
-1.1 | -4.2 | |
| Items that may be reclassified | |||
| subsequently to profit/loss: | |||
| Cash flow hedges | 0.1 | 0.0 | -0.1 |
| - Deferred tax |
0.0 | 0.0 | 0.0 |
| Change in fair value of available-for-sale assets | -0.4 | ||
| - Deferred tax |
0.1 | ||
| Translation differences | 1.5 | 1.2 | 3.9 |
| Total comprehensive income | |||
| for the period | 4.4 | 15.7 | 55.3 |
| Atrributable to | |||
| Equity holders of Caverion Group |
4.4 | 15.7 | 55.2 |
| Non-controlling interests | 0.0 | 0.0 | 0.1 |
The comparative numbers have been restated to be consistent with the revised standard IAS 19 Employee benefits. Additional information has been presented in note 1 Accounting principles for carve-out financial information.
Combined balance sheet
| EUR million | March 31, 2013 |
March 31, 2012 |
December 31, 2012 |
|---|---|---|---|
| restated | restated | ||
| ASSETS | |||
| Non-current assets | |||
| Tangible assets | 30.5 | 34.3 | 31.8 |
| Goodwill | 335.7 | 336.6 | 335.7 |
| Other intangible assets | 35.9 | 38.7 | 39.0 |
| Investments in associated companies | 0.1 | 0.1 | 0.1 |
| Available-for-sale financial assets | 2.5 | 3.0 | 2.5 |
| Receivables | 4.1 | 7.1 | 5.3 |
| Deferred tax assets | 6.6 | 9.6 | 5.5 |
| Total non-current assets | 415.5 | 429.4 | 419.9 |
| Current assets | |||
| Inventories | 42.3 | 47.3 | 39.0 |
| Trade and other receivables | 726.0 | 744.2 | 774.7 |
| Income tax receivables | 13.0 | 5.8 | 4.7 |
| Cash and cash equivalents | 66.4 | 144.2 | 100.8 |
| Total current assets | 847.6 | 941.5 | 919.2 |
| TOTAL ASSETS | 1,263.1 | 1,370.9 | 1,339.0 |
The comparative numbers have been restated to be consistent with the revised standard IAS 19 Employee benefits. Additional information has been presented in note 1 Accounting principles for carve-out financial information.
Combined balance sheet
| EUR million | March 31, 2013 |
March 31, 2012 |
December 31, 2012 |
|---|---|---|---|
| INVESTED EQUITY AND LIABILITIES |
restated | restated | |
| Invested equity attributable to the equity holders | |||
| of Caverion Group | 362.8 | 415.8 | 386.8 |
| Non-controlling interest | 0.6 | 0.5 | 0.6 |
| Total invested equity | 363.4 | 416.3 | 387.4 |
| Non-current liabilities | |||
| Deferred tax liabilities | 71.2 | 59.0 | 68.7 |
| Pension obligations | 44.6 | 62.9 | 51.8 |
| Provisions | 6.8 | 9.1 | 6.9 |
| Borrowings | 71.8 | 87.0 | 75.6 |
| Other liabilities | 0.3 | 5.9 | 4.6 |
| Total non-current liabilities | 194.7 | 223.9 | 207.6 |
| Current liabilities | |||
| Trade and other liabilities | 660.7 | 677.4 | 697.8 |
| Income tax liabilities | 7.6 | 9.6 | 7.4 |
| Provisions | 21.0 | 28.4 | 23.3 |
| Borrowings | 15.8 | 15.3 | 15.4 |
| Total current liabilities | 705.0 | 730.7 | 743.9 |
| Total liabilities | 899.7 | 954.6 | 951.5 |
| TOTAL INVESTED EQUITY AND LIABILITIES |
1,263.1 | 1,370.9 | 1,339.0 |
The comparative numbers have been restated to be consistent with the revised standard IAS 19 Employee benefits. Additional information has been presented in note 1 Accounting principles for carve-out financial information.
Combined cash flow statement
| January | January | ||
|---|---|---|---|
| March, | March, | ||
| EUR million | 2013 | 2012 | 2012 |
| restated | restated | ||
| Cash flow from operating activities | |||
| Profit for the period | 2.8 | 11.7 | 40.8 |
| Adjustments for: | |||
| Depreciation, amortisation and impairment |
5.1 | 5.8 | 24.2 |
| Other adjustments for non-cash transactions | -10.1 | 0.5 | -12.3 |
| Financial income and expenses |
0.3 | 1.0 | 3.6 |
| Gains/losses on the sale of tangible and intangible assets |
-0.1 | -0.1 | -2.5 |
| Taxes | 1.2 | 5.1 | 16.7 |
| Total adjustments | -3.6 | 12.3 | 29.7 |
| Change in working capital: | |||
| Change in trade and other receivables | 52.2 | 62.7 | 44.2 |
| Change in inventories | -3.1 | -8.8 | 0.4 |
| Change in trade and other payables | -40.9 | -53.5 | -40.9 |
| Total change in working capital | 8.1 | 0.4 | 3.7 |
| Interest paid | -0.8 | -1.2 | -5.0 |
| Other financial items, net |
-1.0 | -1.8 | -3.3 |
| Interest received | 1.0 | 0.4 | 1.3 |
| Dividends received | 0.0 | ||
| Taxes paid | -7.4 | -10.8 | -17.9 |
| Net cash generated from (used in) operating |
|||
| activities | -1.0 | 11.0 | 49.3 |
| Cash flow from investing activities | |||
| Acquisition of subsidiaries and business operations, net of cash |
-0.8 | -5.0 | -7.3 |
| Purchases of tangible assets | -0.8 | -1.6 | -5.7 |
| Purchases of intangible assets |
-0.1 | -0.1 | -0.9 |
| Proceeds from sale of tangible and intangible assets | 0.4 | 0.9 | 4.4 |
| Proceeds from sale of available-for-sale financial assets | 0.7 | ||
| Net cash used in investing activities |
-1.2 | -5.8 | -8.8 |
| Operating cash flow after investments | -2.2 | 5.1 | 40.5 |
| Cash flow from financing activities |
|||
| Repayment of borrowings |
-3.5 | -3.5 | -15.0 |
| Payments of financial leasing liabilities | -0.1 | -0.0 | -0.5 |
| Equity financing with YIT Group, net |
-28.7 | -13.2 | -81.9 |
| Net cash generated from (used in) financing activities |
-32.3 | -16.7 | -97.4 |
| Net change in cash and cash equivalents | -34.5 | -11.6 | -56.9 |
| Cash and cash equivalents at the beginning of the period | 100.8 | 154.5 | 154.5 |
| Foreign exchange rate effect on cash and cash equivalents | 0.1 | 1.4 | 3.1 |
| Cash and cash equivalents at the end of the period | 66.4 | 144.2 | 100.8 |
Combined statement of changes in invested equity
| Attributable to equity holders of Caverion Group |
||||||
|---|---|---|---|---|---|---|
| EUR million | Invested equity |
Cumulative translation differences |
Fair value reserve |
Total | Non controlling interest |
Total invested equity |
| Invested equity January 1, 2013 |
379.3 | 7.7 | -0.1 | 386.9 | 0.6 | 387.4 |
| Comprehensive income for the period | ||||||
| Profit for the period |
2.8 | 2.8 | 0.0 | 2.8 | ||
| Other comprehensive income: | ||||||
| Cash flow hedges | 0.1 | 0.1 | 0.1 | |||
| - Deferred tax |
0.0 | 0.0 | 0.0 | |||
| Change in translation differences | 1.5 | 1.5 | 1.5 | |||
| Comprehensive income, total |
2.8 | 1.5 | 0.1 | 4.5 | 0.0 | 4.5 |
| Related party transactions | ||||||
| Share-based incentive schemes | 0.2 | 0.2 | 0.2 | |||
| Equity transactions with YIT Group | -28.7 | -28.7 | -28.7 | |||
| Related party transactions, total |
-28.5 | -28.5 | -28.5 | |||
| Invested equity March 31, 2013 | 353.6 | 9.2 | 0.0 | 362.8 | 0.6 | 363.4 |
| Attributable to equity holders of Caverion Group |
||||||
|---|---|---|---|---|---|---|
| EUR million | Invested equity |
Cumulative translation differences |
Fair value reserve |
Total | Non controlling interest |
Total invested equity |
| Invested equity January 1, 2012 |
445.6 | 3.8 | 0.2 | 449.5 | 0.5 | 450.0 |
| Adoption of IAS 19, Employee benefits |
-37.0 | -37.0 | -37.0 | |||
| Restated invested equity January 1, 2012 |
408.5 | 3.8 | 0.2 | 412.5 | 0.5 | 413.0 |
| Comprehensive income for the period Profit for the period Profit for the period. re-measurement due to IAS 19 change |
11.8 -0.1 |
11.8 -0.1 |
0.0 | 11.8 -0.1 |
||
| Other comprehensive income: Change in fair value of defined benefit |
||||||
| pension, adoption of IAS 19 change |
3.9 | 3.9 | 3.9 | |||
| -Deferred tax Cash flow hedges |
-1.1 | 0.0 | -1.1 0.0 |
-1.1 0.0 |
||
| - Deferred tax |
0.0 | 0.0 | 0.0 | |||
| Change in translation differences | 1.2 | 1.2 | 1.2 | |||
| Comprehensive income, total |
14.5 | 1.2 | 0.0 | 15.7 | 0.0 | 15.7 |
| Related party transactions | ||||||
| Share-based incentive schemes | 0.8 | 0.8 | 0.8 | |||
| Equity transactions with YIT Group | -13.2 | -13.2 | -13.2 | |||
| Related party transactions, total |
-12.4 | -12.4 | -12.4 | |||
| Invested equity March 31, 2012 | 410.6 | 5.0 | 0.2 | 415.8 | 0.5 | 416.3 |
| Attributable to equity holders of | ||||||
|---|---|---|---|---|---|---|
| Caverion Group | ||||||
| Cumulative | Fair | Non | Total | |||
| EUR million | Invested equity |
translation differences |
value reserve |
Total | controlling interest |
invested equity |
| Invested equity January 1, 2012 |
445.6 | 3.8 | 0.2 | 449.5 | 0.5 | 450.0 |
| Adoption of IAS 19, Employee benefits |
-37.0 | -37.0 | -37.0 | |||
| Restated invested equity January 1, 2012 |
408.5 | 3.8 | 0.2 | 412.5 | 0.5 | 413.0 |
| Comprehensive income for the period | ||||||
| Profit for the period |
40.8 | 40.8 | 0.1 | 40.9 | ||
| Profit for the period, re-measurement |
||||||
| due to IAS 19 change |
-0.1 | -0.1 | -0.1 | |||
| Other comprehensive income: | ||||||
| Change in fair value of defined benefit | ||||||
| pension. adoption of IAS 19 change |
15.3 | 15.3 | 15.3 | |||
| -Deferred tax | -4.2 | -4.2 | -4.2 | |||
| Cash flow hedges | -0.1 | -0.1 | -0.1 | |||
| - Deferred tax |
0.0 | 0.0 | 0.0 | |||
| Change in fair value of available-for | ||||||
| sale financial assets | -0.4 | -0.4 | -0.4 | |||
| - Deferred tax |
0.1 | 0.1 | 0.1 | |||
| Change in translation differences | 3.9 | 3.9 | 3.9 | |||
| Comprehensive income, total |
51.7 | 3.9 | -0.4 | 55.2 | 0.1 | 55.3 |
| Related party transactions | ||||||
| Share-based incentive schemes | 1.0 | 1.0 | 1.0 | |||
| Equity transactions with YIT Group | -81.9 | -81.9 | -81.9 | |||
| Related party transactions, total |
-80.9 | -80.9 | -80.9 | |||
| Invested equity December 31, 2012 | 379.3 | 7.7 | -0.1 | 386.8 | 0.6 | 387.4 |
Notes to the carve-out financial information
1 Accounting principles for the carve-out financial information
Background
The carve-out financial information of Caverion Group has been prepared for the inclusion in the prospectus to be prepared by YIT for YIT's EGM approving the partial demerger and for the listing of Caverion shares on the NASDAQ OMX Helsinki Oy.
Caverion has not in the past formed a separate legal group. The carve-out financial information presented herein reflects income and expenses, assets and liabilities and cash flows of those entities that have historically formed the Building Services business within YIT Group, which consists of YIT's reportable segments Building Service Northern Europe and Building Services Central Europe. The carve-out financial information also includes those income and expenses, assets and liabilities and cash flows from YIT parent company and Perusyhtymä Oy which can be allocated to Building Systems business. Collectively these entities will form a separate legal group after the YIT's demerger and are referred to as "Caverion Group" or "Group" in the carve-out financial information.
Basis of preparation
The carve-out financial information of Caverion Group for the three months period ended March 31, 2013 has been prepared on a carve-out basis from YIT's consolidated interim financial statements using the historical income and expenses, assets and liabilities and cash flows attributable to Building Services business. The carveout financial information also includes allocations of income, expenses, assets, liabilities and cash flows from the YIT parent company and Perusyhtymä Oy. The carve-out financial information has been authorized for issue by the Board of Directors of YIT on June 3, 2013.
The carve-out financial information for the three month period ended March 31, 2013 have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union, under consideration of the basis of accounting and principles in preparing the carve-out financial statements for the periods ended December 31, 2012, December 31, 2011 and 31 December, 2010, with the exception of the changes that have been described in New and amended standards adopted as of January 1, 2013. The unaudited carve-out financial information has been intended to be read together with the carve-out financial statements.
The carve-out financial information may not be indicative of Caverion Group's future performance and they do not necessarily reflect what its combined results of operations, financial position and cash flows would have been, had Caverion and its subsidiaries operated as an independent group and had it presented stand-alone financial statements during the periods presented.
The carve-out financial information has been prepared on a going concern basis. The information is based on acquisition costs, except for the available-for-sale investments, financial assets and liabilities at fair value through profit and loss and derivative instruments at fair value and for the YIT share-based incentive plan expenses which are based on the fair value of the shares on the grant date, or on the delivery date for the cashsettled part of the incentive.
The carve-out financial statements are presented in millions of euro, except when otherwise indicated. Rounding differences might occur.
Adoption of new and amended standards January 1, 2013
Changes in International accounting standard IAS 19 Employee benefits and the restated comparative numbers
The Group adopted the revised IAS 19 Employee benefits standard on January 1, 2013. The standard includes changes to accounting principles of defined benefit plans. The amendment eliminates the possibility to use the corridor approach and all the actuarial gains and losses are recognised immediately in the statement of other comprehensive income. The full net liability or net asset is recorded in the balance sheet. The expected interest income on assets is calculated using the same discount rate as calculating the present value of the pension obligation. The changes in fair value of pension obligation are recorded in the statement of other comprehensive income where previously those were included in the personnel expenses in the income statement.
The revised IAS 19 standard requires that the amendments are applied retrospectively to all periods presented. The impact of the revised standard on Caverion figures for periods ended December 31, 2012 and March 31, 2012 is presented in the tables below.
| Combined balance sheet | Reported Group January 1, 2012 |
IAS 19 restatement |
Restated Group January 1, 2012 |
|---|---|---|---|
| EUR million |
|||
| ASSETS | |||
| Non-current assets | |||
| Tangible assets | 34.7 | 34.7 | |
| Goodwill | 336.6 | 336.6 | |
| Other intangible assets |
32.8 | 32.8 | |
| Investments in associated companies | 0.1 | 0.1 | |
| Available-for-sale financial assets | 2.9 | 2.9 | |
| Receivables | 18.2 | -11.8 | 6.4 |
| Deferred tax assets | 8.7 | 8.7 | |
| Total non-current assets | 434.0 | -11.8 | 422.2 |
| Total current assets | 989.8 | 989.8 | |
| Total assets | 1,423.8 | -11.8 | 1,412.0 |
| INVESTED EQUITY AND LIABILITIES |
|||
| Invested equity attributable to the | |||
| equity holders of Caverion Group | 449.5 | -37.0 | 412.5 |
| Non-controlling interest | 0.5 | 0.5 | |
| Total invested equity | 450.0 | -37.0 | 413.0 |
| Non-current liabilities | |||
| Deferred tax liabilities | 70.0 | -14.7 | 55.3 |
| Pension obligations | 26.2 | 39.9 | 66.1 |
| Provisions | 9.9 | 9.9 | |
| Borrowings | 90.3 | 90.3 | |
| Other liabilities | 6.1 | 6.1 | |
| Total non-current liabilities | 202.5 | 25.2 | 227.7 |
| Total current liabilities | 771.3 | 771.3 | |
| Total invested equity and liabilities | 1,423.8 | -11.8 | 1,412.0 |
| Reported Group |
Restated Group |
||
|---|---|---|---|
| January- March, |
IAS 19 | January | |
| Combined income statement | 2012 | restatement | March, 2012 |
| EUR million | |||
| Revenue | 672.5 | 672.5 | |
| Other operating income | 1.4 | 1.4 | |
| Change in inventories of finished goods and | |||
| in work in progress | 7.8 | 7.8 | |
| Production for own use | 0.1 | 0.1 | |
| Materials and supplies | -192.7 | -192.7 | |
| External services | -103.3 | -103.3 | |
| Personnel expenses | -290.0 | -0.2 | -290.2 |
| Other operating expenses | -72.0 | -72.0 | |
| Share of results in associated companies | 0.0 | 0.0 | |
| Depreciation. amortisation and impairment |
-5.8 | -5.8 | |
| Operating profit | 18.0 | -0.2 | 17.8 |
| Financial income and expenses, total | -1.0 | -1.0 | |
| Profit before taxes | 17.0 | -0.2 | 16.8 |
| Income taxes | -5.2 | 0.0 | -5.1 |
| Profit for the period | 11.8 | -0.1 | 11.7 |
| Attributable to | |||
| Equity holders of Caverion Group | 11.8 | -0.1 | 11.7 |
| Non-controlling interests | 0.0 | 0.0 |
| Combined statement of comprehensive income EUR million |
Reported Group January- March, 2012 |
IAS 19 restatement |
Restated Group January March, 2012 |
|---|---|---|---|
| Profit for the period |
11.8 | -0.1 | 11.7 |
| Other comprehensive income | |||
| Change in fair value of defined benefit | |||
| pension. adoption of IAS 19 |
3.9 | 3.9 | |
| -Deferred tax | -1.1 | -1.1 | |
| Cash flow hedging | 0.0 | 0.0 | |
| - Deferred tax |
0.0 | 0.0 | |
| Translation differences | 1.2 | 1.2 | |
| Total comprehensive income for the period | 13.0 | 2.7 | 15.7 |
| Attributable to | |||
| Equity holders of Caverion Group | 13.0 | 2.7 | 15.7 |
| Non-controlling interests | 0.0 | 0.0 |
| Combined balance sheet EUR million |
Reported Group March 31, 2012 |
IAS 19 restatement |
Restated Group March 31, 2012 |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Tangible assets | 34.3 | 34.3 | |
| Goodwill | 336.6 | 336.6 | |
| Other intangible assets | 38.7 | 38.7 | |
| Investments in associated companies | 0.1 | 0.1 | |
| Available-for-sale financial assets | 3.0 | 3.0 | |
| Receivables | 18.8 | -11.7 | 7.1 |
| Deferred tax assets | 9.6 | 9.6 | |
| Total non-current assets | 441.1 | -11.7 | 429.4 |
| Total current assets | 941.5 | 941.5 | |
| Total assets | 1,382.6 | -11.7 | 1,370.9 |
| INVESTED EQUITY AND LIABILITIES |
|||
| Invested equity attributable to the | |||
| equity holders of Caverion Group |
450.1 | -34.3 | 415.8 |
| Non-controlling interest | 0.5 | 0.5 | |
| Total invested equity | 450.6 | -34.3 | 416.3 |
| Non-current liabilities | |||
| Deferred tax liabilities | 72.6 | -13.6 | 59.0 |
| Pension obligations | 26.6 | 36.3 | 62.9 |
| Provisions | 9.1 | 9.1 | |
| Borrowings | 87.0 | 87.0 | |
| Other liabilities | 5.9 | 5.9 | |
| Total non-current liabilities | 201.2 | 22.7 | 223.9 |
| Total current liabilities | 730.7 | 730.7 | |
| Total invested equity and liabilities | 1,382.6 | -11.7 | 1,370.9 |
| Reported | IAS 19 | Restated | |
|---|---|---|---|
| Combined income statement | Group 2012 |
restatement | Group 2012 |
| EUR million | |||
| Revenue | 2,803.2 | 2,803.2 | |
| Other operating income | 12.3 | 12.3 | |
| Change in inventories of finished goods and | |||
| in work in progress | -0.6 | -0.6 | |
| Production for own use | 0.3 | 0.3 | |
| Materials and supplies | -799.8 | -799.8 | |
| External services | -468.8 | -468.8 | |
| Personnel expenses | -1,127.3 | -0.1 | -1,127.4 |
| Other operating expenses | -333.9 | -333.9 | |
| Share of results in associated companies | 0.0 | 0.0 | |
| Depreciation. amortisation and impairment |
-24.2 | -24.2 | |
| Operating profit | 61.2 | -0.1 | 61.1 |
| Financial income and expenses, total | -3.6 | -3.6 | |
| Profit before taxes | 57.6 | -0.1 | 57.5 |
| Income taxes | -16.7 | 0.1 | -16.7 |
| Profit for the reporting period | 40.9 | -0.1 | 40.8 |
| Attributable to | |||
| Equity holders of Caverion Group | 40.8 | -0.1 | 40.7 |
| Non-controlling interests | 0.1 | 0.1 |
| Combined statement of comprehensive income EUR million |
Reported Group 2012 |
IAS 19 restatement |
Restated Group 2012 |
|---|---|---|---|
| Profit for the period | 40.9 | -0.1 | 40.8 |
| Other comprehensive income | |||
| Change in fair value of defined benefit | |||
| pension | 15.3 | 15.3 | |
| -Deferred tax | -4.2 | -4.2 | |
| Cash flow hedges | -0.1 | -0.1 | |
| - Deferred tax |
0.0 | 0.0 | |
| Change in fair value for available for sale | |||
| investments | -0.4 | -0.4 | |
| -Deferred tax | 0.1 | 0.1 | |
| Translation differences | 3.9 | 3.9 | |
| Total comprehensive income | 44.5 | 10.9 | 55.3 |
| Attributable to | |||
| Equity holders of Caverion Group | 44.5 | 10.9 | 55.2 |
| Non-controlling interests | 0.1 | 0.1 |
| Reported Group, December 31, |
IAS 19 | Restated Group, December 31, |
|
|---|---|---|---|
| Combined balance sheet EUR million |
2012 | restatement | 2012 |
| ASSETS | |||
| Non-current assets | |||
| Tangible assets | 31.8 | 31.8 | |
| Goodwill | 335.7 | 335.7 | |
| Other intangible assets | 39.0 | 39.0 | |
| Investments in associated companies | 0.1 | 0.1 | |
| Available-for-sale financial assets | 2.5 | 2.5 | |
| Receivables | 15.6 | -10.3 | 5.3 |
| Deferred tax assets | 5.5 | 5.5 | |
| Total non-current assets | 430.2 | -10.3 | 419.9 |
| Total current assets | 919.2 | 919.2 | |
| Total assets | 1,349.4 | -10.3 | 1,339.0 |
| INVESTED EQUITY AND LIABILITIES |
|||
| Invested equity attributable to the | |||
| equity holders of Caverion Group | 413.1 | -26.2 | 386.8 |
| Non-controlling interest | 0.6 | 0.6 | |
| Total invested equity | 413.7 | -26.2 | 387.4 |
| Non-current liabilities | |||
| Deferred tax liabilities | 78.0 | -9.3 | 68.7 |
| Pension obligations | 26.7 | 25.1 | 51.8 |
| Provisions | 6.9 | 6.9 | |
| Borrowings | 75.6 | 75.6 | |
| Other liabilities | 4.6 | 4.6 | |
| Total non-current liabilities | 191.8 | 15.8 | 207.6 |
| Total current liabilities | 743.9 | 743.9 | |
| Total invested equity and liabilities | 1,349.4 | -10.3 | 1,339.0 |
IFRS 13 Fair value measurement: The standard defines fair value and contains requirements for how fair value is measured and disclosures. The standard has an impact on the disclosures given in the interim financial report.
IAS 1 (amendment) Presentation of statements of changes in equity: The Group presents components in other comprehensive income grouped to items that will not be reclassified to profit or loss and to items that may be reclassified subsequently to profit or loss.
Other standards or their amendments endorsed by the EU did not have an impact on the Caverion Group reporting.
Critical accounting estimates and judgements
Preparing Caverion Group carve-out financial information requires the Group management to make estimates and exercise judgement. These estimates and judgements have an effect on the applied accounting principles and amounts of the reported assets, liabilities, income and expenses. Final actual results may differ from the estimates and assumptions.
Estimates, judgments and assumptions have been used for example for impairment of goodwill, revenue recognition of long-term contracts, income taxes, provisions, pension benefits, trade receivables and the carve-out adjustments.
The Group management exercises judgment in the application of accounting policies especially in those cases, where the applicable IFRS standards give alternative ways for recognition, measurement or presentation.
A more detailed analysis of areas involving estimation and management judgment is included in the notes to the carve-out financial statements for the periods ended December 31, 2012, December 31, 2011 and December 31, 2010. Estimates made for previous periods have not changed.
Currency exchange rates used in the carve-out financial information are presented below:
| Average rates January March, 2013 |
Average rates January March, 2012 |
Average rates January December, 2012 |
Balance sheet rates March, 2013 |
Balance sheet rates March, 2012 |
Balance sheet rates December, 2012 |
||
|---|---|---|---|---|---|---|---|
| 1 EUR = | CZK | 25.5690 | 25.083 | 25.146 | 25.7400 | 24.7300 | 25.151 |
| DKK | 7.4588 | 7.4350 | 7.4438 | 7.4553 | 7.4399 | 7.4610 | |
| HUF | 296.7100 | 296.8900 | 289.32 | 304.4200 | 294.9200 | 292.30 | |
| MYR | 4.0685 | 4.0122 | 3.9687 | 3.9650 | 4.0916 | 4.0347 | |
| NOK | 7.4308 | 7.5870 | 7.4752 | 7.5120 | 7.6040 | 7.3483 | |
| PLN | 4.1558 | 4.2332 | 4.1843 | 4.1804 | 4.1522 | 4.0740 | |
| RUB | 40.1446 | 39.5504 | 39.9239 | 39.7617 | 39.2950 | 40.3295 | |
| SEK | 8.4918 | 8.8531 | 8.7061 | 8.3553 | 8.8455 | 8.5920 | |
| SGD | 1.6339 | 1.6573 | 1.6059 | 1.5900 | 1.6775 | 1.611 | |
| USD | 1.3198 | 1.3107 | 1.2854 | 1.2805 | 1.3356 | 1.3194 | |
| LTL | 3.4528 | 3.4528 | 3.4528 | 3.4528 | 3.4528 | 3.4528 | |
| LVL | 0.6997 | 0.6985 | 0.6973 | 0.7017 | 0.7003 | 0.6977 |
2 Financial risk management
Caverion Group is exposed to liquidity risk, interest risk, foreign exchange risk and credit risk. The management of these risks is a part of the YIT Group's treasury policy. Risk management is carried out by the Treasury of YIT Group in co-operation with operating units under policies approved by the Board of Directors of YIT Group. The YIT Group's strategic financial targets guide the use and management of the Group's capital. Achieving the strategic targets is supported by maintaining an optimum Group capital structure. The capital structure is mainly influenced by controlling investments and the amount of working capital is tied to business operations.
A more detailed account of financial risks has been included in the carve-out financial statements for the periods ended December 31, 2012, December 31, 2011 and December 31, 2010.
3 Segment information
Revenue by operating segment
| January | |||
|---|---|---|---|
| January | March, | ||
| EUR million | March, 2013 | 2012 | 2012 |
| Building Services Northern Europe | 468.6 | 513.1 | 2,089.2 |
| - Group internal |
-0.0 | ||
| - External |
468.6 | 513.1 | 2,089.2 |
| Building Services Central Europe | 139.2 | 159.4 | 714.2 |
| - Group internal |
-0.2 | ||
| - External |
139.2 | 159.4 | 714.0 |
| Total revenue | 607.9 | 672.5 | 2,803.2 |
Operating profit by operating segment
| January | |||
|---|---|---|---|
| January | March, | ||
| EUR million | March, 2013 | 2012 | 2012 |
| Building Services Northern Europe | 2.2 | 14.5 | 41.1 |
| Building Services Central Europe | 3.4 | 5.2 | 27.4 |
| Other items | -1.3 | -1.8 | -7.4 |
| Operating profit | 4.3 | 17.8 | 61.1 |
| Financial income and expenses | -0.3 | -1.0 | -3.6 |
| Profit before taxes | 4.0 | 16.8 | 57.5 |
Segment's operative invested capital
| March 31, |
March 31, | December | |
|---|---|---|---|
| EUR million | 2013 | 2012 | 31, 2012 |
| Building Services Northern Europe | 321.5 | 327.8 | 344.8 |
| Building Services Central Europe | 118.8 | 97.0 | 96.6 |
Return on operative invested capital (last 12 months) %
| April, | |||
|---|---|---|---|
| 2011- | |||
| April, 2012- | March, | ||
| March, 2013 | 2012 | 2012 | |
| Building Services Northern Europe | 9.0 | 23.4 | 11.0 |
| Building Services Central Europe | 23.3 | 60.2 | 32.5 |
4 Unusual items affecting operating profit
| January | January | ||
|---|---|---|---|
| March, | March, | ||
| EUR million | 2013 | 2012 | 2012 |
| Building Services Northern Europe | -2.8 | -5.8 | |
| Building Services Central Europe | -0.9 | ||
| Total | -2.8 | -6.7 |
Unusual items affecting the operating profit for the period ended March 31, 2013
In Building Services Northern Europe cost adjustments will continue in 2013. Approximately EUR 2.8 million adjustment costs were entered during the first quarter
Unusual items affecting the operating profit for 2012
Building Services Northern Europe entered costs related to the reorganization of operations amounted to approximately EUR 3 million during the fourth quarter.
YIT started the restructuring of operations in Poland during the second quarter of 2012 and made a write-down of EUR 0.9 million in goodwill in the third quarter of 2012 as the result.
During the second quarter of 2012, the operating profit for Building Services Northern Europe was burdened by a non-recurring expense of EUR 2.8 million associated with the final financial report of a customer project completed in 2011.
5 Acquisitions and disposals
There have been no acquisitions or disposals during the period January 2013 to March 2013.
6 Borrowings
Borrowings, where the fair value differs from the carrying value
| March 31, |
December | |||
|---|---|---|---|---|
| 2013 | March 31, |
31, 2012 |
December | |
| Carrying | 2013 Fair | Carrying | 31, 2012 |
|
| EUR million | value | value | value | Fair value |
| Non-current liabilities | ||||
| Loans from credit institutions | 60.0 | 53.1 | 63.5 | 56.3 |
| Pension loans | 10.0 | 9.2 | 10.0 | 9.2 |
| Other loans | 1.8 | 1.8 | 2.1 | 2.1 |
| Non-current liabilities. total |
71.8 | 64.1 | 75.6 | 67.6 |
The fair values of non-current liabilities are based on discounted cash flows. Discount rate is defined to be the rate YIT Group was to pay for an equivalent external loan at the period-end. The discount rate consists of risk free market rate and company and maturity related risk premium of 0.80-4.80% (0.80-4.00%) p.a.
7 Fair value estimation
The Group defines the fair value measurement hierarchy as follows:
Level 1: Quoted prices in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability. either directly (that is, as prices) or indirectly (that is, derived from prices).
Level 3: Inputs for the assets or liabilities that are not based on observable market data.
Following table presents the Group's assets and liabilities that are measured at fair value and their levels.
| Assets March 31, 2013 |
|||||
|---|---|---|---|---|---|
| EUR million | Level 1 |
Level 2 |
Level 3 |
Total | |
| Available for sale investments | 1.9 | 0.6 | 2.5 | ||
| Total assets | 1.9 | 0.6 | 2.5 | ||
| Liabilities March 31, 2013 |
|||||
| EUR million | Level 1 | Level 2 | Level 3 | Total | |
| Derivatives (hedge accounting not applied) | -0.1 | -0.1 | |||
| Derivatives (hedge accounting applied) | 0.0 | 0.0 | |||
| Total liabilities | -0.1 | -0.1 | |||
| Assets December 31, 2012 |
|||||
| EUR million | Level 1 | Level 2 | Level 3 | Total | |
| Available for sale investments | 1.9 | 0.6 | 2.5 | ||
| Total assets | 1.9 | 0.6 | 2.5 | ||
| Liabilities December 31, 2012 |
|||||
| EUR million | Level 1 | Level 2 | Level 3 | Total | |
| Derivatives (hedge accounting not applied) | 0.5 | 0.5 | |||
| Derivatives (hedge accounting applied) | 0.2 | 0.2 | |||
| Total liabilities | 0.7 | 0.7 | |||
| Changes in level 3 instruments: | |||||
| Liabilities | Assets | Liabilities | |||
| EUR million | Assets March 31, 2013 |
March 31, 2013 |
December 31, |
2012 | December 31, 2012 |
Opening balance sheet 0.6 0.6 Transfers into/from level 3 Purchases and sales 0.0 Gains and losses recognised in profit or loss Gains and losses recognised in comprehensive profit or loss Closing balance 0.6 0.6
| EUR million | March 31, 2013 |
March 31, 2012 |
December 31, 2012 |
|---|---|---|---|
| Nominal values | |||
| Foreign exchange forward contracts | 13.7 | 33.4 | 32.1 |
| Interest rate swaps | 42.0 | 14.0 | 45.5 |
| Fair values | |||
| Foreign exchange forward contracts | -0.1 | 0.0 | -0.5 |
| Interest rate swaps | 0.0 | -0.2 | -0.2 |
8 Nominal values and fair values of derivative instruments
9 Changes in contingent assets and liabilities and commitments
| EUR million | March 31, 2013 |
March 31, 2012 |
December 31, 2012 |
|---|---|---|---|
| Collateral given for own liabilities | |||
| Corporate mortgages | 0.7 | 1.0 | 0.7 |
| Guarantees given on behalf of associated companies | 0.2 | 0.2 | 0.2 |
| Other commitments | |||
| Operating leases | 212.2 | 203.9 | 219.5 |
| Other contingent liabilities | 1.3 | 1.3 | 1.3 |
| Parent company guarantees on behalf of its subsidiaries |
533.5 | 554.1 | 556.0 |
Entities participating in the demerger are jointly and severally responsible for the liabilities of the demerging entity which has been generated before the registration of the demerger. Hereby, a secondary liability up to the allocated net asset value will be generated to Caverion Corporation, incorporated due to the partial demerger. for those liabilities that have been generated before the registration of the demerger and remain with YIT Corporation after the demerger. Except for its bond holders, the creditors of YIT Corporation's major financial liabilities have waived their right to claim for a settlement from Caverion Corporation on the basis of the secondary liability. Nominal amount for these YIT Corporation bonds was EUR 325.0 million on March 31, 2013 and they mature as follows: EUR 100.0 million will be due in 2014, EUR 100.0 million in 2015 and EUR 125.0 million in 2016.
10 Related party transactions
| January | January | ||
|---|---|---|---|
| EUR million | March, 2013 | March, 2012 | 2012 |
| Sales of goods and services 1) | 11.4 | 11.6 | 55.6 |
| 2) Purchases of goods and services |
8.4 | 9.0 | 38.3 |
| Trade and other receivables | 3.7 | 3.7 | 5.1 |
| Trade and other payables | 3.4 | 3.7 | 3.7 |
Goods and services to associated companies are sold on the basis of price lists in force with non-related parties
- 1) Sales of goods and services from related parties consist of building services offered by Caverion to YIT Group
- 2) The goods and services purchased from related parties consist of IT services as well as office lease costs purchased by Caverion from YIT Group.
Loans to related parties
Loans to any related parties do not exist.
Operating leases with related parties
The future minimum lease payments under non-cancellable operating leases
| January | January | ||
|---|---|---|---|
| EUR million | March, 2013 | March, 2012 | 2012 |
| Total operating leases | 64.5 | 71.6 | 68.3 |
The Group has leased the office facilities used in Finland from YIT, and the period of the lease agreements are based on external contracts made by YIT. The lease agreements of the office facilities have a period of validity up to 15 years. Most of the agreements include the possibility of continuing after the initial expiry date. The index renewal, and other terms of the lease agreements of office facilities are dissimilar to each other.
Equity transactions
Equity transactions made with the YIT Group have been presented in the statement of changes in invested equity.
11 Events after the reporting period
YIT has made an initial, non-binding offer to acquire HOCHTIEF Service Solutions on May 23, 2013. The business of HOCHTIEF Service Solutions relates to the Building Systems operations of YIT. Pursuant to the demerger plan the business potentially to be acquired would be transferred to Caverion Corporation in the proposed partial demerger of YIT. As the tendering process and the sales negotiations are about to be initiated, the terms and conditions of the possible acquisition, including the purchase price. remain yet to be agreed. Due to this, it is not possible at this stage to estimate the possibility of the realisation of the acquisition. the detailed timetable or its effects on Caverion Group. HOCHTIEF Service Solutions turnover was EUR 700 million and net profit EUR 16 million in 2012 and it employs approximately 5,700 people.