Incap Corporation Stock Exchange
Release
23 February 2011 at 8:30 a.m.
INCAP GROUP'S FINANCIAL STATEMENTS FOR 2010: POSITIVE TURN IN PROFITABILITY,
STRATEGIC STRUCTURAL CHANGE COMPLETED
* full-year revenue for 2010 amounted to EUR 59.2 million, down about 15%
year-on-year (2009: EUR 69.8 million)
* full-year operating profit (EBIT) was EUR -3.2 million (EUR -5.0 million)
* profitability improved clearly: operating loss (EBIT) contracted evenly in
each quarter, and EBIT for the final quarter of the year was in the black
* full-year earnings per share stood at EUR -0.33 (EUR -0.55)
* the company's electronics manufacturing was centralised in Estonia and India
* the directed share issues were subscribed in full, and about EUR 4.1 million
were recognised in the reserve for invested unrestricted equity
* the company's most remarkable short-term risk is the financing of capital
employed for future growth
These unaudited financial statements have been prepared in compliance with the
international financial reporting standards (IFRS). Unless otherwise mentioned,
the comparison figures refer to the same period in 2009.
Sami Mykkänen, President and CEO of Incap Group: "Incap has now completed the
strategic structural change that started three years ago. We have organised our
operations based on the chosen customer segments, cut the number of factories,
shifted the focus of operation to lower-cost areas and made design services an
integral part of our service portfolio."
"In early 2010, demand was slack because of the international recession but
picked up towards the end of the year. However, revenue was held back by a
global shortage of semiconductor components. The shortage complicated the
planning of production and led to prolonged delivery times."
"The merger of the operations of our two electronics factories was completed as
a part of our structural change process. Products were transferred from Vuokatti
to Kuressaare on a very strict schedule. In order to ensure successful product
transfers, we had to maintain partly overlapping resources. This made it
impossible to fully adjust production costs to match the level of revenue.
However, the cost savings we aimed for with the centralisation of electronics
manufacturing began to affect our result in the third quarter.
"In mechanics manufacturing, the structural change was not implemented as
planned. The negotiations on selling the sheet-metal business of the Helsinki
plant to Lankapaja Corporation ended unsuccessfully in February 2011. We
continue developing the Helsinki plant into a unit that specialises in end-
product assembly.
"In terms of financing, the past year was very challenging. Incap's shareholders
have shown trust in us in a difficult situation, and this was demonstrated by
the success of the share issues. The share issues strengthened the company's
capital and financing structures as intended. We were also pleased to welcome
Finnish Industry Investment Ltd among our major shareholders.
"The order book and outlook have clearly improved compared with the same time
last year, and European demand seems to be returning back to normal. We have
positive expectations: now that the company's structural change has been
completed, we can fully concentrate on growth."
Revenue and earnings in October-December 2010
Revenue for the final quarter of 2010 amounted to EUR 16.1 million, down 9%
year-on-year. Revenue was held back, particularly by shortages of materials for
well-being technology products which led to delays in deliveries. Revenue from
energy efficiency products developed favourably.
Profitability clearly improved, and operating result (EBIT) for the fourth
quarter was slightly positive, amounting to about EUR 0.01 million (10-12/2009:
EUR -3.7 million). The operating result includes a non-recurring provision of
about EUR 0.3 million for the closure of the Vuokatti plant.
Net profit for the fourth quarter was EUR -0.4 million (EUR -3.9 million).
Earnings per share were EUR -0.03 (EUR -0.32).
Quarterly comparison 10-12/ 7-9/ 4-6/ 1-3/ 10-12/ 7-9/ 4-6/ 1-3/
(EUR thousand) 2010 2010 2010 2010 2009 2009 2009 2009
Revenue 16,149 13,741 15,836 13,436 17,746 16,613 16,928 18,479
Operating profit/loss 14 -471 -1,097 -1,670 -3,666 -314 -472 -518
(EBIT)
Net profit/loss -427 -1,067 -1,490 -1,899 -3,926 -810 -1,035 -949
Earnings per share, EUR -0.03 -0.08 -0.12 -0.16 -0.32 -0.07 -0.08 -0.08
Revenue and earnings in 2010
Incap Group's revenue for 2010 amounted to EUR 59.2 million, down about 15%
year-on-year (2009: EUR 69.8 million). Because of the global recession, demand
for Incap's services remained low, particularly in the first part of the year.
Delivery volumes both for energy efficiency and well-being technology products
clearly increased towards the end of the year. However, revenue was held back by
a global shortage of semiconductor components, which had a negative impact on
the company's delivery capacity and led to delays in deliveries.
The Indian unit's revenue increased strongly year-on-year, amounting to EUR
12.0 million (EUR 7.9 million). Profitability of operations clearly improved
from the previous year, but operating result still remained negative.
Incap Group's loss contracted clearly: full-year operating profit was EUR 3.2
million negative (5.0 million negative), representing -5.4% of revenue (-
7.1%). The result for the comparison year includes a non-recurring provision of
about EUR 2.5 million for the closing down of the Vuokatti plant. Of the
provision made for the closure of the Vuokatti plant in 2009, a provision of
about EUR 1.0 million is recognised in the operating result for 2010, and the
corresponding costs have not been entered into accounts. It was impossible to
fully adjust production costs to match revenue, because the merger of two
electronics factories required the Group to maintain partly overlapping
resources. In addition, a global shortage of components led to higher component
prices, which had an impact on profitability.
The cost-cutting programme to improve profitability continued. Personnel
expenses and other operating expenses, for example, were about EUR 5.8 million
lower than in 2009.
Net financial expenses stood at EUR 1.7 million (EUR 1.8 million) and
depreciation and amortisation expenses at EUR 2.8 million (EUR 2.9 million).
Losses before tax amounted to EUR 4.9 million (EUR 6.8 million). Loss for the
period was EUR 4.9 million (6.7 million).
Return on investment was -11% (-16%) and return on equity -81% (-69%). Earnings
per share were EUR -0.33 (EUR -0.55).
Developing operations and implementing structural change
In 2010, development of operations focused on improving the efficiency of
materials functions, completing the change in production structure and honing
processes.
In order to ensure parallel material management goals at Group and factory
levels, the procurement organisation was reformed and purchasing operations for
factories were included in the responsibilities of the Director, Sourcing and
materials.
The value of inventories rose from EUR 11.4 million at the beginning of the year
to EUR 13.1 million at year-end, reflecting the increase in demand seen early in
2011. In addition, the value of inventories was increased by the poor
availability of components, which had a slowing effect on the entire material
flow.
A major structural change was implemented in Incap Group's production by
centralising the company's European electronics manufacturing in one
manufacturing plant. Starting in the spring, the manufacturing of products at
the Vuokatti plant was gradually transferred to Estonia, and manufacturing in
Vuokatti ended in August. Most of the production equipment was taken to the
Estonian and Indian plants.
The structural change was implemented to achieve cost savings, and the effects
began to show in the result in the third quarter of 2010. Electronics production
was centralised in order to improve operational efficiency and achieve annual
cost savings of about EUR 3 million compared with 2009.
After the transfer of production, revenue from deliveries by the Kuressaare
plant doubled, while only slightly more than ten new employees were recruited.
The 124 employment relationships at the Vuokatti plant were terminated as a
result of co-operation negotiations. At the end of 2010, Incap still had 36
people at Vuokatti on notice but without an obligation to work.
In order to further streamline the production structure, Incap wants to develop
the Helsinki plant into a production unit that specialises in assembly. Toward
this end, the company was engaged in negotiations with Lankapaja Corporation, a
company specialising in mechanics manufacturing, to sell the Helsinki plant's
sheet-metal business. However, the negotiations ended unsuccessfully after the
end of the reporting period in February 2011.
Development of services focused on the honing of production processes and on
design services. The Group's product design is centralised in Bangalore, India,
where Incap has built up a competence centre for the design of energy efficiency
products. The products designed for customers included, among others, charging
systems for electric cars and UPS equipment for uninterrupted and undisturbed
electrical current input in households.
Incap continued target-oriented acquisition of new customers in Europe and Asia.
The co-operation with a local partner in China, launched in 2009, did not yet
bring us any significant new customers, but we continued studying business
opportunities in the region. In addition, Incap is investigating into launching
its own operations in China.
To boost customer acquisition in the company's strategic focus areas, Incap
signed an agreement in June on participating in a venture capital fund managed
by Cleantech Invest Oy. The fund invests in Cleantech growth companies, to which
Incap can offer various manufacturing services in Europe and Asia.
Balance sheet
The balance sheet total rose by EUR 2.9 million from the end of 2009, amounting
to EUR 42.6 million. The Group's equity at the close of the financial period was
EUR 5.6 million (EUR 6.4 million). Debt totalled EUR 37.0 million (EUR 33.3
million), of which interest-bearing debt made up EUR 22.0 million (EUR 21.3
million). Of the total debt, EUR 27.4 million (22.2 million) were current
liabilities. Equity of the parent company totalled EUR 15.2 million,
representing 74% of share capital.
The Group's equity ratio was 13.2% (16.2%). Interest-bearing net liabilities
totalled EUR 21.5 million (EUR 20.6 million) and the gearing ratio was 383%
(320%). The earnings development and financing of the business operations
acquisition in India in 2007 contributed to the high gearing ratio.
Incap Group did not take out any new loans in 2010. The amount of long-term
loans fell by EUR 1.5 million and the amount of short-term loans increased by
EUR 2.2 million year-on-year. On 31 December 2010, the Group's cash and cash
equivalents totalled EUR 0.5 million, compared with EUR 0.7 million at year-end
2009.
At the end of 2010, EUR 2.0 million of the Group's long-term and short-term
loans were guaranteed and the rest were unguaranteed. Of the loans, EUR 7.7
million were secured loans. The securities for these loans are the EUR 8.1
million mortgages on company assets and a EUR 1.5 million mortgage on the
Vuokatti factory property.
Financing and cash flow
The Group's quick ratio was 0.6 (0.5) and the current ratio 1.0 (1.1). Cash flow
from operations was EUR -4.4 million (EUR 0.5 million) and the change in cash
and cash equivalents showed an increase of EUR 0.08 million (an increase of EUR
0.04 million).
Cash and cash equivalents remained at a low level because of the operating loss.
The funds acquired through the directed share issues - about EUR 4.1 million -
were used for the financing of working capital, repayment of a short-term loan
and the development of international operations.
Directed share issues
On 13 April 2010, Incap Corporation's Annual General Meeting decided on a
directed share issue. A total of 2,000,000 new shares were, deviating from the
pre-emptive right of shareholders, offered to the Board members, the President
and CEO, the management team members and those shareholders who held at least
100,000 shares in the company at the beginning of the offering.
The subscription price was EUR 0.64, which was the volume-weighted average price
of the company's share on the NASDAQ OMX Helsinki in March 2010. The
subscription period was from 13 to 27 April 2010 and the subscription price was
paid to the company by 30 April 2010. All the offered 2,000,000 new shares were
subscribed. The issued and subscribed new shares represented about 14.1% of the
company's all shares and votes following the share issue. The new shares became
available for public trading at NASDAQ OMX Helsinki on 30 June 2010 with similar
conditions to the company's other shares.
Incap's Extraordinary General Meeting on 9 September 2010 decided to carry out
another directed share issue. A minimum of 4,000,000 and a maximum of 4,500,000
new shares were, deviating from the pre-emptive right of shareholders, offered
to professional investors, the Board members, the President and CEO, the
management team members and those shareholders who held at least 100,000 shares
in the company on 14 September 2010.
The subscription price was EUR 0.64, which was the volume-weighted average price
of the company's share on the NASDAQ OMX Helsinki in August 2010. The
subscription period was from 20 to 28 September 2010 and the subscription price
was to be paid by 28 September 2010. A total of 4,500,000 shares were
subscribed. The issued and subscribed new shares represented about 24.1% of the
company's total shares and voting rights following the share issue. The new
shares became available for public trading on 16 December 2010.
Research and development
Incap's R&D expenses are connected to the development of the company's own
processes. They amounted to EUR 0.05 million (EUR 0.1 million).
Capital expenditure
Investments amounted to EUR 0.5 million in 2010 (EUR 1.1 million) and includes
the sale of production equipment based on a customer contract. The Vaasa,
Kuressaare and Tumkur plants modernised their machinery.
The most significant investment was the eccentric press production line for the
Vaasa plant. It is used for the manufacturing of large generator and electric
motor components and stressed-skin structures for various devices used in the
energy industry.
Quality assurance and environmental issues
All of Incap Group's plants have environmental management and quality assurance
systems certified by Det Norske Veritas or TÜV Rheinland. The systems are used
as tools for continuous improvement. In October 2010, the quality assurance and
environmental management systems of the European plants were for the first time
recertified simultaneously in accordance with the multisite principle. The goal
of multisite certification is to standardise operational processes in the entire
Group and efficiently enable flexible manufacturing of the same products at the
company's different production plants.
Incap's environmental management system complies with ISO 14001:2004 and the
quality assurance system with ISO 9001:2008. In addition, the Helsinki and
Kuressaare plants have certifications in accordance with the ISO 13485:2003
quality standard for the manufacture of medical devices, and the Indian plant
has a TS 16949 quality certification required by the automotive industry.
Personnel
At the beginning of year, the Incap Group had a payroll of 783 employees, and at
the end of the year it had 767 employees. In 2010, Incap employed 780 (751)
people on average. The number of employees increased by nearly 50 in India and
by 13 in Estonia. At the end of the year, about 49% of personnel worked in
India, 27% in Estonia and 24% in Finland.
At the end of the year, 250 of Incap's employees were women and 517 men; 611
were permanently employed staff and 156 were fixed-term employees. There were
five part-time employment contracts at the end of the year. The average age of
the personnel is 40 years.
The closing down of the Vuokatti plant led to the termination of 124 employment
contracts. In the European units, operations were adjusted to match demand
mostly through temporary layoffs. However, some of the temporary layoffs were
cancelled once demand picked up in late autumn.
Company management and organisation
The company's President and CEO during the financial period was Sami Mykkänen,
B.Sc. (Eng.). In addition to the CEO, the Group management team included Kimmo
Akiander (Well-being), Mikko Hirvinen (operations), Jarmo Kolehmainen (Energy
Efficiency Asia), Jari Koppelo (Energy Efficiency Europe), Hannele Pöllä
(communications and HR) and Eeva Vaajoensuu (finance and administration).
At the end of 2010, the Asian and European operations of Energy efficiency were
organised under joint business management. At the same time, a local director
was appointed to the Indian subsidiary, and representatives from India were
included in the Group's expanded management team. The purpose of the changes is
to harmonise operations and improve Group management.
In addition to the members of the actual Management Team, the Extended
Management team includes K.R. Vasantha (Managing Director and in charge of
production at the Indian subsidiary), Sami Kyllönen (production services),
Murthy Munipalli (Energy Efficiency Asia), Pekka Laitila (materials management),
Päivi Luotola (IT) and Riitta Pönniö (quality and environment).
Events after the end of the financial period
The negotiations initiated by Incap and Lankapaja Corporation in September 2010
on selling the sheet-metal business of Incap's Helsinki plant were unsuccessful
and ended in February 2011.
Annual General Meeting 2010
Incap Corporation's Annual General Meeting was held in Helsinki on 13 April
2010. The Annual General Meeting approved the Group's financial statements for
the financial period that ended on 31 December 2009 and decided, in accordance
with the Board of Directors' proposal, that no dividend be paid and the loss for
the financial period (EUR 3,825,364.79) be left in equity.
The Annual General Meeting elected five members to the Board of Directors.
Authorised Public Accountant Ernst & Young Oy was re-elected as the company
auditor. The Annual General Meeting decided to amend the Articles of Association
so that the notice of meeting is to be sent no later than 21 days before the
Annual General Meeting.
The Board's authorisation
At the end of the financial period, the Board of Directors held an authorisation
granted by the Annual General Meeting on 13 April 2010 to decide on an increase
in share capital, so that the aggregate number of shares subscribed on the basis
of the authorisation will be up to 1,500,000 shares. The authorisation includes
a right to deviate from shareholders' pre-emptive subscription right and to
decide on the subscription price and other terms and conditions of subscription.
It is possible to deviate from shareholders' pre-emptive subscription rights
providing that there is a weighty economic reason for the company to do so, such
as developing the company's business, financing business restructuring, making
an arrangement in association with capital funding, or a reason related to HR
policy. The Board of Directors has the right to decide that the share
subscription price can be paid using property given as subscription in kind or
subscriber-held claim or otherwise under specific conditions. The authorisation
is valid for one year but no later than the next Annual General Meeting.
Board of Directors and auditor
The Annual General Meeting re-elected Kalevi Laurila, Susanna Miekk-oja, Kari
Häyrinen and Lassi Noponen as members of the Board of Directors. Raimo Helasmäki
was elected to the Board as a new member. The Board elected from among its
members Kalevi Laurila as Chairman and Susanna Miekk-oja as Deputy Chairman. The
secretary of the Board was Jari Pirinen, LL.M. The Board convened 20 times in
2010, and the average attendance rate of the Board members was 93%.
The auditor was auditing firm Ernst & Young Oy with Jari Karppinen, Authorised
Public Accountant, as the principal auditor.
Report on corporate governance
Incap releases a report on the company's corporate governance in compliance with
the Securities Market Act as a separate document, in connection with the
publication of the report of the Board of Directors and the Annual Report.
Shares and shareholders
Incap Corporation has one series of shares and the number of shares at the end
of the period is 18,680,880. During the financial period, the share price varied
between EUR 0.49 and EUR 0.75 (EUR 0.43 and 0.99). The closing price for the
year was EUR 0.57 (EUR 0.67). During the financial period, the trading volume
was 39% of outstanding shares (25%).
At the end of the financial period, Incap had 1,085 shareholders (1,089).
Nominee-registered owners held 0.6% (2.8%) of all shares. The company's market
capitalisation on 31 December 2010 was EUR 10.6 million (EUR 8.2 million). The
company does not hold any of its own shares.
Incap's share has been listed on Helsinki Stock Exchange (now NASDAQ OMX
Helsinki) since 1997 with the trading code ICP1V. The sector classification on
the OMX Nordic Exchange Helsinki is "Industrial products and services" and the
sector code is 20104010 (Electrical supplies and equipment).
The company's share capital as recorded in the trade register on 31 December
2010 is EUR 20,486,769.50. The share has no nominal value. The company does not
hold any of its own shares, and the Board of Directors is not aware of any
shareholder agreements concerning holdings in company shares and the exercise of
voting rights.
Share-based incentive systems
Incap has two on-going option schemes:
Option scheme 2004:
The option scheme implemented in 2004 includes a maximum of 630,000 stock
options. Of these, a total of 315,000 of 2004C stock options are currently
valid. The maximum proportion of shares to be subscribed on the basis of them is
1.7% of company shares and votes after possible increase in share capital.
The subscription price for the 2004C stock options is the trade-weighted average
price of Incap share on Helsinki Stock Exchange from 1 to 31 March 2006, i.e.,
EUR 2.05. The share subscription period is from 1 April 2009 to 30 April 2011.
The option scheme is associated with a shareholding scheme, according to which
option holders are obliged to acquire company shares with 20% of the gross
income gained from realised stock options.
Option scheme 2009:
The option scheme implemented in February 2009 includes a total of 600,000 stock
options entitling their holders to subscribe for an equal number of Incap
shares. The stock options are broken into three categories: 2009A, 2009B and
2009C. There are 100,000 "A" options, 100,000 "B" options and 400,000 "C"
options. The subscription price for all stock options is EUR 1. The subscription
period is from 1 April 2010 to 31 January 2014 for 2009A stock options and from
1 April 2011 to 31 January 2014 for 2009B and 2009C stock options.
When the option scheme was implemented, the CEO received 100,000 "A" stock
options and in February 2010 he received 25,000 "B" stock options. In February
2010, the company's key employees received a total of 100,000 "C" stock options.
The proportion of shares to be subscribed on the basis of stock options is up to
3.1% of the company's shares and votes after possible increase in share capital.
Undistributed stock options will be given to Euro-Ketju Oy, a subsidiary fully
owned by Incap. The Board of Directors will make a separate decision of
distributing these.
Announcements in accordance with Chapter 2, Section 9, of the Securities Market
Act on changes in holdings
After the registration of the shares subscribed in the directed share issue in
April, Göran Sundholm's holdings in Incap exceeded the notification limit of
5%. In Sampo Group, the holdings of Mandatum Life Insurance Company Ltd in Incap
Corporation's shares and votes exceeded 5%. The holdings of Oy Etra Invest Ab in
Incap Corporation's shares fell below 25%. After the directed share issue's
subscription in September and the registration of the new shares, the holdings
of Finnish Industry Investment Ltd. exceeded 10%. After the directed share
issue's subscription in September and the registration of the new shares, the
holdings of JMC Finance Oy fell below 15%. According to the announcement made by
OP Pohjola Group Central Cooperative, the combined holdings of OP Pohjola Group
Central Cooperative and entities controlled by it as well as its subsidiaries
and investment funds administered by such subsidiaries, based on Incap's
convertible promissory notes, is below 5% if the subscription right based on the
convertible promissory notes is realised.
Short-term risks and factors of uncertainty concerning operations
The Risk Management Policy approved by the Incap Board classifies risks as risks
connected to the operating environment, operational risks and damage and funding
risks. Risk management at Incap is mainly focused on risks that threaten the
company's business objectives and continuity of operations. In order to improve
its business opportunities, Incap is willing to take on managed risks within the
scope of the Group's risk management capabilities. Incap regularly reviews its
insurance policies as part of the risk management system.
Demand for Incap's services and the company's financial position are affected by
international economic trends and economic trends among Incap's customer
industries. In 2011, the business environment is expected to develop favourably
compared with 2010. Incap's sales are spread over several customer sectors,
which balances out the impact of the economic trends in different industrial
sectors.
In 2010, Incap's largest single customer accounted for 30% of the Group's
revenue. The company will continue to expand its customer base so that
dependence on a single customer or several customers in the same sector will not
expose the company to a significant financial risk. The revival of the global
economy is expected to increase revenue from many customers and in this way
decrease dependence on a single customer. Risks associated with customer
agreements are regularly reviewed and their combined effect is being monitored.
Risks associated with customers are managed through contract terms and insurance
policies. The recession has not had a negative effect on the solvency of Incap's
customers.
Incap's sector, contract manufacturing, is highly competitive and there are
major pressures on cost level management. Incap manages the risk through
continuous monitoring and management of operational efficiency and cost levels.
Flexibility of the cost structure has been improved by distributing production
activities into several countries, and by managing manufacturing operations
between Finland and other countries.
The company continuously assesses the organisation of different activities as
well as the sufficiency and level of human resources in order to ensure that the
organisation is efficient, the correct competencies are available and the
company can provide its customers with the high-quality services they require
without interruptions, and take care of its commitments to other stakeholders.
An essential element for the company's competitive edge is the development of
labour costs in the Incap countries. We manage the personnel risk with an
efficient substitute system.
Material suppliers' quality, manufacturing and distribution problems, as well as
changes in the market prices of materials, influence Incap's delivery ability
and costs. Most material prices are linked to customer agreements to reduce
material price risks. The availability of materials is considered to be the most
significant material-related risk in the near future. Problems with availability
can increase costs. We aim to influence the risk by signing framework agreements
with parties we know well and by focusing on the predictability of business and
capacity management. With critical suppliers, we aim to agree on buffer
inventories within the limits set by agreements between Incap and the end
customer.
The nature of Incap Group's business exposes the company to foreign exchange,
interest rate, credit and liquidity risks. The aim of the Group's risk
management policy is to minimise the negative effects of changes in the
financing markets on the Group's earnings and cash flow. Forward exchange
agreements, foreign currency loans and interest rate swaps are used for the
management of financing risks as required. Subsidiaries' financing structures
are planned, evaluated and directed, taking into account the management of
financing risks.
The acquisition of the Indian business unit in 2007 has increased the Group's
external financing and financial risks. The financing base of the operations in
India was enforced in 2009 through a share capital investment of Finnfund in
Incap's Indian subsidiary. The Group's interest and foreign exchange risks are
managed by means of a selected financing structure based on both fixed and
floating rate financial instruments in selected currencies. The Group's future
earnings development affects equity and, consequently, the equity ratio, which
is an important indicator in terms of financing.
In order to strengthen Incap Group's financial position, the company carried out
directed share issues in spring and autumn 2010, and EUR 4.1 million were
recognised in the reserve for invested unrestricted equity.
In order to estimate its liquidity Incap has drawn up a cash flow forecast by
quarter, expanding up to the financial statements for the year 2011. The cash
flow forecast is based on the result estimate for 2011 as given in connection
with the consolidated financial statements and on the actual turnover of sales
receivables and accounts payable, as well as on the targeted turnover of
inventories. Based on this cash flow forecast, Incap's need for working capital
is increasing towards the year end. The company's existing working capital on
the balance sheet date will be sufficient for the next 12 months if the Group
achieves its budgeted result and inventory turnover rate. If the goals are not
achieved, the gap must be covered with additional financing. The company
management has initiated negotiations with various parties to ensure additional
financing and is confident that it will be able to cover any needs for extra
financing. Providing that the negotiations are successful, the company's working
capital will be sufficient for the next 12 months. Furthermore, Incap has at the
end of the financial period started actions to sell the factory real estate in
Vuokatti. Real estate and the loans related to it have been described as non-
current assets held-for-sale in the financial statements. Estimated price as
given in the certificate of valuation of an external surveyor exceeds clearly
the book value of the real estate.
Incap has a financing agreement in force until 31 May 2012 which covers the
loans related to the financing of the Indian subsidiary (totalling about EUR
5.6 million) and Incap's credit line (EUR 1 million) and a factoring credit line
(up to EUR 7 million), of which EUR 5.5 million were in use on 31 December
2010. The financing agreement contains covenants, of which net IBD/EBITDA was
not met on the balance sheet date, but before the balance sheet date the
financier informed Incap in writing that it will not exercise its right to
terminate the agreement on 31 December 2010. The covenants will be tested again
on 30 June 2011. Should the financier call for immediate payment of the loans
based on the covenants, Incap is not able to meet the obligation.
The deferred tax assets recognised in the consolidated balance sheet (EUR 4.2
million on 31 December 2010) are based on the Board of Directors' assessment of
future earnings development at Incap Corporation and the Indian subsidiary. On
31 December 2010, confirmed tax losses for which no deferred tax asset was
recognised amounted to EUR 8.0 million. Should future development not correspond
to the Board's estimate, the ensuing write-down of deferred tax assets in the
consolidated balance sheet would have a considerable impact on Incap Group's
equity ratio and, consequently, on the Group's equity and, for example, the
covenants in the above financing agreements.
Goals in 2011
In 2011, Incap aims for an increase in revenue and considerably improved
profitability. Demand from the company's key customer segments is anticipated to
develop favourably, and Incap is aiming to extend the scope of deliveries to
current customers and establish new customer accounts in the chosen industries.
Revenue is expected to grow most vigorously in Asia, where the company intends
to expand its business into China. The offering of design services will be
increased and their role emphasised. The means to boost profitability include
more efficient material management and harmonisation of operating processes.
Outlook for 2011
Incap's estimates for future business development are based on its customers'
forecasts and the company's own assessments. The general economic situation has
improved, and the majority of Incap's customers are predicting that their
revenue will increase in 2011, which has a positive effect on Incap's revenue.
However, the shortage of components is predicted to continue, which can affect
Incap's deliveries and revenue development.
Incap estimates that its revenue in 2011 will increase from the EUR 59.2 million
achieved in 2010. The Group's full-year operating result (EBIT) in 2011 is
expected to be positive and, thus, clearly higher than in 2010 (EUR -3.2
million).
Board of Directors' proposal on measures related to the net profit/loss
The parent company's loss for the financial period totalled EUR 1,561,513.95.
The Board will propose to the Annual General Meeting on 13 April 2011 that no
dividend be paid and the loss for the accounting period be recognised in equity.
Annual General Meeting 2011
Incap Corporation's Annual General Meeting will take place on Wednesday 13 April
2011 starting at 3:00 p.m. at Restaurant Bank, Unioninkatu 20, 00310 Helsinki.
Helsinki, 22 February 2011
INCAP CORPORATION
Board of Directors
Further information:
Sami Mykkänen, President and CEO, tel. +358 40 559 9047
Eeva Vaajoensuu, CFO, tel. +358 40 763 6570
Hannele Pöllä, Director, Communications and HR, tel. +358 40 504 8296
DISTRIBUTION
NASDAQ OMX Helsinki Ltd
Principal media
www.incap.fi
PRESS CONFERENCE
Incap will arrange a conference for the press and financial analysts on 23
February 2011 at 10:00 a.m. at the World Trade Center Helsinki, in Meeting Room
4 on the 2nd floor at Aleksanterinkatu 17, 00100 Helsinki.
ANNEXES
1 Consolidated Income Statement
2 Consolidated Balance Sheet
3 Consolidated Cash Flow Statement
4 Consolidated Statement of Changes in Equity
5 Group Key Figures and Contingent Liabilities
6 Quarterly Key Figures
INCAP IN BRIEF
Incap Corporation is an internationally-operating contract manufacturer whose
comprehensive services cover the entire life-cycle of electromechanical products
from design and manufacture to maintenance services. Incap's customers include
leading equipment suppliers in energy-efficiency and well-being technologies,
for which the company produces competitiveness as a strategic partner. Incap has
operations in Finland, Estonia and India. The Group's revenue in 2010 amounted
to EUR 59 million, and the company currently employs approximately 770 people.
Incap's share is listed on the NASDAQ OMX Helsinki. Additional
information:www.incap.fi
Annex 1
CONSOLIDATED INCOME STATEMENT
(EUR thousand, unaudited) 1-12/2010 1-12/2009 Change %
REVENUE 59,162 69,767 -15
Work performed by the enterprise and capitalised
Change in inventories of finished goods and
work in progress 188 -1,499 -113
Other operating income 372 342 9
Raw materials and consumables used 40,828 45,654 -11
Personnel expenses 12,437 16,132 -23
Depreciation and amortisation 2,831 2,869 -1
Other operating expenses 6,849 8,924 -23
-----------------------------------------------------------------------------
OPERATING PROFIT/LOSS - 3,223 - 4,970 -35
Financing income and expenses - 1,724 -1,780 -3
-----------------------------------------------------------------------------
PROFIT/LOSS BEFORE TAX - 4,947 -6,750 -27
Income tax expense 64 29 117
-----------------------------------------------------------------------------
PROFIT/LOSS FOR THE PERIOD -4,884 -6,721 -27
Earnings per share -0.33 -0.55 -40
Options have no dilutive effect
in accounting periods 2009 and 2010
OTHER COMPREHENSIVE INCOME 1-12/2010 1-12/2009 Change %
PROFIT/LOSS FOR THE PERIOD -4,884 -6,721 -27
OTHER COMPREHENSIVE INCOME:
Translation differences from foreign units -24 19 -229
-----------------------------------------------------------------------
Other comprehensive income, net -24 19 -229
TOTAL COMPREHENSIVE INCOME -4,908 -6,702 -27
Attributable to:
Shareholders of the parent company -4,908 -6,702 -27
Non-controlling interest
Annex 2
CONSOLIDATED BALANCE SHEET
(EUR thousand, unaudited) 31.12.2010 31.12.2009 Change %
ASSETS
NON-CURRENT ASSETS
Property, plant and equipment 6,026 10,247 -41
Goodwill 1,040 977 6
Other intangible assets 705 1,008 -30
Other financial assets 314 14 2,115
Deferred tax assets 4,209 4,156 1
--------------------------------------------------------------------------------
TOTAL NON-CURRENT ASSETS 12,294 16,402 -25
CURRENT ASSETS
Inventories 13,062 11,381 15
Trade and other receivables 14,823 11,261 32
Cash and cash equivalents 476 661 -28
--------------------------------------------------------------------------------
TOTAL CURRENT ASSETS 28,362 23,303 22
Non-current assets held-for-sale 1,936
TOTAL ASSETS 42,592 39,706 7
EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE
PARENT
COMPANY
Share capital 20,487 20,487 0
Share premium account 44 44 0
Reserve for invested unrestricted equity 4,084 0
Exchange differences -483 -459 5
Retained earnings -18,510 -13,629 36
--------------------------------------------------------------------------------
TOTAL EQUITY 5,622 6,443 -13
NON-CURRENT LIABILITIES
Deferred tax liabilities 0 70 -100
Interest-bearing loans and borrowings 9,403 10,999 -15
--------------------------------------------------------------------------------
NON-CURRENT LIABILITIES 9,403 11,069 -15
CURRENT LIABILITIES
Trade and other payables 14,961 11,925 25
Current interest-bearing loans and borrowings 12,007 10,269 17
--------------------------------------------------------------------------------
CURRENT LIABILITIES 26,969 22,194 22
Liabilities relating to non-current assets held-
for-sale 598
TOTAL EQUITY AND LIABILITIES 42,592 39,706 7
Annex 3
CONSOLIDATED CASH FLOW STATEMENT 1-12/2010 1-12/2009
(EUR thousand, unaudited)
Cash flow from operating activities
Net income -3,223 -4,970
Adjustments to operating profit 23 4,342
Change in working capital 644 2,929
Interest paid -1,840 -1,812
Interest received 27 40
----------------------------------------------------------------------
Cash flow from operating activities -4,369 529
Cash flow from investing activities
Capital expenditure on tangible and
intangible assets -486 -1,064
Proceeds from sale of tangible
and intangible assets 591 17
Other investments -159 0
Loans granted -5 -9
Sold shares of subsidiary 0 0
Repayments of loan assets 0 2
----------------------------------------------------------------------
Cash flow from investing activities -59 -1,054
Cash flow from financing activities
Proceeds from share issue 4,084
Drawdown of loans 5,825 5,683
Repayments of borrowings -4,338 -3,868
Repayments of obligations under finance leases -1,064 -1,255
----------------------------------------------------------------------
Cash flow from financing activities 4,507 560
Change in cash and cash equivalents 79 35
Cash and cash equivalents at beginning of period 661 641
Effect of changes in exchange rates -228 -17
Changes in fair value (cash and cash equivalents) -36 2
Cash and cash equivalents at end of period 476 661
Annex 4
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
(EUR thousand,
unaudited)
Reserve for
Share invested
Share premium unrestricted Exchange Retained
capital account equity differences earnings Total
Equity at 1 0
January 2009 20,487 44 -478 - 6,864 13,189
Change in
exchange
differences 19 19
Options and
share-based
compensation 0 0 0 -10 -10
Other changes 0 0 0 -35 -35
--------------------------------------------------------------------------------
Net income
and losses
recognised 19 -45 -26
directly in
equity
Net
profit/loss 0 0 -6,721 -6,721
--------------------------------------------------------------------------------
Total income
and losses 0 0 19 -6,765 -6,747
Equity at 31 0
December 2009 20,487 44 -459 -13,629 6,443
Equity at 1 0
January 2010 20,487 44 -459 -13,629 6,443
Share issue 4,160 4,160
Transaction
costs for -76
equity -76
Change in
exchange
differences -24 -24
Options and
share-based
compensation 0 2 2
Other changes 0 0
--------------------------------------------------------------------------------
Net income
and losses
recognised
directly in 4,084
equity -24 2 4,062
Net
profit/loss 0 0 -4,884 -4,884
--------------------------------------------------------------------------------
Total income 4,084
and losses 0 0 -24 -4,882 -821
Equity at 31 4,084
December 2010 20,487 44 -483 -18,510 5,622
Annex 5
GROUP KEY FIGURES AND CONTINGENT LIABILITIES 31.12.2010 31.12.2009
Revenue, EUR million 59.2 69.8
Operating profit, EUR million -3.2 -5.0
% of revenue -5.4 -7.1
Profit before taxes, EUR million -4.9 -6.7
% of revenue -8.4 -9.7
Return on investment (ROI), % -10.6 -15.9
Return on equity (ROE), % -81.0 -68.5
Equity ratio, % 13.2 16.2
Gearing, % 383.0 319.8
Net debt, EUR million 21.7 21.3
Net interest-bearing debt, EUR million 21.5 20.6
Average number of shares during the report
period, adjusted for share issues 14,682,250 12,180,880
Earnings per share (EPS), EUR -0.33 -0.55
Equity per share, EUR 0.30 0.53
Investments, EUR million 0.5 1.1
% of revenue 0.8 1.5
Average number of employees 780 751
CONTINGENT LIABILITIES, EUR millions
FOR OWN LIABILITIES
Mortgages 14.5 12.0
Other liabilities 2.4 4.6
Nominal value of currency options, EUR thousand 1 881 0
Fair values of currency options, EUR thousand -5.5 0
Annex 6
QUARTERLY KEY FIGURES
10-12/ 7-9/ 4-6/ 1-3/ 10-12/ 7-9/ 4-6/ 1-3/
2010 2010 2010 2010 2009 2009 2009 2009
Revenue,
EUR million 16.1 13.7 15.8 13.4 17.7 16.6 16.9 18.5
Operating profit,
EUR million 0.0 -0.5 -1.1 -1.7 -3.7 -0.3 -0.5 -0.5
% of revenue 0.1 -3.4 -6.9 -12.4 -20.7 -1.9 -2.8 -2.8
Profit before taxes,
EUR million -0.5 -1.1 -1.5 -1.9 -4 -0.8 -1.0 -0.9
% of revenue -3.0 -7.8 -9.4 -14.1 -22.3 -4.9 -6.1 -5.1
Return on investment
(ROI), % 2.1 -6.8 -111.3 -21.5 -47.3 -4 -2.1 -4.9
Return on equity (ROE),
% -28.3 -68.0 -14.6 -138.3 -160 -27.5 -33.9 -29.8
Equity ratio, % 13.2 14.6 10.1 11.1 16.2 24.6 26.4 27.4
Gearing, % 383 338.1 523.1 477.3 319.8 173.8 164.9 151.1
Net debt, EUR million 21.7 23.1 24.7 24.4 21.3 20.6 19.7 19.6
Net interest-bearing
debt, EUR million 21.5 20.7 22.3 21.7 20.6 18.1 18.6 18.6
Average number
of share
issue-adjusted
shares during the 14,682 13,334 12,854 12,180 12,180 12,180 12,180 12,180
financial period 250 726 913 880 880 880 880 880
Earnings per share
(EPS), EUR -0.03 -0.08 -0.12 -0.16 -0.32 -0.07 -0.08 -0.08
Equity per share, EUR 0.30 0.30 0.30 0.37 0.53 0.86 0.92 1.01
Investments, EUR million 0.2 0.1 0.1 0.1 0.1 0.4 0.5 0.1
% of revenue 1.3 1.1 0.4 0.4 0.6 2.2 2.9 0.6
Average number of 767
employees 787 791 734 776 770 732 728
Incap Group Financial Statements 2010:
http://hugin.info/120192/R/1491519/427189pdf
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Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Incap Oyj via Thomson Reuters ONE
[HUG#1491519]
Incap Oy
Electronics manufacturing services
INCAP GROUP’S FINANCIAL STATEMENTS FOR 2010: POSITIVE TURN IN PROFITABILITY, STRATEGIC STRUCTURAL CHANGE COMPLETED
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