AFFECTO PLC INTERIM REPORT 29 OCTOBER 2009 at 9.30 AFFECTO PLC'S INTERIM REPORT 1-9/2009 GROUP KEY FIGURES MEUR 7-9/09 7-9/08 1-9/09 1-9/08 2008 Net sales 21.6 29.3 75.3 99.1 131.6 Operational segment 0.8 3.0 2.6 11.9 14.5 result % of net sales 3.5 10.4 3.4 12.0 11.0 Operating profit 0.2 2.4 -5.2 9.8 11.8 % of net sales 1.0 8.1 -6.9 9.9 9.0 Result before taxes -0,2 1.6 -7.7 8.2 10.5 Result for the period -0,3 1.8 -7.4 6.7 8.5 Equity ratio, % 43.5 45.1 43.5 45.1 43.0 Net gearing, % 46.4 40.3 46.4 40.3 34.7 Earnings per share, eur -0.01 0.08 -0.35 0.31 0.40 Earnings per share -0.01 0.08 -0.35 0.31 0.40 (diluted), eur Equity per share, eur 2.45 2.94 2.45 2.94 2.73 CEO Pekka Eloholma comments: "Third quarter was characterized by the summer vacations, like every year. After summer vacations, the business activity returned to the normal level more slowly than usually. However, the customers' activity seems to have grown during Q3, and this might be seen in the order backlog in the next few months." "Net sales decreased by 26% to 21.6 MEUR (29.3 MEUR). The main reasons, in addition to the economic recession, were the Contempus divestment in 2008, the weak development in Baltic, and the devaluation of the Norwegian and Swedish currencies (NOK, SEK). Organic decrease in net sales was approx. -21% and would have been -18% with fixed currency rates (NOK, SEK)." "The third quarter operating profit was approx 0.2 MEUR i.e. 1% of net sales. Profitability was weakened by the vacation season. Business in Baltic made loss, but all other areas made profit." "The order backlog was approx. 35 MEUR at the end of the period, compared to 38 MEUR at end of Q2." "The weakened economic environment makes reliable forecasting more difficult. The net sales in year 2009 will remain below the level in 2008. The profitability (EBIT margin) of the whole year 2009 will be clearly below the profitability in 2008." Additional information: CEO Pekka Eloholma, +358 205 777 737 CFO Satu Kankare, +358 205 777 202 SVP, M&A, IR, Hannu Nyman, +358 205 777 761 This report is unaudited. The amounts in this report have been rounded from exact numbers. INTERIM REPORT 1-9/2009 Affecto builds versatile IT solutions for companies and organisations to improve their efficiency in business and to support the related decision- making. With Affecto's Business Intelligence solutions organisations are able to integrate strategic targets with their business management. Business Intelligence solutions enable the further processing and utilisation of information generated by ERP and other IT systems. The company also delivers operational solutions, such as Enterprise Content Management (ECM), for improving and simplifying processes at customer organisations. Affecto offers Business Intelligence solutions in its operating areas in the Nordic and Baltic countries. In Operational solutions, the company has a presence in Finland and in the Baltic region. Affecto is headquartered in Helsinki, Finland. The company has subsidiaries in Finland, Sweden, Norway, Denmark, Estonia, Lithuania, Latvia and Poland. NET SALES Affecto's net sales in 1-9/2009 were 75.3 MEUR (1-9/2008: 99.1 MEUR). Net sales in Finland were 32.6 MEUR (33.4 MEUR), in Norway 14.4 MEUR (23.5 MEUR), in Sweden 11.7 MEUR (17.2 MEUR), in Denmark 8.8 MEUR (7.9 MEUR) and 9.0 MEUR (18.4 MEUR) in Baltic. Net sales decreased by 24% especially due to weak development in Baltic and Sweden, the currency rates and also the divestment of Contempus. The organic change in sales was approx. -18%, and -14% when assessed using fixed currency rates (NOK, SEK). The summer vacations have decreased the net sales in the third quarter, as usual. In the Nordic countries the Q3 was rather similar as Q1 and Q2. The customers continue to have interest in Affecto's solutions, but decision making has slowed down and price pressure has grown. After summer vacations, the business activity returned to the normal level more slowly than usually. The economic situation has weakened significantly in the Baltic countries, which has negatively affected Affecto's business. The preliminary GDP information and forecasts for the Baltic countries suggest 15-20% decrease in GDP in 2009. The significant weakening of the Baltic economies combined with public sector's sizeable cost saving programs has clearly decreased the demand for IT services. Net sales by reportable segments Net sales, MEUR 7-9/09 7-9/08 1-9/09 1-9/08 2008 Finland 9.4 10.0 32.6 33.4 46.4 Norway 4.1 6.7 14.4 23.5 29.6 Sweden 3.4 4.6 11.7 17.2 22.6 Denmark 2.6 2.3 8.8 7.9 10.6 Baltic 2.1 6.1 9.0 18.4 24.3 Eliminations -0.1 -0.3 -1.2 -1.3 -1.9 Group total 21.6 29.3 75.3 99.1 131.6 Net sales of BI business in 1-9/2009 were 48.8 MEUR (57.2 MEUR), Operational Solutions 20.4 MEUR (34.9 MEUR) and Geographic Information Services 7.5 MEUR (8.8 MEUR). The BI business has experienced organic growth (measured in local currency) in Denmark and to some extent also in Norway, contracted somewhat in Finland, and contracted substantially in Sweden. Operational solutions business continued to grow in Finland especially regarding ECM solutions, but decreased significantly in Baltic. The Contempus divestment in September 2008 has also contributed to decrease in net sales. After the divestment Affecto has Operational solutions business only in Finland and Baltic. PROFIT Affecto's EBIT in 1-9/2009 was -5.2 MEUR (9.8 MEUR). Operational segment result was in Finland 3.6 MEUR (4.8 MEUR), in Norway 1.6 MEUR (2.6 MEUR), in Sweden 0.8 MEUR (2.1 MEUR), in Denmark 0.5 MEUR (0.8 MEUR) and in Baltic -2.9 MEUR (3.4 MEUR). The result in Baltic includes 1.4 MEUR expenses related to restructuring. Operational segment result by reportable segments Operational segment 7-9/09 7-9/08 1-9/09 1-9/08 2008 result, MEUR Finland 0.6 1.4 3.6 4.8 6.9 Norway 0.5 1.1 1.6 2.6 2.9 Sweden 0.1 0.4 0.8 2.1 2.9 Denmark 0.0 0.2 0.5 0.8 1.2 Baltic -0.3 0.6 -2.9 3.4 3.2 Other -0.2 -0.5 -1.0 -1.8 -2.5 Operational segment result 0.8 3.0 2.6 11.9 14.5 IFRS3 Amortization -0.5 -0.7 -1.6 -2.1 -2.7 Impairment of Goodwill - - -6.2 - - Operating profit 0.2 2.4 -5.2 9.8 11.8 The restructuring costs 1.4 MEUR in Baltic are included in the operational segment result of the Baltic segment (-1.7 MEUR in Q1, +0.3 MEUR in Q2). The goodwill impairment of 6.2 MEUR is reported separately. According to IFRS3 requirements, 1-9/2009 EBIT includes 1.6 MEUR (2.1 MEUR) of amortization of intangible assets related to acquisitions. A significant part of the amortization is related to Sweden, Norway and Denmark segments. In year 2009 the IFRS3 amortization is estimated to total 2.1 MEUR and in 2010 approx. 1.9 MEUR based on currency exchange rates at the end of reporting period. The summer vacation period weakened profitability in all areas. The Baltic segment remained slightly loss-making. R&D costs totaled 0.3 MEUR (1.4 MEUR), i.e. 0.3% of net sales (1.4%). The costs have been recognized as an expense in income statement. The fluctuation in financial costs between quarters is explained to a large extent by changes in the fair value of the interest swap taken, which changes have no effect on actual cash flow. The interest rate changes have caused -0.3 MEUR cost impact in Q1, +0.2 MEUR profit in Q2 and +0.1 MEUR profit in Q3, totaling net -0.0 MEUR in 1-9/2009. In addition, due to intra-group loans the first quarter result includes a foreign exchange loss of 0.9 MEUR, as the Norwegian krone (NOK) strengthened from the year-end's bottom level. Taxes for the period have been booked as taxes. Net profit for the period was -7.4 MEUR, while it was 6.7 MEUR last year. Order backlog totaled 35.2 MEUR at the end of period. The order backlog decreased compared both to the previous quarter (38.1 MEUR) and to the same quarter in previous year (40.9 MEUR). Affecto has a well diversified customer base. The ten largest customers generated approx. 20% of group revenue in 2008 and the largest customer corresponded to 4% of net sales. FINANCE AND INVESTMENTS At the end of the reporting period, Affecto's balance sheet totaled 129.1 MEUR (12/2008: 146.6 MEUR). Equity ratio was 43.5% (12/2008: 43.0%) and net gearing was 46.4% (12/2008: 34.7%). Translation differences have increased the consolidated equity by 4.5 MEUR during 1-9/2009 mainly due to the strengthening of the Norwegian krone (NOK). The financial loans were 42.4 MEUR (12/2008: 43.9 MEUR) as at 30 September 2009. The company's cash and liquid assets were 18.0 MEUR (12/2008: 23.6 MEUR). The interest-bearing net debt was 24.4 MEUR (12/2008: 20.4 MEUR). Cash flow from operating activities for the reported period was -1.0 MEUR (7.9 MEUR) and cash flow from investments was -0.7 MEUR (4.4 MEUR). Investments in non-current assets excluding acquisitions were 0.8 MEUR (1.6 MEUR) during the period. Based on decision by the Annual General Meeting held on 3 April 2009, Affecto has distributed dividends of 3.0 MEUR (previous year 3.4 MEUR) from the profit of the year 2008. Dividend was paid on 21 April 2009. EMPLOYEES The number of employees was 928 persons at the end of the reporting period (1124). Approx. 370 employees were based in Finland, 120 in Sweden, 110 in Norway, 60 in Denmark, and 270 in the Baltic countries. The average number of employees during the period was 993 (1 155). Jukka Nortio was appointed in June as Affecto's Senior Vice President, Marketing & Communications. Åge Lönning, COO for Business Intelligence business, was appointed in September as the acting managing director of Affecto's Swedish subsidiary. BUSINESS REVIEW BY AREAS The business in Nordic countries has mainly developed rather steadily, although the general economic outlook has remained weak. The Baltic area is clearly the most weakened area. The group's business is managed through five country units. Finland, Norway, Sweden, Denmark and Baltic are also the reportable IFRS segments. Finland In 7-9/2009 net sales in Finland were 9.4 MEUR (10.0 MEUR). Operational segment result was 0.6 MEUR (1.4 MEUR). After summer vacations, the business activity returned to the normal level more slowly than usually. Net sales of Operational solutions remained at last year's level, but sales of BI and GIS services decreased. The customers' activity is estimated to have grown during the autumn. However, the decision making is still rather slow. The public sector seems to be active especially regarding ECM solutions. Affecto will build an IT system for the Academy of Finland by 2011 and the total value of the project is approx. 1.7 MEUR. The growth of IT services market in Finland is forecast to be 0% in 2009 (Marketvisio's estimate, September 2009). However, Affecto's focus segments are expected to experience a higher growth in software sales (BI 4%, ECM 6%). Norway The net sales in 7-9/2009 were 4.1 MEUR (6.7 MEUR) and operational segment result was 0.5 MEUR (1.1 MEUR). The decrease in net sales in euro was significantly impacted by the divestment of Contempus and the devaluation of the Norwegian krone (NOK). The BI business in Norway decreased by 3% if measured in local currency. The business has mainly developed steadily. The general economy has had some impact on sales and profit: e.g. the sales of third party licenses have been below targets. Sweden In 7-9/2009 the net sales in Sweden were 3.4 MEUR (4.6 MEUR) and operational segment result 0.1 MEUR (0.4 MEUR). The strong devaluation of the Swedish krona (SEK) has had a major impact on euro-denominated figures. The local management in Sweden was changed in September and Åge Lönning was appointed as the acting managing director of Affecto Sweden. There have been no major changes in business environment during the period. One large customer relationship is ending. Investment decision making is slower and IT budgets are smaller. The growing price pressure increases uncertainty regarding customer relationships. Denmark The net sales in 7-9/2009 were 2.6 MEUR (2.3 MEUR) and operational segment result was 0.0 MEUR (0.2 MEUR). Net sales grew compared to last year, but the profit weakened. The business has developed along the weakening general economy: the customers' decision making is slowing down and price pressure is growing. Baltic (Lithuania, Latvia, Estonia, Poland) The Baltic business mostly consists of projects related to large customer- specific systems. Projects may be larger and tender processes longer than in Finland or the other Nordic countries. The business is mostly classified as Operational solutions, but also includes BI solutions. Public sector entities in the Baltic countries and insurance companies also outside Baltic area are significant customer segments. In 7-9/2009 the Baltic net sales were 2.1 MEUR (6.1 MEUR). Operational segment result was -0.3 MEUR (0.6 MEUR). The summer vacations and increased price competition pushed the business to loss in Q3. We estimate that the price competition has increased in the Baltic countries. The Baltic economies have suffered a lot from the economic crisis. The IT investments from the public sector are expected to decrease due to government cost saving programs. Affecto published in April a goal to reduce the personnel in Baltic countries by some 130 employees. The business in Latvia and Poland was to be cut significantly, and to some extent also in Lithuania. For the costs of the actions a reserve of 1.7 MEUR was recognized in the first quarter result. The planned actions have mostly been carried out during the second quarter. As one part of the actions, a part of Latvian business planned to be terminated was divested to Tieto in June. It is currently estimated that the total restructuring costs will be approx. 1.4 MEUR and the unused amount of reserve has been reversed during Q2. We estimate that the already taken actions enable profitable business in Baltic, assuming that the national economies continue at the current or improved level. However, the development of the local business environment is very uncertain. Review by business lines Business intelligence (BI) net sales decreased by 15% to 13.7 MEUR (16.2 MEUR) in 7-9/2009. The weakened general economy has had limited impact on the BI business so far, and the effects been largest in Sweden. However, the sales of third party software licenses have been lower than earlier. Slower investment decisions and smaller IT budgets have led to growing price pressure from customers. Customers see BI solutions as tools for improving their own efficiency and controllability, which may maintain the interest to invest in BI solutions also during periods of weaker economic growth. However, the weakness in general economy may also affect the BI investments. Gartner has estimated the BI solutions continue to be one of the key IT investment areas and annual global BI license market average growth to exceed 7% until year 2012, but the growth in 2009 is estimated to be only 2% (August 2009). Net sales of Operational Solutions in 7-9/2009 decreased by 45% to 6.1 MEUR (11.2 MEUR). The net sales in Baltic decreased significantly, as sales decreased both for the local market services and for insurance sector export projects. The Norwegian Contempus subsidiary was divested in September 2008, which has contributed to the decrease. In Finland, the business was at last year's level and especially the demand for ECM solutions was good. Net sales of the Geographic Information Services business were 2.5 MEUR (2.6 MEUR) in 7-9/2009. The development of the digital geographic content and outsourcing services businesses was better than the development of map and other publishing businesses. Profitability remained good. ANNUAL GENERAL MEETING AND GOVERNANCE The Annual General Meeting of Affecto Plc, which was held on 3 April 2009, adopted the financial statements for 1.1.-31.12.2008 and discharged the members of the Board of Directors and the CEO from liability. Approximately 27 percent of Affecto's shares and votes were represented in the Meeting. The Annual General Meeting decided that a dividend of EUR 0.14 per share be distributed for the year 2008. Aaro Cantell, Pyry Lautsuo, Heikki Lehmusto, Esko Rytkönen and Haakon Skaarer were re-elected as members of the Board of Directors. Immediately after the Annual General Meeting the organization meeting of the Board of Directors was held and Aaro Cantell was re-elected Chairman of the Board. The APA firm KPMG Oy Ab was elected auditor of the company with Reino Tikkanen, APA, as auditor in charge. According to the Articles of Association, the General Meeting of Shareholders annually elects the Board of Directors by a majority decision. The term of office of the board members expires at the end of the next Annual General Meeting of Shareholders following their election. The Board appoints the CEO. The Articles of Association do not contain any special rules for changing the Articles of Association or for issuing new shares. THE AUTHORIZATIONS GIVEN TO THE BOARD OF DIRECTORS The Board did not use the authorizations given by the previous Annual General Meeting. Those authorizations ended on 3 April 2009. The complete contents of the new authorizations given by the Annual General Meeting held on 3 April 2009 have been published in the stock exchange release regarding the Meetings' decisions. The Annual General Meeting decided to authorize the Board of Directors to decide to issue new shares and to convey the company's own shares held by the company in one or more tranches. The share issue may be carried out as a share issue against payment or without consideration on terms to be determined by the Board of Directors and in relation to a share issue against payment at a price to be determined by the Board of Directors. A maximum of 4 200 000 new shares may be issued. A maximum of 2 100 000 own shares held by the company may be conveyed. In addition, the authorization includes the right to decide on a share issue without consideration to the company itself so that the amount of own shares held by the company after the share issue is a maximum of one-tenth (1/10) of all shares in the company. The authorization shall be in force until the next Annual General Meeting. The Annual General Meeting decided to authorize the Board of Directors to decide to acquire the company's own shares with distributable funds. A maximum of 2 100 000 shares may be acquired. The authorization shall be in force until the next Annual General Meeting. SHARES AND TRADING The company has only one share series, and all shares have similar rights. As at 30 September 2009, Affecto Plc's share capital consisted of 21 516 468 shares. The company owns 36 738 treasury shares, which corresponds to 0.2% of all shares. In 1-9/2009, the highest share price was 2.67 euro, lowest price 1.82 euro, average price 2.14 euro and closing price 2.23 euro. Trading volume was 6.4 million shares, corresponding to 40% (annualized) of the number of shares at the end of period. The market value of shares was 47.9 MEUR at the end of the period. OPTIONS During the review period, 306 132 options 2006C, 291 428 options 2008A and 340 000 options 2008B have been given to key personnel. SHAREHOLDERS The company had a total of 2256 owners on 30 September 2009 and the foreign ownership was 27%. The list of the largest owners can be viewed in the company's web site. Information about ownership structure and option programs is included as a separate section in the financial statements. The ownership of board members, CEO and their controlled corporations totaled approx. 6.3% (5.7% shares and 0.6% options). ASSESSMENT OF RISKS AND UNCERTAINTIES Affecto operates in markets that are directly affected by changes in the general economic conditions and the operating environments of its customers. The competition in the market tightens continuously. This could have a negative effect on the business, operating results and financial condition of Affecto. The general economic downturn may lead to a decrease in overall customer demand for services, increase price pressure from customers and lengthen offer processes at customers. Also the competitors' eagerness to complain about public procurement decisions may increase, which may cause delays in projects or interrupt the project delivery work. The continuing downturn may lead into decrease in utilization rate of consultants. The economic downturn may weaken customers' liquidity, also in the public sector. The risks related to receivables have grown especially in the Baltic countries. Affecto's balance sheet includes a material amount of goodwill. Goodwill has been allocated to cash generating units. Cash generating units, to which goodwill has been allocated, are tested for impairment both annually and whenever there is an indication that the unit may be impaired. Potential impairment losses may have material effect on reported profit and value of assets. Affecto's success depends also on good customer relationships. Affecto has a well diversified customer base. Although none of the customers is critically large for the whole group, there are large customers in various countries who are significant for local business in the country. Affecto's order backlog has traditionally been only for a few months, which decreases the reliability of longer-term forecasts. Slower investment decision making, postponing or cancellation of customers' IT investments may have negative impact on Affecto's profitability. Approx a half of Affecto's business is in Sweden, Norway and Denmark, thus the development of the currencies of these countries (SEK, NOK and DKK) may have impact on Affecto's profitability. Affecto's continued success is very much dependent on its management team and personnel. The loss of the services of any member of its senior management or other key employee could have a negative impact on Affecto's business and the ability of the company to implement its strategy. In addition, Affecto's success depends on its ability to hire, develop, train, motivate and retain skilled professionals on its staff. Acquisition of Component Software in 2007 has increased the amount of (third party) licenses sold and their relative share of Affecto's net sales. This will increase the fluctuation in sales between quarters and will increase the difficulty of accurately forecasting the quarters. Affecto had license sales of approx. 12 MEUR in 2008. The license sales have most impact on the last month of each quarter and especially in the fourth quarter. The damage risks of Affecto are normally related to personnel, property, processes and data processing. The realization of these risks might lead to injuries of personnel, property damages or interruption of business. In the operations the target of Affecto is to prevent these risks to realize by quality operations and anticipatory risk management actions. The realization of such risks is mainly prevented by guidelines for occupational health, work safety and information security as well as emergency plan. The damage risks, which cannot be prevented by own actions, are covered with adequate insurances. Currently, corporate tax rates in Latvia and Lithuania are below those of several other member states of the European Union, and therefore Latvia and Lithuania provide a favorable environment for commercial enterprises. Furthermore, the income tax regulation of Latvia and Lithuania allow for local businesses to structure their operations in a cost-efficient way. For example, certain software development activities are treated as so-called creative activities, which is cost beneficial for the enterprises. When joining the European Union on 1 May 2004, Latvia and Lithuania committed to the ongoing harmonization of the laws and regulations of the member states. At present, the European Union leaves regulation relating to taxation to the discretion of its member states. However, there can be no assurances that the European Union will not impose requirements on its member states to harmonize their taxation system which, in the case of Latvia and Lithuania, could result in an increase in corporate tax rates and restrictions on the opportunities of local business to structure their operations to the extent currently possible. Furthermore, there can be no assurances that Latvia and Lithuania will not independently decide to implement tax reforms or that the interpretation of current tax laws by courts or fiscal authorities will not be changed retroactively with similar effects. Harmonization imposed by the European Union or domestic tax reforms or changes in the interpretation of current tax laws by courts or fiscal authorities in Latvia and Lithuania could have a material adverse effect on the business, operating results and financial condition of Affecto. In seeking future growth, the strategy of Affecto is partially based on expansion through acquisitions of other operators in the IT services market. The inability to find new target companies or the lower than expected profitability of acquisitions made, could have a material adverse effect on the business, operating results and financial condition of Affecto. The board of directors and the audit committee is responsible for Affecto's internal control and risk management. Company's management is responsible for and performs practically the internal control and risk management. EVENTS AFTER THE REVIEW PERIOD UB Rahastoyhtiö Oy flagged on 13 October that its ownership in Affecto had exceeded 5%. Case Asset Management AB flagged on 13 October that its ownership in Affecto had decreased below 5%. Ray Byman was appointed as the country manager for Finland at the end of October. FUTURE OUTLOOK The weakened economic environment makes reliable forecasting more difficult. The net sales in year 2009 will remain below the level in 2008. The profitability (EBIT margin) of the whole year 2009 will be clearly below the profitability in 2008. The company does not provide exact guidance for net sales or EBIT development, as single projects and timing of license sales may have large impact on quarterly sales and profit. Affecto Plc Board of Directors It is possible to order Affecto's stock exchange releases to be delivered automatically by e-mail. Please visit the Investors section of the company website: www.affecto.com A briefing for analysts and media will be arranged at 11:00 at Restaurant Savoy, Eteläesplanadi 14, Helsinki. www.affecto.com ----- Financial information: 1. Consolidated income statement, consolidated comprehensive income statement, balance sheet, cash flow statement and statement of changes in shareholders' equity 2. Notes 3. Key figures 1. Consolidated income statement, consolidated comprehensive income statement, balance sheet, cash flow statement and statement of changes in shareholders' equity CONSOLIDATED INCOME STATEMENT (1 000 EUR) 7-9/09 7-9/08 1-9/09 1-9/08 2008 Net sales 21 570 29 288 75 270 99 073 131 565 Other operating income 0 1 16 844 902 Changes in inventories of -135 -127 -225 -59 -287 finished goods and work in progress Materials and services -4 107 -5 655 -13 496 -18 248 -25 317 Personnel expenses -12 715 -15 490 -45 298 -52 904 -69 818 Other operating expenses -3 496 -4 559 -12 551 -15 516 -20 962 Other depreciation and -360 -417 -1 129 -1 271 -1 620 amortisation IFRS3 amortisation -533 -676 -1 577 -2 116 -2 653 Impairment -2 - -6 210 - - Operating profit 221 2 363 -5 200 9 803 11 808 Finance costs (net) -452 -776 -2 457 -1 602 -1 341 Result before income tax -231 1 587 -7 657 8 201 10 467 Income tax -20 229 237 -1 491 -1 963 Result for the period -251 1 816 -7 419 6 710 8 503 Result attributable to: Equity holders of the Company -251 1 816 -7 419 6 710 8 503 Minority interest - - - - - Earnings per share (EUR per share): Basic -0.01 0.08 -0.35 0.31 0.40 Diluted -0.01 0.08 -0.35 0.31 0.40 CONSOLIDATED COMPREHENSIVE INCOME STATEMENT (1 000 EUR) 7-9/09 7-9/08 1-9/09 1-9/08 2008 Result for the period -251 1 816 -7 419 6 710 8 503 Other comprehensive income: Translation difference 2 158 -2 827 4 463 -3 245 -9 472 Total Comprehensive income for 1 907 -1 011 -2 956 3 465 -969 the period Total Comprehensive income attributable to: Equity holders of the Company 1 907 -1 011 -2 956 3 465 -969 Minority interest - - - - - CONSOLIDATED BALANCE SHEET (1 000 EUR) 9/2009 9/2008 12/2008 Non-current assets Property, plant and equipment 2 362 2 059 2 715 Goodwill 69 058 75 978 72 614 Other intangible assets 10 026 12 802 11 093 Deferred tax assets 2 287 2 377 2 031 Available-for-sale financial assets 54 54 54 Derivative financial instruments 16 76 20 Trade and other receivables 178 150 220 83 982 93 496 88 747 Current assets Inventories 870 1 672 1 148 Trade and other receivables 24 686 30 231 32 166 Current income tax receivables 1 212 1 360 206 Available-for-sale financial assets - 102 295 Restricted cash and cash equivalents 376 419 518 Cash and cash equivalents 17 999 19 985 23 554 45 144 53 768 57 886 Total assets 129 125 147 263 146 633 Equity attributable to equity holders of the Company Share capital 5 105 5 105 5 105 Share premium 25 404 25 404 25 404 Reserve of invested non-restricted 21 188 21 188 21 188 equity Other reserves 213 204 176 Treasury shares -106 -106 -106 Translation differences -5 780 -4 016 -10 243 Retained earnings 6 674 15 308 17 101 52 699 63 087 58 625 Minority interest - - - Total shareholders' equity 52 699 63 087 58 625 Non-current liabilities Borrowings 38 439 42 420 40 424 Derivative financial instruments 811 - 715 Deferred tax liabilities 3 057 3 799 3 388 Trade and other payables 681 788 803 42 987 47 007 45 330 Current liabilities Borrowings 4 000 3 000 3 500 Trade and other payables 28 118 29 966 37 556 Current income tax liabilities 890 4 204 1 442 Derivative financial instruments 99 - 179 Provisions 332 - - 33 439 37 170 42 677 Total liabilities 76 427 84 177 88 007 Total shareholders' equity and 129 125 147 263 146 633 liabilities CONSOLIDATED CASH FLOW STATEMENT (1 000 EUR) 1-9/2009 1-9/2008 2008 Cash flows from operating activities Result for the period -7 419 6 710 8 503 Adjustments to profit for the period 11 315 6 027 7 077 3 896 12 737 15 581 Change in working capital -1 477 -2 010 4 198 Interest and other finance cost paid -1 581 -2 087 -2 812 Interest and other finance income received 146 380 651 Income taxes paid -2 021 -1 144 -2 968 Net cash generated from operating -1 037 7 876 14 651 activities Cash flows from investing activities Acquisition of subsidiaries, net of cash - -3 925 -3 925 Purchases of tangible and intangible assets -810 -1 595 -2 741 Proceeds from sale of tangible and 80 1 632 1 665 intangible assets Sale of business/subsidiaries, net of cash - 8 312 8 346 Net cash used in investing activities -731 4 425 3 345 Cash flow from financing activities Repayments of borrowings -1 500 -1 500 -3 000 Dividends paid to the company's -3 007 -3 437 -3 437 shareholders Net cash generated in financing activities -4 507 -4 937 -6 437 (Decrease)/increase in cash and cash -6 275 7 364 11 559 equivalents Cash and cash equivalents at the beginning 23 554 12 974 12 974 of the period Foreign exchange effect on cash 720 -352 -979 Cash and cash equivalents at the end of the 17 999 19 985 23 554 period CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY (1 000 EUR) Share Share Reserve Other Trea- Trans- Ret. Total capitalpremium of reserves sury lat. earn- equity invested shares diff. ings * non- restrict ed equity Shareholders' 5 105 25 404 21 188 176 -106 -10 243 17 101 58 625 equity 1 January 2009 Total 4 463 -7 419 -2 956 comprehensive income Share options 37 37 Dividents paid -3 007 -3 007 Shareholders' 5 105 25 404 21 188 213 -106 -5 780 6 674 52 699 equity 30 September 2009 (1 000 EUR) Share Share Reserve Other Trea- Trans- Ret. Total capitalpremium of reserves sury lat. earn- equity invested shares diff. ings * non- restrict ed equity Shareholders' 5 105 25 404 21 188 108 -106 -771 12 035 62 964 equity 1 January 2008 Total -3 245 6 710 3 465 comprehensive income Share options 96 96 Dividents paid -3 437 -3 437 Shareholders' 5 105 25 404 21 188 204 -106 -4 016 15 308 63 087 equity 30 September 2008 * Affecto has not had a minority share in 2008 or 2009. 2. Notes 2.1. Basis of preparation This report has been prepared in accordance with the IFRS recognition and measurement principles. This report does not comply with all of the requirements of IAS 34 Interim Financial Reporting. The report should be read in conjunction with the annual financial statements for the year 2008. The group has adopted the following new and revised standards starting from 1 January 2009: IFRS 8 Operating Segments and IAS 1 Presentation of Financial Statements. In other respect, the same accounting policies have been applied as in the 2008 annual consolidated financial statements. Forthcoming standards and interpretations are presented in the accounting policies in Annual Report 2008. 2.2. Segment information Affecto has changed its internal reporting. Since the beginning of 2009 Affecto's reporting segments are based on geographical locations and are Finland, Norway, Sweden, Denmark and Baltic. Corresponding information for prior periods disclosed in this report has been restated. Segment sales and result (1 000 EUR) 7-9/09 7-9/08 1-9/09 1-9/08 2008 Total sales Finland 9 401 10 000 32 568 33 432 46 432 Norway 4 118 6 699 14 449 23 516 29 597 Sweden 3 398 4 598 11 679 17 201 22 573 Denmark 2 575 2 267 8 778 7 877 10 564 Baltic 2 149 6 072 9 023 18 375 24 289 Eliminations -71 -346 -1 227 -1 328 -1 890 Group total 21 570 29 288 75 270 99 073 131 565 Operational segment result Finland 575 1 422 3 580 4 841 6 886 Norway 520 1 070 1 581 2 572 2 877 Sweden 77 375 774 2 133 2 890 Denmark 26 157 544 764 1 157 Baltic -266 562 -2 889 3 374 3 151 Other -178 -545 -1 006 -1 765 -2 500 Total operational segment 754 3 040 2 584 11 918 14 461 result IFRS amortisation -533 -676 -1 577 -2 116 -2 653 Impairment of Goodwill - - -6 207 - - Operating profit 221 2 363 -5 200 9 803 11 808 The impairment of Goodwill is allocated to assets of Baltic segment. The operational segment result in Baltic includes 1.4 MEUR restructuring costs. Segment assets (1 000 EUR) 9/2009 12/2008 Finland 37 061 39 806 Norway 20 529 24 027 Sweden 25 563 23 634 Denmark 14 976 14 785 Baltic 9 624 18 091 Total segment assets 107 753 120 343 Unallocated assets 21 372 26 291 Total assets 129 125 146 633 Sales by business lines (1 000 EUR) 7-9/09 7-9/08 1-9/09 1-9/08 2008 BI 13 700 16 179 48 783 57 169 77 584 Operational Solutions 6 094 11 156 20 371 34 923 44 613 Geographic Information 2 534 2 614 7 474 8 791 11 774 Services Eliminations -758 -662 -1 358 -1 810 -2 406 Group total 21 570 29 288 75 270 99 073 131 565 2.3. Contingencies and commitments The future aggregate minimum lease payments under non-cancelable operating leases: 1 000 EUR 30.9.2009 31.12.2008 Not later than one (1) year 2 952 2 832 Later than one (1) year, but not later than 2 639 3 552 five (5) years Later than five (5) years - - Total 5 591 6 384 Guarantees: 1 000 EUR 30.9.2009 31.12.2008 Debt secured by a mortgage Financial loans 42 500 44 000 The above-mentioned debts are secured by bearer bonds with capital value of 52.5 million euro. The bonds are held by Nordea Pankki Suomi Oyj and secured by a mortgage on company assets of the group companies. In addition, the shares in Affecto Finland Oy and Affecto Norway AS have been pledged to secure the financial loans above. Other securities given on own behalf: 30.9.2009 31.12.2008 Pledges 173 432 Other guarantees 203 56 Pledges consist of current receivables amounting to 98 TEUR and non-current receivables 75 TEUR. 2.4. Derivative contracts 1 000 EUR 30.9.2009 31.12.2008 Interest rate swaps: Nominal value 32 500 34 000 Fair value -910 -894 Interest rate cap: Nominal value 8 000 8 000 Fair value 16 20 3. Key figures 7-9/09 7-9/08 1-9/09 1-9/08 2008 Net sales, 1 000 eur 21 570 29 288 75 270 99 073 131 565 EBITDA, 1 000 eur 1 116 3 457 3 716 13 189 16 081 Operational segment result, 754 3 040 2 584 11 918 14 461 1 000 eur Operating result, 1 000 eur 221 2 363 -5 200 9 803 11 808 Result before taxes, 1 000 eur -231 1 587 -7 657 8 201 10 467 Net income for equity holders of -251 1 816 -7 419 6 710 8 503 the parent company, 1 000 eur EBITDA, % 5.2 % 11.8 % 4.9 % 13.3 % 12.2 % Operational segment result, % 3.5 % 10.4 % 3.4 % 12.0 % 11.0 % Operating result, % 1.0 % 8.1 % -6.9 % 9.9 % 9.0 % Result before taxes, % -1.1 % 5.4 % -10.2 % 8.3 % 8.0 % Net income for equity holders of -1.2 % 6.2 % -9.9 % 6.8 % 6.5 % the parent company, % Equity ratio, % 43.5 % 45.1 % 43.5 % 45.1 % 43.0 % Net gearing, % 46.4 % 40.3 % 46.4 % 40.3 % 34.7 % Interest-bearing net debt, 24 440 25 435 24 440 25 435 20 371 1 000 eur Gross investment in non-current 188 327 810 1 595 2 741 assets (excl. acquisitions), 1 000 eur Gross investments, % of sales 0.9 % 1.1% 1.1 % 1.6 % 2.1 % Research and development costs, 118 384 252 1 366 1 468 1 000 eur R&D -costs, % of sales 0.5 % 1.3% 0.3 % 1.4 % 1.1 % Order backlog, 1 000 eur 35 228 40 919 35 228 40 919 44 467 Average number of employees 933 1 174 993 1 155 1 136 Earnings per share, eur -0.01 0.08 -0.35 0.31 0.40 Earnings per share (diluted), eur -0.01 0.08 -0.35 0.31 0.40 Equity per share, eur 2.45 2.94 2.45 2.94 2.73 Average number of shares, 21 480 21 480 21 480 21 480 21 480 1 000 shares Number of shares at the end of 21 480 21 480 21 480 21 480 21 480 period, 1 000 shares Calculation of key figures EBITDA = Earnings before interest, taxes, depreciation, amortization and impairment Operational segment result = Operating profit before amortisations on fair value adjustments due to business combinations (IFRS3) and Goodwill impairments Equity ratio, % = Shareholders' equity + minority *100 interest ________________________________ Total assets - advances received Gearing, % = Interest-bearing liabilities - *100 cash, bank receivables and securities held as financial asset __________________________________ Shareholders' equity + minority interest Interest-bearing net debt = Interest-bearing liabilities - cash and bank receivables Earnings per share (EPS) = Result for the period to equity holders of the Company ______________________________________ Adjusted average number of shares during the period Equity per share = Shareholders' equity ______________________________________ Adjusted number of shares at the end of the period Market capitalization = Number of shares at the end of period (excluding treasury shares) x share price at closing date -----