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Insider management

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The Etteplan Oyj Board of Directors has approved insider regulations for the Company. The regulations are based on the Finnish Securities Markets Act as well as from the beginning of July 2016 the Market Abuse Regulation (EU N:o 596/2104, MAR), and they comply with the standards of Financial Supervision and the Guidelines issued by the Nasdaq Helsinki Ltd.

In accordance with the Market Abuse regulation Etteplan is no longer under the obligation to maintain a public insider register. However, Etteplan maintains a register of its managers and publishes stock exchange releases on the transactions the managers report to the stock exchange and the Company in compliance with the time limits and obligations defined by MAR. Due to the nature of their position, the members of the Board of Directors, the CEO, and the members of the Management Group are entered into said register of managers.

In addition, the Company maintains a permanent company specific insider register in accordance with the decision of the Board of Directors. The company specific insider register includes front-line managers for business operations, financial administration personnel, and those working for the Company on the basis of an employment or other contract who receive insider information.

A project-specific insider register is created by the decision of the Board of Directors, the CEO, or the Management Group.

The Company’s insider guidelines direct insiders to restrict their trading in the Company’s shares to times when the markets have as precise information as possible on the factors influencing the value of shares in the Company. Consequently, persons included in Etteplan’s insider registers are always prohibited from trading with Company securities during 30 days before the publication of interim reports and financial statement release, including the day of publication (the closed window). During other times i.e. as of the day following the publication of interim reports and financial statement release there is an open window during which insiders are allowed to trade. Even then it is provided that they do not possess insider information.

The Chief Financial Officer is responsible for the maintenance of the afore mentioned registers of Etteplan Oyj. The CFO is also responsible for compliance with insider regulations and fulfilment of duties to report. The afore mentioned registers are maintained by the Company’s Vantaa office, which updates the information that, as required by law, is entered in the registers for Euroclear Finland Ltd pertaining to insiders with the duty to declare.

 

Related party transactions

 

Etteplan Group's related parties include such persons that have control, joint control or significant influence over the Group. Also the Group's key personnel, i.e. the members of the Board of Directors and Management Group including the CEO are included in the related parties. Companies in control or joint control of the before mentioned persons are considered as other related parties. Related party transactions are priced according to Group's normal pricing basis and sales conditions.

In 2016 Etteplan’s service purchases and sales from and to other related party companies were related to administrative cooperation between the companies. In connection with the acquisitions in spring 2016 Ingman Group Oy Ab, a related party of Etteplan Oyj, granted Etteplan a market-based loan, which was converted into Etteplan’s shares in connection with the rights issue in June 2016.

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Key financial data

5 year history

Back to Key financial data EUR 1 000, Financial period 1.1.-31.12. 2016 IFRS 2015 IFRS 2014 IFRS 2013 IFRS 2012 IFRS Revenue 183,938 141,143 131,916 128,647 134,479 Change in revenue, % 30.3 7.0 -1.9 -4.3 12.6 EBIT from business operations 12,071 9,540 7,394 6,280 9,297 % of revenue 6.6 6.8 5.6 4.9 6.9 Operating profit (EBIT) 10,131 8,594 7,856 6,366 8,715 % of revenue 5.5 6.1 6.0 4.9 6.5 Profit before taxes and non-controlling interest 9,441 7,933 7,168 5,672 7,542 % of revenue 5.1 5.6 5.4 4.4 5.6 Profit for the financial year 7,604 6,189 6,147 4,390 5,585 Return on equity, % 17.4 19.5 22.7 17.5 24.8 ROCE, % 14.8 17.4 17.8 14.6 20.4 Equity ratio, % 40.0 37.8 39.5 35.9 32.4 Gross investments 34,269 9,867 3,565 2,344 9,508 % of revenue 18.6 7.0 2.7 1.8 7.1 Net gearing, % 55.9 41.6 56.5 73.4 62.8 Personnel, average 2,407 1,948 1,813 1,736 1,756 Personnel at year end 2,545 2,074 1,859 1,728 1,776 Wages and salaries 129,172 101,452 94,367 70,363 70,571   Back to Key financial data Read more

Consolidated statement of comprehensive income

Back to Key financial data EUR 1,000 Note 1.1.-31.12.2016   1.1.-31.12.2015   Revenue 7 183,938   141,143   Other operating income 9 517   309   Materials and services 12 -13,893   -7,918   Staff costs 13 -129,172   -101,452   Other operating expenses   -26,440   -20,384   Depreciation and amortization 20, 21 -4,818   -3,104   Operating profit (EBIT)   10,131 5.5% 8,594 6.1% Financial income 15 555   589   Financial expenses 16 -1,245   -1,251   Profit before taxes   9,441   7,933   Income taxes 18 -1,838   -1,744   Profit for the financial year   7,604   6,189   Other comprehensive income, that may be subsequently reclassified to profit or loss           Foreign subsidiary net investment hedge 4.1.1 103   -41   Currency translation differences   -1,157   650   Change in fair value of investments available-for-sale   -7   43   Tax from items, that may be subsequently reclassified to profit or loss 18 -19   0   Other comprehensive income for the year, net of tax   -1,080   652   Total comprehensive income for the year   6,524   6,841               Income attributable to           Equity holders of the parent company   7,436   6,122   Non-controlling interest   168   67       7,604   6,189   Total comprehensive income attributable to           Equity holders of the parent company   6,356   6,779   Non-controlling interest   168   62       6,524   6,841   Earnings per share calculated from the result attributable to equity holders of the parent company           Basic earnings per share, EUR 19 0.33   0,28*   Diluted earnings per share, EUR 19 0.33   0,28*     *Comparison period's earnings per share have been issue adjusted. The rights issue factor was 1.050. The notes are an integral part of the financial statements.     Back to Key financial data Read more

Consolidated statement of financial position

Back to Key financial data (EUR 1,000 ) Note 31/12/2016 31/12/2015 ASSETS       Non-current assets       Tangible assets 20 2,910 2,179 Goodwill 21 58,128 42,734 Other intangible assets 21 18,036 9,418 Investments available-for-sale 22 680 687 Other non-current receivables 36 41 54 Deferred tax assets 35 365 161 Non-current assets, total   80,159 55,232         Current assets       Inventory 24 255 0 Trade and other receivables 25 49,180 28,296 Current tax assets 26 139 177 Cash and cash equivalents 27 4,750 8,807 Current assets, total   54,324 37,281 TOTAL ASSETS   134,483 92,513         EQUITY AND LIABILITIES       Capital attributable to equity holders of the parent company       Share capital 28 5,000 5,000 Share premium account 28 6,701 6,701 Unrestricted equity fund 28 18,524 4,406 Own shares 28 -386 -949 Cumulative translation adjustment 28 -1,981 -863 Other reserves 28 219 225 Retained earnings 28 17,099 13,980 Profit for the financial year 28 7,436 6,122 Capital attributable to equity holders of the parent company, total   52,613 34,621 Non-controlling interest   165 -3 Equity, total   52,777 34,618         Non-current liabilities       Deferred tax liabilities 35 3,293 1,754 Financial liabilities 30 23,807 8,296 Other non-current liabilities 32 649 92 Non-current liabilities, total   27,750 10,142         Current liabilities       Financial liabilities 30 10,461 14,925 Trade and other payables 33 42,513 31,901 Current income tax liabilities 34 982 927 Current liabilities, total   53,956 47,753 Liabilities, total   81,706 57,895 TOTAL EQUITY AND LIABILITIES   134,483 92,513   The notes are an integral part of the financial statements.   Back to Key financial data Read more

Consolidated statement of cash flow

Back to Key financial data EUR 1,000 1.1.-31.12.2016 1.1.-31.12.2015 OPERATING CASH FLOW     Cash receipts from customers 174,644 138,557 Operating expenses paid -165,607 -126,897 Operating cash flow before financial items and taxes 9,037 11,659       Interest and payment paid for financial expenses -813 -636 Interest received 44 40 Income taxes paid -2,606 -1,131 Operating cash flow (A) 5,661 9,932       INVESTING CASH FLOW     Purchase of tangible and intangible assets -1,879 -1,621 Acquisition of subsidiaries -22,262 -1,907 Proceeds from contingent asset 215 0 Proceeds from sale of tangible and intangible assets 24 1 Proceeds from sale of investments 0 1 Purchase of investments -10 0 Loan receivables, decrease 45 1 Investing cash flow (B) -23,866 -3,526       Cash flow after investments (A+B) -18,204 6,406       FINANCING CASH FLOW     Share issue net of cost 13,937 0 Purchase of own shares -693 -75 Short-term loans, increase 11,685 2,567 Short-term loans, decrease -22,547 -8,687 Long-term loans, increase 20,601 10,000 Long-term loans, decrease -4,569 0 Payment of finance lease liabilities -1,184 -985 Dividend paid and other profit distribution -3,046 -2,981 Financing cash flow (C) 14,184 -160       Variation in cash (A+B+C) increase (+) / decrease (-) -4,020 6,246       Assets at the beginning of the financial period 8,807 2,575 Exchange gains or losses on cash and cash equivalents -37 -14 Assets at the end of the financial period 4,750 8,807   The notes are an integral part of the financial statements.   Back to Key financial data Read more

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