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ANNUAL REPORT 2O15 CONTENT 1 Year 2015 22 Suomen Helakeskus and 2 Key events 2015 Rakennushelasto 4 CEO’s interview 24 Selog 6 Our core message and 26 Heatmasters operating practice 28 Megaklinikka 8 Operating environment 30 Case Flexim Security 10 Investments 32 Board 12 Grano 33 Senior management team 16 KotiSun 34 Panostaja as an investment 18 Takoma 35 Information for shareholders 20 KL-Varaosat 36 Associated companies PANOSTAJA AN ACTIVE DEVELOPER Panostaja is an active and responsible Finnish investment company. We invest with a long-term view, diversifying in different sectors. We acquire a majority shareholding in SMEs with potential, which we actively develop in cooperation with entrepreneurs. We bring to these companies business expertise and tools to boost their operations. That is how we create new Finnish success stories. 30 years of experience makes us a pioneer in the field. In 2015, Panostaja recorded net sales of MEUR 148.2 and employed about 1,176 staff. Our head office is located in Tampere, and our shares are quoted on the NASDAQ Helsinki Stock Exchange. 2 015 YEAR OF ACQUISITIONS 2015 Net sales increased by 22% to MEUR 148.2. NET SALES M€ The growth was largely the result of corporate acquisitions. 148.2 EBIT stood at MEUR 7.3. EBIT Profit for the financial period climbed to MEUR 13.5. 13.5 M€ The result includes MEUR 8.6 from the divestment of Flexim Security. The merger of Grano and Multiprint strengthened PERSONNEL the digital printing services. 1 176 The acquisition of Megaklinikka led to the establishment of the new Oral Health Care segment. SHARE CAPITAL MARKET VALUE Management was the focus of segment development measures. 44.5 M€ The Board’s dividend proposal is EUR 0.05 per share. AVERAGE NUMBER OF NET SALES, M€ EBIT, M€ EMPLOYEES EQUITY RATIO % 200 10 1,500 40 35 8 1,200 150 30 6 900 25 100 20 4 600 15 50 10 2 300 5 0 0 0 0 11 12 13 14 15 11 12 13 14 15 11 12 13 14 15 11 12 13 14 15 2 KEY events 2015 Panostaja Annual Report 2015 04 PANOSTAJA ADOPTED a tool for managing 2 015 strategy and monitoring implementation. LATO, which comes from the 02 words Leadership Auto- DENTAL CLINIC mation Tool, is used by MEGAKLINIKKA joined the the boards and man- 01 Group when Panostaja agement teams of Pan- PANOSTAJA ENTERED into purchased a 75% share ostaja and its subsidiar- a MEUR 50 contract for of the company. The net ies for the purpose of a domestic commercial sales of the company, promoting the implemen- paper program, based which utilizes an entirely tation of strategic pro- on which the company new concept, stand at jects and corporate can issue commercial approximately MEUR strategy. papers of a tenor of less 5.5 and the number of than one year. staff is 90. LATO ”The merger of Grano and Multiprint strengthens our expertise. Now we have 03 05 an even larger group of PANOSTAJA INITIATED THE DIGITAL PRINTING professionals to listen to COOPERATION with Juuri SERVICES SEGMENT was and help our customers. Fund and Juuri Partners, bolstered by Grano and which manages the Multiprint publishing The customers’ needs fund. Juuri Fund invests news of their merger. also guide our in the growth of SMEs The new company, investments.” through minority owner- which will continue ship and debt financing. under the name Grano, is the uncontested Jaakko Hirvonen leader in the field with CEO Grano net sales of approxi- mately MEUR 90. 3 10 THE MANAGEMENT AND EXECUTIVE 06 TRAINING PROGRAMS THAT PANOSTAJA SOLD FLEXIM CONTINUED throughout the year SECURITY to Assa Abloy focused on the development of Oy. Panostaja Oyj’s sales supervisory work and sales skills, profit was approximately in addition to management team MEUR 8.6. work. Good management and 08 supervisory work have signifi- PANOSTAJA’S EXECUTIVE cantly reduced sick leave through- VICE PRESIDENT AND out the entire Group during the INVESTMENT DIRECTOR past few years. A total of 70 Tapio Tommila takes up Panostaja employees took part in the position of CFO, and training programs over the course Jari Lilja begins as the of the year. new CEO of Takoma. In September, Miikka Laine was appointed as Panostaja’s new Invest- ment Director. 09 PRO 11 THE ELECTRONIC DEVELOPMENT PORTAL PRO, which was KOTISUN PURCHASED A implemented in the previous year, was developed and MAJORITY SHAREHOLDING in expanded to support management team work in particu- Pirkanmaan LVI-Tekniikka lar. The solution includes instructions – i.e. Panostaja’s Oy. Pirkanmaan LVI-Tekniik- operating methods – as well as tools to develop and ka’s current acting manage- manage business operations. The easy-to-use portal also ment will continue as enables the sharing of ideas and good practices minority shareholders and between subsidiaries. employees in the company. The corporate acquisition enables KotiSun to expand its current service offering with sewer renovations. 4 CEO’S intervieW Panostaja Annual Report 2015 The acquisition of Megaklnikka, the merger of Grano and Multiprint, the divestment of Flexim Security and the cooperation with Juuri Fund – Panostaja’s 2015 financial period was filled with important events. At the same time, the active development of the subsidiaries and the exploration of new projects continued. In CEO Juha Sarsama’s opinion, the year as a whole was a success since the most important objectives were achieved. BUSY YEAR FOR CORPORATE RESTRUCTURINGS – THE OUTLOOK IS POSITIVE HOW DID PANOSTAJA’S YEAR APPEAR IN LIGHT OF FIGURES? Flexim Security at the beginning of June. From the per- Our net sales rocketed, increasing by 80% to MEUR 148. spective of an active owner, these are of course normal The increase in net sales was partially the result of corpo- measures. At the same time, our companies were carrying rate acquisitions but organic growth varied between com- out development projects prescribed by our ownership panies. The profit stood at MEUR 7.3, which was a rea- strategy. sonable result considering it includes the one-time costs related to the Grano-Multiprint merger. WHAT PIQUED YOUR INTEREST IN MEGAKLINIKKA? Megaklinikka is a different kind of dental clinic. The con- WHAT EVENTS CHARACTERIZED THE YEAR? cept and information system it has developed take effi- The ones that come to mind are the corporate restructur- ciency and customer-oriented services to a whole new ings that were published at short intervals over the course level. We see vast potential for growth in Megaklinikka’s of the spring. In February we purchased Megaklinikka, operating method. Grano and Multiprint merged in May, and we sold 5 IT HAS BEEN SAID THAT THE MERGER OF GRANO AND We have encouraged the managements of our companies MULTIPRINT WAS A UNION BETWEEN TWO STRONG to invest in the future despite the challenging situation. OPERATORS. WERE THE NEGOTIATIONS BETWEEN COMPETITORS CHALLENGING? YOU MADE A COOPERATION AGREEMENT WITH JUURI FUND. From the start, both parties and the majority shareholders WHAT DOES THE COLLABORATION ENTAIL? had a shared vision that the field needs a strong company Juuri Fund is a new kind of partner for SMEs with regard that is willing to develop its range of products and ser- to financing and business development. The cooperation vices. The synergies were significant and there were very will supplement Panostaja’s operating model as the fund few overlaps. Moreover, the consolidation of the opera- will provide a potential partner for growth-oriented com- tions has proceeded according to plan and the company, panies seeking minority ownership or debt financing. In which will continue under the name Grano, will place a addition to this, Juuri has implemented Panostaja’s tools strong focus on customer-oriented efforts. Grano has now and management systems to support the development of increased its significance even more among Panostaja’s its own target companies. holdings. PANOSTAJA’S GOAL IS TO BE A GENUINELY ACTIVE OWNER PANOSTAJA OWNED FLEXIM SECURITY FOR 8 YEARS. WHAT AND DEVELOPER. HOW IS THIS APPARENT TO YOUR WAS THE DEVELOPMENT ARC LIKE? SUBSIDIARIES? Flexim developed from a barely profitable chain of lock Day-to-day work consists largely of communication companies into the most innovative service organization between people – the chairman and members of the board in the field with an internationally appealing software and the CEO. In addition to involving advanced manage- product, Flexim Safea. Correctly timed separation is part ment systems and related tools, the cooperation between of the process of increasing shareholder value. We saw Panostaja’s experts and the subsidiary executives often Flexim’s next growth spurt through international distribu- consists of completely ordinary discussions and exchanges tion. In Assa Abloy we found a Finnish buyer with access of ideas. In the management forum held in the summer, it to the sales network of an international group. Flexim is was nice to see that discussion between subsidiaries has an excellent example of the effectiveness of our persistent also become more active. efforts to increase the value of a business. We recorded a sales profit of about MEUR 9 for the sale. POLITICAL AND ECONOMIC UNCERTAINTY SEEMS TO REMAIN THE PREVALENT TREND FOR THE COMING YEAR. WHAT IS THE WHAT IS THE OPERATING ENVIRONMENT LIKE FOR COMPANIES FUTURE OF THE FINNISH SME SECTOR? IN THE SME SECTOR? In Finland, the operating environment of SMEs is chal- The Finnish economy did not take the long-awaited turn lenging in many ways, but my greatest concern is the aver- for the better. Most have become used to the poor growth sion to growth among companies. Finland boasts strong that has lasted for years and adapted accordingly.

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