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Annual Report 2019 Business Review Financial Report We develop leading businesses ANNUAL REPORT 2019 BUSINESS REVIEW FINANCIAL REPORT OPERATING ENVIRONMENT INDUSTRIAL REAL ESTATE SUSTAINABILITY CORPORATE YEAR 2019 & STRATEGY INVESTMENTS INVESTMENTS & HISTORY GOVERNANCE CONTENTS YEAR 2019 31 SUSTAINABILITY 2 Contents 3 Ahlström Capital in brief 33 HISTORY 4 Our portfolio CORPORATE GOVERNANCE 6 Year in brief 35 Risk management 7 CEO’s review 36 Corporate governance 9 Financial performance 38 Board of Directors 39 Personnel OPERATING ENVIRONMENT & STRATEGY 10 Global footprint FINANCIAL REPORT 11 Strategy 41 Report of the Board of Directors 46 Key figures INDUSTRIAL INVESTMENTS 47 Financial Statements 13 Ahlstrom-Munksjö 48 Consolidated Statement of Income 15 Detection Technology 49 Consolidated Statement of Comprehensive Income 17 Glaston 50 Consolidated Statement of Financial Position 19 Suominen 51 Consolidated Statement of Changes in Equity 21 Destia 52 Consolidated Statement of Cash Flows 23 Enics 53 Notes to the Consolidated Financial Statements 25 Cleantech 93 Income statement, parent company REAL ESTATE INVESTMENTS 94 Balance sheet, parent company 26 Real estate 95 Statement of cash flows, parent company 28 Forests 96 Notes to the parent company financial statements 30 Heritage assets 101 Auditor’s report 103 Proposal for the distribution of profits 104 Shares and shareholders 105 Information for shareholders AHLSTRÖM CAPITAL ANNUAL REPORT 2019 2 BUSINESS REVIEW FINANCIAL REPORT OPERATING ENVIRONMENT INDUSTRIAL REAL ESTATE SUSTAINABILITY CORPORATE & STRATEGY INVESTMENTS INVESTMENTS & HISTORY GOVERNANCE Ahlström Capital in brief Ahlström Capital is a family-owned company that focuses nies Ahlstrom-Munksjö Oyj, Detection Technology Plc, The scope of our its investment activity on industrial companies, real estate Glaston Corporation and Suominen Corporation. In addi- portfolio companies and forest. We are one of the largest and most significant in- tion, the portfolio includes direct investments in non-listed vestment companies in Finland with a long history of nearly companies Destia Group Plc and Enics AG, as well as an 170 years. Ahlström Capital creates long-term shareholder investment in the AC Cleantech Growth Fund I. Ahlström ~ value by actively developing its portfolio. Our industrial in- Capital’s real estate and forest holdings are managed by its EUR 5billion vestments include substantial holdings in the listed compa- fully owned subsidiary A. Ahlström Real Estate Ltd. revenue of portfolio companies, total Työnumero 1 External fair value (EFV); December 31, 2019 ~15,500 employees in portfolio companies 965 MEUR 29 operating countries Listed companies 47% Forest 13% Non-listed companies 23% Liquid assets and other assets 3% Real estate 14% AHLSTRÖM CAPITAL ANNUAL REPORT 2019 3 BUSINESS REVIEW FINANCIAL REPORT OPERATING ENVIRONMENT INDUSTRIAL REAL ESTATE SUSTAINABILITY CORPORATE & STRATEGY INVESTMENTS INVESTMENTS & HISTORY GOVERNANCE Our portfolio Revenue, Ahlström Capital’s Listed companies MEUR shareholding Ahlstrom-Munksjö is a global leader in fiber-based materials, supplying innovative and sustainable 2,916 18.7% solutions to its customers. Detection Technology is a global provider of X-ray detector solutions for medical, security and 103 36.7% industrial applications. Glaston is the glass processing industry’s inno- vative technology leader supplying equipment, services and solutions to the architectural, auto- 205 26.4% motive, solar and appliance industries. Suominen manufactures nonwovens as roll goods for wipes and other applications. The end 411 24.0% products made of Suominen’s nonwovens, such as wet wipes, feminine care products and swabs, are present in people’s daily life worldwide. AHLSTRÖM CAPITAL ANNUAL REPORT 2019 4 BUSINESS REVIEW FINANCIAL REPORT OPERATING ENVIRONMENT INDUSTRIAL REAL ESTATE SUSTAINABILITY CORPORATE & STRATEGY INVESTMENTS INVESTMENTS & HISTORY GOVERNANCE Our portfolio Revenue, Ahlström Capital’s Non-listed companies MEUR shareholding Destia is a Finnish infrastructure and construc- tion service company that creates tomorrow’s in- frastructure for its customers, society and people in general. It creates urban construction innova- 570 100% tions and smart infrastructure solutions that are built on a sustainable foundation. Enics is the partner of choice for professional electronics in the fields of energy, industrial au- tomation, transportation, building automation 583 99.8% and instrumentation. External fair value, Real estate and forest MEUR Real estate 2 Ahlström Capital’s real estate portfolio includes 67,700 m 143 prime location buildings in Southern Finland. Real estate area in total Our portfolio also includes heritage assets in Noormarkku and Kauttua. Forest 34,000 ha 141 Ahlström Capital’s forest assets are mainly located Forests in total in Western Finland in the Satakunta region, and in Central and Eastern Finland. AHLSTRÖM CAPITAL ANNUAL REPORT 2019 5 BUSINESS REVIEW FINANCIAL REPORT OPERATING ENVIRONMENT INDUSTRIAL REAL ESTATE SUSTAINABILITY CORPORATE & STRATEGY INVESTMENTS INVESTMENTS & HISTORY GOVERNANCE Year 2019 in brief Ahlstrom-Munksjö integrated Glaston acquired Bystronic glass Ahlström Capital’s new office two strategic acquisitions Glaston strengthened its position in the glass processing va- Ahlström Capital’s head office has been renovated and At Ahlstrom-Munksjö, the acquired U.S. specialty paper pro- lue chain through the acquisition of Bystronic glass in 2019. we moved into an open space office in August. We have a ducer Expera Specialty Solutions and MD Papéis’ Caieiras Ahlström Capital invested an additional EUR 19.4 million in well-functioning, modern office and have also been able to specialty paper mill in Brazil was integrated during 2019. In Glaston and increased its holding from 17.5% to 26.4%. release some 300 m² for commercial use. addition, Ahlstrom-Munksjö divested some non-core busi- nesses during the year. New CEOs in our portfolio companies Systematic analysis and deal screening We published our first report to Some of our portfolio companies changed CEOs during During 2019, Ahlström Capital continued with systematic the UN Global Compact 2019. Petri Helsky started as the President and CEO of deal screening, portfolio company value chain analysis and Ahlström Capital Group published its first sustainability re- Suominen on January 7 and Elke Eckstein as the President updated some value creation plans. We looked at some port as a member of the UN Global Compact. The report and CEO of Enics on April 1. new cases and are happy to see that Ahlström Capital as a describes our policies concerning the United Nation’s ten family-owned investment company is often perceived as a principles of the Global Compact and how we implement preferred partner. and monitor them in practice. We continually aim to impro- ve the integration of the Global Compact and its principles into our ownership model, culture and daily operations. AHLSTRÖM CAPITAL ANNUAL REPORT 2019 6 BUSINESS REVIEW FINANCIAL REPORT OPERATING ENVIRONMENT INDUSTRIAL REAL ESTATE SUSTAINABILITY CORPORATE & STRATEGY INVESTMENTS INVESTMENTS & HISTORY GOVERNANCE CEO’S REVIEW Good value growth in our portfolio while challenges in underlying performance In 2019, we had good growth in the value of our assets and the dividend- adjusted increase in our external fair value (EFV) was 12%. The overall profit development was unsatisfactory, while the underlying cash flow development of our portfolio companies was strong. Ahlström Capital as the largest share- holder had an important role in financing Glaston’s acquisition of Bystronic glass and we increased our ownership in Glaston during the year to 26.4%. We updated value creation plans for some of our companies and new talents were recruited to company boards and management. Strategies were up- dated, and in many of our portfolio companies this included organisational changes aiming to secure long-term value creation. The revenue of Ahlström Capital Group in- formed well. The profitability in the road creased by 5.4% from the previous year and construction business decreased due to a amounted to EUR 1.2 billion. Our compa- few challenging projects. In 2020, Destia rable operating profit decreased and was is increasing focus on the bidding process EUR 34.1 million. and project management improvement. At Enics, engineering services performed well Good growth but unsatisfactory but low profitability in manufacturing ser- profitability in our non-listed vices was driven by a reduced material mar- portfolio gin at few sites. A performance improve- The revenue growth in our non-listed ment programme focusing on operational portfolio companies Destia and Enics was excellence is ongoing, and the first results good, but at the same time the profitability were already visible as customer satisfac- development was disappointing. At Destia, tion and delivery quality improved during the maintenance service business per- the second half of 2019. AHLSTRÖM CAPITAL ANNUAL REPORT 2019 7 BUSINESS REVIEW FINANCIAL REPORT OPERATING ENVIRONMENT INDUSTRIAL REAL ESTATE SUSTAINABILITY CORPORATE & STRATEGY INVESTMENTS INVESTMENTS & HISTORY GOVERNANCE CEO’S REVIEW Both real estate and the forest investment Glaston doubled its size by acquiring portfolio continued to provide a stable Bystronic glass during 2019. Thanks to the performance. In December, a new real es- strong performance of the acquired busi- tate investment in Vantaa was signed. Dur- ness, revenue (pro forma) for 2019 was sta- ing 2019, over 500 hectares of
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