Financial Statements 2015 Table of contents 01 Board of Directors’ Report 44 28. Financial assets and liabilities by category and fair values 08 Consolidated income statement 46 29. Financial risk management 09 Consolidated statement of 49 30. Other lease agreements comprehensive income 49 31. Commitments and contingent liabilities 10 Consolidated statement of 50 32. Subsidiaries financial position 50 33. Related party transactions 11 Consolidated statement of cash flows 51 34. Distribution of revenue and non-current assets 12 Consolidated statement of 52 35. Events after the reporting period changes in equity 53 Income statement, 14 Key figures Parent company, FAS 15 Calculation of key figures 54 Balance sheet, Parent company, FAS 55 Cash flow statement, 16 Notes to the Parent company, FAS consolidated financial statements 16 1. Accounting principles 56 Notes to the financial 24 2. Long-term contracts statements, Parent company 24 3. Business combinations and disposals 57 1. Other operating income 24 4. Other operating income 57 2. Information concerning personnel and key management 24 5. Other operating expenses 3. Depreciations and value adjustments 25 6. Depreciation, amortisation and impairment 57 4. Other operating expenses 25 7. Employee benefit expenses 57 5. Financial income and expenses 26 8. Financial income and expenses 58 6. Extraordinary items 26 9. Income taxes 58 7. Appropriations 27 10. Earnings per share 58 8. Income taxes 27 11. Property, plant and equipment 58 9. Changes in fixed assets 28 12. Intangible assets 59 10. Investments 29 13. Goodwill 60 11. Non-current receivables 29 14. Investments in associated companies 60 12. Current receivables 30 15. Available for sale investments 60 13. Equity 30 16. Non-current receivables 61 14. Appropriations 30 17. Deferred tax assets and liabilities 61 15. Deferred tax receivables and liabilities 31 18. Inventories 61 16. Non-current liabilities 32 19. Trade and other receivables 62 17. Current liabilities 32 20. Cash and cash equivalents 62 18. Commitments and contingent liabilities 32 21. Notes to the equity 62 19. Derivative instruments 35 22. Share-based payments 62 20. Salaries and fees to the management 37 23. Employee benefit obligations 63 41 24. Provisions 41 25. Borrowings 65 The Board of Directors’ proposal 42 26. Trade and other payables for the distribution of profit 43 27. Nominal values and fair values 66 Auditor’s Report of derivative instruments Board of Directors’ Report January 1 – December 31, 2015 Operating environment in 2015 industry. In line with this Caverion continued to develop its busi- The overall market situation was relatively stable throughout the ness mix with initial focus on Technical Installation & Maintenance, year. Demand developed favourably in Germany and Sweden. Design & Build of Total Technical Solutions within Large Projects Eastern Europe, Austria, Finland and Denmark remained stable. and Managed Services. In Norway, the general economy has been impacted by the slow- Caverion published its guidance for 2015 on January 29, down in the oil industry. Caverion has actively responded to the 2015 and estimated that the Group’s revenue would remain recent market changes in Norway through careful selection of new at the previous year’s level and EBITDA margin for 2015 would projects and service contracts as well as by proving its long-term grow significantly. The market outlook and the guidance for 2015 commitment to key clients while also restructuring its operations. remained unchanged throughout the year. Market for technical installation and maintenance business was The strategy execution progressed according to plan during the stable throughout the year. Requirements for increased energy financial year. During the year, Caverion continued to improve the efficiency, better indoor climate and tightening environmental efficiency of operations by investing in a harmonised operational legislation are significant factors to support market development. model, processes and systems throughout the Group in order to Caverion was also successful in Industrial Solutions in executing provide employees the right tools to tender for new business in line seasonal maintenance during shutdowns in 2015. In Norway, the with the updated client offering and tender processes. Caverion slowdown in the oil industry also had an effect on the technical is now ready for the next phase of strategy, with a strengthened installation and maintenance business. focus on growth and developing the Group business mix. To In general in the market for large projects, development was drive growth, Caverion introduced a unified market offering with good with new clients and contracts. Positive signs were seen in innovative solutions at the Capital Markets Day in September in tendering activity, especially in the public and industrial sectors. order to meet the client demand for Active Life Cycle Management. The demand for design & build of total technical solutions devel- Caverion is targeting further growth especially in Large Projects oped favourably within large and technically demanding projects. and Managed Services, in its widest form offered as Life Cycle Low interest rates and availability of financing supported invest- Solutions. Throughout the year, Caverion entered into a number of ments. A tough pricing environment prevailed but Caverion was new demanding life cycle contracts and total technical solutions able to maintain its price levels with focus on quality and execution. projects in line with the strategy. In Norway and Austria there have been postponements in new Caverion closed the year with revenue that was in line with the investments. In certain industries, such as the nuclear industry previous year. The Group had negative working capital, enabling in Germany and Sweden, the mining industry in Sweden and the development of the business further in a positive way. The stabili- oil industry in Norway, there were also less investments made sation of operations could also be seen in the improved profitability compared to the previous year, which resulted in project postpone- throughout the year: Caverion improved significantly its earnings ments or cancellations. per share (by 69%) and EBITDA (by 36%). As Caverion finalised Demand for managed services remained strong. Clients’ the remaining low-performing projects in Norway, one of these willingness to focus on their core operations opened up new projects still resulted in an additional negative impact amounting opportunities for Caverion in terms of outsourced operation and to EUR 2.9 million during the first quarter. In Germany a couple of maintenance mainly for public authorities, industries and utilities. projects in handover stage also had a negative impact of EUR 4.3 Interest in private public partnerships and other life cycle solutions million on the EBITDA during the third quarter. was increasing while these kind of commercial models still repre- There were also some changes made to the Group structure sent only a marginal part of the entire market. in 2015. During the reporting period Caverion Group consisted of Caverion has a strong market position in the European building companies in 12 countries (Sweden, Finland, Germany, Norway, solutions market measured by revenue. Caverion holds a leading Austria, Denmark, Russia, Lithuania, Poland, Latvia, Estonia market position in Finland and Norway. Caverion is among the and Czech Republic). Caverion sold its small local operations in three largest companies in Sweden and Austria. In Germany Romania, Singapore and Malaysia through management buy-out and Denmark, Caverion is among the five largest companies in transactions during the first quarter. This had no material impact the market. Additionally, the Company is the leading industrial on the financial position and performance of Caverion Group. After solutions company in Finland and one of the principal providers the divestments Caverion no longer held any subsidiaries outside of industrial solutions in Sweden. The largest industrial client of Europe. Furthermore, Caverion divested some local activities segments are the forest industry and the energy sector. not in line with the Group strategy during the first quarter. Caverion (Source of market sizes: Euroconstruct November 2015, and the Corporation also signed an agreement with Eneas Holding AS on company’s estimate based on public information from third parties and the purchase of the Norwegian company Esco Norway AS on management calculation.) February 26, 2015. In 2014, the company’s revenue was EUR 4.8 million. The company employed 17 people. The purchase price Caverion’s year 2015 was not disclosed. As Caverion started the year 2015 the strategic focus of the Group was gradually shifting from improving profitability more towards generating profitable growth supported by the megatrends in the Caverion Financial Statements 2015 Board of Directors’ Report 01 Group strategy and financial targets Group financial development 2015 There were no changes to the previously communicated strategy The key figures have been presented in more detail in the Consolidated and financial targets throughout the financial year. The objective is Financial Statements. Unless otherwise noted, the figures in brackets refer still to deliver on growth and profitability and to develop advanced to the corresponding period in the previous year. and sustainable life cycle solutions for buildings and industries. The Board of Directors of Caverion set the following