213800D9O7FUQDH83V62-2024-12-31-en


Contents
Report of the Board of Directors 2024 .........................	2
Sustainability Statement ....................................................	25
Financial indicators ............................................................	104
Formulas for calculation of indicators .........................	105

Consolidated financial statements ................................	107
Consolidated statement of income .................................	107
Consolidated statement of comprehensive income ......	108
Consolidated statement of financial position ................	109
Consolidated statement of cash flows ...........................	110
Consolidated statement of changes in equity ................	111
Notes to the consolidated financial statements ...........	112

Parent company financial statements ..........................	170
Parent company statement of income, FAS ..................	170
Parent company statement of financial position, FAS .	171
Parent company statement of cash flows, FAS ............	172
Notes to parent company financial statements ............	173

Signatures of Board of Directors’ Report and Financial Statements .........................................................	186
Auditor's Report .................................................................	187
Assurance Report on ESEF Financial Statements .....	192
Assurance Report on the Sustainability report ..........	193



Notes to the consolidated financial statements .........		112
1.	Basis of preparation .....................................................	112
2.	Reporting segments and geographic information ....................................................................	114
3.	Revenue recognition ....................................................	118
4.	Intangible assets and property, plant and equipment ......................................................................	121
5.	Leases .............................................................................	126
6.	Net working capital ......................................................	128
7.	Inventories .....................................................................	129
8.	Financial assets and liabilities ....................................	129
9.	Derivative financial instruments ................................	134
10.	Financial income and expenses .................................	139
11.	Provisions .......................................................................	139
12.	Other current liabilities................................................	141
13.	Personnel expenses and number of personnel ......	141
14.	Share-based payments ................................................	142
15.	Employee benefit obligations .....................................	145
16.	Income taxes .................................................................	149
17.	Equity ..............................................................................	152
18.	Selling, general and administrative expenses .........	153
19.	Other operating income and expenses ....................	154
20.	Business combinations ................................................	154
21.	Financial risk management .........................................	157
22.	Investments in associated companies ......................	162
23.	Audit fees .......................................................................	164
24.	Contingencies and commitments ..............................	164
25.	Related party information ..........................................	165
26.	Subsidiaries ....................................................................	167
27.	Events after the reporting period .............................	169
28.	New accounting standards .........................................	169

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

Report of the Board of Directors

January–December 2024

Governance

Current legislation, the Company’s Articles of Association and the

rules and regulations of organizations regulating and supervising the

activities of listed companies are complied within Valmet Oyj and

Valmet Group corporate governance. Valmet Oyj complies without

deviation with the Finnish Corporate Governance Code for listed

companies. The Code is publicly available at www.cgfinland.fi.

Corporate Governance Statement and

Remuneration Report

Valmet has published a separate Corporate Governance Statement

and a Remuneration Report for 2024, which comply with the

recommendations of the Finnish Corporate Governance Code for

listed companies. The statements also cover other central areas of

corporate governance. The statements have been published on

Valmet’s website, separately from the Board of Directors’ Report, at

www.valmet.com/governance .

Annual General Meeting

The Annual General Meeting is the Company’s highest decision-

making body, and its tasks are defined according to the Articles of

Association and the Finnish Limited Liability Companies Act. The

Annual General Meeting decides on the adoption of the financial

statements, the distribution of profit, discharging the members of

the Board of Directors and the President and CEO from liability,

appointing the members, Chair and Vice Chair of the Board as well

as the auditor, their remunerations, and other matters requiring a

decision by the Annual General Meeting according to the Finnish

Limited Liability Companies Act that are presented to the Annual

General Meeting. The General Meeting convenes at least once a

year. The Board of Directors convenes the Annual General Meeting.

The Board of Directors

The Board of Directors shall see to the administration of the

Company and the appropriate organization of its operations, and

ensures that the monitoring of the Company’s accounting and asset

management is arranged appropriately. The Board of Directors

monitors the Group’s activities, finances and risk management, and

its task is to promote the interests of shareholders and the Group by

ensuring the appropriate organization of the entire Group’s

governance and operations.

According to Valmet’s Articles of Association, the Board of

Directors shall include at least five (5) members and at most eight

(8) members. The term of office of Board members ends at the end

of the first Annual General Meeting following the elections. The

Annual General Meeting selects the Chair, Vice Chair, and other

members of the Board.

President and CEO

The Board of Directors selects a President and CEO for the

Company and decides on the salary and remuneration of the

President and CEO as well as other terms related to the position.

The Board of Directors monitors the work of the CEO.

The President and CEO is responsible for the Company’s daily

administration according to the instructions and regulations of the

Board of Directors. The President and CEO is responsible for

ensuring the legality of the Company’s accounting and for the

reliable organization of the Company’s asset management.

Valmet's results in 2024

Figures in brackets, unless otherwise stated, refer to the comparison

period, i.e., the same period of the previous year.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

Key figures1


EUR million	2024	2023	2022
Orders received	5,837	4,955	5,194
Order backlog2	4,452	3,973	4,403
Net sales	5,359	5,532	5,074
Comparable earnings before interest, taxes and amortization (Comparable EBITA)	609	619	533
% of net sales	11.4%	11.2%	10.5%
Earnings before interest, taxes and amortization (EBITA)	557	605	550
% of net sales	10.4%	10.9%	10.8%
Operating profit (EBIT)	449	507	436
% of net sales	8.4%	9.2%	8.6%
Profit before taxes	383	473	431
Profit for the period	281	359	338
Earnings per share, EUR	1.52	1.94	1.92
Earnings per share, diluted, EUR	1.52	1.94	1.92
Adjusted earnings per share, EUR	1.93	2.28	2.37
Equity per share2, EUR	14.15	13.93	13.54
Dividend per share, EUR	1.353	1.35	1.30
Cash flow provided by operating activities	554	352	36
Cash flow after investing activities	316	-181	56
Comparable return on capital employed (Comparable ROCE) before taxes	12.7%	14.5%	17.0%
Return on capital employed (ROCE) before taxes	11.4%	14.2%	17.6%
Return on equity (ROE)	10.8%	14.1%	17.6%
Net debt to EBITDA ratio	1.55	1.46	0.78
Gearing2	39%	40%	20%
Equity to assets ratio2	44%	43%	49%

1 The calculation of key figures is presented in the section ‘Formulas for calculation of indicators’.

2 At the end of period.

3 Board of Directors’ proposal.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

Orders received increased 18 percent

to EUR 5,837 million in 2024


Orders received, EUR million	2024	2023	Change
Services	1,915	1,760	9%
Automation	1,446	1,340	8%
Flow Control	763	789	-3%
Automation Systems	683	551	24%
Process Technologies	2,477	1,856	33%
Pulp and Energy	1,581	854	85%
Paper	897	1,002	-11%
Total	5,837	4,955	18%


Orders received, comparable foreign exchange rates, EUR million 1	2024	2023	Change
Services	1,940	1,760	10%
Automation	1,459	1,340	9%
Flow Control	771	789	-2%
Automation Systems	689	551	25%
Process Technologies	2,533	1,856	36%
Pulp and Energy	1,632	854	91%
Paper	901	1,002	-10%
Total	5,932	4,955	20%

1 Indicative only. January to December 2024 orders received in euro calculated by

applying January to December 2023 average exchange rates to the functional currency

orders received values reported by entities.


Orders received, EUR million	2024	2023	Change
North America	1,364	1,271	7%
South America	1,586	503	>100%
EMEA	1,735	1,846	-6%
China	418	638	-35%
Asia-Pacific	735	698	5%
Total	5,837	4,955	18%

Orders received by segment, %

Orders received by area, %

Orders received increased 18 percent to EUR 5,837 million

(EUR 4,955 million) in 2024 . Orders received increased in all three

segments. The increase was mainly due to an order for a complete

pulp mill with full-scope automation and flow control solutions to

Brazil from Arauco, valued at over EUR 1 billion. Tissue Converting

(the acquired Körber's Business Area Tissue), which was integrated

into Valmet on November 2, 2023, increased orders received by

EUR 317 (EUR 61 million). Analyzer Products and Integration (the

acquired Process Gas Chromatography business from Siemens),

which was integrated into Valmet on April 2, 2024, increased orders

received by EUR 93 million. Stable business (Services and

Automation segments) accounted for 58 percent (63%) of Valmet’s

orders received.

Orders received increased in South America, North America and

Asia-Pacific and decreased in China and EMEA (Europe, Middle

East and Africa). Measured by orders received, the top three

countries were Brazil, the USA and Indonesia, which together

accounted for 52 percent of total orders received.

Changes in foreign exchange rates compared to the exchange rates

in 2023 decreased orders received by approximately EUR 95 million

in 2024.

In addition to the above-mentioned, in 2024 Valmet received among

others an order for a papermaking line, typically valued EUR 90–120

million, and a paper machine rebuild, typically valued EUR 20–40

million, to a customer in Asia-Pacific, an order for a complete

papermaking line to Asia-Pacific, typically valued EUR 90–120

million, an order for a recovery boiler and an ash crystallization

plant for a mill modernization project in Brazil, typically valued

above EUR 100 million, an order for modernization of a heating

plant in Czech Republic, an order for an Advantage ThruAir Drying

(TAD) tissue machine to the USA, an order to deliver the

automation system Valmet DNAe to Norway, an order for a pellet-

fired heating plant to Sweden, an order for an Advantage DCT 200

tissue line including an extensive automation package, flow control

valves and Industrial Internet solutions to Saudi Arabia, an order for

a high-speed off-machine coater with automation and services to

Asia-Pacific, an order for an OptiConcept M board making line with

automation and services to China, an order for an Advantage DCT

200 tissue production line to Poland, an order for two tissue

converting lines including packaging solutions to Sweden, an order

for a bleached chemi-thermomechanical pulp (BCTMP) line and a

related evaporator line to India, an order for tissue converting

equipment to Brazil, an order for a fiberline upgrade to Spain, an

order for a three-year Service Agreement and a one-year

Performance Agreement to Germany, an order for DNA

Automation technology to the world’s largest data center excess heat

recovery project in Finland, an order for Valmet DNA Turbine

Automation Systems with Valmet DNA User Interface to a

customer in Finland, and an order for Valmet IQ Quality Control

System to a customer in Thailand.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

Order backlog amounted to

EUR 4,452 million


	As at December 31,
Order backlog, EUR million	2024	2023	Change
Total	4,452	3,973	12%

Order backlog amounted to EUR 4,452 million at the end of year

2024 and was 12 percent higher than at the end of 2023.

Approximately 20 percent of the order backlog relates to the

Services segment, 15 percent to the Automation segment, and

65 percent to the Process Technologies segment (at the end of

December 2023, 25%, 15% and 60% respectively). Approximately

EUR 3.1 billion of the order backlog is currently expected to be

realized as net sales during 2025 (at the end of 2023, approximately

EUR 3.3 billion was expected to be realized during 2024).

Net sales remained at the previous year's

level and amounted to EUR 5,359 million in

2024


Net sales, EUR million	2024	2023	Change
Services	1,900	1,784	7%
Automation	1,437	1,328	8%
Flow Control	791	777	2%
Automation Systems	646	551	17%
Process Technologies	2,023	2,420	-16%
Pulp and Energy	870	1,067	-18%
Paper	1,152	1,353	-15%
Total	5,359	5,532	-3%


Net sales, comparable foreign exchange rates, EUR million1	2024	2023	Change
Services	1,924	1,784	8%
Automation	1,451	1,328	9%
Flow Control	801	777	3%
Automation Systems	650	551	18%
Process Technologies	2,034	2,420	-16%
Pulp and Energy	875	1,067	-18%
Paper	1,160	1,353	-14%
Total	5,409	5,532	-2%

1 Indicative only. January to December 2024 net sales in euro calculated by applying

January to December 2023 average exchange rates to the functional currency net sales

values reported by entities.


Net sales, EUR million	2024	2023	Change
North America	1,459	1,275	14%
South America	476	585	-19%
EMEA	2,033	2,219	-8%
China	723	609	19%
Asia-Pacific	668	845	-21%
Total	5,359	5,532	-3%

Net sales by segment, %

Net sales by area, %

Net sales remained at the previous year’s level and amounted to

EUR 5,359 million (EUR 5,532 million) in year 2024. Net sales

increased in the Automation and Services segments and decreased in

the Process Technologies segment. Tissue Converting (the acquired

Körber's Business Area Tissue), which was integrated into Valmet

on November 2, 2023, increased net sales by EUR 304 million (EUR

76 million). Analyzer Products and Integration (the acquired

Process Gas Chromatography business from Siemens), which was

integrated into Valmet on April 2, 2024, increased net sales by EUR

101 million. Stable business (Services and Automation segments)

accounted for 62 percent (56%) of Valmet’s net sales.

Net sales increased in China and North America, and decreased in

Asia-Pacific, South America and EMEA. Measured by net sales, the

top three countries were the USA, China and Finland, which

together accounted for 44 percent of net sales.

Changes in foreign exchange rates compared to the exchange rates

in 2023 decreased net sales by approximately EUR 50 million

in 2024.

Organic growth1


	Orders received	Net sales
2023, EUR million	4,955	5,532
Organic growth	12%	-10%
Mergers and acquisitions	8%	8%
Changes in foreign exchange rates2	-2%	-1%
Total change	18%	-3%
2024, EUR million	5,837	5,359

1 Indicative only.

2 2024 orders received and net sales in euro calculated by applying 2023 average

exchange rates to the functional currency orders received and net sales values reported

by entities.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

In 2024,Valmet's orders received increased organically by 12 percent

while net sales decreased organically by 10 percent.

Valmet completed the acquisition of Körber Group’s Business Area

Tissue (now Tissue Converting) on November 2, 2023, and the

acquisition of Process Gas Chromatography business from Siemens

(now Analyzer Products and Integration) on April 2, 2024. Valmet

has also closed the agreement to acquire majority shares in

FactoryPal, an undertaking of Körber, on August 1, 2024, and has

completed the acquisition of Demuth, a provider of wood handling

technology and services on August 2, 2024. In 2024, the acquisitions

increased Valmet's orders received and net sales by 8 percent.

Changes in foreign exchange rates compared to the exchange rates

in 2023 decreased Valmet's orders received by 2 percent, and net

sales by 1 percent in 2024. Foreign exchange rate impacts were

mainly due to the Brazilian Real, Chilean Peso and Chinese Yuan.

Comparable EBITA and Comparable EBITA

margin remained at previous year's level

and amounted to EUR 609 million and 11.4

percent in 2024


Comparable EBITA, EUR million	2024	2023	Change
Services	331	312	6%
Automation	255	248	3%
Process Technologies	73	110	-34%
Other	-49	-50	-2%
Total	609	619	-2%


Comparable EBITA, % of net sales	2024	2023
Services	17.4%	17.5%
Automation	17.7%	18.6%
Process Technologies	3.6%	4.5%
Total	11.4%	11.2%

In 2024, Valmet's comparable earnings before interest, taxes and

amortization (Comparable EBITA) remained at previous year's level

and amounted to EUR 609 million, corresponding to 11.4 percent of

net sales (EUR 619 million and 11.2%). Items affecting

comparability amounted to EUR -53 million (EUR -14 million) and

were mainly related to Process Technologies segment.

Comparable EBITA of the Services segment increased to EUR 331

million in 2024, corresponding to 17.4 percent of the segment's net

sales (EUR 312 million and 17.5%). Comparable EBITA increased

mainly due to integration of Tissue Converting.

Comparable EBITA of the Automation segment remained at the

previous year’s level and amounted to EUR 255 million in 2024,

corresponding to 17.7 percent of the segment's net sales (EUR 248

million and 18.6%). The margin decreased mainly due to integration

of Analyzer Products and Integration.

Comparable EBITA of the Process Technologies segment decreased

to EUR 73 million in 2024, corresponding to 3.6 percent of the

segment's net sales (EUR 110 million and 4.5%). Comparable

EBITA was impacted by lower net sales.

Operating profit

Operating profit (EBIT) in 2024 was EUR 449 million, i.e. 8.4

percent of net sales (EUR 507 million and 9.2%). The decrease was

mainly due to items affecting comparability and higher depreciation

and amortization.

Net financial income and expenses

Net financial income and expenses amounted to EUR -65 million

(EUR -34 million) in 2024. Financial expenses increased due to

higher interest rates and increased average amount of debt in 2024.

Profit before taxes and Earnings per share

Profit before taxes was EUR 383 million (EUR 473 million) in 2024.

The profit attributable to owners of the parent was EUR 280 million

(EUR 357 million), corresponding to earnings per share (EPS) of

EUR 1.52 (EUR 1.94). EPS decreased mainly due to lower operating

profit and higher net financial expenses. Adjusted EPS was EUR 1.93

(EUR 2.28). Adjusted EPS decreased mainly due to lower operating

profit and higher net financial expenses.

Return on capital employed (ROCE) and

Return on equity (ROE)

The comparable return on capital employed (comparable ROCE)

before taxes was 12.7 percent (14.5%) and return on capital

employed (ROCE) before taxes was 11.4 percent (14.2%). Return on

equity (ROE) was 10.8 percent (14.1%) in 2024.

Segments and business lines

Services: Orders received totaled

EUR 1,915 million in 2024


Services segment	2024	2023	Change
Orders received (EUR million)	1,915	1,760	9%
Net sales (EUR million)	1,900	1,784	7%
Comparable EBITA (EUR million)	331	312	6%
Comparable EBITA, %	17.4%	17.5%
Personnel (end of period)	6,714	6,493	3%

Orders received by the Services segment increased 9 percent to

EUR 1,915 million (EUR 1,760 million) in 2024. Services accounted

for 33 percent (36%) of Valmet's orders received. Orders received

increased in North America, South America, EMEA and Asia-

Pacific and remained at the previous year's level in China. Excluding

Tissue Converting, orders received increased in Fabrics, remained at

the previous year's level in Rolls, Performance Parts and Board,

Paper and Tissue Solutions and decreased in Pulp and Energy

Solutions. . Tissue Converting (the acquired Körber's Business Area

Tissue), which was integrated into Valmet on November 2, 2023,

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

increased Services' orders received by EUR 143 million (EUR 21

million). Changes in foreign exchange rates compared to the

exchange rates in 2023 decreased orders received by approximately

EUR 25 million.

Net sales for the Services segment increased 7 percent to EUR 1,900

million (EUR 1,784 million) in 2024, corresponding to 35 percent

(32%) of Valmet’s net sales. Tissue Converting increased Services'

net sales by EUR 143 million (EUR 26 million). Changes in foreign

exchange rates compared to the exchange rates in 2023 decreased

net sales by approximately EUR 24 million .

Comparable EBITA of the Services segment increased to EUR 331

million, corresponding to 17.4 percent of the segment's net sales

(EUR 312 million and 17.5%). Comparable EBITA increased mainly

due to integration of Tissue Converting.

The increase in Services' personnel is mainly due to the Demuth

acquisition.

Automation: Orders received totaled

EUR 1,446 million in 2024


Automation segment	2024	2023	Change
Orders received (EUR million)	1,446	1,340	8%
Net sales (EUR million)	1,437	1,328	8%
Comparable EBITA (EUR million)	255	248	3%
Comparable EBITA, %	17.7%	18.6%
Personnel (end of period)	5,448	5,171	5%

Orders received by the Automation segment increased 8 percent to

EUR 1,446 million (EUR 1,340 million) in 2024. Automation

accounted for 25 percent (27%) of Valmet’s orders received.

Analyzer Products and Integration (the acquired Process Gas

Chromatography business from Siemens), which was integrated into

Valmet on April 2, 2024, increased Automation's orders received by

EUR 93 million. Changes in foreign exchange rates compared to the

exchange rates in 2023 decreased orders received by approximately

EUR 14 million.

Net sales for the Automation segment increased 8 percent to EUR

1,437 million (EUR 1,328 million) in 2024, corresponding to 27

percent (24%) of Valmet’s net sales. Analyzer Products and

Integration (the acquired Process Gas Chromatography business

from Siemens), which was integrated into Valmet on April 2, 2024,

increased Automation's net sales by EUR 101 million. Changes in

foreign exchange rates compared to the exchange rates in 2023

decreased net sales by approximately EUR 14 million.

C omparable EBITA of the Automation segment remained at the

previous year’s level and amounted to EUR 255 million,

corresponding to 17.7 percent of the segment's net sales (EUR 248

million and 18.6%).

The increase in Automation segment's personnel was mainly due to

the acquisition of Analyzer Products and Integration.


Flow Control business line	2024	2023	Change
Orders received (EUR million)	763	789	-3%
Net sales (EUR million)	791	777	2%
Personnel (end of period)	2,883	2,841	1%

Orders received by the Flow Control business line remained at the

previous year’s level and amounted to EUR 763 million (EUR 789

million) and accounted for 13 percent (16%) of Valmet's orders

received. Orders received increased in Asia-Pacific and North

America and decreased in South America, China and EMEA. Orders

received remained at the previous year's level in Valve controls &

Actuators and MRO (Maintenance and Repair Operations) &

Services and decreased in Projects.

Net sales for the Flow Control business line remained at the

previous year’s level and amounted to EUR 791 million (EUR 777

million), corresponding to 15 percent (14%) of Valmet’s net sales.


Automation Systems business line	2024	2023	Change
Orders received (EUR million)	683	551	24%
Net sales (EUR million)	646	551	17%
Personnel (end of period)	2,565	2,330	10%

Orders received by the Automation Systems business line increased

24 percent to EUR 683 million (EUR 551 million) in 2024. Analyzer

Products and Integration (the acquired Process Gas

Chromatography business from Siemens), which was integrated into

Valmet on April 2, 2024, increased Automation Systems business

line's orders received by EUR 93 million. Automation Systems

accounted for 12 percent (11%) of Valmet’s orders received. Orders

received increased in South America, North America, Asia-Pacific

and China and remained at the previous year's level in EMEA.

Orders received increased in Energy and Process and remained at

the previous year's level in Pulp and Paper.

In April, 2024, Valmet launched its new DCS system, Valmet DNAe.

It represents a major milestone in process automation and increases

the competitiveness of Valmet’s DCS offering. Overall, Valmet

DNAe is a major step in Valmet’s strategy for growing automation

business further to a wide base of process industries globally.

Net sales for the Automation Systems business line increased 17

percent to EUR 646 million (EUR 551 million) in 2024,

corresponding to 12 percent (10%) of Valmet’s net sales. Analyzer

Products and Integration (the acquired Process Gas

Chromatography business from Siemens), which was integrated into

Valmet on April 2, 2024, increased Automation Systems business

line's net sales by EUR 101 million.

The increase in Automation Systems' personnel was mainly due to

the acquisition of Analyzer Products and Integration.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

Process Technologies: Orders received totaled

EUR 2,477 million in 2024


Process Technologies segment	2024	2023	Change
Orders received (EUR million)	2,477	1,856	33%
Net sales (EUR million)	2,023	2,420	-16%
Comparable EBITA (EUR million)	73	110	-34%
Comparable EBITA, %	3.6%	4.5%
Personnel (end of period)	6,356	6,707	-5%

Orders received by the Process Technologies segment increased 33

percent to EUR 2,477 million (EUR 1,856 million) in 2024. The

increase was mainly due to an order for a complete pulp mill to

Brazil from Arauco, valued at over EUR 1 billion. Tissue

Converting (the acquired Körber's Business Area Tissue), which was

integrated into Valmet on November 2, 2023, increased Process

Technologies' orders received by EUR 174 million (EUR 40 million).

Process Technologies accounted for 42 percent (37%) of Valmet's

orders received. Changes in foreign exchange rates compared to the

exchange rates in 2023 decreased orders received by approximately

EUR 56 million.

Net sales for the Process Technologies segment decreased 16 percent

to EUR 2,023 million (EUR 2,420 million) in 2024, corresponding to

38 percent (44%) of Valmet’s net sales. Tissue Converting increased

Process Technologies' net sales by EUR 161 million (EUR 50

million). Changes in foreign exchange rates compared to the

exchange rates in 2023 decreased net sales by approximately EUR 12

million.

Comparable EBITA of the Process Technologies segment decreased

to EUR 73 million in 2024, corresponding to 3.6 percent of the

segment's net sales (EUR 110 million and 4.5%). Comparable

EBITA was impacted by lower net sales.

The decrease in Process Technologies' personnel is mainly due to

completed change negotiations in Finland in its Paper business line’s

Board and Paper Mills business unit.


Pulp and Energy business line	2024	2023	Change
Orders received (EUR million)	1,581	854	85%
Net sales (EUR million)	870	1,067	-18%
Personnel (end of period)	1,953	1,948	0%

Orders received by the Pulp and Energy business line increased 85

percent to EUR 1,581 million (EUR 854 million) in 2024. The

increase was mainly due to an order for a complete pulp mill to

Brazil from Arauco, valued at over EUR 1 billion. Pulp and Energy

accounted for 27 percent (17%) of Valmet's orders received. Orders

received increased in South America and decreased in North

America, Asia-Pacific, China and EMEA. Orders received increased

in Pulp and decreased in Energy.

Net sales for the Pulp and Energy business line decreased 18 percent

to EUR 870 million (EUR 1,067 million) in 2024, corresponding to

16 percent (19%) of Valmet’s net sales.

On September 25, 2024, Valmet announced that it will supply a

complete pulp mill with full-scope automation and flow control

solutions to Arauco in Brazil. The new pulp mill will be the world’s

largest single-phase pulp mill project with 3.5 million tonne per year

pulp production capacity. The new mill is estimated to start up in

the second half of 2027. The pulp mill will be built in Inocência, in

the state of Mato Grosso do Sul, Brazil. The value of the order for

Valmet is over EUR 1 billion, and it is included in Valmet’s orders

received for 2024.


Paper business line	2024	2023	Change
Orders received (EUR million)	897	1,002	-11%
Net sales (EUR million)	1,152	1,353	-15%
Personnel (end of period)	4,402	4,759	-7%

Orders received by the Paper business line decreased 11 percent to

EUR 897 million (EUR 1,002 million) in 2024. Paper accounted for

15 percent (20%) of Valmet's orders received. Orders received

increased in Asia-Pacific, remained at the previous year's level in

EMEA and decreased in China, South America and North America.

Orders received increased in Tissue and Stock preparation and

Recycled fiber and decreased in Small and Medium size Machines

and Board and Paper. Tissue Converting (the acquired Körber's

Business Area Tissue), which was integrated into Valmet on

November 2, 2023, increased Paper business line's orders received by

EUR 174 million (EUR 40 million).

Net sales for the Paper business line decreased 15 percent to EUR

1,152 million (EUR 1,353 million) in 2024 , corresponding to 22

percent (24%) of Valmet’s net sales. Tissue Converting increased

Paper business line's net sales by EUR 161 million (EUR 50 million).

The decrease in Paper business line's personnel is mainly due to

completed change negotiations in Finland in the Paper Mills

business unit.

Cash flow and financing

Cash flow provided by operating activities amounted to EUR 554

million (EUR 352 million) in 2024. Change in net working capital in

the statement of cash flows was EUR 43 million (EUR -180 million)

in 2024.

Net working capital decreased to EUR 134 million (EUR 191

million) at the end of the reporting period. In the recent years,

Valmet’s net working capital profile has changed due to increased

portion of stable business, which typically ties up more net working

capital than capital business. In addition, payment schedules of large

long-term projects have a significant impact on net working capital

development.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

Cash flow after investing activities totaled EUR 316 million (EUR

-181 million) in 2024.

In compliance with the resolution of the Annual General Meeting,

on April 11, 2024, Valmet paid out the first installment of dividend

for year 2023, EUR 125 million, corresponding to EUR 0.68 per

share. The second installment, EUR 0.67 per share and in total EUR

123 million, was paid on October 10, 2024.

At the end of 2024, net debt to EBITDA ratio was 1.55 (1.46) and

gearing 39 percent (40%). Equity to assets ratio was 44 percent

(43%). Interest-bearing liabilities amounted to EUR 1,544 million

(EUR 1,484 million), and net interest-bearing liabilities totaled

EUR 1,032 million (EUR 1,027 million) at the end of the reporting

period.

The average interest rate of Valmet's total debt was 4.0 percent and

average maturity of non-current debt including current installments

was 3.4 years at the end of 2024. Lease liabilities have been excluded

from calculation of these two key performance indicators.

On March 6, 2024, Valmet issued a green bond (senior unsecured

green notes) of EUR 200 million. The maturity of the bond is five

years and it matures on March 13, 2029. The bond carries fixed

annual interest of 4.00 percent. The issue price of the bond is 99.871

percent. The net proceeds from the bond offering will be used in

accordance with the Green Finance Framework published by Valmet

on March 1, 2024. The Green Finance Framework is designated to

support financing and refinancing eligible assets and expenditures

that promote two environmental objectives: enabling transition to a

circular economy and mitigating climate change.

On March 14, 2024, Valmet announced that the Finnish Financial

Supervisory Authority has approved the listing prospectus of the

bond, and that Valmet has submitted an application for the bond to

be admitted to trading on the list of sustainable bonds of Nasdaq

Helsinki Ltd. Trading on the bond commenced on March 19, 2024.

In 2024, Valmet issued its second green debt transaction under the

Green Finance Framework, a green term loan of EUR 50 million

from Swedish Export Credit Corporation (SEK).

Valmet’s liquidity was strong at the end of the reporting period, with

cash and cash equivalents amounting to EUR 482 million (EUR 432

million) and other interest-bearing assets totaling EUR 30 million

(EUR 25 million). Valmet’s liquidity was secured with a committed

revolving credit facility of EUR 300 million, which was undrawn at

the end of the reporting period. Liquidity was additionally secured

by undrawn commercial paper program worth of EUR 300 million.

Capital expenditure

Gross capital expenditure (excluding business combinations and

right-of-use assets) totaled EUR 107 million (EUR 125 million) in

2024, of which maintenance investments amounted to EUR 38

million (EUR 57 million).

Rautpohja fire insurance compensation

A fire broke out at Valmet’s Rautpohja factory site in Jyväskylä,

Finland, on May 7, 2022. The fire, which started at a workshop

during a roll test, caused damages to parts of roll and headbox

manufacturing and preassembly. Operations resumed with some

special arrangements, like transferring some of the production to

temporary locations. Valmet maintains property damage and

business interruption insurance and expected to recover fire-related

losses through insurance.

The final settlement with the insurance provider was reached in

April–June 2024 and the final payment was received in June 2024.

Valmet has recorded an insurance compensation of EUR 19 million

in January–June 2024 related to the compensation of the costs

incurred. The outstanding receivable towards the insurance

company since 30 June 2024 has been nil (EUR 32 million as at 31

December 2023). In total, Valmet has received EUR 74 million as

cash payments in 2022, 2023 and 2024.

Acquisitions and disposals

Acquisitions

Process Gas Chromatography business of Siemens AG

On July 17, 2023, Valmet announced that it has entered into an

agreement to acquire the Process Gas Chromatography business of

Siemens AG. On April 2, 2024, Valmet announced that the

acquisition has been completed. The enterprise value of the

acquisition is EUR 102.5 million on a cash and debt-free basis

subject to customary adjustments.

The acquisition is in line with Valmet’s strategy and will further

strengthen Valmet’s automation segment and process automation

offering with process industry gas chromatograph and process

analyzer systems offering. It also strengthens Valmet’s Automation

Systems business footprint in North America, Asia-Pacific, and

Europe. The acquired business is integrated into Valmet’s

Automation Systems business line as a business unit called Analyzer

Products and Integration.

In 2022, the net sales of the acquired business amounted to

approximately EUR 120 million and pro-forma adjusted EBITDA

margin was approximately 10 percent. The business employs around

300 employees, and its main locations are in the USA, Germany, and

Singapore. It has been consolidated into Valmet’s financial reporting

since the second quarter of 2024.

FactoryPal

On May 30, 2024, Valmet announced that it has agreed with Körber

that Valmet will become the majority shareholder of FactoryPal, an

undertaking of Körber. On August 1, 2024, the company announced

it has closed the agreement to acquire majority shares in FactoryPal.

FactoryPal is a software developed for tissue converting operations

that improves shopfloor manufacturing performance and

productivity. The software empowers tissue mill teams to achieve

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

seamless operations by generating and utilizing high quality data

combined with state-of-the-art user experience and advanced

artificial intelligence (AI). FactoryPal will further strengthen

Valmet’s offering of advanced Industrial Internet solutions and

digital services to support customers in the tissue industry.

FactoryPal will continue operating as its own legal entity under the

existing FactoryPal brand. There are 55 employees working for

FactoryPal in Germany, Portugal, Italy, the USA and Brazil.

Demuth

On December 22, 2023, Valmet announced that it has entered into

an agreement to acquire Demuth, a Brazilian company specializing

in wood handling solutions for the pulp industry. On August 2, 2024

the company announced that it has completed the acquisition of

Demuth. This acquisition strengthens Valmet’s wood handling

technology offering and services presence in South America.

Demuth operates two manufacturing facilities in southern Brazil in

the state of Rio Grande do Sul. The net sales of Demuth are around

EUR 20–30 million annually, and the company employs around

400 people.

Disposals

Valmet made no disposals during 2024.

Research and development

Valmet’s research and development (R&D) expenses in 2024

amounted to EUR 123 million, i.e. 2.3 percent of net sales (EUR 114

million and 2.1%). Research and development work is carried out

predominantly in Finland and Sweden, within the business lines’

R&D organizations and pilot facilities. In addition, research and

development takes place within a network of customers, suppliers,

research institutes and universities. In the end of 2024, R&D

employed 564 (551) people. Valmet’s R&D headcount has increased

due to the R&D and innovation program Beyond Circularity, where

Valmet and its ecosystem come together to innovate, renew and

enable their customer industries to shift to carbon neutrality and to

facilitate green transition.

Valmet’s R&D work is based on customers’ needs, such as

improving production and resource efficiency, maximizing the value

of raw materials, providing new revenue streams, and developing

new innovations and technologies.

Valmet develops competitive, leading production and automation

technologies and services. To enhance raw material, water and

energy efficiency in its customers’ production processes, Valmet

combines digitalization, process technology, flow control,

automation systems and services. Valmet also develops solutions for

replacing fossil materials with renewable ones and for producing

new high-value end products.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

Personnel


	As at December 31,
Personnel by business line	2024	2023	Change
Services	6,714	6,493	3%
Automation	5,448	5,171	5%
Flow Control	2,883	2,841	1%
Automation Systems	2,565	2,330	10%
Process Technologies	6,356	6,707	-5%
Pulp and Energy	1,953	1,948	0%
Paper	4,402	4,759	-7%
Other	792	789	0%
Total	19,310	19,160	1%


	As at December 31,
Personnel by area	2024	2023	Change
North America	2,497	2,273	10%
South America	1,519	1,164	30%
EMEA	11,188	11,644	-4%
China	2,388	2,432	-2%
Asia-Pacific	1,718	1,647	4%
Total	19,310	19,160	1%

Personnel by segment, %

Personnel by area, %

During 2024, Valmet employed an average of 19,297 (18,130)

people. The number of personnel at the end of the year was 19,310

(19,160). The increase in personnel is mainly due to the acquisitions

of Analyzer Products and Integration and Demuth. Personnel

expenses totaled EUR 1,393 million (EUR 1,292 million) in 2024, of

which wages, salaries and remuneration amounted to EUR 1,101

million (EUR 1,019 million).

Changes in Valmet’s Executive Team

On December 16, 2024, Valmet announced that Anu Salonsaari-

Posti, SVP Marketing, Communications, Sustainability and

Corporate Relations and a member of Valmet’s Executive Team

since 2013, leaves Valmet and continues her career outside the

company. Anu Salonsaari-Posti continued in her role until the end

of December 2024.

On November 21, 2024, Valmet announced that Jukka Tiitinen,

Area President, North America, has decided to retire. Jukka Tiitinen

continued in his role until the end of December 2024.

On September 24, 2024, Valmet announced that Olli Hänninen

(M.Sc. Industrial Management) has been appointed Senior Vice

President, Strategy, at Valmet as of October 1, 2024. In this position

he reports to the President and CEO Thomas Hinnerskov and is a

member of Valmet’s Executive Team. Olli Hänninen worked in

several different management positions in the services business of

KONE between 2014–2024, where his last position was Senior Vice

President, Service Business. Prior to his career at KONE, he worked

as an Associate Partner in McKinsey & Company in 2004–2014.

On June 7, 2024, Valmet announced that Anu Pires (M.Sc. Econ)

has been appointed SVP, Human Resources at Valmet as of

September 1, 2024. She became a member of Valmet’s Executive

Team and will report to President and CEO Thomas Hinnerskov.

Anu Pires joined Valmet from Paulig Group, where she worked as

SVP, Human Resources since 2018. Prior to her role at Paulig, Anu

Pires worked as VP of HR at Lumene from 2017 to 2018, in different

HR management positions at Outotec from 2016 to 2017, and as

Head of HR, APAC Mobile Device Sales, Nokia integration at

Microsoft from 2014 to 2015. Between 1998 and 2014, she held

HR management roles at Nokia, working in Brazil, China, and India.

Anu Pires began her career in human resources as HR trainee and

specialist at Valmet from 1996 to 1998. Anu Pires succeeds Julia

Macharey (SVP, Human Resources and Operational Development),

who left Valmet at the end of January 2024, as announced in

August 2023.

On February 19, 2024, Valmet announced that Valmet’s Board of

Directors has appointed Thomas Hinnerskov as the President and

CEO of Valmet. Thomas Hinnerskov started in the position on

August 12, 2024. He succeeds Pasi Laine, whose resignation was

announced on August 18, 2023.

Thomas Hinnerskov is a Danish citizen and was born in 1971. He

joined Valmet from Mediq B.V. where he was working as the CEO

since 2022. Prior to this, Thomas Hinnerskov was Executive Vice

President at KONE responsible for South Europe, Middle East and

Africa between 2021–2022 and Executive Vice President for Central

Europe between 2016–2021. Earlier in his career Thomas

Hinnerskov has had several leadership positions in ISS A/S between

2003–2016, and before that he worked in versatile management

positions in a private equity fund, in consulting and in investment

banking sector. He holds a Master’s degree in Economics (Finance

and Accounting) from Copenhagen Business School.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

On January 12, 2024, Valmet announced that Janne Pynnönen

(M.Sc. Eng.) has been appointed Senior Vice President, Operational

Development at Valmet as of February 1, 2024. Janne Pynnönen

became a member of Valmet’s Executive Team and reports to

President and CEO Thomas Hinnerskov. Until his nomination,

Janne Pynnönen was holding the position of Vice President, R&D at

Valmet. Before joining Valmet in 2020, he worked in versatile

business management and development roles and in R&D in Stora

Enso since 2003. Janne Pynnönen succeeds Julia Macharey (SVP,

Human Resources and Operational Development), who left Valmet

at the end of January 2024, as announced in August 2023.

Structural changes

Valmet announced on September 5, 2024, the start of change

negotiations in its Paper business line’s Board and Paper Mills

business unit including a plan to consider measures aimed at

improving the profitability and competitiveness of the business

operations. The scope of the negotiations covered all employees in

Board and Paper Mills business unit in Finland, totaling

approximately 1,300 employees. Other organizations or employees

in the Paper Business Line were not included in the scope of the

change negotiations.

On October 21, 2024, Valmet announced the completion of change

negotiations. As a result of the change negotiations the employment

of 112 people were ended. In addition, there were fixed-term

position terminations, retirements, and internal transfers to other

positions within Valmet. At the beginning of the negotiations, the

need for employee reductions was estimated to be 200 positions.

Additionally, the Board and Paper Mills business unit will

implement temporary layoffs lasting up to 90 days during the first

half of 2025. Valmet supports the re-deployment of the laid-off

persons by offering i.e. personal career coaching.

On February 15, 2024, Valmet announced to start change

negotiations affecting certain parts of Services and Paper business

lines, EMEA area organization and corporate functions. The

negotiations included a plan to consider measures aimed at

improving the profitability and competitiveness of the business

operations, as well as adapting to the changing market situation. On

April 2, 2024, Valmet announced that the change negotiations had

been completed, and as a result 60 roles in Finland and 49 roles in

Sweden were reduced. Additionally, there were temporary lay-offs

with maximum length of 90 days in the Paper business line in

Finland. In a another change negotiation in June 2024, maximum

90-day temporary layoffs in Automation Systems were decided.

Investments in production and services

On September 3, 2024, Valmet announced that it has opened a new

service center in Beihai to serve and be close to its customers in the

fast-growing pulp and paper industry in the Guangxi Zhuang

Autonomous Region, West China. The Beihai Service Center serves

pulp, board, and paper customers close by, focusing on fiber

workshop services, roll maintenance, and field services, including

shutdown planning management.

On March 25, 2024, Valmet announced the decision to invest in

filter fabric manufacturing in Belo Horizonte, Brazil, in order to

better respond to the growing demand of high-performing filter

fabrics in both the mining and pulp and paper industries in South

America. The value of the investment will not be disclosed. The

investment includes the relocation of the current office and

manufacturing facility in Belo Horizonte, new machinery, and

improvements in the operations’ energy efficiency and emission

reduction. The new facility will be in operation during the first half

of 2025.

Business model and value creation

Valmet is a leading global developer and supplier of process

technologies, automation and services for the pulp, paper and

energy industries. With our automation systems and flow control

solutions we serve an even wider base of process industries.

Our strong technology offering includes pulp mills, tissue, board

and paper production lines, air emission control solutions, and

power plants for bioenergy production. Our services, automation

systems and flow control solutions improve production

performance and increase the environmental efficiency and cost-

effectiveness of Valmet’s customers’ production processes, while

ensuring safe and reliable operations. Our product and service

portfolio consists of productivity-enhancing services, plant upgrades

and rebuilds, cost-effective new equipment and solutions for

optimizing energy and raw material use, and technologies increasing

the value of our customers’ end products. Valmet’s technologies

maximize the value of renewable raw materials, while minimizing

their environmental impact.

Valmet’s business model relies on a range of key intangible

resources that enable long-term value creation for its stakeholders.

These include, for example, intellectual property, brand reputation,

technological expertise, and customer relationships and references.

Valmet holds a robust portfolio of intellectual assets, including

approximately 1,500 patented inventions. Valmet employs more

than 19,000 employees globally, whose expertise and experience play

a key role in value creation.

Strategic goals and their implementation

Valmet’s strategy is: Valmet develops and supplies competitive and

reliable process technologies, services and automation to the pulp,

paper and energy industries. Our automation business covers a wide

base of global process industries. We are committed to moving our

customers’ performance forward with our unique offering and way

to serve.

During the second quarter of 2024, Valmet's mission statement was

refined to reflect the changes in our business portfolio and customer

base. Valmet's refined mission is: We create sustainable results by

converting renewable resources and making industrial processes

reliable and efficient. Valmet’s vision is to become the global

champion in serving its customers and in moving the industries

forward.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

Valmet seeks to achieve its strategic targets by continuous

improvement and renewal. Valmet has the following Must-Win

initiatives: ‘Customer excellence’, ‘Leader in technology and

innovation’, ‘Excellence in processes’ and ‘Winning team’, as well as

selected Business Accelerators.

Valmet has an annual strategy process, where Valmet’s strategy and

financial targets are reviewed.

Valmet's financial targets are the following:

Financial targets

• Net sales for Services and Automation segments to grow over two times

the market growth

• Net sales for Process Technologies segment to exceed market growth

• Comparable EBITA: 12–14%

• Comparable return on capital employed (ROCE) before taxes: at least 15%

• Dividend payout at least 50% of net profit

Actions to reach Comparable EBITA target of

12–14%

Valmet continues to focus on improving profitability through

implementing its four Must-Win initiatives: ‘Customer excellence’,

‘Leader in technology and innovation’, ‘Excellence in processes’ and

‘Winning team’. Valmet targets to increase the comparable EBITA

margin in all three segments (Services, Automation and Process

Technologies).

Customer excellence

Valmet aims to strengthen its customer base by implementing

effective sales management practices and cultivating close

relationships with customers. Valmet is targeting to increase its

market share in Services and Automation segments by growing over

two times the market growth. In Process Technologies segment,

Valmet aims to maintain and improve its market share.

Leader in technology and innovation

Valmet is known for its world-class technology and is always

looking to bring advanced and innovative solutions to the market.

Furthermore, Valmet is placing a strong emphasis on product cost

competitiveness.

Excellence in processes

Valmet is continuously developing and improving its processes.

Valmet aims to ensure excellent project management and project

execution. Supply chain management and efficient procurement are

key for Valmet. Valmet is also streamlining its processes and

renewing the ERP system.

Winning team

Valmet has a strong home base in the Nordic region but has also

been increasing procurement, production, and engineering

resources in cost-competitive countries. The Company is investing

heavily in its people, particularly through the global training

portfolio, which supports the execution of the Must-Wins.

Towards the end of the year 2024, Valmet initiated work to renew its

strategy with the aim of defining Valmet's future growth areas,

accelerating growth, and simplifying ways of working.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

Shares and shareholders

Share capital and share data1


	2024	2023	2022
Share capital, December 31, EUR million	140	140	140
Number of shares, December 31:
Number of outstanding shares	184,165,347	184,161,105	184,184,830
Treasury shares held by the Parent Company	364,258	368,500	344,775
Total number of shares	184,529,605	184,529,605	184,529,605
Average number of outstanding shares	184,159,071	184,151,827	175,617,981
Average number of diluted outstanding shares	184,159,071	184,151,827	175,617,981
Trading volume on Nasdaq Helsinki Ltd.2	108,778,549	103,147,588	125,393,868
% of total shares for public trading	59	56	68
Earnings per share, EUR	1.52	1.94	1.92
Earnings per share, diluted, EUR	1.52	1.94	1.92
Adjusted earnings per share, EUR	1.93	2.28	2.37
Dividend per share, EUR	1.353	1.35	1.30
Dividend, EUR million	2493	249	239
Dividend payout ratio	89%3	70%	68%
Effective dividend yield	5.8%3	5.2%	5.2%
Price to earnings ratio (P/E)	15.4	13.5	13.1
Equity per share, EUR	14.15	13.93	13.54
Highest share price, EUR	30.11	32.99	38.59
Lowest share price, EUR	21.37	19.64	19.95
Volume-weighted average share price, EUR	25.04	26.35	26.90
Share price, December 31, EUR	23.33	26.11	25.16
Market capitalization, December 31, EUR million	4,305	4,818	4,643

1 The formulas for calculation of the figures are presented in the section ‘Formulas for Calculation of Indicators´.

2.In addition to Nasdaq Helsinki Ltd, Valmet’s shares are also traded on other marketplaces, such as CBOE DXE, BATS, Frankfurt, Chi-X and Turquoise. A total of approximately 50 million

Valmet shares were traded on these five alternative marketplaces in 2024. (Source: www.valmet.com/investors/valmet-share/trading-volumes/).

3Board of Directors’ proposal.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

Largest shareholders on December 31, 2024


		Shares	% of share capital
1	Oras Invest Ltd	19,200,000	10.40%
2	Solidium Oy	18,640,665	10.10%
3	Varma Mutual Pension Insurance Company	8,786,744	4.76%
4	Ilmarinen Mutual Pension Insurance Company	7,235,818	3.92%
5	Elo Mutual Pension Insurance Company	2,772,000	1.50%
6	Finnish State Pension Fund	2,300,000	1.25%
7	Evli Finnish Small Cap Fund	914,965	0.50%
8	Sigrid Jusélius Foundation	716,954	0.39%
9	Samfundet Folkhälsan i Svenska Finland	666,423	0.36%
10	Aktia Capital Mutual Fund	664,080	0.36%
11	OP-Finland	657,667	0.36%
12	Danske Invest Finnish Equity Fund	645,836	0.35%
13	Finnish Cultural Foundation	623,741	0.34%
14	Nordea Pro Finland Fund	526,775	0.29%
15	The Finnish Social Insurance Institution	526,188	0.29%

Source: Euroclear Finland

Number of shareholders

The number of registered shareholders at the end of year 2024 was

105,217 (100,752).

Shareholdings of the Board of Directors

in Valmet Oyj on December 31, 2024


		Shares
Mäkinen, Mikael	Chair of the Board	11,906
Eskola, Jaakko	Vice Chair of the Board	4,870
Kemppainen, Pekka	Member of the Board	6,535
Maurer, Monika	Member of the Board	6,535
Lumme-Timonen, Annareetta	Member of the Board	1,582
Paasikivi, Annika	Member of the Board	1,449
Hämäläinen, Anu	Member of the Board	4,196
Lindberg, Per	Member of the Board	3,591
Total		40,664
% of outstanding shares		0.02%

Distribution of shareholding by sector, %

Distribution of shareholders by number of shares held, %

Shareholdings of the Executive Team

in Valmet Oyj on December 31, 2024


		Shares
Hinnerskov, Thomas	President and CEO	0 *
Hokkanen, Katri	CFO	9,295
Kokko, Tero	Area President, EMEA	4,104
Pires, Anu	SVP, Human Resources and Interim SVP Marketing, Communications, Sustainability and Corporate Relations	0
Niemi, Aki	Business Line President, Services	44,783
Paukkunen, Petri	Area President, Asia Pacific	15,986
Rasinmäki, Petri	Business Line President, Paper	2,929
Riekkola, Sami	Business Line President, Pulp and Energy	23,187
Hänninen, Olli	SVP, Strategy	1,400
Sääskilahti, Simo	Business Line President, Flow Control	6,855
Tacla, Celso	Area President, South America	78,512
Pynnönen, Janne	SVP, Operational Development	1,087
Torttila-Miettinen, Emilia	Business Line President, Automation Systems	2,884
Zhu, Xiangdong	Area President, China	38,079
Salonsaari-Posti, Anu	Senior Vice President, Marketing, Communications, Sustainability and Corporate Relations	37,300
Tiitinen, Jukka	Area President, North America	45,040
Total		311,441
% of outstanding shares		0.17%

* Thomas Hinnerskov has an allocation of 61,037 shares in restricted share pool. A

precondition for the payment of the share reward based on the restricted pool is that the

employment relationship of Thomas Hinnerskov with Valmet continues until the payment

date of the reward, which is in March 2027. Shares in long-term incentive plan PSP

(Performance Share Plan) 2024-2026 have also been allocated to Thomas Hinnerskov in

2024, with rewards from these plans will be paid to participants in spring 2027.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

Flagging notifications

During the review period, Valmet received the following flagging

notifications referred to in the Securities Market Act:


			% of shares and voting rights
Transaction date	Shareholder	Threshold	Direct	Through financial instruments	Total, %
January 5, 2024	The Goldman Sachs Group, Inc.	Below 5%	0.03%	2.62%	2.65%
January 26, 2024	Oras Invest Oy	Above 10%	10.22%	-	10.22%
March 8, 2024	Swedbank Robur Fonder AB	Above 5%	5.09%	-	5.09%
August 7, 2024	The Goldman Sachs Group, Inc	Above 5%	0.07%	4.95%	5.02%
August 9, 2024	The Goldman Sachs Group, Inc	Below 5%	0.07%	4.87%	4.95%
October 21, 2024	Swedbank Robur Fonder AB	Below 5%	4.98%	-	4.98%
December 3, 2024	Swedbank Robur Fonder AB	Above 5%	5.03%	-	5.03%

Trading of shares


Trading of Valmet shares on Nasdaq Helsinki	2024	2023
Number of shares traded	108,778,549	103,147,588
Total value, EUR million	2,723	2,718
High, EUR	30.11	32.99
Low, EUR	21.37	19.64
Volume-weighted average price, EUR	25.04	26.35
Closing price on the final day of trading, EUR	23.33	26.11

The closing price of Valmet’s share on the final day of trading for

the reporting period, December 30, 2024, was EUR 23.33, i.e., 11

percent lower than the closing price on the last day of trading in

2023 (EUR 26.11 on December 29, 2023).

In addition to Nasdaq Helsinki Ltd, Valmet’s shares are also traded

on other marketplaces, such as CBOE DXE, BATS, Frankfurt, Chi-X

and Turquoise. A total of approximately 50 million Valmet shares

were traded on these five alternative marketplaces in 2024 (Source:

www.valmet.com/investors/valmet-share/trading-volumes/).

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

Board authorizations regarding shares

Valmet Oyj’s Annual General Meeting on March 21, 2024,

authorized Valmet’s Board of Directors to decide on the repurchase

of a maximum number of 9,200,000 of the Company’s own shares in

one or several tranches. This corresponds to approximately 5.0

percent of all the shares in the Company. The Company's own

shares may be repurchased otherwise than in proportion to the

shareholdings of the shareholders (directed repurchase). The

Company's own shares may be repurchased using the unrestricted

equity of the Company at a price formed on a regulated market on

the official list of Nasdaq Helsinki Ltd on the date of the repurchase

or at a price otherwise formed on the market.

The Company's own shares may be repurchased for reasons of

developing the Company's capital structure, financing or carrying

out acquisitions, investments or other business transactions, or for

the shares to be used in an incentive scheme, however so that a

maximum of 500,000 shares may be repurchased to be used in an

incentive scheme, which corresponds to approximately 0.3 percent

of all the shares in the Company. The Board of Directors resolves on

all other terms related to the repurchasing of the Company's own

shares.

Valmet Oyj’s Annual General Meeting 2024 also authorized

Valmet’s Board of Directors to decide on the issuance of shares and

the issuance of special rights entitling to shares in one or several

tranches. The issuance of shares may be carried out by offering new

shares or by transferring treasury shares held by Valmet. Based on

this authorization, the Board of Directors may also decide on a

directed share issue in deviation from the shareholders’ pre-emptive

rights and on the granting of special rights subject to the conditions

mentioned in the Finnish Companies Act. Based on this

authorization, a maximum number of 18,500,000 shares may be

issued, corresponding to approximately 10.0 percent of all the shares

in Valmet. The new shares and treasury shares may be issued for

consideration or without consideration.

The Board of Directors may decide on all other terms of the issuance

of shares and special rights entitling to shares pursuant to Chapter

10, Section 1 of the Finnish Companies Act. The Board of Directors

may use this authorization, for example, for reasons of developing

the Company’s capital structure, in financing or carrying out

acquisitions, investments or other business transactions, or for the

shares to be used in incentive schemes, however so that the Board of

Directors may issue a maximum of 500,000 shares to be used in

incentive schemes, which corresponds to approximately 0.3 percent

of all the shares in the Company.

The authorizations shall remain in force until the close of the next

Annual General Meeting, and they cancel the corresponding

authorizations granted by the Annual General Meeting 2023.

Based on the authorization granted by the Annual General Meeting

2024, Valmet’s Board of Directors decided on June 18, 2024, on a

directed share issue related to the reward payment of Valmet’s

share-based long-term incentive plans for the performance period

2023. In the share issue on June 20, 2024, a total of 736 Valmet’s

treasury shares were conveyed without consideration to the

participants of the plans, in accordance with the terms and

conditions of the plans.

The Board of Directors of Valmet decided in its meeting on

December 18, 2024, to use the authorization granted by the Annual

General Meeting held on 2024, to repurchase the Company's own

shares. Based on the authorization, the Board has decided to initiate

a fixed-term share buy-back program for the purpose of acquiring

the Company's own shares to meet part of the obligations arising

from the LTI Plans and the Restricted Pool incentive. The share

acquisitions will begin at the earliest on February 13, 2025 and will

end at the latest on March 7, 2025. The maximum number of shares

to be acquired is 115,000 corresponding to a value of approximately

EUR 2.6 million based on the closing share price on December 17,

2024. The shares will be acquired at market price in public trading

on Nasdaq Helsinki Ltd.

Share-based incentive plans

Valmet’s share-based incentive plans are part of the total

compensation offered for Valmet’s key personnel. The aim of the

plans is to align the interests of the shareholders and the key

employees to increase the value of Valmet in the long run, to steer

the key employees towards achieving the Company’s selected

strategic targets, to commit the key employees to the Company, and

to offer them a competitive reward plan based on holding the

Company's shares. Any shares to be potentially awarded are, or have

been, acquired through public trading, and therefore the incentive

plans have no diluting effect on the share value.

Long-term incentive plans – Performance

Share Plan and Deferred Share Plan

In its meeting on December 17, 2020, the Board of Directors of

Valmet Oyj decided on share-based long-term incentive plans, a

Performance Share Plan and a Deferred Share Plan, for Valmet's key

employees. The Board of Directors decided on a continuation of its

share-based long-term incentive plans (LTI plans) each year.

The Performance Share Plan is directed to the Executive Team

members. The Performance Share Plans include a three-year

performance period parallel to a one-year performance period.

Valmet's Board of Directors decides on the predefined performance

measures and targets in the beginning of each performance period.

The Deferred Share Plan is directed to other key employees in

management positions and management talents. It has a one-year

performance period. The predefined performance measures and

targets are decided by Valmet’s Board of Directors and are aligned

with the targets of the Performance Share Plan. The Deferred Share

Plan is directed to approximately 200 participants, of which

approximately 150 are key employees in management positions, and

approximately 50 are management talents.

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS

The Board of Directors of Valmet Oyj decided in December 2024 on

establishment of a new long-term share incentive plan, a

Performance Share Plan, for Valmet's executives and selected key

employees. The new Performance Share Plan consists of annually

commencing performance share plans, with a three-year

performance period, within which its participants have the

opportunity to earn shares of the Company based on achievement of

the performance measures. The performance measures and their

target ranges are set separately for each commencing plan.

Regarding all Valmet LTI plans, as a rule, no reward is paid if the

key employee’s employment or service at Valmet ends before the

reward payment. The earning under the Performance Share Plan is

limited by a pay cap determined by the Board of Directors in order

to avoid unexpectedly high pay-outs resulting from share price

volatility. Additionally, the Board has the right to re-collect paid

rewards after the plan has ended if the LTI plan participant has

caused a misstatement of the information based on which the

reward was paid.

The Performance Share Plan includes a recommendation for the

members of Valmet's Executive Team to own and hold an amount of

Company shares equaling their gross annual base salary (100

percent ownership recommendation). Further, each member of

Valmet’s Executive Team is expected to retain in their ownership at

least half of the shares received under the share-based incentive

plans of the Company, until the value of their share ownership

corresponds to at least their gross annual base salary. Management

shareholding is presented on Valmet's website at www.valmet.com/

investors/shareholders/management-shareholding.

Restricted Shares Pool

As part of total remuneration, for example for retention purposes,

the Board of Directors decided on an additional incentive element in

December 2018, the restricted shares pool, from which shares can be

granted to selected key employees. Restricted share pools are

intended to be annually commencing, and the annual restricted

shares pool is subject to separate approval by the Board of Directors.

In 2024, approximately 101,000 shares were allocated from the

restricted shares pool. In 2025, 100,000 shares and in addition the

shares unallocated from the Performance Share Plan 2025-2027 can

be allocated to possible participants of the restricted shares pool. As

a rule, the restriction period for these shares is three years. Plan

nominations as well as detailed terms of allocation will be proposed

by the President and CEO to the Chairman of the Board of Directors

for approval. A precondition for the payment of the share reward

based on the restricted shares pool is that a threshold Valmet

Comparable EBITA is exceeded and that the employment

relationship of the individual participant with Valmet continues

until the payment date of the reward.


	Long-term incentive plans 2021–2023		Long-term incentive plans 2022–2024
Plan name	Performance Share Plan and Deferred Share Plan	Performance Share Plan	Performance Share Plan and Deferred Share Plan	Performance Share Plan
Performance period	2021	2021–2023	2022	2022–2024
Incentive based on	Comparable EBITA as a percentage of net sales, and orders received growth in the stable business	Predefined strategic target	Comparable EBITA as a percentage of net sales, and orders received growth in the stable business	ESG Index, targets linked to implementing Valmet’s Climate Program and Sustainability Agenda
Reward payment	In spring 2022	In spring 2024	In spring 2023	In spring 2025
Participants
Performance Share Plan	13	10	14	11
Deferred Share Plan	101		114
Total gross number of shares earned	Approximately 355,000 shares	Approximately 42,000 shares	Approximately 176,000 shares	Approximately 29,000 shares

VALMET | FINANCIAL STATEMENTS AND REPORT OF THE BOARD OF DIRECTORS 2024

REPORT OF THE BOARD OF DIRECTORS


	Long-term incentive plans 2023–2025		Long-term incentive plans 2024–2026		Long-term incentive plan 2025–2027
Plan name	Performance Share Plan and Deferred Share Plan	Performance Share Plan	Deferred share plan	Performance Share Plan	Performance Share Plan
Performance period	2023	2023–2025	2024	2024, 2024–2026	2025–2027
Incentive based on	Comparable EBITA as a percentage of net sales, and orders received growth of the stable business	Development of a valuation multiple of Valmet’s share in comparison to peer group	Comparable EBITA as a percentage of net sales, and orders received growth of the stable business	Comparable EBITA as a percentage of net sales, and orders received growth of the stable business Development of a valuation multiple of Valmet’s share in comparison to peer group	Comparable EBITA, organic orders received growth (%) of the stable business, and ESG Index
Reward payment	In spring 2024	In spring 2026	In spring 2025	In spring 2027	In spring 2028
Participants
Performance Share Plan	15	13		17	~220
Deferred Share Plan	120		193
Total gross number of shares earned	Approximately 153,000 shares.	Approximately 48,000 shares.	As at December 31, 2024, a total of approximately 359,000 shares were allotted to participants.	As at December 31, 2024 , a total of approximately 262,000 shares were allotted to participants.	The reward to be paid will correspond to a maximum total of approximately 653,000 shares.

Valmet announced on December 20, 2023, that the Board of

Directors of Valmet has decided to use the authorization granted by

the Annual General Meeting 2023 to repurchase the Company's own

shares. The Board decided to initiate a fixed-term share buy-back

program for the purpose of acquiring the Company's own shares to

meet part of the obligations arising from its share-based long-term

incentive plans (LTI Plans) and the Restricted Pool incentive. The

share acquisitions began on February 12, 2024, and ended on

February 16, 2024. The number of shares acquired totaled 100,000.

Based on the authorization granted to the Board of Directors by the

Annual General Meeting 2023, Valmet’s Board of Directors decided

in December 2023 on a directed share issue related to the reward

payment of Valmet’s share-based long-term incentive plans for the

performance periods 2021–2023 and 2023. In the share issue on

March 15, 2024, a total of 113,678 Valmet’s treasury shares were

conveyed without consideration to the participants of the plans, in

accordance with the terms and conditions of the plans.