Metso publishes illustrative financial information for its continuing operations
Metso Corporation's stock exchange release on September 23, 2013 at 3:10 p.m. local time
In parallel with the demerger prospectus published today for Valmet Corporation,
which will be incorporated in connection of the partial demerger of Metso
Corporation, Metso is also publishing illustrative financial information for
Metso's continuing operations for the 2012 financial year and the first half of
2013.
Metso's Board of Directors unanimously approved a demerger plan on May 31, 2013
under which all the assets, debts, and liabilities relating to Metso's Pulp,
Paper and Power businesses will transfer, without liquidation, from Metso to
Valmet. Valmet will be incorporated as part of the demerger and an application
will be made to list its shares on NASDAQ OMX Helsinki Ltd. Metso's Mining and
Construction segment and Automation segment will form the continuing operations
of Metso.
On August 15, 2013, the Board unanimously decided to propose the approval of the
demerger and the demerger plan to the Extraordinary General Meeting of Metso
shareholders scheduled for October 1, 2013. The completion of the partial
demerger is expected to be registered in the Finnish Trade Register on or about
December 31, 2013. The prospectus relating to Valmet was published today and is
available on Metso's website (www.metso.com).
Basis of preparation of unaudited illustrative financial information
The following unaudited illustrative financial information is presented to
illustrate the results of operations and financial position for Metso's
continuing operations had the partial demerger taken place on January 1, 2012.
The information is based on financial data derived from Metso's audited
consolidated financial statements as of and for the year ended December
31, 2012, restated for the impact of the adoption of the revised IAS 19
"Employee Benefits" standard and from Metso's unaudited consolidated interim
report as of and for the six month period ended June 30, 2013.
This information is presented for illustrative purposes only. Because of its
nature, it addresses a hypothetical situation and does not represent the actual
results of operations or the financial position of Metso had the demerger been
completed on January 1, 2012; nor is it intended to project the results of
operations or the financial position of Metso as of any future date.
Management believes that the illustrative information presented in this release
provides a relevant basis to present the result of operations and financial
position of the continuing Metso Group. The adjustments made in preparing the
illustrative information are based on available information and assumptions.
There is no certainty that these assumptions will prove correct.
The following significant assumptions and adjustments to historical information
have been made in the preparation of the illustrative financial information for
Metso's continuing operations:
* All the revenues and expenses, as well as assets and liabilities relating to
the Valmet business, have been excluded from Metso's reported consolidated
financial information.
* Due account has been taken of the effects of certain intra-group
arrangements that have been or will be undertaken by Metso prior to the
demerger in order to achieve the planned legal group structures of both
Metso and Valmet and the effects of certain refinancing measures, including
a settlement of intra-group items between Metso and Valmet. The net
settlement of intra-group balances has been treated as an adjustment to the
cash and cash equivalents for illustrative balance sheet purposes (a
reduction of EUR 102 million as of December 31, 2012 and an increase of EUR
40 million as of June 30, 2013), reflecting the cash amount to be paid by
Metso to Valmet or vice versa to settle the balances.
* The total amount of equity adjusted from the historical Metso's equity
balance in the illustrative consolidated balance sheets represents the
amount of net assets attributable to the Valmet business. The adjustments
made to equity reflect Valmet Croup's contemplated equity structure.
Accounting treatment of the demerger
The demerger will be accounted for as a disposal in accordance with IFRIC 17,
Distributions of non-cash assets to owners. Once the demerger has taken place,
the difference between the fair value of the Valmet business and its book value
in Metso's consolidated balance sheet will be recorded as a gain on
distribution. The Valmet business to be spun off through the demerger will be
presented as discontinued operations in Metso's financial reporting after
shareholders have approved the demerger.
KEY FIGURES FOR METSO GROUP AFTER THE
DEMERGER
As of and for As of and for
the six months ended the year ended
June 30, December 31,
EUR million 2013 2012
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Net sales, total 2,007 4,499
Operating profit 192 463
Profit before taxes 158 404
Amortization of intangible assets -10 -20
Depreciation of tangible assets -30 -57
Non-recurring items
Capacity adjustment expenses 0 -12
Cost related to demerger process -1 0
Other NRE -21 0
EBITA, before non-recurring items 224 495
EBITA, % before NRE 11.2 % 11.0 %
EBITDA 232 540
Earnings per share, EUR 0.71 1.82
Shares (outstanding shares, period
average) 149,787,111 149,715,383
Balance sheet total 3,830 4,000
Equity 1,177 1,359
Interest-bearing liabilities 1,105 1,094
Net debt 565 385
Gearing 48.0 % 28.3 %
ROCE before taxes 16.9% 19.2%
ROCE after taxes 12.4% 13.8%
Orders received, external 2,103 4,432
Order backlog 2,262 2,269
Personnel, at the end of period 18,033 17,665
EBITA, before non- Operating profit + amortization + non-recurring
recurring items: items
EBITDA Operating profit + depreciation and amortization
Earnings per share,
EUR Profit
-----------------------------------------
Number of outstanding shares of Metso, average
Net interest bearing
Gearing, % liabilities x 100
----------------------------
Total equity
Return on capital
employed (ROCE) Profit before taxes + interest and other financial
before taxes, % expenses x 100
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Balance sheet total - non-interest bearing
liabilities
Return on capital
employed (ROCE) Profit + interest and other financial
after taxes, % expenses x 100
------------------------------------------------------
Balance sheet total - non-interest bearing
liabilities
Metso is a global supplier of technology and services to customers in the
process industries, including mining, construction, pulp and paper, power, and
oil and gas. Our 30,000 professionals based in over 50 countries contribute to
sustainability and deliver profitability to customers worldwide. Metso's shares
are listed on the NASDAQ OMX Helsinki Ltd.
www.metso.com, www.twitter.com/metsogroup
Further information, please contact:
Juha Rouhiainen, VP, Investor Relations, Metso Corporation, tel +358 20 484 3253
Metso Corporation
Harri Nikunen
CFO
Juha Rouhiainen
VP, Investor Relations
Distribution:
NASDAQ OMX Helsinki Ltd
Media
www.metso.com