PONSSE OYJ ANNUAL REPORT 2005
Transcription
PONSSE OYJ ANNUAL REPORT 2005
PONSSE OYJ ANNUAL REPORT 2005 www.ponsse.com PONSSE OYJ ANNUAL REPORT 2005 Ponsse in brief Ponsse Oyj develops, manufactures and markets forest machines for the cut-to-length method and timber harvesting-related information technology as well as producing services relating to their effective use. The company was established in 1970, and since then it has been a pioneer in timber harvesting solutions based on the cut-to-length method. Ponsse Oyj’s shares are quoted on the main list of the Helsinki Stock Exchange. Export and foreign operations account for approximately sixty-five per cent of the company’s turnover. The group has more than 750 employees and it engages in operations in nearly thirty countries. 2 Ponsse 2005 Ponsse 2005 3 PONSSE OYJ ANNUAL REPORT 2005 Ponsse in brief Ponsse Oyj develops, manufactures and markets forest machines for the cut-to-length method and timber harvesting-related information technology as well as producing services relating to their effective use. The company was established in 1970, and since then it has been a pioneer in timber harvesting solutions based on the cut-to-length method. Ponsse Oyj’s shares are quoted on the main list of the Helsinki Stock Exchange. Export and foreign operations account for approximately sixty-five per cent of the company’s turnover. The group has more than 750 employees and it engages in operations in nearly thirty countries. 2 Ponsse 2005 Ponsse 2005 3 Contents Ponsse in brief 3 Contents 5 Ponsse’s mission 6 Quality policy, ISO 9001:2000 7 Information for Shareholders 8 Year 2005 in brief 9 Review by the Chairman of the Board and the President, CEO 10 Events in 2005 12 Cut-to-length method contributes to Ponsse’s success 14 Products 22 Our growth potential 24 Actions supporting growth by promoting the quality of products and production 32 Board of Directors and Management 38 Addresses 44 Financial Statements 46 Front cover photo: Stora Enso 4 Ponsse 2005 Ponsse 2005 5 Contents Ponsse in brief 3 Contents 5 Ponsse’s mission 6 Quality policy, ISO 9001:2000 7 Information for Shareholders 8 Year 2005 in brief 9 Review by the Chairman of the Board and the President, CEO 10 Events in 2005 12 Cut-to-length method contributes to Ponsse’s success 14 Products 22 Our growth potential 24 Actions supporting growth by promoting the quality of products and production 32 Board of Directors and Management 38 Addresses 44 Financial Statements 46 Front cover photo: Stora Enso 4 Ponsse 2005 Ponsse 2005 5 PONSSE’S MISSION QUALITY POLICY Quality policy, ISO 9001:2000 Ponsse’s mission PONSSE’S MISSION We provide our customers with the best forest machines in the market. We promote sustainable wood consumption by producing high-quality wood-harvesting solutions and services in order to ensure the success of our customers, increase shareholder value and secure our own future. PONSSE’S VALUES CLOSENESS TO THE CUSTOMER • understanding the customer’s business • taking a genuine interest in the customer, getting to know customer’s needs • maintaining a lean organisation - decision-makers close • being reachable • pursuing customer-driven production RELIABILITY • always being there for the customer • keeping our promises • acting honestly and ethically PONSSE SPIRIT PONSSE’S VISION We are the preferred partner in our industry and the most valued brand in selected market areas. We operate internationally while taking local circumstances into account and supply the best cut-to-length harvesting technology. Our products are based on the special needs of each market area. Differentiated across a range of markets through the quality of our products and our efficiency and reliability, we make major investments in continuous skills development within the Ponsse Academy’s learning environment. Our operations are cost-efficient and profitable, ensuring our future competitiveness. 6 Ponsse 2005 • attending to staff welfare • having the will to succeed, being entrepreneurial • displaying constructive humility, but confronting one’s work courageously • refusing to compromise in achieving goals • assuming common responsibility for the success of our business • maintaining friendliness and fair play We develop, produce and market reliable and high-quality cut-to-length forest machines and information technology related to timber harvesting, as well as supplying services to ensure their effective use. We constantly fulfil the requirements of our customers with our highquality products, services and operations. According to our customer-oriented approach, we listen to and understand our customers and respect their views. The quality of our products and operations is our common objective. All Ponsse personnel participate in promoting and developing quality through their actions. We only deliver products and services that fulfil our quality criteria. Each Ponsse employee has a process customer whose quality requirements must be met to achieve flawless operation, and to ensure the satisfaction of our customers. We set goals, measure and audit our operations and react effectively to possible deviations. In this way we also ensure our competitiveness for the future. WILLINGNESS TO SERVE • serving the customer as you would like to be served • not ‘passing the buck’ when the customer calls with a problem • helping colleagues in order to ensure successful customer care The guarantee of our quality is skilful and motivated personnel and profitable business. INNOVATION The management of Ponsse is committed to realising the company’s quality policy and communicating it to the personnel. By sufficient training we ensure that the quality policy is understood throughout the whole group. • • • • continuous improvement of products and services showing initiative and open-mindedness regarding change as an opportunity taking the initiative to ensure our competitiveness Ponsse 2005 7 PONSSE’S MISSION QUALITY POLICY Quality policy, ISO 9001:2000 Ponsse’s mission PONSSE’S MISSION We provide our customers with the best forest machines in the market. We promote sustainable wood consumption by producing high-quality wood-harvesting solutions and services in order to ensure the success of our customers, increase shareholder value and secure our own future. PONSSE’S VALUES CLOSENESS TO THE CUSTOMER • understanding the customer’s business • taking a genuine interest in the customer, getting to know customer’s needs • maintaining a lean organisation - decision-makers close • being reachable • pursuing customer-driven production RELIABILITY • always being there for the customer • keeping our promises • acting honestly and ethically PONSSE SPIRIT PONSSE’S VISION We are the preferred partner in our industry and the most valued brand in selected market areas. We operate internationally while taking local circumstances into account and supply the best cut-to-length harvesting technology. Our products are based on the special needs of each market area. Differentiated across a range of markets through the quality of our products and our efficiency and reliability, we make major investments in continuous skills development within the Ponsse Academy’s learning environment. Our operations are cost-efficient and profitable, ensuring our future competitiveness. 6 Ponsse 2005 • attending to staff welfare • having the will to succeed, being entrepreneurial • displaying constructive humility, but confronting one’s work courageously • refusing to compromise in achieving goals • assuming common responsibility for the success of our business • maintaining friendliness and fair play We develop, produce and market reliable and high-quality cut-to-length forest machines and information technology related to timber harvesting, as well as supplying services to ensure their effective use. We constantly fulfil the requirements of our customers with our highquality products, services and operations. According to our customer-oriented approach, we listen to and understand our customers and respect their views. The quality of our products and operations is our common objective. All Ponsse personnel participate in promoting and developing quality through their actions. We only deliver products and services that fulfil our quality criteria. Each Ponsse employee has a process customer whose quality requirements must be met to achieve flawless operation, and to ensure the satisfaction of our customers. We set goals, measure and audit our operations and react effectively to possible deviations. In this way we also ensure our competitiveness for the future. WILLINGNESS TO SERVE • serving the customer as you would like to be served • not ‘passing the buck’ when the customer calls with a problem • helping colleagues in order to ensure successful customer care The guarantee of our quality is skilful and motivated personnel and profitable business. INNOVATION The management of Ponsse is committed to realising the company’s quality policy and communicating it to the personnel. By sufficient training we ensure that the quality policy is understood throughout the whole group. • • • • continuous improvement of products and services showing initiative and open-mindedness regarding change as an opportunity taking the initiative to ensure our competitiveness Ponsse 2005 7 YEAR 2005 IN BRIEF INFORMATION FOR SHAREHOLDERS Year 2005 in brief Information for Shareholders Ponsse Oyj’s Annual General Meeting for 2005 will be held on Wednesday, 15 March 2006 at the company’s registered office at Ponssentie 22, 74200 Vieremä, commencing at 10:00 a.m. ELIGIBILITY TO ATTEND To be eligible to attend the Annual General Meeting, shareholders should be registered by 3 March 2006 in the share register kept by the Finnish Central Securities Depository Ltd (APK). A shareholder in whose name the shares are, is automatically registered in the company’s share register. A shareholder with an administrative registration can be temporarily added in the company’s share register. This must be done on 3 March 2006 at the latest for the purpose of attending the General Meeting. For a temporary registration, shareholders should contact their account operator organisation. REGISTRATION Shareholders wishing to attend the Annual General Meeting should notify the company of their intention to do so by 4 p.m. Finnish time on Friday 10 March 2006, either in writing to Ponsse Oyj, Share Register, FI-74200 Vieremä, Finland; by telephone on +358 20 768 800; by fax on +358 20 768 8690; or on the company’s website at www.ponsse.com/ agm2006. Notifications made via letter must arrive before the end of the notification period. Please deliver any letters of attorney based accompanying the advance registration. DIVIDEND Ponsse Oyj’s Board of Directors will recommend to the Annual General Meeting that a dividend of EUR 0.80 per share be paid for 2005. The dividend shall be paid 8 Ponsse 2005 to all shareholders who are listed in the share register kept by the Finnish Central Securities Depository Ltd as a company shareholder on the record date, 20 March 2006. Dividend shall be paid on 27 March 2006. SHARE REGISTER Ponsse Oyj’s shares and shareholders are listed in the shareholder register held by the Finnish Central Securities Depository Ltd. Shareholders are requested to report any change of address and other similar matters related to their shareholding to the book-entry securities register in which they have a book-entry securities account. FINANCIAL REPORTS IN 2006 In addition to financial statements and annual report on 2006, Ponsse Oyj will issue three Interim Reports. The Interim Reports of the financial period 2006 will be published as follows: - January - March 25.04.2006 at 9 a.m. - January - June 18.07.2006 at 9 a.m. - January - Sept. 17.10 2006 at 9 a.m. The Interim Reports will be published in Finnish and English on the company’s web pages at www.ponsse.com. ORDERING THE FINANCIAL PUBLICATIONS This Annual Report is available in both Finnish and English. You may order Annual Reports from the following address: Ponsse Oyj Ponssentie 22 74200 Vieremä, Finland Tel. +358 20 768 800 Fax +358 20 768 8690 E-mail: corporate.communications@ponsse.com The Annual Report will also be available on the Internet at www.ponsse.com. INVESTOR RELATIONS Ponsse maintains a two week silent period prior to the publication of financial results, during which company representatives will not comment on the earnings. At other times, questions and inquiries from analysts and investors will be answered via phone, e-mail, and in organized investor meetings. Should you have any questions on Ponsse’s business operations, please consult the following people: Arto Tiitinen President and CEO Tel. +358 20 768 8621 Fax. +358 20 768 8690 E-mail: arto.tiitinen@ponsse.com Mikko Paananen CFO, deputy CEO Tel. +358 20 768 8648 Fax +358 20 768 8690 E-mail: mikko.paananen@ponsse.com INVESTMENT ANALYSES These companies, among others, are following Ponsse as an investment object: Opstock Securities Ltd FIM Banking Co Ltd eQ Bank Ltd Evli Bank Plc In April, the company announced the establishment of a subsidiary in Brazil. Ponsse Latin America will be responsible for establishing and developing Ponsse’s sales and service network in the region. The company will sell PONSSE forest machines throughout South America, and supports Ponsse’s dealer network. The company headquarters are in Brazil. In April, Ponsse USA, Inc. extended its operations to cover all North American operations and was renamed Ponsse North America Inc. Assuming total responsibility for the development of Ponsse’s maintenance and distribution network in North America, the company will extend its distribution network through private dealers. In July, Ponsse purchased ninety-two per cent of Lako Oy’s shares. Lako Oy manufactures harvesting heads and its product line includes a series of eucalyptus-debarking harvesting heads. The company’s harvesting heads are suited for attachment to both conventional rubbertyred cut-to-length forest machines and excavator-based applications. In January 2006, Ponsse purchased eight per cent of Lako Oy’s shares. This purchase increased Ponsse Oyj’s ownership in the company to one hundred per cent. In August and September, Ponsse signed partnership agreements with Maaseudun Kone and the German company NAF. Both partnership agreements are aimed at long-term co-operation that will ensure Ponsse’s competitiveness and product quality in the future. In December, Ponsse Oyj and Konekesko Ltd agreed to co-operate in the Baltic States. As a subsidiary of Kesko Agro Ltd, Konekesko Ltd has a sales and service network covering all of the Baltic States that provides excellent opportunities for using the existing infrastructure in the marketing and servicing of PONSSE forest machines. In October, Ponsse strengthened its distribution network in Russia by concluding a distributor agreement with OOO Lespromservis of Russia. According to the agreement, OOO Lespromservis will market, sell and maintain PONSSE forest machines in Russia’s Komi, Kirov and Perm regions. OOO Lespromservis will also be responsible for the maintenance of PONSSE forest machines and equipment and customer training. In December, the company announced its plan for expanding its production in Brazil. Ponsse is to initiate production and product development of eucalyptus-debarking harvesting heads near Sao Paolo. This is a continuation to Ponsse’s strategy for Latin America. Key figures 2005 2004 Turnover, MEUR 226.1 177.9 Operating profit, MEUR 29.1 19.7 Profit before extraordinary items, MEUR 28.1 19.2 Earnings per share (EPS), EUR 1.40 0.97 Equity per share, EUR 3.67 2.47 Equity ratio, % 47.6 36.0 Average number of staff 729 607 International business operations/turnover, % 65.4 62.0 Ponsse 2005 9 YEAR 2005 IN BRIEF INFORMATION FOR SHAREHOLDERS Year 2005 in brief Information for Shareholders Ponsse Oyj’s Annual General Meeting for 2005 will be held on Wednesday, 15 March 2006 at the company’s registered office at Ponssentie 22, 74200 Vieremä, commencing at 10:00 a.m. ELIGIBILITY TO ATTEND To be eligible to attend the Annual General Meeting, shareholders should be registered by 3 March 2006 in the share register kept by the Finnish Central Securities Depository Ltd (APK). A shareholder in whose name the shares are, is automatically registered in the company’s share register. A shareholder with an administrative registration can be temporarily added in the company’s share register. This must be done on 3 March 2006 at the latest for the purpose of attending the General Meeting. For a temporary registration, shareholders should contact their account operator organisation. REGISTRATION Shareholders wishing to attend the Annual General Meeting should notify the company of their intention to do so by 4 p.m. Finnish time on Friday 10 March 2006, either in writing to Ponsse Oyj, Share Register, FI-74200 Vieremä, Finland; by telephone on +358 20 768 800; by fax on +358 20 768 8690; or on the company’s website at www.ponsse.com/ agm2006. Notifications made via letter must arrive before the end of the notification period. Please deliver any letters of attorney based accompanying the advance registration. DIVIDEND Ponsse Oyj’s Board of Directors will recommend to the Annual General Meeting that a dividend of EUR 0.80 per share be paid for 2005. The dividend shall be paid 8 Ponsse 2005 to all shareholders who are listed in the share register kept by the Finnish Central Securities Depository Ltd as a company shareholder on the record date, 20 March 2006. Dividend shall be paid on 27 March 2006. SHARE REGISTER Ponsse Oyj’s shares and shareholders are listed in the shareholder register held by the Finnish Central Securities Depository Ltd. Shareholders are requested to report any change of address and other similar matters related to their shareholding to the book-entry securities register in which they have a book-entry securities account. FINANCIAL REPORTS IN 2006 In addition to financial statements and annual report on 2006, Ponsse Oyj will issue three Interim Reports. The Interim Reports of the financial period 2006 will be published as follows: - January - March 25.04.2006 at 9 a.m. - January - June 18.07.2006 at 9 a.m. - January - Sept. 17.10 2006 at 9 a.m. The Interim Reports will be published in Finnish and English on the company’s web pages at www.ponsse.com. ORDERING THE FINANCIAL PUBLICATIONS This Annual Report is available in both Finnish and English. You may order Annual Reports from the following address: Ponsse Oyj Ponssentie 22 74200 Vieremä, Finland Tel. +358 20 768 800 Fax +358 20 768 8690 E-mail: corporate.communications@ponsse.com The Annual Report will also be available on the Internet at www.ponsse.com. INVESTOR RELATIONS Ponsse maintains a two week silent period prior to the publication of financial results, during which company representatives will not comment on the earnings. At other times, questions and inquiries from analysts and investors will be answered via phone, e-mail, and in organized investor meetings. Should you have any questions on Ponsse’s business operations, please consult the following people: Arto Tiitinen President and CEO Tel. +358 20 768 8621 Fax. +358 20 768 8690 E-mail: arto.tiitinen@ponsse.com Mikko Paananen CFO, deputy CEO Tel. +358 20 768 8648 Fax +358 20 768 8690 E-mail: mikko.paananen@ponsse.com INVESTMENT ANALYSES These companies, among others, are following Ponsse as an investment object: Opstock Securities Ltd FIM Banking Co Ltd eQ Bank Ltd Evli Bank Plc In April, the company announced the establishment of a subsidiary in Brazil. Ponsse Latin America will be responsible for establishing and developing Ponsse’s sales and service network in the region. The company will sell PONSSE forest machines throughout South America, and supports Ponsse’s dealer network. The company headquarters are in Brazil. In April, Ponsse USA, Inc. extended its operations to cover all North American operations and was renamed Ponsse North America Inc. Assuming total responsibility for the development of Ponsse’s maintenance and distribution network in North America, the company will extend its distribution network through private dealers. In July, Ponsse purchased ninety-two per cent of Lako Oy’s shares. Lako Oy manufactures harvesting heads and its product line includes a series of eucalyptus-debarking harvesting heads. The company’s harvesting heads are suited for attachment to both conventional rubbertyred cut-to-length forest machines and excavator-based applications. In January 2006, Ponsse purchased eight per cent of Lako Oy’s shares. This purchase increased Ponsse Oyj’s ownership in the company to one hundred per cent. In August and September, Ponsse signed partnership agreements with Maaseudun Kone and the German company NAF. Both partnership agreements are aimed at long-term co-operation that will ensure Ponsse’s competitiveness and product quality in the future. In December, Ponsse Oyj and Konekesko Ltd agreed to co-operate in the Baltic States. As a subsidiary of Kesko Agro Ltd, Konekesko Ltd has a sales and service network covering all of the Baltic States that provides excellent opportunities for using the existing infrastructure in the marketing and servicing of PONSSE forest machines. In October, Ponsse strengthened its distribution network in Russia by concluding a distributor agreement with OOO Lespromservis of Russia. According to the agreement, OOO Lespromservis will market, sell and maintain PONSSE forest machines in Russia’s Komi, Kirov and Perm regions. OOO Lespromservis will also be responsible for the maintenance of PONSSE forest machines and equipment and customer training. In December, the company announced its plan for expanding its production in Brazil. Ponsse is to initiate production and product development of eucalyptus-debarking harvesting heads near Sao Paolo. This is a continuation to Ponsse’s strategy for Latin America. Key figures 2005 2004 Turnover, MEUR 226.1 177.9 Operating profit, MEUR 29.1 19.7 Profit before extraordinary items, MEUR 28.1 19.2 Earnings per share (EPS), EUR 1.40 0.97 Equity per share, EUR 3.67 2.47 Equity ratio, % 47.6 36.0 Average number of staff 729 607 International business operations/turnover, % 65.4 62.0 Ponsse 2005 9 REVIEW BY THE CHAIRMAN OF THE BOARD AND THE PRESIDENT AND CEO REVIEW BY THE CHAIRMAN OF THE BOARD AND THE PRESIDENT AND CEO Review by the Chairman of the Board and the President and CEO and production technology, was introduced into use at the beginning of 2006. The enlargement of the component factory as well as the construction of the delivery equipment hall will be started in 2006. These completed and upcoming investments will enable us to double our production. The year 2005 was a year of considerable investments. Ponsse’s 35th financial year proved to be an anniversary year in many ways. We strengthened our position among the world’s three leading forest machine manufacturers, and also maintained our strong position in Finland – the most competitive forest machine market in the world. Our growth exceeded the general market development and we achieved the best result in the history of the company. Our exports accounted for an all-time record high, 65.4 per cent of the net sales, thanks to the development of our international operations. The sales of our services also developed favourably, increasing 28.2 per cent from the previous year. The market value of share capital grew by 56 per cent and the number of shareholders increased by more than 1000. Ponsse’s 35-year experience in manufacturing cut-to-length harvesting machines is just as long as the history of the cutto-length method itself. During our anniversary year we developed our operation so that we could respond to the challeng- 10 Ponsse 2005 es of the future. The 35-year history was celebrated with a new corporate look and the yellow colouring of the machines. The origin of the yellow colour, which is now offered to customers as one of the colour choices, derives from the colouring of the first ever PONSSE forest machines 35 years ago. The increased demand requires that we continue to develop our operations. In fact, the year 2005 was a year of considerable investments. The significance We decided to establish of technology in a harvester forest machines will head factory in Brazil, the increase. operations of our subsidiary Epec Oy were further developed and expanded into a technology company, and we completed the enlargement of the Vieremä assembly plant. The new assembly plant, which utilises latest methods Epec Oy, and our investments in the company will continue in 2006. Here at Ponsse, we want to do business as close to our customers as possible, and therefore focus our business operations on areas where most of the world’s forest resources are located. The subsidiaries established at the beginning of the year, In 2005, we also established the Ponsse OOO Ponsse and Ponsse Latin America Academy, lead by Paula Oksman who Ltda., enable the future development of started as Principal of Ponsse Academy on international business operations in these 1 August. Ponsse Acadstrategically signifiemy will be responsible cant market areas, Progress in for the training of peri.e. Russia and Brasonnel and the distrizil. Our distribustrategically bution network, and its tion network was significant market operations will be constrengthened in Deducted at the customer cember as we signed areas. service centre, which a contract concernwas completed next to ing Estonia, Latvia the factory in the end of the year 2005. and Lithuania with Konekesko Ltd, and The new customer service centre was built a contract with OOO Lespromservis so that we could provide our Finnish and on cooperation in the Komi, Kirov and international visitors with even better servPerm regions in Russia. The range of opice. Last year we had more than 6000 visierations of our Northern American subtors at the factory. sidiary, Ponsse North America Inc., was expanded to include responsibility for We believe that the cut-to-length methproviding support to Ponsse’s dealers in od will account for a bigger share of toCanada as well as the development of the tal harvesting than the other harvesting maintenance and distribution network in methods. At the moment, as little as apNorth America. proximately 35 per cent of mechanically harvested timber is harvested using the Our strong specialisation in the cut-toCTL method. Due to issues such as the length method and our customer-oriincreased use of paper in general, the logented operating model have always been ging volumes and industrial consumption our competitive assets, but one of our of wood are expected to increase, especialgreatest advantages in this fierce market ly in Latin America and Russia. More and situation has been our skilled Ponsse permore attention is being paid to the envisonnel. Ponsse employees have shown a ronmental friendliness and efficiency of positive attitude towards their work, and the harvesting method, and the quality of we believe that our customers can see this harvested wood in all market areas. This in our high-quality products and great also means that the role of technology in service. Our success relies heavily on the the forest machine will be emphasised in great contribution of our personnel, for the future. Last year we also strengthened which we would like to thank each and the operation of our technology subsidiary everyone at Ponsse. We would also like to thank our customers, partners, and shareholders for their trust. We would like to continue to be well worth your trust. Our special thanks go to the municipality of Vieremä, with whom we worked in close cooperation on projects such as the construction of our factory premises. The investments in Ponsse’s hometown Promising have been signifioutlook for the cant to us, because Vieremä provides us year 2006. with great facilities and conditions to conduct and increase our strong business operations. The general outlook of the forest sector, our order book, and active business development projects only confirm our prognosis that the year of 2006 will be even more successful than its predecessor. One of our most important development projects will be the development of our distribution and service network. We will also continue the development work on our supplier network, which we started in 2005. The production and product development of debarking harvester heads will begin in Brazil at the beginning of 2006. Currently, we are ready to make acquisitions or other business arrangements, provided that they are in accordance with our strategy and state of will. The customer-oriented operating model that has been our asset for 35 years will continue to be the foundation of all our operations in the future. Einari Vidgrén Chairman of the Board Arto Tiitinen President and CEO Ponsse 2005 11 REVIEW BY THE CHAIRMAN OF THE BOARD AND THE PRESIDENT AND CEO REVIEW BY THE CHAIRMAN OF THE BOARD AND THE PRESIDENT AND CEO Review by the Chairman of the Board and the President and CEO and production technology, was introduced into use at the beginning of 2006. The enlargement of the component factory as well as the construction of the delivery equipment hall will be started in 2006. These completed and upcoming investments will enable us to double our production. The year 2005 was a year of considerable investments. Ponsse’s 35th financial year proved to be an anniversary year in many ways. We strengthened our position among the world’s three leading forest machine manufacturers, and also maintained our strong position in Finland – the most competitive forest machine market in the world. Our growth exceeded the general market development and we achieved the best result in the history of the company. Our exports accounted for an all-time record high, 65.4 per cent of the net sales, thanks to the development of our international operations. The sales of our services also developed favourably, increasing 28.2 per cent from the previous year. The market value of share capital grew by 56 per cent and the number of shareholders increased by more than 1000. Ponsse’s 35-year experience in manufacturing cut-to-length harvesting machines is just as long as the history of the cutto-length method itself. During our anniversary year we developed our operation so that we could respond to the challeng- 10 Ponsse 2005 es of the future. The 35-year history was celebrated with a new corporate look and the yellow colouring of the machines. The origin of the yellow colour, which is now offered to customers as one of the colour choices, derives from the colouring of the first ever PONSSE forest machines 35 years ago. The increased demand requires that we continue to develop our operations. In fact, the year 2005 was a year of considerable investments. The significance We decided to establish of technology in a harvester forest machines will head factory in Brazil, the increase. operations of our subsidiary Epec Oy were further developed and expanded into a technology company, and we completed the enlargement of the Vieremä assembly plant. The new assembly plant, which utilises latest methods Epec Oy, and our investments in the company will continue in 2006. Here at Ponsse, we want to do business as close to our customers as possible, and therefore focus our business operations on areas where most of the world’s forest resources are located. The subsidiaries established at the beginning of the year, In 2005, we also established the Ponsse OOO Ponsse and Ponsse Latin America Academy, lead by Paula Oksman who Ltda., enable the future development of started as Principal of Ponsse Academy on international business operations in these 1 August. Ponsse Acadstrategically signifiemy will be responsible cant market areas, Progress in for the training of peri.e. Russia and Brasonnel and the distrizil. Our distribustrategically bution network, and its tion network was significant market operations will be constrengthened in Deducted at the customer cember as we signed areas. service centre, which a contract concernwas completed next to ing Estonia, Latvia the factory in the end of the year 2005. and Lithuania with Konekesko Ltd, and The new customer service centre was built a contract with OOO Lespromservis so that we could provide our Finnish and on cooperation in the Komi, Kirov and international visitors with even better servPerm regions in Russia. The range of opice. Last year we had more than 6000 visierations of our Northern American subtors at the factory. sidiary, Ponsse North America Inc., was expanded to include responsibility for We believe that the cut-to-length methproviding support to Ponsse’s dealers in od will account for a bigger share of toCanada as well as the development of the tal harvesting than the other harvesting maintenance and distribution network in methods. At the moment, as little as apNorth America. proximately 35 per cent of mechanically harvested timber is harvested using the Our strong specialisation in the cut-toCTL method. Due to issues such as the length method and our customer-oriincreased use of paper in general, the logented operating model have always been ging volumes and industrial consumption our competitive assets, but one of our of wood are expected to increase, especialgreatest advantages in this fierce market ly in Latin America and Russia. More and situation has been our skilled Ponsse permore attention is being paid to the envisonnel. Ponsse employees have shown a ronmental friendliness and efficiency of positive attitude towards their work, and the harvesting method, and the quality of we believe that our customers can see this harvested wood in all market areas. This in our high-quality products and great also means that the role of technology in service. Our success relies heavily on the the forest machine will be emphasised in great contribution of our personnel, for the future. Last year we also strengthened which we would like to thank each and the operation of our technology subsidiary everyone at Ponsse. We would also like to thank our customers, partners, and shareholders for their trust. We would like to continue to be well worth your trust. Our special thanks go to the municipality of Vieremä, with whom we worked in close cooperation on projects such as the construction of our factory premises. The investments in Ponsse’s hometown Promising have been signifioutlook for the cant to us, because Vieremä provides us year 2006. with great facilities and conditions to conduct and increase our strong business operations. The general outlook of the forest sector, our order book, and active business development projects only confirm our prognosis that the year of 2006 will be even more successful than its predecessor. One of our most important development projects will be the development of our distribution and service network. We will also continue the development work on our supplier network, which we started in 2005. The production and product development of debarking harvester heads will begin in Brazil at the beginning of 2006. Currently, we are ready to make acquisitions or other business arrangements, provided that they are in accordance with our strategy and state of will. The customer-oriented operating model that has been our asset for 35 years will continue to be the foundation of all our operations in the future. Einari Vidgrén Chairman of the Board Arto Tiitinen President and CEO Ponsse 2005 11 EVENTS IN 2005 EVENTS IN 2005 Events in Ponsse’s 35th anniversary year 12 JANUARY The first anniversary celebration model for 2005 was delivered to Hannu and Markku Sahlström. The yellow PONSSE Beaver of the anniversary is Metsäkuljetus Sahlström Oy’s 20th PONSSE forest machine. 26 JANUARY The Association of Finnish Work awarded Ponsse Oyj with the right to use of the Key Flag emblem for its products. JANUARY Ponsse established an organisation in Sweden’s large storm damage areas that was responsible for maintenance and support services for both the local equipment and equipment arriving from other countries. 8 FEBRUARY Ponsse Oyj and the Vieremä local authority prepare for a facilities arrangement where the Vieremä local authority builds new production facilities and rents them to Ponsse during 2005 and 2006. 8 FEBRUARY Automation engineer Jouni Matikainen was appointed Managing Director of Ponsses’ subsidiary Epec Oy as of 1 March 2005. 11 FEBRUARY 2004 financial statements. 18 FEBRUARY The Vieremä local council decided on the participation of the Vieremä local authority in Ponsse Oyj’s facilities arrangements. 18 FEBRUARY Ponsse Oyj started marketing communications cooperation with the advertising agency Imageneering Worldwide Partners. 1 MARCH Ponsse’s 35th anniversary tour covering the whole country begins in Ranua and ends in Iisalmi on 1 April. 21 FEBRUARY Ponsse announced that the value of the facilities arrangements with the Vieremä local authority and other investments is €10 million. In addition to the expansions to the assembly factory and the component factory, the investments consist of equipment and machinery, a customer service centre and the facilities for the Ponsse Academy. The new facilities will double the company’s production capacity. 15 MARCH Ponsse Oyj’s annual shareholders’ meeting decided to distribute a dividend of €0.20 per share and pay a profit share to the staff of the company. The following were elect- 12 Ponsse 2005 ed to continue as members of the Board of Directors: Chairman, industrial counsellor, Einari Vidgrén; Vice Chairman, Master of Pedagogy, Juha Vidgrén; and the other members Bachelor of Economic Sciences Nils Hagman; Managing Director, wood industry technician, Ilkka Kylävainio; manager, Licentiate of Economic Sciences, Seppo Remes; and Master of Philosophy Mirja Ryynänen. 18 MARCH Ponsse Oyj sells the information system unit located in Kajaani to Epec Oy, which it acquired in December 2004. 8 APRIL The founder of Ponsse Oyj, industrial counsellor Einari Vidgrén established a foundation under his own name the aim of which is to increase the appreciation of work done in the field of machine harvesting. 12 APRIL The building work for the Ponsse customer service centre begins. The centre is intended for the needs of the increased number of customers and visitors and the Ponsse Academy. The winner in the competitive bidding was Tapio Leinonen Oy, a construction company located at Vieremä. 25 APRIL Ponsse establishes a subsidiary in South America.M.Sc. (Econ.) Claudio Costa was invited to act as the Managing Director for the company operating in Brazil. 26 APRIL The operations of Ponsse USA Inc, which was established in 1995, were expanded to cover the entire North American operations and at the same time the name of the company was changed to Ponsse North America Inc. 20 MAY Ponsse signed a contract with the vocational institution PohjoisKarjalan ammattiopisto Valtimo concerning cooperation in the PONSSE forest machine mechanic training programme to be started in the autumn of 2005. 27 MAY Paula Oksman was appointed as HR Director at Ponsse Oyj and as Principal of the Ponsse Academy as of 1 August 2005. 27 MAY Ponsse Oyj announced that it would be involved in establishing a special fund aimed at supporting research work promoting the use of modern technology and sustainable development in European countries. 18 APRIL Ville Siekkinen was appointed Managing Director of OOO Ponsse, Ponsse’s Russian subsidiary as of 1 May 2005. 6 JUNE Ponsse Oyj and the javelin thrower Tero Pitkämäki signed a sponsorship deal. 20 APRIL Ponsse Oyj’s first interim report in accordance with IFRS standards for the period 1 January – 31 March 2005 is published. 1 JULY Ponsse Oyj acquired a 92 per cent holding in the stock of Lako Oy, a Turku-based company designing, marketing and manufacturing harvester heads. 20 JULY Ponsse Oyj’s interim report in accordance with IFRS standards for the period 1 January – 30 June 2005 is published. 12 AUGUST Ponsse Oyj and Maaseudun Kone, best known as a manufacturer of safety cabins for tractors, enter into a partnership agreement aiming at developing the competitiveness of both companies. 25 AUGUST The Society of Finnish Professional Foresters and Nordea Bank awarded industrial counsellor Einari Vidgrén with the Forest Act of the Year award for establishing a foundation promoting the appreciation of timber harvesting and for involvement in the establishment of a scientific special fund. 13 SEPTEMBER Ponsse Oyj and the German NAF Neunkirchener Achsenfabrik AG, which manufactures axles and transmission components, signed a partnership agreement aimed at long-term cooperation. 19 OCTOBER Ponsse Oyj’s interim report in accordance with IFRS standards for the period 1 January – 30 September 2005 is published. 25 OCTOBER Ponsse Oyj and the Russian OOO Lespromservis enter into a resale agreement. OOO Lespromservis markets, sells and services PONSSE forest machines in Russia in the areas of Komi, Kirov and Perm. 16 DECEMBER Ponsse Oyj announced that it will begin product development and production of eucalyptus-debarking harvester heads in Brazil. 23 DECEMBER Ponsse Oyj and Konekesko, a service company specialising in the export, marketing and supplementary services of heavy and leisure machines, agree on cooperation in the Baltic countries. 16 NOVEMBER Ponsse was ranked in second place according to the results of the reputation survey of the Arvopaperi magazine and the communications office Viestintätoimisto Pohjoisranta. The survey included one hundred of the largest Finnish listed companies. Ponsse 2005 13 EVENTS IN 2005 EVENTS IN 2005 Events in Ponsse’s 35th anniversary year 12 JANUARY The first anniversary celebration model for 2005 was delivered to Hannu and Markku Sahlström. The yellow PONSSE Beaver of the anniversary is Metsäkuljetus Sahlström Oy’s 20th PONSSE forest machine. 26 JANUARY The Association of Finnish Work awarded Ponsse Oyj with the right to use of the Key Flag emblem for its products. JANUARY Ponsse established an organisation in Sweden’s large storm damage areas that was responsible for maintenance and support services for both the local equipment and equipment arriving from other countries. 8 FEBRUARY Ponsse Oyj and the Vieremä local authority prepare for a facilities arrangement where the Vieremä local authority builds new production facilities and rents them to Ponsse during 2005 and 2006. 8 FEBRUARY Automation engineer Jouni Matikainen was appointed Managing Director of Ponsses’ subsidiary Epec Oy as of 1 March 2005. 11 FEBRUARY 2004 financial statements. 18 FEBRUARY The Vieremä local council decided on the participation of the Vieremä local authority in Ponsse Oyj’s facilities arrangements. 18 FEBRUARY Ponsse Oyj started marketing communications cooperation with the advertising agency Imageneering Worldwide Partners. 1 MARCH Ponsse’s 35th anniversary tour covering the whole country begins in Ranua and ends in Iisalmi on 1 April. 21 FEBRUARY Ponsse announced that the value of the facilities arrangements with the Vieremä local authority and other investments is €10 million. In addition to the expansions to the assembly factory and the component factory, the investments consist of equipment and machinery, a customer service centre and the facilities for the Ponsse Academy. The new facilities will double the company’s production capacity. 15 MARCH Ponsse Oyj’s annual shareholders’ meeting decided to distribute a dividend of €0.20 per share and pay a profit share to the staff of the company. The following were elect- 12 Ponsse 2005 ed to continue as members of the Board of Directors: Chairman, industrial counsellor, Einari Vidgrén; Vice Chairman, Master of Pedagogy, Juha Vidgrén; and the other members Bachelor of Economic Sciences Nils Hagman; Managing Director, wood industry technician, Ilkka Kylävainio; manager, Licentiate of Economic Sciences, Seppo Remes; and Master of Philosophy Mirja Ryynänen. 18 MARCH Ponsse Oyj sells the information system unit located in Kajaani to Epec Oy, which it acquired in December 2004. 8 APRIL The founder of Ponsse Oyj, industrial counsellor Einari Vidgrén established a foundation under his own name the aim of which is to increase the appreciation of work done in the field of machine harvesting. 12 APRIL The building work for the Ponsse customer service centre begins. The centre is intended for the needs of the increased number of customers and visitors and the Ponsse Academy. The winner in the competitive bidding was Tapio Leinonen Oy, a construction company located at Vieremä. 25 APRIL Ponsse establishes a subsidiary in South America.M.Sc. (Econ.) Claudio Costa was invited to act as the Managing Director for the company operating in Brazil. 26 APRIL The operations of Ponsse USA Inc, which was established in 1995, were expanded to cover the entire North American operations and at the same time the name of the company was changed to Ponsse North America Inc. 20 MAY Ponsse signed a contract with the vocational institution PohjoisKarjalan ammattiopisto Valtimo concerning cooperation in the PONSSE forest machine mechanic training programme to be started in the autumn of 2005. 27 MAY Paula Oksman was appointed as HR Director at Ponsse Oyj and as Principal of the Ponsse Academy as of 1 August 2005. 27 MAY Ponsse Oyj announced that it would be involved in establishing a special fund aimed at supporting research work promoting the use of modern technology and sustainable development in European countries. 18 APRIL Ville Siekkinen was appointed Managing Director of OOO Ponsse, Ponsse’s Russian subsidiary as of 1 May 2005. 6 JUNE Ponsse Oyj and the javelin thrower Tero Pitkämäki signed a sponsorship deal. 20 APRIL Ponsse Oyj’s first interim report in accordance with IFRS standards for the period 1 January – 31 March 2005 is published. 1 JULY Ponsse Oyj acquired a 92 per cent holding in the stock of Lako Oy, a Turku-based company designing, marketing and manufacturing harvester heads. 20 JULY Ponsse Oyj’s interim report in accordance with IFRS standards for the period 1 January – 30 June 2005 is published. 12 AUGUST Ponsse Oyj and Maaseudun Kone, best known as a manufacturer of safety cabins for tractors, enter into a partnership agreement aiming at developing the competitiveness of both companies. 25 AUGUST The Society of Finnish Professional Foresters and Nordea Bank awarded industrial counsellor Einari Vidgrén with the Forest Act of the Year award for establishing a foundation promoting the appreciation of timber harvesting and for involvement in the establishment of a scientific special fund. 13 SEPTEMBER Ponsse Oyj and the German NAF Neunkirchener Achsenfabrik AG, which manufactures axles and transmission components, signed a partnership agreement aimed at long-term cooperation. 19 OCTOBER Ponsse Oyj’s interim report in accordance with IFRS standards for the period 1 January – 30 September 2005 is published. 25 OCTOBER Ponsse Oyj and the Russian OOO Lespromservis enter into a resale agreement. OOO Lespromservis markets, sells and services PONSSE forest machines in Russia in the areas of Komi, Kirov and Perm. 16 DECEMBER Ponsse Oyj announced that it will begin product development and production of eucalyptus-debarking harvester heads in Brazil. 23 DECEMBER Ponsse Oyj and Konekesko, a service company specialising in the export, marketing and supplementary services of heavy and leisure machines, agree on cooperation in the Baltic countries. 16 NOVEMBER Ponsse was ranked in second place according to the results of the reputation survey of the Arvopaperi magazine and the communications office Viestintätoimisto Pohjoisranta. The survey included one hundred of the largest Finnish listed companies. Ponsse 2005 13 CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS CTL method’s share of the harvested wood worldwide will increase considerably Mechanical harvesting methods Ponsse and CTL method continue their favorable development An ever-increasing percentage of the raw wood used by the world’s forest industry is harvested mechanically, even though in developing countries, as a result of low wage levels and undeveloped wood acquisition methods of the local forest industries, there are still many loggers. Mechanized harvesting can be divided into two different methods: the tree-length method and the cut-tolength method (CTL) both require their own machines and operations models. Nearly half of the wood harvested worldwide is felled mechanically for industrial use and the growth potential is enormous, especially in the cut-to-length method (picture). The cut-to-length method is also known as the CTL method. Source: Ponsse Oyj In the tree length method the first machine fells the trees, the second drags the trunks to the storage area where the third machine delimbs them. The fourth machine loads the tall trunks onto the lumber trucks to be delivered to the factory where a specially designed cross-cutter cuts them into logs in large batches. Any timber unacceptable due to its measurements or quality is transported to other facilities as logs or chips. In the cut-to-length method the harvester cuts each trunk into logs of the required length when felling the trees. The cutting instructions are saved on the machine and the cutting is optimized using an advanced PC-based measuring device system that helps to yield the best possible value from each trunk. Once cut, the logs are stacked 14 Ponsse 2005 according to their use, making them easy to load onto forwarders and deliver to roadside landings in stacks based on their use. The different log assortments are usually loaded onto trucks from the sorted stacks using cranes found in the trucks. The trucks then deliver each batch to the factories utilizing those specific log types in their production. lates into significantly greater staff and fuel costs. The slightly larger purchase price of cut-to-length machines is due to their more advanced technology. On the other hand, it is the advanced technology that enables more productive and efficient utilization of wood, as well as optimized machine use and performance that saves fuel and makes drivers’ work easier. The cut-to-length method has developed in the fiercely competitive Scandinavian forest industry market into not just an efficient and productive method, but also into an environment friendly method with which to acquire the best possible raw material for the industry. Whereas in the tree-length method the felling machine has to be positioned next to each trunk, the reach of the cut-to-length machines is usually ten meters. Therefore the distance of the driving tracks burdening the soil can be approximately twenty meters, and even thinning can be done mechanically. This method also reduces the load on soil for near transport and storage: logs are transported to the cargo space and the required storage area is very small, only the area needed for the stacks and the driving track next to them. Using the treelength method, the long and heavy piles of wood are dragged along the ground to a big storage area where they are first piled up before delimbing and then into storage piles. This transportation method also causes significantly more damage to the wood. Cost, quality and environmental factors of the different methods The most significant differences in the harvesting methods are in their cost structure, environmental friendliness, productivity and quality of work. Whereas the cutto-length method requires no more than two machines at any single point, the treelength method requires altogether five machines to do the same work, which trans- Benefits of the cut-to-length method • Efficient and accurate utilization of wood through computer-controlledmeasuring and cutting optimization • Improved control on acquiring wood • Smaller fuel and staff expenses due to less machines • Possibility of mechanized thinning • Comfort and safety of working with modern machines • Less damage to wood, nearby trees and terrain • Smaller storage areas The key benefits of the cut-to-length method are the higher yield value, better logistics efficiency and less capital tied-up in storage. These factors make it a productive and cost-efficient way to acquire exactly the right length and quality wood for each production facility, and delivered at just the right time. Ponsse’s history has gone hand-in-hand with the mechanisation of the cut-to-length method from the very beginning. The development has been really fast and the demands of the industry have increased every day. Therefore, to succeed in the business the company has had to focus all its efforts on designing and manufacturing efficient high-quality machines. Ponsse 2005 15 CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS CTL method’s share of the harvested wood worldwide will increase considerably Mechanical harvesting methods Ponsse and CTL method continue their favorable development An ever-increasing percentage of the raw wood used by the world’s forest industry is harvested mechanically, even though in developing countries, as a result of low wage levels and undeveloped wood acquisition methods of the local forest industries, there are still many loggers. Mechanized harvesting can be divided into two different methods: the tree-length method and the cut-tolength method (CTL) both require their own machines and operations models. Nearly half of the wood harvested worldwide is felled mechanically for industrial use and the growth potential is enormous, especially in the cut-to-length method (picture). The cut-to-length method is also known as the CTL method. Source: Ponsse Oyj In the tree length method the first machine fells the trees, the second drags the trunks to the storage area where the third machine delimbs them. The fourth machine loads the tall trunks onto the lumber trucks to be delivered to the factory where a specially designed cross-cutter cuts them into logs in large batches. Any timber unacceptable due to its measurements or quality is transported to other facilities as logs or chips. In the cut-to-length method the harvester cuts each trunk into logs of the required length when felling the trees. The cutting instructions are saved on the machine and the cutting is optimized using an advanced PC-based measuring device system that helps to yield the best possible value from each trunk. Once cut, the logs are stacked 14 Ponsse 2005 according to their use, making them easy to load onto forwarders and deliver to roadside landings in stacks based on their use. The different log assortments are usually loaded onto trucks from the sorted stacks using cranes found in the trucks. The trucks then deliver each batch to the factories utilizing those specific log types in their production. lates into significantly greater staff and fuel costs. The slightly larger purchase price of cut-to-length machines is due to their more advanced technology. On the other hand, it is the advanced technology that enables more productive and efficient utilization of wood, as well as optimized machine use and performance that saves fuel and makes drivers’ work easier. The cut-to-length method has developed in the fiercely competitive Scandinavian forest industry market into not just an efficient and productive method, but also into an environment friendly method with which to acquire the best possible raw material for the industry. Whereas in the tree-length method the felling machine has to be positioned next to each trunk, the reach of the cut-to-length machines is usually ten meters. Therefore the distance of the driving tracks burdening the soil can be approximately twenty meters, and even thinning can be done mechanically. This method also reduces the load on soil for near transport and storage: logs are transported to the cargo space and the required storage area is very small, only the area needed for the stacks and the driving track next to them. Using the treelength method, the long and heavy piles of wood are dragged along the ground to a big storage area where they are first piled up before delimbing and then into storage piles. This transportation method also causes significantly more damage to the wood. Cost, quality and environmental factors of the different methods The most significant differences in the harvesting methods are in their cost structure, environmental friendliness, productivity and quality of work. Whereas the cutto-length method requires no more than two machines at any single point, the treelength method requires altogether five machines to do the same work, which trans- Benefits of the cut-to-length method • Efficient and accurate utilization of wood through computer-controlledmeasuring and cutting optimization • Improved control on acquiring wood • Smaller fuel and staff expenses due to less machines • Possibility of mechanized thinning • Comfort and safety of working with modern machines • Less damage to wood, nearby trees and terrain • Smaller storage areas The key benefits of the cut-to-length method are the higher yield value, better logistics efficiency and less capital tied-up in storage. These factors make it a productive and cost-efficient way to acquire exactly the right length and quality wood for each production facility, and delivered at just the right time. Ponsse’s history has gone hand-in-hand with the mechanisation of the cut-to-length method from the very beginning. The development has been really fast and the demands of the industry have increased every day. Therefore, to succeed in the business the company has had to focus all its efforts on designing and manufacturing efficient high-quality machines. Ponsse 2005 15 CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS Wood harvesting and processing using the CTL method Ponsse has played an essential role in developing wood harvesting technology. Close co-operation with forest companies and contractors has produced the most modern IT applications for forest machines and wood procurement logistics. Its solutions cover all areas of wood procurement ranging from planning the stand marked for cutting to controlling the transportation network. The system forms a functional package, which makes the correct information available to all parties at all times. An efficient and economical wood procurement chain serves the forest owner, the contractor, the forest company and the natural environment well. Information technology used alongside traditional mechanics, hydraulics and electronics is an essential part of modern wood harvesting. New solutions are used in modern forest machines for controlling the machine, measuring wood and optimising the logistics of wood procurement. The forest machines, the harvesters used for cutting and the forwarders used for transporting the wood are connected to a larger network through information systems: control systems for wood procurement and transport. Information technology plays an essential role in controlling wood procurement and its logistics when acquiring wood material for the processing units. The correct type of material must be transported to the correct location at the right time while costs must be minimised. Efficient wood procurement logistics comprises efficiency in utilising the material, short storage times, maximising the use of timber trucks, cost-efficient wood harvesting, minimal damage to the natural environment and seamless co-operation between all parties involved. PONSSE forest machines as part of wood procurement control systems Wood procurement planning starts when the forest company purchases a stand marked for cutting from the forest owner. A map of the stand is made utilising digital map information and marked with all the details necessary for efficient and environmentally friendly wood harvesting: stand boundaries, cutting methods, storage areas, electrical lines, groups of trees to be saved, nesting trees, key biotopes and natural areas protected by law. Written instructions on the cutting method, wood products, availability for cutting and other issues are attached to the map material. the harvester to the forest company, and new felling and cutting instructions are received at the same time. Digital map systems and GPS satellite positioning provide accurate position data on the machine in the stand and help the driver to be aware of electrical lines and protected areas. PONSSE forwarders also use these positioning applications. The driver can use the software and GPS to locate the timber stacks cut by the harvester and enter the timber transported to the storage area into the system. The forest machine transfers information on the cut and any transported timber to the forest agency, where transport control can be started. The forest agency optimises the transport orders to different timber truck contractors and production facilities so that the facilities receive the correct kind of timber on time and the material flow remains constant. The use of route optimisation and two-way transports minimises transport distances. The forest agency or the forest company creates an apting file for each stand. This file includes the tree species and timber products for cutting and the desired length and diameter distributions for all timber products. An apting file can be simulated before cutting to ensure that the possibilities of the stand and the desired cutting result are in balance. The forest agency transfers the map of the stand, written cutting instructions and the apting files to the harvester using email. In this way, the harvester driver quickly and reliably receives all the required information on the stand before cutting. The harvester automatically applies the forest agency’s desired diameter and length distributions. The driver is responsible for e.g. quality control. The transport orders are transferred to the timber trucks automatically, the driver viewing the transport orders and the amounts of timber to be transported from the vehicle computer’s map display. Also, the timber truck driver can perform route optimisation with the vehicle computer. Information on e.g. timber transported to other production facilities is transferred to the forest company from the timber truck. This keeps the forest company stock reports up-to-date. The best possible cutting result is achieved with the apting system in PONSSE harvesters. Thus, the processing plant receives the best possible material matching the amount and quality requirements set by the desired end products. Added value can be increased in ways not possible when using traditional, old-fashioned methods. This benefits the forest owner, the cutting contractor, the production facility and also the consumer. Daily production information is transferred from 16 Ponsse 2005 Ponsse 2005 17 CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS method, wood products, availability for cutting and other issues are attached to the map material. the harvester to the forest company, and new felling and cutting instructions are received at the same time. Digital map systems and GPS satellite positioning provide accurate position data on the machine in the stand and help the driver to be aware of electrical lines and protected areas. PONSSE forwarders also use these positioning applications. The driver can use the software and GPS to locate the timber stacks cut by the harvester and enter the timber transported to the storage area into the system. The planning of timber haulage begins already at the wood procurement stage. At this point, it can be estimated when the trees from the stands to be felled will be at the roadside ready for forwarding. The roadside situation is updated continuously as the machine operator sends information on the amounts of cut and forwarded timber to the forest office. The head of transport then optimises the transport orders to different timber haulage contractors and production facilities so that the facilities receive the correct kind of timber on time and the material flow remains constant. The use of route optimisation and two-way transports minimises transport distances. The forest agency or the forest company creates an apting file for each stand. This file includes the tree species and timber products for cutting and the desired length and diameter distributions for all timber products. An apting file can be simulated before cutting to ensure that the possibilities of the stand and the desired cutting result are in balance. The forest agency transfers the map of the stand, written cutting instructions and the apting files to the harvester using email. In this way, the harvester driver quickly and reliably receives all the required information on the stand before cutting. The harvester automatically applies the forest agency’s desired diameter and length distributions. The driver is responsible for e.g. quality control. The transport orders are transferred to the timber trucks automatically, the driver viewing the transport orders and the amounts of timber to be transported from the vehicle computer’s map display. Also, the timber truck driver can perform route optimisation with the vehicle computer. Information on e.g. timber transported to other production facilities is transferred to the forest company from the timber truck. This keeps the forest company stock reports up-to-date. The best possible cutting result is achieved with the apting system in PONSSE harvesters. Thus, the processing plant receives the best possible material matching the amount and quality requirements set by the desired end products. Added value can be increased in ways not possible when using traditional, old-fashioned methods. This benefits the forest owner, the cutting contractor, the production facility and also the consumer. Daily production information is transferred from Ponsse 2005 17 CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS Keitele Group utilises the world’s most modern technology quality are important issues for most export markets. Customer’s needs form the operational basis In addition to Keitele Forest and the sawmill, Keitele Timber Oy, Keitele Group also includes a processing facility, Keitele Forest Wood Production and Keitele Engineered Wood Oy, which produces glue laminated products. These companies produce wooden pre-processed parts and glue laminated products for the building and joinery industry. These facilities uses Keitele Timber Oy’s high quality spruce and pine saw products. The Group’s energy company, Keitele Energy Oy, uses sawing by-products to generate the needed energy. Keitele Group has committed itself to a customer-based approach. It produces customised specified qualities, fixed lengths, extra large and long products and also green split and heart free sawn products. Customer-orientation in a business with a lot of competition is the Keitele Group’s strength, which has provided its products and customers with substantial, profitability-enhancing added value. Sawn timber quality grades have increased and 50 % of the sawn timber produced is further processed in the concern’s own facilities. Today, 1/3 of the timber used is pine, but this proportion is constantly increasing. By December 2005, the concern had produced a total of 3 million cubic meters of sawn products, which equates to approximately 10 million cubic meters of harvested timber. Keitele Timber has achieved a profitable result for every year in operation. Today, it is the sixth largest forest company in Finland. CEO and Chairman of the Board Ilkka Kylävainio Keitele Group’s parent company, Keitele Forest Oy, is one of Ponsse’s key partners. It is also a family-owned company, owned by the CEO and Chairman of the Board Ilkka Kylävainio and his two sons Matti and Mikko Kylävainio. Keitele Forest has performed mechanical timber processing in Keitele since 1981. Ilkka Kylävainio founded the sawmill in a location with no previous history of sawmill activity. Back then, the goal was to produce 10 000 m3 of timber annually – today the same amount is produced in just over one week. 230 employees produce 320 000 m3 of high quality spruce and pine saw products yielding a turnover of 69 million euros in 2005. Each year, 18 Ponsse 2005 Keitele Forest harvests 750,000 m3 of wood from a harvesting radius of 150 km. Keitele Group supplies timber and sawmill products to 30 countries, exports bringing in over 70 % of its annual turnover. The largest export areas are the EU countries and Japan, which has become the most important export country during the last ten years because of Keitele Group’s customer-based operations. The Japanese market requires a lot of special length timber and sawmills using timber harvested with the whole trunk method have difficulties meeting this need. Moreover, the origin of material and high In the production process, the sawn timber is sorted and carefully dried as shipping dry or special dry according to the customer’s needs. The process continues with computer vision sorting and packaging, where the end product is finalised by cutting it to standard lengths or special lengths. Keitele Timber Oy’s modern sawing technology is designed to meet the customers’ needs and requirements and to provide a fast and reliable service. During the last five years the Keitele concern has invested 33 million euros increasing the level of refining, IT equipment, machine lines and office premises. Customer-based thinking starts from timber harvesting The Keitele Group’s production logistics starts with planning the timber harvesting. Advanced information and cutting technology enables cutting the timber according to the customers’ needs at the cutting site. Real-time computer based control continues in the harvesting and processing stages and throughout the delivery and documentation of the products. Customers receive their orders at the right time and in the right place thanks to this sophisticated system. Keitele Forest’s Forest Director Aarne Lehtosaari is responsible for wood procurement and uses Ponsse’s office applications in his work. A customer-based operation sets special requirements for operative planning. On a daily basis, the timber factory monitors how the orders and the amount of timber harvested match each other. The apting programmes in the harvesters are changed when needed in accordance with the orders. These programmes help in planning both production and timber harvesting so that the production stage knows exactly what types of timber can be expected to arrive in the facility. Forest director Aarne Lehtosaari says that this method is very demanding but also extremely productive. Keitele Forest does not receive large batches of timber all at once, but production is controlled according to the customer’s order. This minimises material loss and storage costs and improves logis- Ponsse 2005 19 CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS Keitele Group utilises the world’s most modern technology quality are important issues for most export markets. Customer’s needs form the operational basis In addition to Keitele Forest and the sawmill, Keitele Timber Oy, Keitele Group also includes a processing facility, Keitele Forest Wood Production and Keitele Engineered Wood Oy, which produces glue laminated products. These companies produce wooden pre-processed parts and glue laminated products for the building and joinery industry. These facilities uses Keitele Timber Oy’s high quality spruce and pine saw products. The Group’s energy company, Keitele Energy Oy, uses sawing by-products to generate the needed energy. Keitele Group has committed itself to a customer-based approach. It produces customised specified qualities, fixed lengths, extra large and long products and also green split and heart free sawn products. Customer-orientation in a business with a lot of competition is the Keitele Group’s strength, which has provided its products and customers with substantial, profitability-enhancing added value. Sawn timber quality grades have increased and 50 % of the sawn timber produced is further processed in the concern’s own facilities. Today, 1/3 of the timber used is pine, but this proportion is constantly increasing. By December 2005, the concern had produced a total of 3 million cubic meters of sawn products, which equates to approximately 10 million cubic meters of harvested timber. Keitele Timber has achieved a profitable result for every year in operation. Today, it is the sixth largest forest company in Finland. CEO and Chairman of the Board Ilkka Kylävainio Keitele Group’s parent company, Keitele Forest Oy, is one of Ponsse’s key partners. It is also a family-owned company, owned by the CEO and Chairman of the Board Ilkka Kylävainio and his two sons Matti and Mikko Kylävainio. Keitele Forest has performed mechanical timber processing in Keitele since 1981. Ilkka Kylävainio founded the sawmill in a location with no previous history of sawmill activity. Back then, the goal was to produce 10 000 m3 of timber annually – today the same amount is produced in just over one week. 230 employees produce 320 000 m3 of high quality spruce and pine saw products yielding a turnover of 69 million euros in 2005. Each year, 18 Ponsse 2005 Keitele Forest harvests 750,000 m3 of wood from a harvesting radius of 150 km. Keitele Group supplies timber and sawmill products to 30 countries, exports bringing in over 70 % of its annual turnover. The largest export areas are the EU countries and Japan, which has become the most important export country during the last ten years because of Keitele Group’s customer-based operations. The Japanese market requires a lot of special length timber and sawmills using timber harvested with the whole trunk method have difficulties meeting this need. Moreover, the origin of material and high In the production process, the sawn timber is sorted and carefully dried as shipping dry or special dry according to the customer’s needs. The process continues with computer vision sorting and packaging, where the end product is finalised by cutting it to standard lengths or special lengths. Keitele Timber Oy’s modern sawing technology is designed to meet the customers’ needs and requirements and to provide a fast and reliable service. During the last five years the Keitele concern has invested 33 million euros increasing the level of refining, IT equipment, machine lines and office premises. Customer-based thinking starts from timber harvesting The Keitele Group’s production logistics starts with planning the timber harvesting. Advanced information and cutting technology enables cutting the timber according to the customers’ needs at the cutting site. Real-time computer based control continues in the harvesting and processing stages and throughout the delivery and documentation of the products. Customers receive their orders at the right time and in the right place thanks to this sophisticated system. Keitele Forest’s Forest Director Aarne Lehtosaari is responsible for wood procurement and uses Ponsse’s office applications in his work. A customer-based operation sets special requirements for operative planning. On a daily basis, the timber factory monitors how the orders and the amount of timber harvested match each other. The apting programmes in the harvesters are changed when needed in accordance with the orders. These programmes help in planning both production and timber harvesting so that the production stage knows exactly what types of timber can be expected to arrive in the facility. Forest director Aarne Lehtosaari says that this method is very demanding but also extremely productive. Keitele Forest does not receive large batches of timber all at once, but production is controlled according to the customer’s order. This minimises material loss and storage costs and improves logis- Ponsse 2005 19 CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS tical efficiency. ”When we know how to cut timber, we do not need expensive and time-consuming work stages at the factory. Total control of the operation from the forest to the order improves our competitiveness”, says Lehtosaari. 50-70 timber trucks visit Keitele Timber each day. The log sorter sorts the logs de- The sawmill’s production control system changes the customer’s orders into work orders and logs. Information on the harvested timber arrives daily from the harvester to the sawmill by email. The Group’s CEO, Ilkka Kylävainio, says that Ponsse’s information system products have provided good tools for the optimum utilisation of operation and production. ”It is essential for the final product that the timber is harvested correctly in the forest. PONSSE forest machines produce reliable timber harvesting. We purchase timber mainly from the private sector and every forest owner expects high quality, environmentally livered to the sawmill into compartments in accordance with received orders. This amount of timber meets requirements for approximately three weeks. friendly and profitable timber harvesting”, explains Kylävainio. At the moment, 30 PONSSE forest machines work for Keitele Forest. Keitele Forest uses the full PONSSE OptiPlan timber harvesting control system. ”Without these systems we simply could not achieve such efficient, customer-oriented production”, says Kylävainio. When forecast calculation is fast, the sellers have real-time information on the products. ”We can supply the customer with the correct quality product in the right place at the right time”, Kylävainio says, summing up the Keitele Group’s success factors. Ponsse Oyj’s product manager Hanna Vilkman would like to thank Keitele Forest’s active participation in developing the systems. Mika Rantonen (on the left), Keitele Forest’s logging operations manager, has been one of Ponsse’s key partners. 20 Ponsse 2005 Co-operation between forest machine manufacturer and sawmill produces good results For forest manager Lehtosaari, the Finnish forest technology industry is develop- ing rapidly. Before harvester measurement systems, the timber was collected and sorted in the sawmill’s yard and stock was monitored there. This was problematic, especially during late winter, since the amount of timber in stock was often unknown. Today, this information is in the sawmills’ information systems, enabling quick response to customers’ needs. Co-operation between Keitele Group and Ponsse began in 1986, when the founder of Ponsse, Einari Vidgrén, was harvesting timber for Keitele. Keitele tested Ponsse’s first apting equipment in the beginning of the 1990s and apting has been used by the company since 1993. Since the spring of 2000, Keitele Forest has used Ponsse’s harvesting system, developed for private sawmills by Ponsse and Keitele. Good co-operation has led to other projects. At the moment, we are testing an application originally designed for managing transports, which has grown into a system for managing roadside storage locations and other stock accounting. The design and manufacture of software is exceptional among forest machine manufacturers. ”We design software to obtain full knowledge of our customers’ business. We offer our customers and their clients solution packages, with which they can succeed and fully leverage the efficiency and productivity of cutto-length forest machines”, says Ponsse’s product manager, Hanna Vilkman. The timber harvesting information system, OptiPlan, is intended for private sawmills and other parties working in timber harvesting with no harvesting planning information system of their own. This solution can be acquired according to the customer’s needs either as a full software package or a single application. Excellent products and services the key to success in the future CEO Kylävainio estimates that the difficult period for sawmills, due to overproduction of sawn products, will continue in 2006. ”Only the best will succeed and our key to success is good service and high quality special products. Finland has plenty of raw materials – the problem is getting it to the markets. The quality of raw materials is high here, in the North, although pine is subject to natural variegations,” explains Ilkka Kylävainio. er’s order saves material and modern production technology enables us to manufacture customer-specific products in an environmentally friendly way. ”Wood is a valuable material. When the price of pulpwood is approximately 25 % of the price of timber wood, a measurement loss of 1 % is impossible to tolerate”, Kylävainio clarifies. One of Keitele’s guidelines is sustainable development, and Keitele is committed to developing its activities to conserve material and energy. Timber harvesting and processing based on the custom- Ponsse 2005 21 CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS CUT-TO-LENGTH METHOD CONTRIBUTES TO PONSSE’S SUCCESS tical efficiency. ”When we know how to cut timber, we do not need expensive and time-consuming work stages at the factory. Total control of the operation from the forest to the order improves our competitiveness”, says Lehtosaari. 50-70 timber trucks visit Keitele Timber each day. The log sorter sorts the logs de- The sawmill’s production control system changes the customer’s orders into work orders and logs. Information on the harvested timber arrives daily from the harvester to the sawmill by email. The Group’s CEO, Ilkka Kylävainio, says that Ponsse’s information system products have provided good tools for the optimum utilisation of operation and production. ”It is essential for the final product that the timber is harvested correctly in the forest. PONSSE forest machines produce reliable timber harvesting. We purchase timber mainly from the private sector and every forest owner expects high quality, environmentally livered to the sawmill into compartments in accordance with received orders. This amount of timber meets requirements for approximately three weeks. friendly and profitable timber harvesting”, explains Kylävainio. At the moment, 30 PONSSE forest machines work for Keitele Forest. Keitele Forest uses the full PONSSE OptiPlan timber harvesting control system. ”Without these systems we simply could not achieve such efficient, customer-oriented production”, says Kylävainio. When forecast calculation is fast, the sellers have real-time information on the products. ”We can supply the customer with the correct quality product in the right place at the right time”, Kylävainio says, summing up the Keitele Group’s success factors. Ponsse Oyj’s product manager Hanna Vilkman would like to thank Keitele Forest’s active participation in developing the systems. Mika Rantonen (on the left), Keitele Forest’s logging operations manager, has been one of Ponsse’s key partners. 20 Ponsse 2005 Co-operation between forest machine manufacturer and sawmill produces good results For forest manager Lehtosaari, the Finnish forest technology industry is develop- ing rapidly. Before harvester measurement systems, the timber was collected and sorted in the sawmill’s yard and stock was monitored there. This was problematic, especially during late winter, since the amount of timber in stock was often unknown. Today, this information is in the sawmills’ information systems, enabling quick response to customers’ needs. Co-operation between Keitele Group and Ponsse began in 1986, when the founder of Ponsse, Einari Vidgrén, was harvesting timber for Keitele. Keitele tested Ponsse’s first apting equipment in the beginning of the 1990s and apting has been used by the company since 1993. Since the spring of 2000, Keitele Forest has used Ponsse’s harvesting system, developed for private sawmills by Ponsse and Keitele. Good co-operation has led to other projects. At the moment, we are testing an application originally designed for managing transports, which has grown into a system for managing roadside storage locations and other stock accounting. The design and manufacture of software is exceptional among forest machine manufacturers. ”We design software to obtain full knowledge of our customers’ business. We offer our customers and their clients solution packages, with which they can succeed and fully leverage the efficiency and productivity of cutto-length forest machines”, says Ponsse’s product manager, Hanna Vilkman. The timber harvesting information system, OptiPlan, is intended for private sawmills and other parties working in timber harvesting with no harvesting planning information system of their own. This solution can be acquired according to the customer’s needs either as a full software package or a single application. Excellent products and services the key to success in the future CEO Kylävainio estimates that the difficult period for sawmills, due to overproduction of sawn products, will continue in 2006. ”Only the best will succeed and our key to success is good service and high quality special products. Finland has plenty of raw materials – the problem is getting it to the markets. The quality of raw materials is high here, in the North, although pine is subject to natural variegations,” explains Ilkka Kylävainio. er’s order saves material and modern production technology enables us to manufacture customer-specific products in an environmentally friendly way. ”Wood is a valuable material. When the price of pulpwood is approximately 25 % of the price of timber wood, a measurement loss of 1 % is impossible to tolerate”, Kylävainio clarifies. One of Keitele’s guidelines is sustainable development, and Keitele is committed to developing its activities to conserve material and energy. Timber harvesting and processing based on the custom- Ponsse 2005 21 PRODUCTS Products Products 22 Ponsse 2005 HARVESTERS Ergo Beaver FORWARDERS BuffaloKing Buffalo USED MACHINES SERVICE Certified Pre-owned PRODUCTS DUAL HARWARDERS INFORMATION SYSTEMS TEACHING TECHNOLOGY BuffaloDual and WisentDual Opti 3D simulator Elk Wisent Gazelle Debarking Bioenergy HARVESTER HEADS Softwood and hardwood Ponsse 2005 23 OUR GROWTH POTENTIAL OUR GROWTH POTENTIAL - Million m3 - Ponsse has focused its business operations on geographical areas where a major part of the world’s forest resources are located. GROWTH 2005–2030, %/YR Jaakko Pöyry Consulting Elsewhere ............................. 0,7 Latin America ........................ 0,8 Other Asia ............................ 0,6 China .................................... 1,9 Japan ................................... -1,0 Russia .................................. 2,2 Eastern Europe...................... 2,4 Western Europe .................... 0,6 North America....................... 0,4 - million tons - Global softwood lumber consumption will grow until 2030 by 58 million m3 (0.7 %/yr) from the 2005 level of 296 million m3. This corresponds to annual consumption growth of about 2.3 million m3. Correspondingly, the fastest softwood lumber consumption growth is in Europe, Russia and China. GROWTH 2005–2030, %/YR Jaakko Pöyry Consulting Africa .............................. 3,2 Oceania ........................... 1,8 Latin America ................... 3,0 Other Asia ....................... 2,9 China ............................... 3,7 Japan .............................. 0,2 Eastern Europe (incl. Russia) .. 2,9 Western Europe ............... 0,9 North America.................. 0,5 Forest Other land Other wooded land Water Global softwood lumber consumption Global paper and board consumption Global paper and board consumption will grow until 2030 by 212 million tons (1.9 %/ yr) from the 2005 level of 363 million tons. This corresponds to annual growth of about 8.5 million tons. About 60 % of the paper and board consumption growth is in China and elsewhere in Asia. Consumption growth is slower in Japan, North America and Western Europe. Source: FAO CTL machine BAUS and vision trends Forest machine sales, pcs Trunk method Assortment method 24 Ponsse 2005 Metla Technologically and economically achievable The development of the harvesting methods The use of the cut-to-length (CTL) method and the tree length method has changed due to various factors, such as the development of available technology. The BAUS trend of the cut-to-length method is turning upwards. BAUS trends Ponsse 2005 25 OUR GROWTH POTENTIAL OUR GROWTH POTENTIAL - Million m3 - Ponsse has focused its business operations on geographical areas where a major part of the world’s forest resources are located. GROWTH 2005–2030, %/YR Jaakko Pöyry Consulting Elsewhere ............................. 0,7 Latin America ........................ 0,8 Other Asia ............................ 0,6 China .................................... 1,9 Japan ................................... -1,0 Russia .................................. 2,2 Eastern Europe...................... 2,4 Western Europe .................... 0,6 North America....................... 0,4 - million tons - Global softwood lumber consumption will grow until 2030 by 58 million m3 (0.7 %/yr) from the 2005 level of 296 million m3. This corresponds to annual consumption growth of about 2.3 million m3. Correspondingly, the fastest softwood lumber consumption growth is in Europe, Russia and China. GROWTH 2005–2030, %/YR Jaakko Pöyry Consulting Africa .............................. 3,2 Oceania ........................... 1,8 Latin America ................... 3,0 Other Asia ....................... 2,9 China ............................... 3,7 Japan .............................. 0,2 Eastern Europe (incl. Russia) .. 2,9 Western Europe ............... 0,9 North America.................. 0,5 Forest Other land Other wooded land Water Global softwood lumber consumption Global paper and board consumption Global paper and board consumption will grow until 2030 by 212 million tons (1.9 %/ yr) from the 2005 level of 363 million tons. This corresponds to annual growth of about 8.5 million tons. About 60 % of the paper and board consumption growth is in China and elsewhere in Asia. Consumption growth is slower in Japan, North America and Western Europe. Source: FAO CTL machine BAUS and vision trends Forest machine sales, pcs Trunk method Assortment method 24 Ponsse 2005 Metla Technologically and economically achievable The development of the harvesting methods The use of the cut-to-length (CTL) method and the tree length method has changed due to various factors, such as the development of available technology. The BAUS trend of the cut-to-length method is turning upwards. BAUS trends Ponsse 2005 25 OUR GROWTH POTENTIAL OUR GROWTH POTENTIAL Ponsse in Russia The business environment in Russia is fairly normal nowadays; there are no specific problems or uncertainty factors in the market. The country’s economic growth is on a solid basis, and its economy is no longer based on oil and gas alone. Of course, there is still a lot to be done in lessening the bureaucracy, but the situation has improved significantly over the past few years. The financial sector has also taken some big steps on its way to a Western system. Although the services need to be developed, the rapid progress of the reforms indicates that a few years from now neither the availability of funding nor the price of money should present considerable obstacles for private investments. Therefore, President Siekkinen is confident that Ponsse’s traditional client group, the private contractors, will increase their share of the Russian forest machine market. During the last few years Ponsse has begun to systematically focus its efforts on developing the Russian market. As a result, the sales volume has increased rapidly and the market area is already among the most important. “Nevertheless, we believe that we have just taken the first steps in utilizing the market potential”, says OOO Ponsse’s President Ville Siekkinen. 26 Ponsse 2005 Promising growth outlook Ponsse is naturally very interested in the rapidly developing forest sector, since Russia is one of its most important market areas in the long term. One-fourth of the world’s forest resources are in Russia, and the State has adopted an active role in their efficient utilization. It is a known fact that oil resources will diminish within a couple of decades and the green gold is seen as a viable alternative to its current black companion. The enormous forest resources in the area, the growing domestic demand and its location near the large and rapidly developing Asian markets provide excellent facilities for the Russian forest sector’s growth as well as for companies like Ponsse who produce high-level forest technology. The forest sector is experiencing rapid growth and the technological development is creating a demand for modern forest harvesters. Nat- urally, all major manufacturers have recognised the potential that lies within the Russian market, but because of the sector’s rapid growth the outlook is only promising for the best players who can operate in all corners of the area. In the final years of the Soviet Union in the 1980s the harvesting amounts were up to 500 million m3 per year, but in the 1990s they crashed below one hundred. Now the figures are once again soaring and the actual cut cubic metres are already around 200 million. A great deal of raw wood is now exported, mainly to China and Scandinavia, but from now on Russia’s own refining, supported by the State, will use a bigger share of the raw wood. In the Soviet era most of the felling was done by loggers. The loggers exited the market for the most part during the quiet years of the 1990s, and there are no signs of a new logger generation. Hard manual labour is not the first choice for the OOO Ponsse’s President Ville Siekkinen and Tarpan’s CEO Pavel Ohotnikov younger generation when choosing a profession, and it is also very common that the forest areas have too little manpower to take care of the necessary felling, much less growth. The only viable alternative is rapid mechanization. The technology gets tested in demanding conditions Ponsse has been operating in Russia for a few years. Jaakko Laurila and Oleg Maslov were the first two ”pioneers”, but since last spring Ponsse has operated in the market more ”officially” through its subsidiary, OOO Ponsse. Ponsse also has some influential members in the parent company’s Board of Directors, such as the very experienced Seppo Remes, who has excellent connections in Moscow as well. Ponsse’s market area is very large with customers from Karelia to Far East. Besides OOO Ponsse, there are two other retailers in Russia, Zeppelin Russland in Northwest Russia and Lespromservis in the areas west of Ural. Ponsse is constantly continuing its efforts to extend its retailer network. Entering the Russian network has been fairly easy for Ponsse. The growing markets are always easier than those with fierce competition and a long history. Ponsse is also known and recognized as the leading brand in the business. The Russians realize the importance of proper technology in achieving great results. “If we handle the Russian market properly, before long we will sell more machines here than in Finland”, estimates OOO Ponsse’s Prsident Ville Siekkinen. Ponsse machines. “Our experiences with PONSSE harvesters and forwarders have been very positive. The local conditions set very high demands on the technology used in the machines, but Ponsse’s machines have proven themselves a worthy investment”, says Timberland’s President Elena Lysokova. Tarpan, one of PONSSE’s customers in the Karelian Isthmus, has also voiced its appreciation of the good results achieved with PONSSE machines. ”We have used PONSSE Ergo to harvest more than 9,000 cubic meters per month”, says Tarpan’s Chairman of the Board Pavel Ohotnikov with noticeable pride in his voice. Tarpan also wishes to thank Ponsse for the close cooperation and direct contacts with Ponsse’s staff. ”Problems are bound to arise every now and then when harvesting timber in demanding conditions, but help has always been available. Successful cooperation and mutual trust make it a lot easier for us to consider further investments”, says Pavel Ohotnikov. Timberland’s President Elena Lysokova One of Ponsse’s first customers in Russia, Timberland, operates out of St. Petersburg and has been using Ponsse machines for harvesting timber since 1995. Last year the company purchased three new PONSSE Ergo and PONSSE Buffalo machine chains. Timberland has been very satisfied with the performance of the Ponsse 2005 27 OUR GROWTH POTENTIAL OUR GROWTH POTENTIAL Ponsse in Russia The business environment in Russia is fairly normal nowadays; there are no specific problems or uncertainty factors in the market. The country’s economic growth is on a solid basis, and its economy is no longer based on oil and gas alone. Of course, there is still a lot to be done in lessening the bureaucracy, but the situation has improved significantly over the past few years. The financial sector has also taken some big steps on its way to a Western system. Although the services need to be developed, the rapid progress of the reforms indicates that a few years from now neither the availability of funding nor the price of money should present considerable obstacles for private investments. Therefore, President Siekkinen is confident that Ponsse’s traditional client group, the private contractors, will increase their share of the Russian forest machine market. During the last few years Ponsse has begun to systematically focus its efforts on developing the Russian market. As a result, the sales volume has increased rapidly and the market area is already among the most important. “Nevertheless, we believe that we have just taken the first steps in utilizing the market potential”, says OOO Ponsse’s President Ville Siekkinen. 26 Ponsse 2005 Promising growth outlook Ponsse is naturally very interested in the rapidly developing forest sector, since Russia is one of its most important market areas in the long term. One-fourth of the world’s forest resources are in Russia, and the State has adopted an active role in their efficient utilization. It is a known fact that oil resources will diminish within a couple of decades and the green gold is seen as a viable alternative to its current black companion. The enormous forest resources in the area, the growing domestic demand and its location near the large and rapidly developing Asian markets provide excellent facilities for the Russian forest sector’s growth as well as for companies like Ponsse who produce high-level forest technology. The forest sector is experiencing rapid growth and the technological development is creating a demand for modern forest harvesters. Nat- urally, all major manufacturers have recognised the potential that lies within the Russian market, but because of the sector’s rapid growth the outlook is only promising for the best players who can operate in all corners of the area. In the final years of the Soviet Union in the 1980s the harvesting amounts were up to 500 million m3 per year, but in the 1990s they crashed below one hundred. Now the figures are once again soaring and the actual cut cubic metres are already around 200 million. A great deal of raw wood is now exported, mainly to China and Scandinavia, but from now on Russia’s own refining, supported by the State, will use a bigger share of the raw wood. In the Soviet era most of the felling was done by loggers. The loggers exited the market for the most part during the quiet years of the 1990s, and there are no signs of a new logger generation. Hard manual labour is not the first choice for the OOO Ponsse’s President Ville Siekkinen and Tarpan’s CEO Pavel Ohotnikov younger generation when choosing a profession, and it is also very common that the forest areas have too little manpower to take care of the necessary felling, much less growth. The only viable alternative is rapid mechanization. The technology gets tested in demanding conditions Ponsse has been operating in Russia for a few years. Jaakko Laurila and Oleg Maslov were the first two ”pioneers”, but since last spring Ponsse has operated in the market more ”officially” through its subsidiary, OOO Ponsse. Ponsse also has some influential members in the parent company’s Board of Directors, such as the very experienced Seppo Remes, who has excellent connections in Moscow as well. Ponsse’s market area is very large with customers from Karelia to Far East. Besides OOO Ponsse, there are two other retailers in Russia, Zeppelin Russland in Northwest Russia and Lespromservis in the areas west of Ural. Ponsse is constantly continuing its efforts to extend its retailer network. Entering the Russian network has been fairly easy for Ponsse. The growing markets are always easier than those with fierce competition and a long history. Ponsse is also known and recognized as the leading brand in the business. The Russians realize the importance of proper technology in achieving great results. “If we handle the Russian market properly, before long we will sell more machines here than in Finland”, estimates OOO Ponsse’s Prsident Ville Siekkinen. Ponsse machines. “Our experiences with PONSSE harvesters and forwarders have been very positive. The local conditions set very high demands on the technology used in the machines, but Ponsse’s machines have proven themselves a worthy investment”, says Timberland’s President Elena Lysokova. Tarpan, one of PONSSE’s customers in the Karelian Isthmus, has also voiced its appreciation of the good results achieved with PONSSE machines. ”We have used PONSSE Ergo to harvest more than 9,000 cubic meters per month”, says Tarpan’s Chairman of the Board Pavel Ohotnikov with noticeable pride in his voice. Tarpan also wishes to thank Ponsse for the close cooperation and direct contacts with Ponsse’s staff. ”Problems are bound to arise every now and then when harvesting timber in demanding conditions, but help has always been available. Successful cooperation and mutual trust make it a lot easier for us to consider further investments”, says Pavel Ohotnikov. Timberland’s President Elena Lysokova One of Ponsse’s first customers in Russia, Timberland, operates out of St. Petersburg and has been using Ponsse machines for harvesting timber since 1995. Last year the company purchased three new PONSSE Ergo and PONSSE Buffalo machine chains. Timberland has been very satisfied with the performance of the Ponsse 2005 27 OUR GROWTH POTENTIAL OUR GROWTH POTENTIAL Ponsse in Latin America Following major investments in Latin America by large forestry companies, the continent has developed into an interesting market area. Alongside growing demand for paper, large international corporations have invested in short fibre pulp in particular, while sawmills and plywood mills have also become more active in the region. The area’s most commercially important tree, the eucalyptus, grows into harvestable pulp wood in 7-8 years and into timber trees in 15 years. The productivity of tree plantations is increased by the fact that, due to favourable climatic conditions, these eucalyptus trees, planted where cattle once grazed, offer very high productivity per hectare. Harvesting, too, must therefore become even more efficient. The Latin American market for cut-to-length logging equipment is concentrated in four main market areas: Brazil, Chile, Uruguay and Argentina. In 2005, Ponsse decided to establish itself in Latin America in order to be in close contact with local customers. Ponsse and its Brazilian subsidiary, Ponsse Latin America, aim to provide the best selection of products available in the market area for both softwood and eucalyptus harvesting. Ponsse’s acquisition in July 2005 of Lako Oy, a manufacturer of harvester heads, enhanced Ponsse’s product range with barking harvesters, which it previously lacked. At the same time we be- 28 Ponsse 2005 Market-specific Ponsse is familiarising product selection itself carefully with and comprehensive the special needs of customer support. the area. came better able to offer our customers various options for enhancing harvesting productivity and efficiency. As one of its first actions, Ponsse Latin America reorganised Ponsse’s distribution channels in Chile. Ponsse has been active in Chile for approximately ten years and our products have a good reputation there. At the start of 2005, Ponsse entered into a distribution agreement with the Chilean company SK Machinery S.A. Over the year, we worked actively to show our customers that besides a good product, we offer comprehensive customer support in cooperation with SK Machinery. In the Brazilian, Uruguayan and Argentinian markets, we have thoroughly familiarised ourselves with customers’ demands regarding productivity and efficiency in harvesting. In order to offer just the right range of products, our products were tested in 2005 in various environments with different product configurations. At the end of 2005, Ponsse decided to initiate product development and production of harvester heads. Besides the related factory, Ponsse’s Latin American Training Centre will begin operations. With these investments, Ponsse Latin America is able offer its customers both a product range fulfilling local market requirements and strong customer support. The new premises will be ready during the first quarter of 2006. Ponsse 2005 29 OUR GROWTH POTENTIAL OUR GROWTH POTENTIAL Ponsse in Latin America Following major investments in Latin America by large forestry companies, the continent has developed into an interesting market area. Alongside growing demand for paper, large international corporations have invested in short fibre pulp in particular, while sawmills and plywood mills have also become more active in the region. The area’s most commercially important tree, the eucalyptus, grows into harvestable pulp wood in 7-8 years and into timber trees in 15 years. The productivity of tree plantations is increased by the fact that, due to favourable climatic conditions, these eucalyptus trees, planted where cattle once grazed, offer very high productivity per hectare. Harvesting, too, must therefore become even more efficient. The Latin American market for cut-to-length logging equipment is concentrated in four main market areas: Brazil, Chile, Uruguay and Argentina. In 2005, Ponsse decided to establish itself in Latin America in order to be in close contact with local customers. Ponsse and its Brazilian subsidiary, Ponsse Latin America, aim to provide the best selection of products available in the market area for both softwood and eucalyptus harvesting. Ponsse’s acquisition in July 2005 of Lako Oy, a manufacturer of harvester heads, enhanced Ponsse’s product range with barking harvesters, which it previously lacked. At the same time we be- 28 Ponsse 2005 Market-specific Ponsse is familiarising product selection itself carefully with and comprehensive the special needs of customer support. the area. came better able to offer our customers various options for enhancing harvesting productivity and efficiency. As one of its first actions, Ponsse Latin America reorganised Ponsse’s distribution channels in Chile. Ponsse has been active in Chile for approximately ten years and our products have a good reputation there. At the start of 2005, Ponsse entered into a distribution agreement with the Chilean company SK Machinery S.A. Over the year, we worked actively to show our customers that besides a good product, we offer comprehensive customer support in cooperation with SK Machinery. In the Brazilian, Uruguayan and Argentinian markets, we have thoroughly familiarised ourselves with customers’ demands regarding productivity and efficiency in harvesting. In order to offer just the right range of products, our products were tested in 2005 in various environments with different product configurations. At the end of 2005, Ponsse decided to initiate product development and production of harvester heads. Besides the related factory, Ponsse’s Latin American Training Centre will begin operations. With these investments, Ponsse Latin America is able offer its customers both a product range fulfilling local market requirements and strong customer support. The new premises will be ready during the first quarter of 2006. Ponsse 2005 29 OUR GROWTH POTENTIAL KASVUMAHDOLLISUUTEMME Ponsse’s technology subsidiary Epec Oy Photo: Metso Minerals mands and to improve their competitiveness. The improved customer orientation is based on a well thought out strategy in which Epec’s mission, vision and values have been updated to correspond to company’s current views. The new ”Commitment to Your Continuous Success” mission reflects the new state of mind whereby Epec commits to their customers’ continuous success both now and in the future. Epec specializes in machinespecific PC systems and intelligent control systems for mobile machines. The optional information logistics systems improve the productivity and safety of the machines and make the maintenance work easier, even in the most challenging conditions. Epec’s experts at Seinäjoki and Kajaani provide a comprehensive overall service with decades of experience. The company’s customers consist of leading off-road machinery manufacturers on a global basis. 30 Ponsse 2005 The year of 2005 introduced many changes at Epec. Automation engineer Jouni Matikainen left his marketing manager’s post at ABB’s Substation Automation and Protection unit to become Epec’s President at the beginning of March 2005. Matikainen had been working at ABB in various sales and marketing tasks since 1995, and, speaking Spanish and Portuguese, he had worked in Brazil for a total of four years. In March Epec Oy purchased Ponsse Oyj’s information systems unit in Kajaani. The integration doubled Epec’s staff and they now employ more than 100 electronics and software experts. According to Matikainen, the company also succeeded in its day-to-day operations regardless of the numerous changes in 2005. “We achieved and partly even exceeded the objectives we had set for quality and reliability of delivery. This provides the basis for developing all operations and it is a great start to 2006.” Epec’s business operations developed favorably during 2005, and the company is currently seeking additional growth in the export markets. The high-quality products, a strong position in the domestic market, quality and environmental certificates, the extensive know-how and competence as an overall system provider, and various references as the global supplier of overall control systems for leading manufacturers of moving machines create a very strong basis for the company’s future growth. Epec’s intelligent control systems are utilised in various machines, such as Metso Minerals’ crushers and Sandvik Customer needs - the heart of the new strategy Epec is a strong company specializing in demanding control and information systems for off-road machinery and capable of offering comprehensive solutions to its current and future customers. The com”The integration of the two units has been pany also has long-term customer relationchallenging yet rewarding, and the enthuships with leading machinery manufactursiasm has been reflected in the employees’ ers in the mining, mineral crushing, and positive attitude towards waste treatment and forStrong basis work. The purchase proest machine sectors. Epec vided Epec with additiondesigns and manufactures for increasing al skilled resources and state-of-the-art control exports. know-how, and the comsystems for moving mapany can now respond to chines and machine comcustomers’ demands even better than bebinations in co-operation with growing fore. The company received new expertise, and development-oriented machine and especially in the PC-based control systems equipment manufacturers. as well as in the remote service and diagnostics office applications”, says President In 2005 Epec refocused its operations in Matikainen. order to meet the growing customer de- The product manager nominations of 2005 also support the new strategy. The product managers’ most important tasks include collecting, analyzing and prioritizing the product and service-related client needs and market demands. The actions taken help the product development and manufacturing department to develop innovative, competitive, high-quality products that meet or exceed the customers’ needs and provide added value. Tamrock’s mining machines. Photo: Tamrock Epec’s control unit production purchased an automated optical inspection device in 2005. This so-called AOI device is attached to the control unit production line and inspects every product manufactured on the line. 13 cameras take and save approximately 100 pictures of each product into the machine’s memory. The device then compares the pictures with the reference pictures and is able to detect any possible flaws or errors. These types of errors include short circuits, missing components, missing or incomplete soldered joints, and incorrect position. Thanks to the new device, the control unit line can produce better and more even quality. Ponsse 2005 31 OUR GROWTH POTENTIAL KASVUMAHDOLLISUUTEMME Ponsse’s technology subsidiary Epec Oy Photo: Metso Minerals mands and to improve their competitiveness. The improved customer orientation is based on a well thought out strategy in which Epec’s mission, vision and values have been updated to correspond to company’s current views. The new ”Commitment to Your Continuous Success” mission reflects the new state of mind whereby Epec commits to their customers’ continuous success both now and in the future. Epec specializes in machinespecific PC systems and intelligent control systems for mobile machines. The optional information logistics systems improve the productivity and safety of the machines and make the maintenance work easier, even in the most challenging conditions. Epec’s experts at Seinäjoki and Kajaani provide a comprehensive overall service with decades of experience. The company’s customers consist of leading off-road machinery manufacturers on a global basis. 30 Ponsse 2005 The year of 2005 introduced many changes at Epec. Automation engineer Jouni Matikainen left his marketing manager’s post at ABB’s Substation Automation and Protection unit to become Epec’s President at the beginning of March 2005. Matikainen had been working at ABB in various sales and marketing tasks since 1995, and, speaking Spanish and Portuguese, he had worked in Brazil for a total of four years. In March Epec Oy purchased Ponsse Oyj’s information systems unit in Kajaani. The integration doubled Epec’s staff and they now employ more than 100 electronics and software experts. According to Matikainen, the company also succeeded in its day-to-day operations regardless of the numerous changes in 2005. “We achieved and partly even exceeded the objectives we had set for quality and reliability of delivery. This provides the basis for developing all operations and it is a great start to 2006.” Epec’s business operations developed favorably during 2005, and the company is currently seeking additional growth in the export markets. The high-quality products, a strong position in the domestic market, quality and environmental certificates, the extensive know-how and competence as an overall system provider, and various references as the global supplier of overall control systems for leading manufacturers of moving machines create a very strong basis for the company’s future growth. Epec’s intelligent control systems are utilised in various machines, such as Metso Minerals’ crushers and Sandvik Customer needs - the heart of the new strategy Epec is a strong company specializing in demanding control and information systems for off-road machinery and capable of offering comprehensive solutions to its current and future customers. The com”The integration of the two units has been pany also has long-term customer relationchallenging yet rewarding, and the enthuships with leading machinery manufactursiasm has been reflected in the employees’ ers in the mining, mineral crushing, and positive attitude towards waste treatment and forStrong basis work. The purchase proest machine sectors. Epec vided Epec with additiondesigns and manufactures for increasing al skilled resources and state-of-the-art control exports. know-how, and the comsystems for moving mapany can now respond to chines and machine comcustomers’ demands even better than bebinations in co-operation with growing fore. The company received new expertise, and development-oriented machine and especially in the PC-based control systems equipment manufacturers. as well as in the remote service and diagnostics office applications”, says President In 2005 Epec refocused its operations in Matikainen. order to meet the growing customer de- The product manager nominations of 2005 also support the new strategy. The product managers’ most important tasks include collecting, analyzing and prioritizing the product and service-related client needs and market demands. The actions taken help the product development and manufacturing department to develop innovative, competitive, high-quality products that meet or exceed the customers’ needs and provide added value. Tamrock’s mining machines. Photo: Tamrock Epec’s control unit production purchased an automated optical inspection device in 2005. This so-called AOI device is attached to the control unit production line and inspects every product manufactured on the line. 13 cameras take and save approximately 100 pictures of each product into the machine’s memory. The device then compares the pictures with the reference pictures and is able to detect any possible flaws or errors. These types of errors include short circuits, missing components, missing or incomplete soldered joints, and incorrect position. Thanks to the new device, the control unit line can produce better and more even quality. Ponsse 2005 31 ACTIONS SUPPORTING GROWTH BY PROMOTING THE QUALITY OF PRODUCTS AND PRODUCTION ACTIONS SUPPORTING GROWTH BY PROMOTING THE QUALITY OF PRODUCTS AND PRODUCTION Controlled growth requires a solid basis in product development, production, marketing, and maintenance services. In 2005, we focused especially on increasing our know-how and the quality of our products. We can get the best out of our modern manufacturing process by seamlessly linking our suppliers as part of the overall process. Supplier network development project As part of an extensive process to develop our plant and operations, we started to develop our supplier network towards the end of 2005. The project is associated with the national TRIO programme of the Technology Industries of Finland, aiming to improve the productivity and competitiveness of the Finnish metal and engineering industry through networking. Partners to the network concept include the main supplier, system supplier, component supplier and joint manufacturing partners. We initiated the project in October by preparing a preliminary review of potential system suppliers and joint manufacturing partners. The objective is to create the structure of the network and decide on the companies to be included within the first quarter of 2006. Compared with traditional supplier cooperation, the most significant change in the project is the emphasis on a partnership orientation. The objective is to achieve a continuous partnership rather than fixedterm contracts and competitive bidding. Within the network, we are jointly developing products and procedures to become more competitive while improving the cost-efficiency of our operations. The cooperation also provides additional opportunities for the development of the quality of products and operations, as well as logistics. As partners, we understand the different parties’ need to achieve success and support each other through open and fair cooperation. Through the development of a supplier network, we are also making preparations for expected increases in production. We are aiming at increased flexibility through joint manufacturing in order to better balance peaks in demand and keep delivery times sufficiently short. A well-function- 32 Ponsse 2005 ing joint manufacturing network would make it possible to ensure the competitive development of productivity. Networked cooperation improves the efficiency of the entire delivery chain More profound cooperation with suppliers and the establishment of long-term supply contracts will allow us to further develop the quality of production. We can get the best out of our modern manufacturing process by seamlessly linking our suppliers as part of the overall process. Close cooperation with suppliers will enable a high-quality manufacturing process that can adhere to accurate delivery times. We are also strongly committed to cooperation in design, illustrated by the partnership agreements signed with NAF and Maaseudun Kone; the former supplies Ponsse with axles and transmission components, while the latter supplies cabin frames. A network of partners improves quality as well as costefficiency. Intensifying competition requires that all unnecessary costs within the delivery chain be minimised to the greatest possible extent. We will develop production technology jointly with suppliers and invest heavily in the utilisation of automation. We will then be able to take advantage of the efficiency provided by specialisation: as each company within the network focuses on the task determined by its competence, so we can avoid overlapping investments. Together with the network of suppliers, we will also examine the entire manufacturing process of each component, as well as the handling and transport phases involved. This will make it possible to improve the cost-efficiency of the overall process down to each detail. Ponsse 2005 33 ACTIONS SUPPORTING GROWTH BY PROMOTING THE QUALITY OF PRODUCTS AND PRODUCTION ACTIONS SUPPORTING GROWTH BY PROMOTING THE QUALITY OF PRODUCTS AND PRODUCTION Controlled growth requires a solid basis in product development, production, marketing, and maintenance services. In 2005, we focused especially on increasing our know-how and the quality of our products. We can get the best out of our modern manufacturing process by seamlessly linking our suppliers as part of the overall process. Supplier network development project As part of an extensive process to develop our plant and operations, we started to develop our supplier network towards the end of 2005. The project is associated with the national TRIO programme of the Technology Industries of Finland, aiming to improve the productivity and competitiveness of the Finnish metal and engineering industry through networking. Partners to the network concept include the main supplier, system supplier, component supplier and joint manufacturing partners. We initiated the project in October by preparing a preliminary review of potential system suppliers and joint manufacturing partners. The objective is to create the structure of the network and decide on the companies to be included within the first quarter of 2006. Compared with traditional supplier cooperation, the most significant change in the project is the emphasis on a partnership orientation. The objective is to achieve a continuous partnership rather than fixedterm contracts and competitive bidding. Within the network, we are jointly developing products and procedures to become more competitive while improving the cost-efficiency of our operations. The cooperation also provides additional opportunities for the development of the quality of products and operations, as well as logistics. As partners, we understand the different parties’ need to achieve success and support each other through open and fair cooperation. Through the development of a supplier network, we are also making preparations for expected increases in production. We are aiming at increased flexibility through joint manufacturing in order to better balance peaks in demand and keep delivery times sufficiently short. A well-function- 32 Ponsse 2005 ing joint manufacturing network would make it possible to ensure the competitive development of productivity. Networked cooperation improves the efficiency of the entire delivery chain More profound cooperation with suppliers and the establishment of long-term supply contracts will allow us to further develop the quality of production. We can get the best out of our modern manufacturing process by seamlessly linking our suppliers as part of the overall process. Close cooperation with suppliers will enable a high-quality manufacturing process that can adhere to accurate delivery times. We are also strongly committed to cooperation in design, illustrated by the partnership agreements signed with NAF and Maaseudun Kone; the former supplies Ponsse with axles and transmission components, while the latter supplies cabin frames. A network of partners improves quality as well as costefficiency. Intensifying competition requires that all unnecessary costs within the delivery chain be minimised to the greatest possible extent. We will develop production technology jointly with suppliers and invest heavily in the utilisation of automation. We will then be able to take advantage of the efficiency provided by specialisation: as each company within the network focuses on the task determined by its competence, so we can avoid overlapping investments. Together with the network of suppliers, we will also examine the entire manufacturing process of each component, as well as the handling and transport phases involved. This will make it possible to improve the cost-efficiency of the overall process down to each detail. Ponsse 2005 33 ACTIONS SUPPORTING GROWTH BY PROMOTING THE QUALITY OF PRODUCTS AND PRODUCTION ACTIONS SUPPORTING GROWTH BY PROMOTING THE QUALITY OF PRODUCTS AND PRODUCTION Ponsse Academy Dynamic training for changing needs The vision and objectives of Ponsse Academy’s training environment were refocused in the fall of 2005. The goal is to develop versatile competence benefiting both Ponsse and its customers and partners. Therefore, in addition to Ponsse’s current and future employees, the training services are also available to our interest groups. The practical operations of Ponsse Academy focus on organizing training and events, as well as producing the required materials. The Academy also develops methods and tools that are used to anticipate the needs of Ponsse and its interest groups, to improve the current competence level, to support learning, and to evaluate results. Staff training for customers’ benefit Ensuring competence has a key role in Ponsse’s operational system. The need for training is evaluated throughout the organization from the company level to individuals’ development needs. The competence surveys done simultaneously with the personal appraisals provide a good basis for planning training, and the personal learning goals make sure that the plans are put into action. There is much more to improving people’s competence than just traditional training sessions. Rotation of tasks, eLearning, learning by doing with predefined objectives, and participating in development projects, for example, have proven themselves successful learning methods when combined with normal training. One of the biggest staff training projects has been the product know-how training, which was organised in cooperation with Lapin Luonto-opisto (Lapland College of Natural Resources). More than 200 Ponsse employees have already completed this two-day training that aims to familiarize the participants with the Finnish forest policy, the forest industry and the sustainable utilization of forests. It also gives them a chance to see and learn about the forest machines in action. Besides getting valuable background information, the participants have had some unforgettable moments in the training. A personal hands-on experience is a very efficient learning method, and therefore every participant is given the chance to try the forest machine simulator as well as the controls of a real forest machine with a little help from the trainers. The short training courses lasting from one to a few days have an important role in improving the employees’ competence. As long as the content is based on an accurate need analysis, a tailor-made training course is well worth the effort. However, a longer training Ponsse Fund Ponsse Oyj has been involved in setting up a fund that invests in increasing interest in research and innovations contributing to the role of modern technologies in sustainable development in European countries. The Ponsse Fund awards scholarships mainly for PhD or post-doctoral studies at the European Forest Institute (EFI). The fund started its operation in January 2006. 34 Ponsse 2005 and learning period is often needed to achieve the goals. In 2006 Ponsse Academy will launch a training program for Ponsse’s maintenance engineers, as well as a program for product and maintenance service salespeople. The latter training will be organized in various countries using the languages spoken in those areas. The intention is to improve sales network’s know-how on product and clientele for customers’ benefit. Harvesting and service expertise User training has a key role in Ponsse’s product and service entity since there is a direct link between a driver’s competence level and productivity. Ponsse Academy seeks to harmonize the content and methods of these user trainings and to ensure the total quality of the training. Ponsse is also actively involved in the research and development projects concerning forest industry education, as the results of these studies can often be utilized in Ponsse’s own development work. For instance, there is a lot of research information available on different characteristics and areas of expertise contributing to the forest machine operator’s efficiency. This information is utilized in various areas, such as drivers’ further training. Ponsse Academy offers various types of training for staff, customers and partners. Skilled and motivated staff have been and will continue to be the biggest key to Ponsse’s success. We want to provide our customers with services from the most skilled people in the business, and one of Ponsse Academy’s most important tasks is to guarantee that we can do so. Meeting the objectives we have set for improving our employees’ know-how is not something that takes care of itself; it requires systematic work and sufficient investments. The changing work environment, the continuously developing technology and the growth of the business create new demands for individuals’ competence and constant development of operations. Ponsse 2005 35 ACTIONS SUPPORTING GROWTH BY PROMOTING THE QUALITY OF PRODUCTS AND PRODUCTION ACTIONS SUPPORTING GROWTH BY PROMOTING THE QUALITY OF PRODUCTS AND PRODUCTION Ponsse Academy Dynamic training for changing needs The vision and objectives of Ponsse Academy’s training environment were refocused in the fall of 2005. The goal is to develop versatile competence benefiting both Ponsse and its customers and partners. Therefore, in addition to Ponsse’s current and future employees, the training services are also available to our interest groups. The practical operations of Ponsse Academy focus on organizing training and events, as well as producing the required materials. The Academy also develops methods and tools that are used to anticipate the needs of Ponsse and its interest groups, to improve the current competence level, to support learning, and to evaluate results. Staff training for customers’ benefit Ensuring competence has a key role in Ponsse’s operational system. The need for training is evaluated throughout the organization from the company level to individuals’ development needs. The competence surveys done simultaneously with the personal appraisals provide a good basis for planning training, and the personal learning goals make sure that the plans are put into action. There is much more to improving people’s competence than just traditional training sessions. Rotation of tasks, eLearning, learning by doing with predefined objectives, and participating in development projects, for example, have proven themselves successful learning methods when combined with normal training. One of the biggest staff training projects has been the product know-how training, which was organised in cooperation with Lapin Luonto-opisto (Lapland College of Natural Resources). More than 200 Ponsse employees have already completed this two-day training that aims to familiarize the participants with the Finnish forest policy, the forest industry and the sustainable utilization of forests. It also gives them a chance to see and learn about the forest machines in action. Besides getting valuable background information, the participants have had some unforgettable moments in the training. A personal hands-on experience is a very efficient learning method, and therefore every participant is given the chance to try the forest machine simulator as well as the controls of a real forest machine with a little help from the trainers. The short training courses lasting from one to a few days have an important role in improving the employees’ competence. As long as the content is based on an accurate need analysis, a tailor-made training course is well worth the effort. However, a longer training Ponsse Fund Ponsse Oyj has been involved in setting up a fund that invests in increasing interest in research and innovations contributing to the role of modern technologies in sustainable development in European countries. The Ponsse Fund awards scholarships mainly for PhD or post-doctoral studies at the European Forest Institute (EFI). The fund started its operation in January 2006. 34 Ponsse 2005 and learning period is often needed to achieve the goals. In 2006 Ponsse Academy will launch a training program for Ponsse’s maintenance engineers, as well as a program for product and maintenance service salespeople. The latter training will be organized in various countries using the languages spoken in those areas. The intention is to improve sales network’s know-how on product and clientele for customers’ benefit. Harvesting and service expertise User training has a key role in Ponsse’s product and service entity since there is a direct link between a driver’s competence level and productivity. Ponsse Academy seeks to harmonize the content and methods of these user trainings and to ensure the total quality of the training. Ponsse is also actively involved in the research and development projects concerning forest industry education, as the results of these studies can often be utilized in Ponsse’s own development work. For instance, there is a lot of research information available on different characteristics and areas of expertise contributing to the forest machine operator’s efficiency. This information is utilized in various areas, such as drivers’ further training. Ponsse Academy offers various types of training for staff, customers and partners. Skilled and motivated staff have been and will continue to be the biggest key to Ponsse’s success. We want to provide our customers with services from the most skilled people in the business, and one of Ponsse Academy’s most important tasks is to guarantee that we can do so. Meeting the objectives we have set for improving our employees’ know-how is not something that takes care of itself; it requires systematic work and sufficient investments. The changing work environment, the continuously developing technology and the growth of the business create new demands for individuals’ competence and constant development of operations. Ponsse 2005 35 ACTIONS SUPPORTING GROWTH BY PROMOTING THE QUALITY OF PRODUCTS AND PRODUCTION ACTIONS SUPPORTING GROWTH BY PROMOTING THE QUALITY OF PRODUCTS AND PRODUCTION New concepts for improving overall quality Throughout the years, Ponsse products have been based on customer orientation and high quality. Tightening customer demands and increasing production volumes have also increased the challenges to maintain Ponsse quality. Quality and processibility became subjects for special attention in 2005. The new production and quality concepts seamlessly support each other. New production and quality concepts seamlessly supporting each other were designed for Ponsse for the purpose of developing quality functions. The purpose of the concepts is to create a strong framework for operations that allows the same proven systematics to be successfully implemented over and over again. The production concept guides Ponsse’s manufacturing towards more systematic procedures while compliance with the quality concept creates the prerequisites for implementing the principle of continuous improvement. On the top level, the quality concept includes management reviews, internal audits, process groups and quality circles. The ISO 9001:2000 standard’s requirement for process-oriented operations provides the preconditions for high-quality operations. The Management Group reformed Ponsse’s core processes, quality policy and indicators to correspond to the new challenges, which enabled a redesign and reconstruction of the operational system. The most significant development at the process level included the description of Ponsse’s management system and the linking of targets to the factors of success determined by the Management Group. Reforms in manufacturing, co-operation and customer service The operational system was designed to include all the information required for 36 Ponsse 2005 steering the operations. In order to ensure the usability of the operational system, a new method of describing processes, a system of indicators, document management and integration of Web-based applications into the system were developed. Throughout the project the aim was to minimise the amount of maintenance work. The efficiency of combining the quality and IT organisations was observed in connection with the project: process development and information systems development inevitably progress hand in hand. Quality circles in accordance with the quality concept were launched at Ponsse in order to improve quality as a part of operations. The objective is to prioritise the resolution of problems associated with manufacturing with the help of process teams. The quality circles resulted in a downward trend in problems detected during test drives before products are delivered to the customer. Employees in the production, design and quality departments committed themselves to improvement and operation of the quality circles. A rapid problem resolution team was also established within production. The method of carrying out internal audits was also reformed. Employees were trained in the new operating model and audits were started with the aim of developing processes from Ponsse’s starting points. The audits define the areas for development and note the functionality of processes. The new procedure makes it possible for all employees to participate in development work. A new product feedback system was developed for the customer interface by designers, product managers, and the quality and IT department. Its purpose is to centralise feedback from the field in a single location, to be processed within a common systematic problem resolution process. An efficient channel for processing feedback provides the parties submitting feedback with the opportunity to monitor its processing within the plant. In spite of the development in quality management, we are still facing challenges imposed by the efficient use of new operating models and the development of a new production system. The quality work initiated during the year under review will be actively continued through new projects in 2006. Customer-specific product variations as high-quality serial production An extension to Ponsse’s assembly plant was introduced into use at the beginning of 2006. Efficient logistics reduces the number of processing phases at the reformed assembly plant. The frames of the machines are moved using automated transport wagons that eliminate transport delays and facilitate the installation of components. Assembly installation work and warehouse operations have been separated into different workflows, and the reduction in processing phases has substantially improved occupational safety and the quality of the final product. The line-type order of assembly work is more phased than previously. Assembly is divided into smaller entities within which the number of actions performed by each installer and installation point has been reduced. Because standardised functions can be managed, guided and supervised better than before, production quality and productivity have reached new levels. The plant extensions and production reforms currently underway will create a framework for a more extensive product offering, more flexible operations, and forest machinery of an even higher quality. The investments allow us to provide customers with individual products at the Component plant to be efficiency and quality of serial producreformed during 2006 tion. The new production structure is better Ponsse’s component in enabling customerplant will be reformed A new feedback specific product modto correspond to the system improves the ules from which the needs of more efficustomer can flexibly cient production durefficiency of customer select the components ing 2006. The starting service and problem and product features of points for the design its choice. The reformof the component resolution. ing plant will serve plant include a clear the entire life span of and accurate flow of a machine. Product information will rematerial and functions that will be standmain in Ponsse’s systems to secure the life ardised and unified. The degree of autospan of a forest machine, and the product mation in welding as well as machining structure of a machine will be updated will be increased. The component plant by maintenance operations carried out at produces parts for new machines in proPonsse’s service centres. duction as well as discontinued models. This ensures the availability of service parts for old models of machines and reduces the price of parts. The objective of the development work is to unify the different phases of production, resulting in a smooth flow of components in the plant and adherence to schedules. This will make it substantially easier to produce and supervise quality, and the productivity of work will be improved. Ponsse 2005 37 ACTIONS SUPPORTING GROWTH BY PROMOTING THE QUALITY OF PRODUCTS AND PRODUCTION ACTIONS SUPPORTING GROWTH BY PROMOTING THE QUALITY OF PRODUCTS AND PRODUCTION New concepts for improving overall quality Throughout the years, Ponsse products have been based on customer orientation and high quality. Tightening customer demands and increasing production volumes have also increased the challenges to maintain Ponsse quality. Quality and processibility became subjects for special attention in 2005. The new production and quality concepts seamlessly support each other. New production and quality concepts seamlessly supporting each other were designed for Ponsse for the purpose of developing quality functions. The purpose of the concepts is to create a strong framework for operations that allows the same proven systematics to be successfully implemented over and over again. The production concept guides Ponsse’s manufacturing towards more systematic procedures while compliance with the quality concept creates the prerequisites for implementing the principle of continuous improvement. On the top level, the quality concept includes management reviews, internal audits, process groups and quality circles. The ISO 9001:2000 standard’s requirement for process-oriented operations provides the preconditions for high-quality operations. The Management Group reformed Ponsse’s core processes, quality policy and indicators to correspond to the new challenges, which enabled a redesign and reconstruction of the operational system. The most significant development at the process level included the description of Ponsse’s management system and the linking of targets to the factors of success determined by the Management Group. Reforms in manufacturing, co-operation and customer service The operational system was designed to include all the information required for 36 Ponsse 2005 steering the operations. In order to ensure the usability of the operational system, a new method of describing processes, a system of indicators, document management and integration of Web-based applications into the system were developed. Throughout the project the aim was to minimise the amount of maintenance work. The efficiency of combining the quality and IT organisations was observed in connection with the project: process development and information systems development inevitably progress hand in hand. Quality circles in accordance with the quality concept were launched at Ponsse in order to improve quality as a part of operations. The objective is to prioritise the resolution of problems associated with manufacturing with the help of process teams. The quality circles resulted in a downward trend in problems detected during test drives before products are delivered to the customer. Employees in the production, design and quality departments committed themselves to improvement and operation of the quality circles. A rapid problem resolution team was also established within production. The method of carrying out internal audits was also reformed. Employees were trained in the new operating model and audits were started with the aim of developing processes from Ponsse’s starting points. The audits define the areas for development and note the functionality of processes. The new procedure makes it possible for all employees to participate in development work. A new product feedback system was developed for the customer interface by designers, product managers, and the quality and IT department. Its purpose is to centralise feedback from the field in a single location, to be processed within a common systematic problem resolution process. An efficient channel for processing feedback provides the parties submitting feedback with the opportunity to monitor its processing within the plant. In spite of the development in quality management, we are still facing challenges imposed by the efficient use of new operating models and the development of a new production system. The quality work initiated during the year under review will be actively continued through new projects in 2006. Customer-specific product variations as high-quality serial production An extension to Ponsse’s assembly plant was introduced into use at the beginning of 2006. Efficient logistics reduces the number of processing phases at the reformed assembly plant. The frames of the machines are moved using automated transport wagons that eliminate transport delays and facilitate the installation of components. Assembly installation work and warehouse operations have been separated into different workflows, and the reduction in processing phases has substantially improved occupational safety and the quality of the final product. The line-type order of assembly work is more phased than previously. Assembly is divided into smaller entities within which the number of actions performed by each installer and installation point has been reduced. Because standardised functions can be managed, guided and supervised better than before, production quality and productivity have reached new levels. The plant extensions and production reforms currently underway will create a framework for a more extensive product offering, more flexible operations, and forest machinery of an even higher quality. The investments allow us to provide customers with individual products at the Component plant to be efficiency and quality of serial producreformed during 2006 tion. The new production structure is better Ponsse’s component in enabling customerplant will be reformed A new feedback specific product modto correspond to the system improves the ules from which the needs of more efficustomer can flexibly cient production durefficiency of customer select the components ing 2006. The starting service and problem and product features of points for the design its choice. The reformof the component resolution. ing plant will serve plant include a clear the entire life span of and accurate flow of a machine. Product information will rematerial and functions that will be standmain in Ponsse’s systems to secure the life ardised and unified. The degree of autospan of a forest machine, and the product mation in welding as well as machining structure of a machine will be updated will be increased. The component plant by maintenance operations carried out at produces parts for new machines in proPonsse’s service centres. duction as well as discontinued models. This ensures the availability of service parts for old models of machines and reduces the price of parts. The objective of the development work is to unify the different phases of production, resulting in a smooth flow of components in the plant and adherence to schedules. This will make it substantially easier to produce and supervise quality, and the productivity of work will be improved. Ponsse 2005 37 BOARD OF DIRECTORS AND MANAGEMENT BOARD OF DIRECTORS AND MANAGEMENT Board of Directors 31.12.2005 The Board of Directors was elected at the general meeting on 15 March 2005. Electing the board members From left Seppo Remes, Ilkka Kylävainio, Juha Vidgrén, Mirja Ryynänen, Einari Vidgrén and Nils Hagman. According to the company’s articles of association, Ponsse Oyj’s Board of Directors consists of at least five and no more than eight members. The members are elected at the general meeting, which according to the articles of association has to be held by the end of June. A board member’s term expires at the next annual general meeting following his/her election. The Board of Directors elects a chairman from amongst its members. Board meetings The Board met 13 times during the year under review. The members attended the meetings actively – the participation percentage was 88,9. Chairman of the Board EINARI VIDGRÉN B. 1943 • Industrial counsellor • Founder of Ponsse Oyj • Chairman of Ponsse Oyj’s Board of Directors since 1993 • Ownership in Ponsse Oyj on 30 December 2005: 6,630,728 shares 38 Ponsse 2005 Members NILS HAGMAN B. 1947 • B.Sc. Econ. • Focus area: Operations in South America • Board member of Ponsse Oyj since 2004, board member of Sisu Akselit Oy, board member of Mateko Oy • Ownership in Ponsse Oyj on 30 December 2005: 1,000 shares ILKKA KYLÄVAINIO B. 1946 • Technician • Focus area: Further processing • Board member of Ponsse Oyj since 1999, President and Chairman of the Board of Keitele Forest Oy, President and Chairman of the Board of Keitele Engineered Wood Oy, President and Chairman of the Board of Keitele Timber Oy, President and Chairman of the Board of Keitele Energy Oy, Board member of Finnish Sawmills. • Ownership in Ponsse Oyj on 30 December 2005: 8,820 shares SEPPO REMES B. 1955 • M.Sc., Lic.Sc. (Econ.) • Focus area: Operations in Russia • Board member of Ponsse Oyj since 2004, CEO of Kiuru Partners LLC, board member and senior advisor of ZAO FIM, senior advisor of SITRA’s Russia Program, Chairman of the board’s auditing committee of OMZ, Chairman of the board and board’s auditing committee of SeverstalAvton, board member of RAO EES, Chairman of the board’s auditing committee, member of the valuation committee and member of the strategy and reform committee, board member of OGK-6, board member of MRSK Severo-Zapad, board member of the Association for Protection of Investors (API), board member of the Russian Institute of Directors (RID) • Ownership in Ponsse Oyj on 30 December 2005: 4,660 shares MIRJA RYYNÄNEN B. 1944 • M.Sc. • Focus area: Forest cluster and EU • Board member of Ponsse Oyj since 2004, member of the European Parliament and Member of Parliament 1987–2003, Chairman of the network working group for European forest strategy 1995–1998, Vice-chairman of the Committee for Development Policy, (Foreign Ministry), member of the Advisory Board for Human Rights Issues (Foreign Ministry), Member of the Supervisory Board of the Finnish Broadcasting Company, Chairman of the Advisory Board of the University of Kuopio, Chairman of the Association for International Democracy Cooperation • Ownership in Ponsse Oyj on 30 December 2005: 800 shares JUHA VIDGRÉN B. 1970 • M. Sc. (Educ.) • Deputy Chairman of the Board of Directors, board member of Ponsse Oyj since 2000, Board member of Fintoto Oy, Member of Vieremän Oriyhdistys ry �s management team. • Ownership in Ponsse Oyj on 30 December 2005: 1,355,136 shares Ponsse 2005 39 BOARD OF DIRECTORS AND MANAGEMENT Board of Directors 31.12.2005 The Board of Directors was elected at the general meeting on 15 March 2005. Electing the board members According to the company’s articles of association, Ponsse Oyj’s Board of Directors consists of at least five and no more than eight members. The members are elected at the general meeting, which according to the articles of association has to be held by the end of June. A board member’s term expires at the next annual general meeting following his/her election. The Board of Directors elects a chairman from amongst its members. Board meetings The Board met 13 times during the year under review. The members attended the meetings actively – the participation percentage was 88,9. Chairman of the Board EINARI VIDGRÉN B. 1943 • Industrial counsellor • Founder of Ponsse Oyj • Chairman of Ponsse Oyj’s Board of Directors since 1993 • Ownership in Ponsse Oyj on 30 December 2005: 6,630,728 shares Members NILS HAGMAN B. 1947 • B.Sc. Econ. • Focus area: Operations in South America • Board member of Ponsse Oyj since 2004, board member of Sisu Akselit Oy, board member of Mateko Oy • Ownership in Ponsse Oyj on 30 December 2005: 1,000 shares ILKKA KYLÄVAINIO B. 1946 • Technician • Focus area: Further processing • Board member of Ponsse Oyj since 1999, President and Chairman of the Board of Keitele Forest Oy, President and Chairman of the Board of Keitele Engineered Wood Oy, President and Chairman of the Board of Keitele Timber Oy, President and Chairman of the Board of Keitele Energy Oy, Board member of Finnish Sawmills. • Ownership in Ponsse Oyj on 30 December 2005: 8,820 shares SEPPO REMES B. 1955 • M.Sc., Lic.Sc. (Econ.) • Focus area: Operations in Russia • Board member of Ponsse Oyj since 2004, CEO of Kiuru Partners LLC, board member and senior advisor of ZAO FIM, senior advisor of SITRA’s Russia Program, Chairman of the board’s auditing committee of OMZ, Chairman of the board and board’s auditing committee of SeverstalAvton, board member of RAO EES, Chairman of the board’s auditing committee, member of the valuation committee and member of the strategy and reform committee, board member of OGK-6, board member of MRSK Severo-Zapad, board member of the Association for Protection of Investors (API), board member of the Russian Institute of Directors (RID) • Ownership in Ponsse Oyj on 30 December 2005: 4,660 shares MIRJA RYYNÄNEN B. 1944 • M.Sc. • Focus area: Forest cluster and EU • Board member of Ponsse Oyj since 2004, member of the European Parliament and Member of Parliament 1987–2003, Chairman of the network working group for European forest strategy 1995–1998, Vice-chairman of the Committee for Development Policy, (Foreign Ministry), member of the Advisory Board for Human Rights Issues (Foreign Ministry), Member of the Supervisory Board of the Finnish Broadcasting Company, Chairman of the Advisory Board of the University of Kuopio, Chairman of the Association for International Democracy Cooperation • Ownership in Ponsse Oyj on 30 December 2005: 800 shares JUHA VIDGRÉN B. 1970 • M. Sc. (Educ.) • Deputy Chairman of the Board of Directors, board member of Ponsse Oyj since 2000, Board member of Fintoto Oy, Member of Vieremän Oriyhdistys ry’s management team. • Ownership in Ponsse Oyj on 30 December 2005: 1,355,136 shares Ponsse 2005 39 BOARD OF DIRECTORS AND MANAGEMENT BOARD OF DIRECTORS AND MANAGEMENT ARTO TIITINEN, b. 1959, Chairman of the Management team • MBA • President and CEO of Ponsse Oyj as of 1 April 2004 Management Team 31 December 2005 40 Managing Directors of Subsidiaries PASI ARAJÄRVI, b. 1967 • Bachelor of Logistics • Purchasing and Logistics Director • Joined Ponsse in 2002 JARI KARTANO, b. 1955 • Mechanical Engineer • Export Director • Joined Ponsse on 2 August 2004 TAPIO MERTANEN, b. 1965 • Technician, Diploma in Logistics and Operations Management (MTD) • Service Director • Joined Ponsse in 1994 JARI MONONEN, b. 1974 • Forester, MSc (For) • Communications Manager • Joined Ponsse in 2001 JUHO NUMMELA, b. 1977 • MSc (Eng) • Quality and IT Director • Joined Ponsse on 22 December 2004 Lako Oy TURKKA LASTUNEN • Managing Director since 1985 Epec Oy JOUNI MATIKAINEN • Managing Director as of 1 March 2005 OOO Ponsse VILLE SIEKKINEN • Managing Director as of 1 May 2005 Ponsse AB BENNY SONDELL • Managing Director as of 1 January 2003 Ponsse AS LYDER HOVE ELLEVOLD • Managing Director since 1998 HEIKKI OJALA, b. 1957 • BSc (Eng), MSc (Econ) • Industrial Director • Joined Ponsse in 1992 PAULA OKSMAN, b. 1959 • MA • HR Director, Principal of Ponsse Academy • Joined Ponsse on 1 August 2005 MIKKO PAANANEN, b. 1963 • LLM • CFO, Deputy to the President and CEO of Ponsse Oyj • Secretary of Ponsse Oyj’s Board of Directors • Joined Ponsse in 2002 VEIKKO RINTAMÄKI, s. 1953 • MSc (Eng) • Technology and R&D Director • Joined Ponsse on 22 December 2004 JARMO VIDGRÉN, b.1975 • Commercial College Graduate in Marketing • Sales Director • Joined Ponsse in 1997 Ponsse Latin America Ltda. CLAUDIO COSTA • Managing Director as of 25 April 2005 Ponssé S.A.S. TAPIO INGERVO • Managing Director since 2002 Ponsse UK Ltd. JUKKA HAKALA • Country Director as of 15 November 2004 Ponsse North America, Inc. MIKKO LAURILA • Managing Director since 2002 AUDITOR Ernst & Young Oy Principal auditor HEIKKI LAITINEN Ponsse 2005 Ponsse 2005 41 BOARD OF DIRECTORS AND MANAGEMENT BOARD OF DIRECTORS AND MANAGEMENT ARTO TIITINEN, b. 1959, Chairman of the Management team • MBA • President and CEO of Ponsse Oyj as of 1 April 2004 Management Team 31 December 2005 40 Managing Directors of Subsidiaries PASI ARAJÄRVI, b. 1967 • Bachelor of Logistics • Purchasing and Logistics Director • Joined Ponsse in 2002 JARI KARTANO, b. 1955 • Mechanical Engineer • Export Director • Joined Ponsse on 2 August 2004 TAPIO MERTANEN, b. 1965 • Technician, Diploma in Logistics and Operations Management (MTD) • Service Director • Joined Ponsse in 1994 JARI MONONEN, b. 1974 • Forester, MSc (For) • Communications Manager • Joined Ponsse in 2001 JUHO NUMMELA, b. 1977 • MSc (Eng) • Quality and IT Director • Joined Ponsse on 22 December 2004 Lako Oy TURKKA LASTUNEN • Managing Director since 1985 Epec Oy JOUNI MATIKAINEN • Managing Director as of 1 March 2005 OOO Ponsse VILLE SIEKKINEN • Managing Director as of 1 May 2005 Ponsse AB BENNY SONDELL • Managing Director as of 1 January 2003 Ponsse AS LYDER HOVE ELLEVOLD • Managing Director since 1998 HEIKKI OJALA, b. 1957 • BSc (Eng), MSc (Econ) • Industrial Director • Joined Ponsse in 1992 PAULA OKSMAN, b. 1959 • MA • HR Director, Principal of Ponsse Academy • Joined Ponsse on 1 August 2005 MIKKO PAANANEN, b. 1963 • LLM • CFO, Deputy to the President and CEO of Ponsse Oyj • Secretary of Ponsse Oyj’s Board of Directors • Joined Ponsse in 2002 VEIKKO RINTAMÄKI, s. 1953 • MSc (Eng) • Technology and R&D Director • Joined Ponsse on 22 December 2004 JARMO VIDGRÉN, b.1975 • Commercial College Graduate in Marketing • Sales Director • Joined Ponsse in 1997 Ponsse Latin America Ltda. CLAUDIO COSTA • Managing Director as of 25 April 2005 Ponssé S.A.S. TAPIO INGERVO • Managing Director since 2002 Ponsse UK Ltd. JUKKA HAKALA • Country Director as of 15 November 2004 Ponsse North America, Inc. MIKKO LAURILA • Managing Director since 2002 AUDITOR Ernst & Young Oy Principal auditor HEIKKI LAITINEN Ponsse 2005 Ponsse 2005 41 PONSSE WORLDWIDE 42 Ponsse 2005 Ponsse 2005 43 PONSSE WORLDWIDE 42 Ponsse 2005 Ponsse 2005 43 ADDRESSES ADDRESSES ADDRESSES PONSSE OYJ Ponssentie 22 74200 VIEREMÄ FINLAND Tel. +358 20 768 800 Fax +358 20 768 8690 e-mail: info@ponsse.com www.ponsse.com READYQUIP SALES AND SERVICES LTD. P.O. Box 2140, Highway 101 W Timmins, Ontario CANADA Tel. +1 705 268 7600 Fax +1 705 268 7707 www.readyquip.com CHILE SUBSIDIARIES SKC MACHINERY S.A. EPEC OY PONSSE AB PONSSE NORTH AMERICA, INC. Matinkatu 6 60100 Seinäjoki, FINLAND Tel. +358 6 217 0111 Fax +358 6 217 0110 Västsura 735 91 Surahammar SWEDEN Tel. +46 220 399 00 Fax +46 220 399 01 4400 International Lane Rhinelander, WI 54501 USA Tel. +1 715 369 4833 Fax +1 715 369 4838 PONSSE AS PONSSE UK LTD. Eidskogveien 54 Postboks 1242 N-2206 Kongsvinger NORWAY Tel. +47 628 888 70 Fax +47 628 888 78 Unit 3 Broomhouses 1 Industrial Estate Lockerbie, DG11 2RZ UNITED KINGDOM Tel. +44 (0) 1576 203 000 Fax +44 (0) 1576 202 202 PONSSE LATIN AMERICA LTDA. PONSSÉ S.A.S. Rua Princeza Isabel de Braganca No. 235 Helbor Tower, Rooms 307 and 308 Mogi das Cruzes Sao Paulo BRASIL Tel. +55 11 4798 5431 Fax +55 11 4798 5432 ZAC Croix Saint Nicolas 14 Rue de Lorraine - BP39 F-54840 Gondreville FRANCE Tel. +33 (0) 3 83 65 12 00 Fax +33 (0) 3 83 65 12 01 EPEC OY, KAJAANI OFFICE Pakkastie 2 87500 Kajaani, FINLAND Tel. +358 6 217 0111 Fax +358 20 760 8130 LAKO OY Ruissalontie 11 20100 Turku, FINLAND Tel. +358 2 4152 100 Fax +358 2 4690 120 OOO PONSSE Pl. Konstitutsii 2, office 406 196247 St. Petersburg RUSSIA Tel. +7-812-331 9412 Fax +7-812-718 6547 DEALERS 44 CZECH KRENEK FOREST SERVICE S.R.O. Nov_ Nemojov 122 CZ-54461 Nemojov CZECH Tel. +420 603 261261 Fax +420 437 834540 ESTONIA KESKO AGRO EESTI AS Põrguvälja tee 3A Pildiküla 75301 Harjumaa ESTONIA Tel. +372 6059 100 Fax + 372 6059 101 www.keskomachinery.ee GERMANY AUSTRIA CANADA GEBRÜDER KONRAD GMBH A.L.P.A. EQUIPMENT LTD. Gewerbepark 3 A-8564 Krottendorf AUSTRIA Tel. +43 3143 20 517 Fax + 43 3143 20 512 www.konrad-forst.com 258 Drapeau St P.O. BOX 2532 Balmoral, N.B. E8E 2W7 CANADA Tel. +1 506 826 2717 Fax +1 506 826 2753 www.alpaequipment.com Ponsse 2005 Panamericana Norte Km. 151/2 Casilla 436 V-Correo 21 Santiago CHILE Tel. +56 2 64 02222 Fax +56 2 64 02294 HYDROMEC INC. 2921, boul. Wallberg Dolbeau-Mistassini Quebec, G8L 1L6 CANADA Tel. +1 418 276-5831 Fax +1 418 276-0408 WAHLERS FORSTTECHNIK GMBH Im Heidhorn 24 27389 Lauenbrück GERMANY Tel. +49 4267 93020 Fax +49 4267 466 www.wahlers-forsttechnik.de WAHLERS FORSTTECHNIK GMBH Landwehrstr.4 97215 Uffenheim GERMANY Tel. +49 09848 97 999 0 Fax +49 9848 97999 19 www.wahlers-forsttechnik.de LATVIA SPAIN ADECOR CONSULTING S. L. Avenida de la Vega 8-2-2B 28199 Alcobendas Madrid SPAIN Tel. +34 91 622 923 Tel. +34 91 6622 928 Fax +34 91 6622 931 KESKO AGRO LATVIJA Vienibas gatve 93 LV-1058 Riga LATVIA Tel. +371 7064300 Fax +371 7064301 www.keskomachinery.lv LITHUANIA SWEDEN AN MASKINTEKNIK AB Företagsvägen 10 95333 Haparanda SWEDEN Tel.+46 922 10390 Fax +46 922 10591 Mob.+46 6691686 E-mail:anmaskin.veli@telia.com KESKO AGRO UAB LIETUVA Savanoriu ave. 191 Vilnius LT-02300 LITHUANIA Tel. +370 5 2477393 Fax +370 52 2477403 www.keskomachinery.lt POLAND PML POLAND Profesjonalne Maszyny Lesne Sprzedaz i Serwis Sp. z o.o. ul. Bitwy Warszawskiej 1920r. nr 3 00-973 Warszawa POLAND Tel. +48 22 572 98 50 Fax +48 22 823 96 75 www.proml.pl PORTUGAL AUTO SUECO (COIMBRA) LDA ASC Industria EN 10 Edifício Volvo Apartado 2094 2696-801 S. João Da Talha PORTUGAL Tel. +351 21 9946500 Fax +351 21 9946553 RUSSIA ZEPPELIN RUSSLAND OOO Sofiyskaya 6, 4th floor 192236 St. Petersburg RUSSIA Tel. +7 (812) 335 11 10 Fax +7 (812) 268 84 82 www.zeppelin.ru ZEPPELIN RUSSLAND OOO 141400, 1 B, Kliazma Khimkinkskiy region Moscow area RUSSIA Tel. +7 (095) 745 84 70 Fax +7 (095) 745 84 78 OOO NPP LESPROMSERVIS 167610 Russia, Republic of Komi Syktyvkar, Str. Pervomaiskaja 149 RUSSIA Tel. +7 8212 28 82 80 Fax +7 8212 28 84 16 Ponsse 2005 45 ADDRESSES ADDRESSES ADDRESSES PONSSE OYJ Ponssentie 22 74200 VIEREMÄ FINLAND Tel. +358 20 768 800 Fax +358 20 768 8690 e-mail: info@ponsse.com www.ponsse.com READYQUIP SALES AND SERVICES LTD. P.O. Box 2140, Highway 101 W Timmins, Ontario CANADA Tel. +1 705 268 7600 Fax +1 705 268 7707 www.readyquip.com CHILE SUBSIDIARIES SKC MACHINERY S.A. EPEC OY PONSSE AB PONSSE NORTH AMERICA, INC. Matinkatu 6 60100 Seinäjoki, FINLAND Tel. +358 6 217 0111 Fax +358 6 217 0110 Västsura 735 91 Surahammar SWEDEN Tel. +46 220 399 00 Fax +46 220 399 01 4400 International Lane Rhinelander, WI 54501 USA Tel. +1 715 369 4833 Fax +1 715 369 4838 PONSSE AS PONSSE UK LTD. Eidskogveien 54 Postboks 1242 N-2206 Kongsvinger NORWAY Tel. +47 628 888 70 Fax +47 628 888 78 Unit 3 Broomhouses 1 Industrial Estate Lockerbie, DG11 2RZ UNITED KINGDOM Tel. +44 (0) 1576 203 000 Fax +44 (0) 1576 202 202 PONSSE LATIN AMERICA LTDA. PONSSÉ S.A.S. Rua Princeza Isabel de Braganca No. 235 Helbor Tower, Rooms 307 and 308 Mogi das Cruzes Sao Paulo BRASIL Tel. +55 11 4798 5431 Fax +55 11 4798 5432 ZAC Croix Saint Nicolas 14 Rue de Lorraine - BP39 F-54840 Gondreville FRANCE Tel. +33 (0) 3 83 65 12 00 Fax +33 (0) 3 83 65 12 01 EPEC OY, KAJAANI OFFICE Pakkastie 2 87500 Kajaani, FINLAND Tel. +358 6 217 0111 Fax +358 20 760 8130 LAKO OY Ruissalontie 11 20100 Turku, FINLAND Tel. +358 2 4152 100 Fax +358 2 4690 120 OOO PONSSE Pl. Konstitutsii 2, office 406 196247 St. Petersburg RUSSIA Tel. +7-812-331 9412 Fax +7-812-718 6547 DEALERS 44 CZECH KRENEK FOREST SERVICE S.R.O. Nov_ Nemojov 122 CZ-54461 Nemojov CZECH Tel. +420 603 261261 Fax +420 437 834540 ESTONIA KESKO AGRO EESTI AS Põrguvälja tee 3A Pildiküla 75301 Harjumaa ESTONIA Tel. +372 6059 100 Fax + 372 6059 101 www.keskomachinery.ee GERMANY AUSTRIA CANADA GEBRÜDER KONRAD GMBH A.L.P.A. EQUIPMENT LTD. Gewerbepark 3 A-8564 Krottendorf AUSTRIA Tel. +43 3143 20 517 Fax + 43 3143 20 512 www.konrad-forst.com 258 Drapeau St P.O. BOX 2532 Balmoral, N.B. E8E 2W7 CANADA Tel. +1 506 826 2717 Fax +1 506 826 2753 www.alpaequipment.com Ponsse 2005 Panamericana Norte Km. 151/2 Casilla 436 V-Correo 21 Santiago CHILE Tel. +56 2 64 02222 Fax +56 2 64 02294 HYDROMEC INC. 2921, boul. Wallberg Dolbeau-Mistassini Quebec, G8L 1L6 CANADA Tel. +1 418 276-5831 Fax +1 418 276-0408 WAHLERS FORSTTECHNIK GMBH Im Heidhorn 24 27389 Lauenbrück GERMANY Tel. +49 4267 93020 Fax +49 4267 466 www.wahlers-forsttechnik.de WAHLERS FORSTTECHNIK GMBH Landwehrstr.4 97215 Uffenheim GERMANY Tel. +49 09848 97 999 0 Fax +49 9848 97999 19 www.wahlers-forsttechnik.de LATVIA SPAIN ADECOR CONSULTING S. L. Avenida de la Vega 8-2-2B 28199 Alcobendas Madrid SPAIN Tel. +34 91 622 923 Tel. +34 91 6622 928 Fax +34 91 6622 931 KESKO AGRO LATVIJA Vienibas gatve 93 LV-1058 Riga LATVIA Tel. +371 7064300 Fax +371 7064301 www.keskomachinery.lv LITHUANIA SWEDEN AN MASKINTEKNIK AB Företagsvägen 10 95333 Haparanda SWEDEN Tel.+46 922 10390 Fax +46 922 10591 Mob.+46 6691686 E-mail:anmaskin.veli@telia.com KESKO AGRO UAB LIETUVA Savanoriu ave. 191 Vilnius LT-02300 LITHUANIA Tel. +370 5 2477393 Fax +370 52 2477403 www.keskomachinery.lt POLAND PML POLAND Profesjonalne Maszyny Lesne Sprzedaz i Serwis Sp. z o.o. ul. Bitwy Warszawskiej 1920r. nr 3 00-973 Warszawa POLAND Tel. +48 22 572 98 50 Fax +48 22 823 96 75 www.proml.pl PORTUGAL AUTO SUECO (COIMBRA) LDA ASC Industria EN 10 Edifício Volvo Apartado 2094 2696-801 S. João Da Talha PORTUGAL Tel. +351 21 9946500 Fax +351 21 9946553 RUSSIA ZEPPELIN RUSSLAND OOO Sofiyskaya 6, 4th floor 192236 St. Petersburg RUSSIA Tel. +7 (812) 335 11 10 Fax +7 (812) 268 84 82 www.zeppelin.ru ZEPPELIN RUSSLAND OOO 141400, 1 B, Kliazma Khimkinkskiy region Moscow area RUSSIA Tel. +7 (095) 745 84 70 Fax +7 (095) 745 84 78 OOO NPP LESPROMSERVIS 167610 Russia, Republic of Komi Syktyvkar, Str. Pervomaiskaja 149 RUSSIA Tel. +7 8212 28 82 80 Fax +7 8212 28 84 16 Ponsse 2005 45 FINANCIAL STATEMENTS FINANCIAL STATEMENTS Contents Report by the Board of Directors’ report for the period 1 January – 31 December 2005 48 The most important exchange rates 51 Consolidated financial statements (IFRS) - Profit and loss account 52 - Balance sheet 53 - Cash flow statement 54 - Consolidated statement of changes in shareholders’ equity 55 - Notes to the consolidated financial statements 56 - Financial indicators 74 - Per share data 75 - Formulae for financial indicators 76 Parent company’s financial statements (FAS) - Profit and loss account 78 - Balance sheet 79 - Parent company cash flow statement 80 - Notes to the parent company’s accounts 81 Share capital and shares 92 Board of directors’ proposal for the disposal of profit 95 Auditor’s report 95 Ponsse Oyj’s financial statements have been prepared in accordance with the International Financial Reporting Standards, IFRS. The financial statements of the parent company have been prepared in accordance with the Finnish Accounting Standards, FAS, which the company conformed with prior to the 2005 financial period. The notes constitute an essential part of the financial statements. A sum of single figures may differ from the totals presented in the financial statements, as all figures have been rounded. 46 Ponsse 2005 Ponsse 2005 47 FINANCIAL STATEMENTS FINANCIAL STATEMENTS Contents Report by the Board of Directors’ report for the period 1 January – 31 December 2005 48 The most important exchange rates 51 Consolidated financial statements (IFRS) - Profit and loss account 52 - Balance sheet 53 - Cash flow statement 54 - Consolidated statement of changes in shareholders’ equity 55 - Notes to the consolidated financial statements 56 - Financial indicators 74 - Per share data 75 - Formulae for financial indicators 76 Parent company’s financial statements (FAS) - Profit and loss account 78 - Balance sheet 79 - Parent company cash flow statement 80 - Notes to the parent company’s accounts 81 Share capital and shares 92 Board of directors’ proposal for the disposal of profit 95 Auditor’s report 95 Ponsse Oyj’s financial statements have been prepared in accordance with the International Financial Reporting Standards, IFRS. The financial statements of the parent company have been prepared in accordance with the Finnish Accounting Standards, FAS, which the company conformed with prior to the 2005 financial period. The notes constitute an essential part of the financial statements. A sum of single figures may differ from the totals presented in the financial statements, as all figures have been rounded. 46 Ponsse 2005 Ponsse 2005 47 FINANCIAL STATEMENTS FINANCIAL STATEMENTS Board of Directors’ report for the period 1 January – 31 December 2005 General Ponsse Group’s turnover and profit developed favourably in 2005. Consolidated turnover increased to EUR 226.1 million (EUR 177.9 million in 2004) and the operating profit to EUR 29.1 million (19.7 million in 2004). Earnings per share were EUR 1.40 (EUR 0.97), and Equity ratio stood at 47.6 per cent (36.0 per cent). Turnover and profit Consolidated turnover rose by 27.1 per cent year on year, to EUR 226.1 million (EUR 177.9 million). This highly favourable development was due, in particular, to strong growth in international operations. International business operations accounted for 65.4 per cent (62.0 per cent) of turnover. The sales were regionally distributed as follows: Nordic countries, 53.6 per cent (54.9 per cent); the rest of Europe, 31.4 per cent (30.0 per cent); North and South America, 14.7 per cent (15.1 per cent); and other countries, 0.3 per cent (0.0 per cent). The order intake for the accounting period totalled EUR 236.9 million (EUR 189.3 million), while period-end order books were valued at EUR 54.9 million (EUR 44.4 million). The order books included dealers’ minimum purchase commitments, based on previous practice. Consolidated operating profit for the accounting period came to EUR 29.1 million (EUR 19.7 million), up 47.5 per cent on the previous year, accounting for 12.8 per cent of consolidated turnover (11.1 per cent). Return on investment (ROI) stood at 37.7 per cent (29.5 per cent). The profit after extraordinary items was EUR 28.1 million (2004, EUR 19.2 mil- 48 Ponsse 2005 lion). Income and expenses resulting from currency risk hedging were included in financial items. Extraordinary items amounted to EUR -1 thousand (2004, no extraordinary items). Profit for the financial period totalled EUR 19.6 million (2004, EUR 13.5 million). Earnings per share were EUR 1.40 (EUR 0.97). Balance sheet and financial position servicing services for PONSSE machines in Estonia, Latvia and Lithuania. The range of operations of our Northern American subsidiary was expanded to include responsibility for providing support to Ponsse’s dealers in Canada as well as the comprehensive development of the maintenance and distribution network in North America. Following the expansion of operations, the business name of Ponsse’s subsidiary Ponsse USA, Inc. was changed to Ponsse North America, Inc. At the end of the accounting period the consolidated balance sheet total amounted to EUR 108.3 million (EUR 97.5 million). Interest-bearing liabilities totalled EUR 24.4 million (EUR 32.3 million) and net liabilities EUR 11.7 million (EUR 16.3 million). Equity ratio stood at 47.6 per cent (36.0 per cent). Cash in hand and at banks came to EUR 12.3 million (EUR 15.7 million). The Group’s liquidity remained at a good level during the financial period , despite a large-scale investment programme. To maintain financial flexibility and balance seasonal fluctuations, the company uses finance credit agreements of which EUR 37.3 remained unused at the end of the financial period. Capital expenditure and R&D Reported cash flow from business operations totalled EUR 18.4 million (EUR 22.0 million), while that from investing activities was EUR -11.1 million (EUR -8.9 million). R&D expenses totalled EUR 3.7 million (EUR 3.7 million). The amount of activated R&D expenses during the financial period was EUR 461 thousand (EUR 329 thousand). The external contingent liabilities amounted to EUR 8.5 million (EUR 8.7 million) at the end of the accounting period. Quality and environment Distribution network In December 2005 Ponsse signed a distribution agreement with Konekesko Ltd. According to the agreement, Kesko Group’s companies will provide sales and The most significant capital expenditure during the financial period came from the construction of a customer service centre in Vieremä. The company also invested heavily in increasing the automation rate of the Vieremä plant and in the equipment of the new assembly plant. In September the company’s financial administration moved to the new premises constructed at the Vieremä plant. The remainder comprised routine replacement and maintenance investments. Capital expenditure totalled EUR 11.2 million (EUR 9.0 million) during the financial period. Ponsse has committed to comply with the certified ISO 9001:2000 quality standard, ISO 14001 environment management systems and standard, and OHSAS 18001 Occupational Health and Safety standard. The ISO 9001 audit was conducted during the accounting period by DNV. The company focused heavily on developing quality and quality leadership during the accounting period. The focal points were the systemisation of quality leadership methods, and the development of reporting and operational systems. The quality circle activities and internal audits were used throughout the year and provided good results. According to Ponsse’s environmental policy, the company aims to develop and manufacture products with the smallest possible load on the environment in use. The environmental aspects are taken into consideration in designing, decisionmaking and implementation on all levels of the organisation. The company monitors and complies with environment-related legislation in all operations. Changes in the legislation are constantly monitored and actions are taken if the changes so require. Changes in group structure In July Ponsse acquired a 92 per cent stake in Lako Oy of Turku. The company manufactures and markets harvesting heads. In December 2005 Ponsse Oyj acquired an 8 per cent stake in Epec Oy of Seinäjoki. As a result of the acquisition, Ponsse has 100% ownership of the company’s shares. Two new subsidiaries were established during the accounting period. OOO Ponsse’s head office is in St. Petersburg. The company will sell and service Ponsse forest machines, and develop and provide support to the dealer network in Russia. The other subsidiary established during the accounting period, Ponsse Latin America Indústria de Máquinas Florestais Ltda, conducts its business in Brazil. The company head offices are in Mogi das Cruzes. The company will sell and service Ponsse forest machines, and provide support to the dealer network in South America. Ponsse 2005 49 FINANCIAL STATEMENTS FINANCIAL STATEMENTS Board of Directors’ report for the period 1 January – 31 December 2005 General Ponsse Group’s turnover and profit developed favourably in 2005. Consolidated turnover increased to EUR 226.1 million (EUR 177.9 million in 2004) and the operating profit to EUR 29.1 million (19.7 million in 2004). Earnings per share were EUR 1.40 (EUR 0.97), and Equity ratio stood at 47.6 per cent (36.0 per cent). Turnover and profit Consolidated turnover rose by 27.1 per cent year on year, to EUR 226.1 million (EUR 177.9 million). This highly favourable development was due, in particular, to strong growth in international operations. International business operations accounted for 65.4 per cent (62.0 per cent) of turnover. The sales were regionally distributed as follows: Nordic countries, 53.6 per cent (54.9 per cent); the rest of Europe, 31.4 per cent (30.0 per cent); North and South America, 14.7 per cent (15.1 per cent); and other countries, 0.3 per cent (0.0 per cent). The order intake for the accounting period totalled EUR 236.9 million (EUR 189.3 million), while period-end order books were valued at EUR 54.9 million (EUR 44.4 million). The order books included dealers’ minimum purchase commitments, based on previous practice. Consolidated operating profit for the accounting period came to EUR 29.1 million (EUR 19.7 million), up 47.5 per cent on the previous year, accounting for 12.8 per cent of consolidated turnover (11.1 per cent). Return on investment (ROI) stood at 37.7 per cent (29.5 per cent). The profit after extraordinary items was EUR 28.1 million (2004, EUR 19.2 mil- 48 Ponsse 2005 lion). Income and expenses resulting from currency risk hedging were included in financial items. Extraordinary items amounted to EUR -1 thousand (2004, no extraordinary items). Profit for the financial period totalled EUR 19.6 million (2004, EUR 13.5 million). Earnings per share were EUR 1.40 (EUR 0.97). Balance sheet and financial position servicing services for PONSSE machines in Estonia, Latvia and Lithuania. The range of operations of our Northern American subsidiary was expanded to include responsibility for providing support to Ponsse’s dealers in Canada as well as the comprehensive development of the maintenance and distribution network in North America. Following the expansion of operations, the business name of Ponsse’s subsidiary Ponsse USA, Inc. was changed to Ponsse North America, Inc. At the end of the accounting period the consolidated balance sheet total amounted to EUR 108.3 million (EUR 97.5 million). Interest-bearing liabilities totalled EUR 24.4 million (EUR 32.3 million) and net liabilities EUR 11.7 million (EUR 16.3 million). Equity ratio stood at 47.6 per cent (36.0 per cent). Cash in hand and at banks came to EUR 12.3 million (EUR 15.7 million). The Group’s liquidity remained at a good level during the financial period , despite a large-scale investment programme. To maintain financial flexibility and balance seasonal fluctuations, the company uses finance credit agreements of which EUR 37.3 remained unused at the end of the financial period. Capital expenditure and R&D Reported cash flow from business operations totalled EUR 18.4 million (EUR 22.0 million), while that from investing activities was EUR -11.1 million (EUR -8.9 million). R&D expenses totalled EUR 3.7 million (EUR 3.7 million). The amount of activated R&D expenses during the financial period was EUR 461 thousand (EUR 329 thousand). The external contingent liabilities amounted to EUR 8.5 million (EUR 8.7 million) at the end of the accounting period. Quality and environment Distribution network In December 2005 Ponsse signed a distribution agreement with Konekesko Ltd. According to the agreement, Kesko Group’s companies will provide sales and The most significant capital expenditure during the financial period came from the construction of a customer service centre in Vieremä. The company also invested heavily in increasing the automation rate of the Vieremä plant and in the equipment of the new assembly plant. In September the company’s financial administration moved to the new premises constructed at the Vieremä plant. The remainder comprised routine replacement and maintenance investments. Capital expenditure totalled EUR 11.2 million (EUR 9.0 million) during the financial period. Ponsse has committed to comply with the certified ISO 9001:2000 quality standard, ISO 14001 environment management systems and standard, and OHSAS 18001 Occupational Health and Safety standard. The ISO 9001 audit was conducted during the accounting period by DNV. The company focused heavily on developing quality and quality leadership during the accounting period. The focal points were the systemisation of quality leadership methods, and the development of reporting and operational systems. The quality circle activities and internal audits were used throughout the year and provided good results. According to Ponsse’s environmental policy, the company aims to develop and manufacture products with the smallest possible load on the environment in use. The environmental aspects are taken into consideration in designing, decisionmaking and implementation on all levels of the organisation. The company monitors and complies with environment-related legislation in all operations. Changes in the legislation are constantly monitored and actions are taken if the changes so require. Changes in group structure In July Ponsse acquired a 92 per cent stake in Lako Oy of Turku. The company manufactures and markets harvesting heads. In December 2005 Ponsse Oyj acquired an 8 per cent stake in Epec Oy of Seinäjoki. As a result of the acquisition, Ponsse has 100% ownership of the company’s shares. Two new subsidiaries were established during the accounting period. OOO Ponsse’s head office is in St. Petersburg. The company will sell and service Ponsse forest machines, and develop and provide support to the dealer network in Russia. The other subsidiary established during the accounting period, Ponsse Latin America Indústria de Máquinas Florestais Ltda, conducts its business in Brazil. The company head offices are in Mogi das Cruzes. The company will sell and service Ponsse forest machines, and provide support to the dealer network in South America. Ponsse 2005 49 FINANCIAL STATEMENTS FINANCIAL STATEMENTS Otherwise, the group structure remained the same during the financial period. The other subsidiaries included in the Ponsse Group are Ponsse AB, Sweden; Ponsse AS, Norway; Ponssé S.A.S, France; Ponsse UK Ltd, Great Britain; and Ponsse North America, Inc., the United States of America. Sunit Oy in Kajaani is Ponsse’s associated company, of which Ponsse has 34% ownership. Personnel The Group had an average staff of 729 (607) during the financial period and employed 770 (663) people at the financial period-end, 631 (553) of whom worked in Finland and 139 (110) in other countries. Management and auditors Ponsse Oyj’s Board of Directors comprised six members during the accounting period: Nils Hagman, Ilkka Kylävainio, Seppo Remes, Mirja Ryynänen, Einari Vidgrén and Juha Vidgrén. The Chairman of the Board was Einari Vidgrén and Juha Vidgrén acted as the deputy chairman. The Board of Directors convened 12 times during the accounting period. Board members assiduously attended the meetings, whose attendance rate was 88.9 per cent. President and CEO during the accounting period was Arto Tiitinen, MBA, with Mikko Paananen, LLM, CFO, acting as deputy. Paula Oksman, M.A., started as HR Director, Principal of the Ponsse Academy and a member of the Management Team in August 2005. Seppo Taatila, M.Sc. (Eng), will start as Director of Technology and Engineering and 50 Ponsse 2005 a member of the Management Team during 2006. He will replace Veikko Rintamäki, M.Sc. (Eng), who resigned from his position in January 2006. Prior to Mr. Taatila assuming the position, Arto Tiitinen, CEO, will oversee the technology and engineering activities in addition to his own responsibilities. The Annual General Meeting of 15 March 2005 re-appointed Ernst & Young Oy as the company’s auditors, with Heikki Laitinen, APA, as the principal auditor. Resources The Board of Directors has confirmed the administration principles, which can be viewed on Ponsse’s website at www.ponsse.com/english/investors. These principles are based on the Corporate Governance recommendation for listed companies issued by HEX Helsinki Exchanges, the Central Chamber of Commerce and the Confederation of Finnish Industry and Employers. Adoption of IFRS standards Ponsse Group has applied International Financial Reporting Standards (IFRS) to its financial reporting as of 1 January 2005. The first IFRS-compliant annual financial statement was drawn up for the accounting financial period 2005. Prior to the adoption of IFRS, Ponsse Oyj’s consolidated financial statements have been prepared according to Finnish Accounting Standards (FAS). Ponsse Oyj issued three IFRS-compliant Interim Reports during the financial period. Events after the period In January 2006 Ponsse acquired an 8 per cent stake in Lako Oy of Turku. Fol- lowing the acquisition, Ponsse has 100% ownership of the company’s shares. Outlook for the future forecasts that the result for the current accounting financial period will outperform that of the previous year. During the course of the year, logging volumes and industrial consumption of wood are expected to increase over the previous year. Logging volumes show strong growth in South America in particular. The company estimates that the proportional share of cut-to-length harvesting in the total volume of timber harvesting will increase in comparison with other harvesting methods. The development is expected to be especially rapid in Russia. During the course of 2006 Ponsse will invest heavily in expanding its distribution and maintenance network and, in the second quarter of 2006, start industrial manufacture of harvester heads in Brazil. The company may supplement its organic growth with corporate acquisitions and arrangements if they support the company’s strategy and strengthen its market value and position as well as competitiveness and profitability. Considering the general prospects for the forest sector, the total value of the order book and the ongoing business development initiatives, the company The most important exchange rates 31.12.2005 Average exchange rate 2005 31.12.2004 Average exchange rate 2004 SEK 9,38850 9,27826 9,02060 9,12035 NOK 7,98500 8,02404 8,23650 8,37022 GBP 0,68530 0,68473 0,70505 0,68128 USD 1,17970 1,24753 1,36210 1,24745 BRL 2,76130 3,04836 RUB 33,92000 34,99642 Ponsse 2005 51 FINANCIAL STATEMENTS FINANCIAL STATEMENTS Otherwise, the group structure remained the same during the financial period. The other subsidiaries included in the Ponsse Group are Ponsse AB, Sweden; Ponsse AS, Norway; Ponssé S.A.S, France; Ponsse UK Ltd, Great Britain; and Ponsse North America, Inc., the United States of America. Sunit Oy in Kajaani is Ponsse’s associated company, of which Ponsse has 34% ownership. Personnel The Group had an average staff of 729 (607) during the financial period and employed 770 (663) people at the financial period-end, 631 (553) of whom worked in Finland and 139 (110) in other countries. Management and auditors Ponsse Oyj’s Board of Directors comprised six members during the accounting period: Nils Hagman, Ilkka Kylävainio, Seppo Remes, Mirja Ryynänen, Einari Vidgrén and Juha Vidgrén. The Chairman of the Board was Einari Vidgrén and Juha Vidgrén acted as the deputy chairman. The Board of Directors convened 12 times during the accounting period. Board members assiduously attended the meetings, whose attendance rate was 88.9 per cent. President and CEO during the accounting period was Arto Tiitinen, MBA, with Mikko Paananen, LLM, CFO, acting as deputy. Paula Oksman, M.A., started as HR Director, Principal of the Ponsse Academy and a member of the Management Team in August 2005. Seppo Taatila, M.Sc. (Eng), will start as Director of Technology and Engineering and 50 Ponsse 2005 a member of the Management Team during 2006. He will replace Veikko Rintamäki, M.Sc. (Eng), who resigned from his position in January 2006. Prior to Mr. Taatila assuming the position, Arto Tiitinen, CEO, will oversee the technology and engineering activities in addition to his own responsibilities. The Annual General Meeting of 15 March 2005 re-appointed Ernst & Young Oy as the company’s auditors, with Heikki Laitinen, APA, as the principal auditor. Resources The Board of Directors has confirmed the administration principles, which can be viewed on Ponsse’s website at www.ponsse.com/english/investors. These principles are based on the Corporate Governance recommendation for listed companies issued by HEX Helsinki Exchanges, the Central Chamber of Commerce and the Confederation of Finnish Industry and Employers. Adoption of IFRS standards Ponsse Group has applied International Financial Reporting Standards (IFRS) to its financial reporting as of 1 January 2005. The first IFRS-compliant annual financial statement was drawn up for the accounting financial period 2005. Prior to the adoption of IFRS, Ponsse Oyj’s consolidated financial statements have been prepared according to Finnish Accounting Standards (FAS). Ponsse Oyj issued three IFRS-compliant Interim Reports during the financial period. Events after the period In January 2006 Ponsse acquired an 8 per cent stake in Lako Oy of Turku. Fol- lowing the acquisition, Ponsse has 100% ownership of the company’s shares. Outlook for the future forecasts that the result for the current accounting financial period will outperform that of the previous year. During the course of the year, logging volumes and industrial consumption of wood are expected to increase over the previous year. Logging volumes show strong growth in South America in particular. The company estimates that the proportional share of cut-to-length harvesting in the total volume of timber harvesting will increase in comparison with other harvesting methods. The development is expected to be especially rapid in Russia. During the course of 2006 Ponsse will invest heavily in expanding its distribution and maintenance network and, in the second quarter of 2006, start industrial manufacture of harvester heads in Brazil. The company may supplement its organic growth with corporate acquisitions and arrangements if they support the company’s strategy and strengthen its market value and position as well as competitiveness and profitability. Considering the general prospects for the forest sector, the total value of the order book and the ongoing business development initiatives, the company The most important exchange rates 31.12.2005 Average exchange rate 2005 31.12.2004 Average exchange rate 2004 SEK 9,38850 9,27826 9,02060 9,12035 NOK 7,98500 8,02404 8,23650 8,37022 GBP 0,68530 0,68473 0,70505 0,68128 USD 1,17970 1,24753 1,36210 1,24745 BRL 2,76130 3,04836 RUB 33,92000 34,99642 Ponsse 2005 51 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Profit and loss account Balance sheet 2005 2004 TEUR TEUR 2 226,095 177,934 730 968 4 1,326 1,453 -139,304 -113,587 -34,317 -26,917 -4,041 -3,089 -21,437 29,051 Note(1 Turnover Increase (+)/decrease (-) in stocks of finished goods and work in progress Other operating income Raw materials and services Staff costs 7, 28 Depreciation 6 Other operating expenses 5, 8 Operating profit Share of results of associated companies Financial income and expenses 9 Result before extraordinary items Extraordinary items Result after extraordinary items Direct taxes Minority interest Profit for the period 1) The note refers to the Notes to the Accounts on pages 56–73. 10 ASSETS Note(1 2005 2004 TEUR TEUR Fixed and other non-current assets Intangible assets 13 2,652 2,426 Goodwill 13 3,773 3,466 Property, plant and equipment 12 24,270 18,095 Financial assets 15 35 25 Holdings in associated companies 14 1,013 829 -17,063 Non-current receivables 16 103 107 19,700 Deferred tax assets 537 540 32,383 25,488 285 251 -1,225 -778 28,111 19,172 -1 0 28,110 19,172 -8,480 -5,630 0 -11 19,629 13,532 Total fixed and other non-current assets Current assets Stocks 18 45,161 36,381 Trade receivables 19 14,782 19,228 Other current receivables 19 3,594 717 Marketable securities 20 2 0 Cash in hand and at banks 20 Total current assets TOTAL ASSETS CAPITAL AND RESERVES, AND LIABILITIES Note(1 Capital and reserves 21 Share capital Other reserves Translation differences 12,339 15,706 75,879 72,032 108,262 97,520 2005 2004 TEUR TEUR 7,000 7,000 19 20 -442 -838 Retained earnings 44,811 28,424 Capital and reserves owned by parent company shareholders 51,389 34,606 0 419 51,389 35,025 Minority interest Total capital and reserves Non-current creditors Interest-bearing liabilities 24 18,953 23,937 Deferred tax liabilities 17 1,142 1,131 Other non-current creditors 23 Total non-current creditors 359 336 20,453 25,404 Current creditors Interest-bearing liabilities 24 5,444 8,353 Provisions 23 6,324 4,153 1,216 2,343 Tax liabilities for the period Trade creditors and other current creditors Total current creditors TOTAL CAPITAL AND RESERVES, AND LIABILITIES 24, 25 23,436 22,243 36,420 37,091 108,262 97,520 1) The note refers to the Notes to the Accounts on pages 56–73. 52 Ponsse 2005 Ponsse 2005 53 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Profit and loss account Balance sheet 2005 2004 TEUR TEUR 2 226,095 177,934 730 968 4 1,326 1,453 -139,304 -113,587 -34,317 -26,917 -4,041 -3,089 -21,437 29,051 Note(1 Turnover Increase (+)/decrease (-) in stocks of finished goods and work in progress Other operating income Raw materials and services Staff costs 7, 28 Depreciation 6 Other operating expenses 5, 8 Operating profit Share of results of associated companies Financial income and expenses 9 Result before extraordinary items Extraordinary items Result after extraordinary items Direct taxes Minority interest Profit for the period 1) The note refers to the Notes to the Accounts on pages 56–73. 10 ASSETS Note(1 2005 2004 TEUR TEUR Fixed and other non-current assets Intangible assets 13 2,652 2,426 Goodwill 13 3,773 3,466 Property, plant and equipment 12 24,270 18,095 Financial assets 15 35 25 Holdings in associated companies 14 1,013 829 -17,063 Non-current receivables 16 103 107 19,700 Deferred tax assets 537 540 32,383 25,488 285 251 -1,225 -778 28,111 19,172 -1 0 28,110 19,172 -8,480 -5,630 0 -11 19,629 13,532 Total fixed and other non-current assets Current assets Stocks 18 45,161 36,381 Trade receivables 19 14,782 19,228 Other current receivables 19 3,594 717 Marketable securities 20 2 0 Cash in hand and at banks 20 Total current assets TOTAL ASSETS CAPITAL AND RESERVES, AND LIABILITIES Note(1 Capital and reserves 21 Share capital Other reserves Translation differences 12,339 15,706 75,879 72,032 108,262 97,520 2005 2004 TEUR TEUR 7,000 7,000 19 20 -442 -838 Retained earnings 44,811 28,424 Capital and reserves owned by parent company shareholders 51,389 34,606 0 419 51,389 35,025 Minority interest Total capital and reserves Non-current creditors Interest-bearing liabilities 24 18,953 23,937 Deferred tax liabilities 17 1,142 1,131 Other non-current creditors 23 Total non-current creditors 359 336 20,453 25,404 Current creditors Interest-bearing liabilities 24 5,444 8,353 Provisions 23 6,324 4,153 1,216 2,343 Tax liabilities for the period Trade creditors and other current creditors Total current creditors TOTAL CAPITAL AND RESERVES, AND LIABILITIES 24, 25 23,436 22,243 36,420 37,091 108,262 97,520 1) The note refers to the Notes to the Accounts on pages 56–73. 52 Ponsse 2005 Ponsse 2005 53 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Cash flow statement Consolidated statement of changes in shareholders’ equity 2005 2004 TEUR TEUR 19,629 13,532 1,225 778 Effect of IFRS adoption Adjusted capital and reserves at 1 Jan. 2004 Attributable to equity holders of the parent company TEUR Share capital Share premium account and other reserves Translation differences Retained earnings Total Minority interest Capital and reserves, total 3,500 2,562 -646 37,678 43,094 0 43,094 Business operations: Profit for the period Adjustments: Financial income and expenses Share of the results of associated companies Depreciation Deferred taxes Income taxes Other adjustments Cash flow before change in working capital -285 -251 4,041 3,089 22 -227 8,458 5,857 256 197 33,346 22,975 Change in working capital: Capital and reserves at 31 Dec. 2003 0 0 0 -957 -957 0 -957 3,500 2,562 -646 36,721 42,137 0 42,137 Effect of changes in tax rate 0 0 0 80 80 0 80 Translation differences 0 0 -192 61 -131 0 -131 Net income recognised directly in equity 0 0 -192 141 -51 0 -51 Result for the period 0 0 0 13,521 13,521 11 13,532 Total recognised income and expenses 0 0 -192 13,662 13,469 11 13,480 Increase (-)/decrease (+) in current non-interest-bearing receivables 1,501 -2,145 Subsidiary acquisition 0 0 0 0 0 408 408 Increase (-)/decrease (+) in stocks -9,052 -3,778 Dividends paid 0 0 0 -21,000 -21,000 0 -21,000 Increase (+)/decrease (-) in current non-interest-bearing creditors 1,279 8,658 Share issue 3,500 -2,542 0 -958 0 0 0 Change in provisions for liabilities and charges 2,171 1,869 7,000 20 -838 28,425 34,606 419 35,025 Interest received 277 227 Capital and reserves at 31 Dec 2004 Interest paid -932 -661 Translation differences 0 0 396 -443 -47 0 -47 Net income recognised directly in equity 0 0 396 -443 -47 0 -47 Other financial items -656 -312 Income taxes paid -9,517 -4,784 Cash flow before extraordinary items 18,417 22,049 Net cash flow from extraordinary items in business operations Net cash flow from business operations (A) 0 0 18,417 22,049 Result for the period 0 0 0 19,629 19,629 0 19,629 Total recognised income and expenses 0 0 396 19,186 19,583 0 19,583 Dividends paid 0 0 0 -2,800 -2,800 0 -2,800 Change in minority interest Investments: Investments in tangible and and intangible assets -11,209 -9,029 Proceeds from sales of tangible and intangible assets 0 0 Loans granted 0 0 -11 0 Repayment of loan receivables 0 0 Proceeds from sales of other investments 0 0 Investment in other assets Interest received Dividends received Cash outflow from investing activities (B) 0 0 101 85 -11,119 -8,944 Capital and reserves at 31 Dec. 2005 0 0 0 0 0 -419 -419 7,000 20 -442 44,811 51,389 0 51,389 Financing: Share issue 0 0 Acquisition of own shares 0 0 Sales of own shares 0 0 Withdrawal of current loans 0 3,673 Repayment of current loans -2,677 0 0 77 -4,961 9,444 -231 -269 Increase (-)/decrease (+) in current interest-bearing liabilities Withdrawal/repayment of non-current loans Payment of finance lease liabilities, IAS 17, IAS 18 Increase (-)/decrease (+) in non-current receivables Paid dividends Net cash outflow from financing (C) Increase (+)/decrease (-) in liquid assets (A+B+C) 54 4 111 -2,800 -21,000 -10,665 -7,964 -3,367 5,141 Liquid assets at 1 January 15,706 10,565 Liquid assets at 31 December 12,339 15,706 Ponsse 2005 Ponsse 2005 55 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Cash flow statement Consolidated statement of changes in shareholders’ equity 2005 2004 TEUR TEUR 19,629 13,532 1,225 778 Effect of IFRS adoption Adjusted capital and reserves at 1 Jan. 2004 Attributable to equity holders of the parent company TEUR Share capital Share premium account and other reserves Translation differences Retained earnings Total Minority interest Capital and reserves, total 3,500 2,562 -646 37,678 43,094 0 43,094 Business operations: Profit for the period Adjustments: Financial income and expenses Share of the results of associated companies Depreciation Deferred taxes Income taxes Other adjustments Cash flow before change in working capital -285 -251 4,041 3,089 22 -227 8,458 5,857 256 197 33,346 22,975 Change in working capital: Capital and reserves at 31 Dec. 2003 0 0 0 -957 -957 0 -957 3,500 2,562 -646 36,721 42,137 0 42,137 Effect of changes in tax rate 0 0 0 80 80 0 80 Translation differences 0 0 -192 61 -131 0 -131 Net income recognised directly in equity 0 0 -192 141 -51 0 -51 Result for the period 0 0 0 13,521 13,521 11 13,532 Total recognised income and expenses 0 0 -192 13,662 13,469 11 13,480 Increase (-)/decrease (+) in current non-interest-bearing receivables 1,501 -2,145 Subsidiary acquisition 0 0 0 0 0 408 408 Increase (-)/decrease (+) in stocks -9,052 -3,778 Dividends paid 0 0 0 -21,000 -21,000 0 -21,000 Increase (+)/decrease (-) in current non-interest-bearing creditors 1,279 8,658 Share issue 3,500 -2,542 0 -958 0 0 0 Change in provisions for liabilities and charges 2,171 1,869 7,000 20 -838 28,425 34,606 419 35,025 Interest received 277 227 Capital and reserves at 31 Dec 2004 Interest paid -932 -661 Translation differences 0 0 396 -443 -47 0 -47 Net income recognised directly in equity 0 0 396 -443 -47 0 -47 Other financial items -656 -312 Income taxes paid -9,517 -4,784 Cash flow before extraordinary items 18,417 22,049 Net cash flow from extraordinary items in business operations Net cash flow from business operations (A) 0 0 18,417 22,049 Result for the period 0 0 0 19,629 19,629 0 19,629 Total recognised income and expenses 0 0 396 19,186 19,583 0 19,583 Dividends paid 0 0 0 -2,800 -2,800 0 -2,800 Change in minority interest Investments: Investments in tangible and and intangible assets -11,209 -9,029 Proceeds from sales of tangible and intangible assets 0 0 Loans granted 0 0 -11 0 Repayment of loan receivables 0 0 Proceeds from sales of other investments 0 0 Investment in other assets Interest received Dividends received Cash outflow from investing activities (B) 0 0 101 85 -11,119 -8,944 Capital and reserves at 31 Dec. 2005 0 0 0 0 0 -419 -419 7,000 20 -442 44,811 51,389 0 51,389 Financing: Share issue 0 0 Acquisition of own shares 0 0 Sales of own shares 0 0 Withdrawal of current loans 0 3,673 Repayment of current loans -2,677 0 0 77 -4,961 9,444 -231 -269 Increase (-)/decrease (+) in current interest-bearing liabilities Withdrawal/repayment of non-current loans Payment of finance lease liabilities, IAS 17, IAS 18 Increase (-)/decrease (+) in non-current receivables Paid dividends Net cash outflow from financing (C) Increase (+)/decrease (-) in liquid assets (A+B+C) 54 4 111 -2,800 -21,000 -10,665 -7,964 -3,367 5,141 Liquid assets at 1 January 15,706 10,565 Liquid assets at 31 December 12,339 15,706 Ponsse 2005 Ponsse 2005 55 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Notes to the consolidated financial statements 1. ACCOUNTING POLICIES SEGMENTS CURRENT ASSETS Ponsse Group designs, manufactures, markets, and services environmentally-friendly and efficient cut-to-length method forest machines and harvesting related information technology solutions. The geographical segment is used as the primary, and the business segment as the secondary segment for segment based reporting. The geographical segments are the Nordic countries, the rest of Europe, and North and South America. The business segments include machines sales and servicing services. Current assets are valued at the direct manufacturing or acquisition cost, the replacement cost or likely selling price, whichever is the lower. The standard cost method is used as a basis for calculating the value of materials and supplies in stock. TRANSLATION DIFFERENCES Leases contracts are categorised as finance lease contracts if the majority of risks and benefits associated with ownership of property or goods are transferred onto the company. Assets rented on finance lease agreements, less depreciation according to plan, are booked in property, plant, and equipment; and obligations resulting from the agreement on interest-bearing liabilities. Finance lease contracts are recorded on the balance sheet and valued at the market value of the asset at the start date of the contract or at the current value of minimum rents if it is lower than the market value. Regular depreciations are recorded on goods acquired by finance lease contracts. The Group’s parent company is Ponsse Oyj - a Finnish public limited company established in accordance with Finnish legislation. The parent company’s head office is in Vieremä. Ponsse Oyj’s shares have been listed on the Helsinki Stock Exchange since 1995. BASIS OF CONSOLIDATION Ponsse Oyj’s consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS), and the standards and interpretations valid on 31 December 2005. The information in the consolidated financial statements is given in TEUR (EUR 1,000), and it is based on original acquisition costs, if not otherwise stated in the accounting policies. The financial statements have been presented in accordance with the profit and loss account by type of expense. The Group adopted the IFRS accounting policies at the beginning of 2005. The adoption to IFRS took place on1 January 2004. Prior to the adoption, the Group complied with the Finnish Accounting Standards (FAS). All comparative information from 2004 has been converted into an IFRS-compliant form. The notes to the consolidated financial statements are also in compliance with the Finnish accounting and organisational legislation. CONSOLIDATION PRINCIPLES The consolidated financial statements include the financial statements of the parent company Ponsse Oyj and the subsidiaries it controls, and also the financial statements of the associated company consolidated using the equity method. More detailed information on the Group’s companies and associated companies has been presented later in section “28. Group companies” of Notes to the financial statements. The consolidated financial statements have been prepared using cost method. The acquisition cost in excess of the shareholders’ equity of each subsidiary at the date of acquisition is shown in the balance sheet under goodwill. Intra-group transactions, balances and creditors, unrealised margins on deliveries, and intra-group distribution of profit have been eliminated. The profit for the accounting period shall be distributed to parent company shareholders and minority shareholders. Minority interests have been separated from the Group’s capital and reserves and profil are presented as a separate item. The income statement include the Group’s share of results of associated companies. The Group’s pro rata share of the shareholders’ equity in associated companies, adjusted by any changes in working capital since the share acquisition, is included in the shares in participating interests in the balance sheet. 56 Ponsse 2005 Foreign currency monetary items are recorded using the rates prevailing at the transaction date, and any receivables and liabilities on the balance sheet are translated into the financial statements at the closing rate. All resulting translation differences are recorded in the financial items of the accounts. The profit and loss accounts of non-domestic Group companies have been translated into euro at the average rate of the accounting period and the balance sheets at the end rate of the report year. The resulting translation differences in the profit and loss account and the balance sheet, as well as in the shareholders’ capital and reserves, are shown as a separate item in the shareholders’ capital and reserves. RENEVUE RECOGNITION Renevues are recognised upon legal completion. Indirect taxes and given discounts, among others, have been deducted from the sales revenue before calculating the turnover. Exchange rate differences in sales are recorded in the financial items. INTANGIBLE ASSETS Goodwill The goodwill corresponds to the acquisition cost in excess of the Group’s share of the current market value of the company’s net assets at the date of acquisition. No regular depreciations are recorded on goodwill, but instead they are tested annually for possible reduction in value. Research and development expenses Development expenses that fulfil the activation requirements have been booked under intangible assets on the balance sheet, once the product is technically feasible, can be utilised commercially, and is expected to yield commercial benefits in the future. Depreciations on goods are recorded over their economic life. Research expenses are recorded directly as annual expenses. PROPERTY, PLANT AND EQUIPMENT The property, plant, and equipment are booked in the balance sheet at the direct acquisition cost less depreciation according to plan, which has been calculated on a straight-line basis over the expected economic life. Depreciation times are: Intangible rights .................................... 5 years Other long-term expense items ..........3-5 years Buildings and structures ......................20 years Plant and equipment ........................3-10 years LEASES CONTRACTS REDUCTION IN VALUE The booking values of assets are evaluated at the closing date for any indications of reduction in value. If indications are found, the recoverable amount of the assets is defined. Loss on reduction in value is recorded in the profit and loss account, if the balance sheet value of the assets exceeds the recoverable amount. If the estimated recoverable amounts show a change for the better, the loss on reduction in value for property, plant and equipment, and for other intangible assets, except goodwill, is reverted. However, the loss on reduction in value is reverted to no more than the booking value the asset would have had if the reduction in value had not been recorded in the first place. Reduction in value on goodwill is never reverted. TRADE RECEIVABLES AND OTHER RECEIVABLES Trade receivables and other receivables are booked using original values. Any uncollectible credit losses are booked as expense items. PENSION SYSTEMS Statutory pension cover for Group employees has been arranged through pension insurance companies and there are no uncovered pension liabilities. PROVISIONS Likely guarantee expenses in respect of products delivered are booked under provisions for liabilities and charges. Other mandatory provisions are associated with expenses and losses allocated for the previous accounting period. LIQUID ASSETS Liquid assets include cash in hand and at banks, and other liquid investments with a maturity of less than three months. INCOME TAXES The tax expense on the profit and loss account consists of taxes based on taxable income and calculated tax. Income taxes include taxes corresponding with the Group companies’ results for the accounting period and calculated based on the tax legislation prevailing in each company’s domicile. Tax is adjusted using any taxes from previous periods if there are any such items. Deferred taxes are calculated on all temporary differences between the booking value and taxable value. The biggest temporary differences deviate from depreciations made on property, plant and equipment, unbooked taxable losses, and appreciations made on market values at the time of the acquisition. Non-deductible depreciation in value on goodwill is not booked in the deferred tax, and retained earnings of subsidiaries are not accounted for deferred taxes because it is probable that the temporary difference will not be reversed in the foreseeable future. Deferred tax liabilities and assets are calculated for all taxable temporary differences using the confirmed tax rate for the following years. The balance sheet includes the calculated tax liability in its entirety and the amount of calculated tax assets the company expects to receive. COMPARABILITY WITH PREVIOUS YEARS new machines has been changed in the financial statement for 2005. The value adjustment made at the time of purchase of used machinery has been interpreted as actually being a discount on the sales price of new machinery and, therefore, the change in value has been accounted for as an adjustment item in the consolidated turnover. Previously, until the end of Q3, this type of value adjustment has been presented in materials and services. The financial statements for 2004 have been rearranged accordingly to make them comparable. The method for booking the used machines that were purchased in connection with selling 2. Segment reporting Segment reporting is based on Ponsse Group’s geographical segments and business segments. Segments are based on the group’s internal financial reporting. Pricing between segments is done at the current market price. Primary segment Nordic countries Rest of Europe North and South America A geographical segment is engaged in providing products or services within a particular economic environment that are subject to risks and returns that are different from those of segments operating in other economic environments. Segment profits are allocated by location of customers. Assets and liabilities are allocated by location of assets. Unallocated sales include profits from countries not included in the aforementioned segments. Other unallocated items include tax and financial items as well as items shared by the company. Investments consist of increases to property, plant and equipment and increases on intangible assets that will be used for more than one period. Secondary segment Machine sales Servicing services A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. Geographical segments 2005 External sales Services Sales of goods External sales, total Internal sales Nordic countries Rest of Europe North and South America Elimination Total TEUR TEUR TEUR TEUR TEUR 2,000 578 514 3,091 118,589 70,325 32,846 221,761 120,589 70,903 33,360 33,427 855 415 -34,697 154,016 71,758 33,775 -34,697 18,825 10,761 2,028 224,852 Unallocated sales Turnover Operating profit of the segment 1,242 Unallocated items Operating profit Shares of the result of associated companies Minority interest Unallocated items Net profit for the period 226,095 31,613 -2,562 18,825 10,761 2,028 29,051 285 0 -9,707 19,629 Ponsse 2005 57 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Notes to the consolidated financial statements 1. ACCOUNTING POLICIES SEGMENTS CURRENT ASSETS Ponsse Group designs, manufactures, markets, and services environmentally-friendly and efficient cut-to-length method forest machines and harvesting related information technology solutions. The geographical segment is used as the primary, and the business segment as the secondary segment for segment based reporting. The geographical segments are the Nordic countries, the rest of Europe, and North and South America. The business segments include machines sales and servicing services. Current assets are valued at the direct manufacturing or acquisition cost, the replacement cost or likely selling price, whichever is the lower. The standard cost method is used as a basis for calculating the value of materials and supplies in stock. TRANSLATION DIFFERENCES Leases contracts are categorised as finance lease contracts if the majority of risks and benefits associated with ownership of property or goods are transferred onto the company. Assets rented on finance lease agreements, less depreciation according to plan, are booked in property, plant, and equipment; and obligations resulting from the agreement on interest-bearing liabilities. Finance lease contracts are recorded on the balance sheet and valued at the market value of the asset at the start date of the contract or at the current value of minimum rents if it is lower than the market value. Regular depreciations are recorded on goods acquired by finance lease contracts. The Group’s parent company is Ponsse Oyj - a Finnish public limited company established in accordance with Finnish legislation. The parent company’s head office is in Vieremä. Ponsse Oyj’s shares have been listed on the Helsinki Stock Exchange since 1995. BASIS OF CONSOLIDATION Ponsse Oyj’s consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS), and the standards and interpretations valid on 31 December 2005. The information in the consolidated financial statements is given in TEUR (EUR 1,000), and it is based on original acquisition costs, if not otherwise stated in the accounting policies. The financial statements have been presented in accordance with the profit and loss account by type of expense. The Group adopted the IFRS accounting policies at the beginning of 2005. The adoption to IFRS took place on1 January 2004. Prior to the adoption, the Group complied with the Finnish Accounting Standards (FAS). All comparative information from 2004 has been converted into an IFRS-compliant form. The notes to the consolidated financial statements are also in compliance with the Finnish accounting and organisational legislation. CONSOLIDATION PRINCIPLES The consolidated financial statements include the financial statements of the parent company Ponsse Oyj and the subsidiaries it controls, and also the financial statements of the associated company consolidated using the equity method. More detailed information on the Group’s companies and associated companies has been presented later in section “28. Group companies” of Notes to the financial statements. The consolidated financial statements have been prepared using cost method. The acquisition cost in excess of the shareholders’ equity of each subsidiary at the date of acquisition is shown in the balance sheet under goodwill. Intra-group transactions, balances and creditors, unrealised margins on deliveries, and intra-group distribution of profit have been eliminated. The profit for the accounting period shall be distributed to parent company shareholders and minority shareholders. Minority interests have been separated from the Group’s capital and reserves and profil are presented as a separate item. The income statement include the Group’s share of results of associated companies. The Group’s pro rata share of the shareholders’ equity in associated companies, adjusted by any changes in working capital since the share acquisition, is included in the shares in participating interests in the balance sheet. 56 Ponsse 2005 Foreign currency monetary items are recorded using the rates prevailing at the transaction date, and any receivables and liabilities on the balance sheet are translated into the financial statements at the closing rate. All resulting translation differences are recorded in the financial items of the accounts. The profit and loss accounts of non-domestic Group companies have been translated into euro at the average rate of the accounting period and the balance sheets at the end rate of the report year. The resulting translation differences in the profit and loss account and the balance sheet, as well as in the shareholders’ capital and reserves, are shown as a separate item in the shareholders’ capital and reserves. RENEVUE RECOGNITION Renevues are recognised upon legal completion. Indirect taxes and given discounts, among others, have been deducted from the sales revenue before calculating the turnover. Exchange rate differences in sales are recorded in the financial items. INTANGIBLE ASSETS Goodwill The goodwill corresponds to the acquisition cost in excess of the Group’s share of the current market value of the company’s net assets at the date of acquisition. No regular depreciations are recorded on goodwill, but instead they are tested annually for possible reduction in value. Research and development expenses Development expenses that fulfil the activation requirements have been booked under intangible assets on the balance sheet, once the product is technically feasible, can be utilised commercially, and is expected to yield commercial benefits in the future. Depreciations on goods are recorded over their economic life. Research expenses are recorded directly as annual expenses. PROPERTY, PLANT AND EQUIPMENT The property, plant, and equipment are booked in the balance sheet at the direct acquisition cost less depreciation according to plan, which has been calculated on a straight-line basis over the expected economic life. Depreciation times are: Intangible rights .................................... 5 years Other long-term expense items ..........3-5 years Buildings and structures ......................20 years Plant and equipment ........................3-10 years LEASES CONTRACTS REDUCTION IN VALUE The booking values of assets are evaluated at the closing date for any indications of reduction in value. If indications are found, the recoverable amount of the assets is defined. Loss on reduction in value is recorded in the profit and loss account, if the balance sheet value of the assets exceeds the recoverable amount. If the estimated recoverable amounts show a change for the better, the loss on reduction in value for property, plant and equipment, and for other intangible assets, except goodwill, is reverted. However, the loss on reduction in value is reverted to no more than the booking value the asset would have had if the reduction in value had not been recorded in the first place. Reduction in value on goodwill is never reverted. TRADE RECEIVABLES AND OTHER RECEIVABLES Trade receivables and other receivables are booked using original values. Any uncollectible credit losses are booked as expense items. PENSION SYSTEMS Statutory pension cover for Group employees has been arranged through pension insurance companies and there are no uncovered pension liabilities. PROVISIONS Likely guarantee expenses in respect of products delivered are booked under provisions for liabilities and charges. Other mandatory provisions are associated with expenses and losses allocated for the previous accounting period. LIQUID ASSETS Liquid assets include cash in hand and at banks, and other liquid investments with a maturity of less than three months. INCOME TAXES The tax expense on the profit and loss account consists of taxes based on taxable income and calculated tax. Income taxes include taxes corresponding with the Group companies’ results for the accounting period and calculated based on the tax legislation prevailing in each company’s domicile. Tax is adjusted using any taxes from previous periods if there are any such items. Deferred taxes are calculated on all temporary differences between the booking value and taxable value. The biggest temporary differences deviate from depreciations made on property, plant and equipment, unbooked taxable losses, and appreciations made on market values at the time of the acquisition. Non-deductible depreciation in value on goodwill is not booked in the deferred tax, and retained earnings of subsidiaries are not accounted for deferred taxes because it is probable that the temporary difference will not be reversed in the foreseeable future. Deferred tax liabilities and assets are calculated for all taxable temporary differences using the confirmed tax rate for the following years. The balance sheet includes the calculated tax liability in its entirety and the amount of calculated tax assets the company expects to receive. COMPARABILITY WITH PREVIOUS YEARS new machines has been changed in the financial statement for 2005. The value adjustment made at the time of purchase of used machinery has been interpreted as actually being a discount on the sales price of new machinery and, therefore, the change in value has been accounted for as an adjustment item in the consolidated turnover. Previously, until the end of Q3, this type of value adjustment has been presented in materials and services. The financial statements for 2004 have been rearranged accordingly to make them comparable. The method for booking the used machines that were purchased in connection with selling 2. Segment reporting Segment reporting is based on Ponsse Group’s geographical segments and business segments. Segments are based on the group’s internal financial reporting. Pricing between segments is done at the current market price. Primary segment Nordic countries Rest of Europe North and South America A geographical segment is engaged in providing products or services within a particular economic environment that are subject to risks and returns that are different from those of segments operating in other economic environments. Segment profits are allocated by location of customers. Assets and liabilities are allocated by location of assets. Unallocated sales include profits from countries not included in the aforementioned segments. Other unallocated items include tax and financial items as well as items shared by the company. Investments consist of increases to property, plant and equipment and increases on intangible assets that will be used for more than one period. Secondary segment Machine sales Servicing services A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. Geographical segments 2005 External sales Services Sales of goods External sales, total Internal sales Nordic countries Rest of Europe North and South America Elimination Total TEUR TEUR TEUR TEUR TEUR 2,000 578 514 3,091 118,589 70,325 32,846 221,761 120,589 70,903 33,360 33,427 855 415 -34,697 154,016 71,758 33,775 -34,697 18,825 10,761 2,028 224,852 Unallocated sales Turnover Operating profit of the segment 1,242 Unallocated items Operating profit Shares of the result of associated companies Minority interest Unallocated items Net profit for the period 226,095 31,613 -2,562 18,825 10,761 2,028 29,051 285 0 -9,707 19,629 Ponsse 2005 57 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Geographical segments 2005 Segment assets Shares of the result of associated companies Business segments 2005 Nordic countries Rest of Europe North and South America Elimination Total TEUR TEUR TEUR TEUR TEUR 97,010 14,117 15,824 -23,493 103,457 678 1,013 453 3,792 335 Unallocated assets Turnover Assets Investments Total assets 97,345 14,117 15,824 -22,362 108,262 Segment liabilities 24,532 10,051 12,361 -21,178 25,766 Total liabilities 24,532 10,051 12,361 -21,178 50,484 Assets Investments 10,269 281 670 11,220 Investments Depreciation 3,642 255 145 4,041 Unallocated assets 24,718 Machine sales Servicing services Total TEUR TEUR TEUR 198,872 27,223 226,095 91,256 17,006 108,262 7,720 3,500 11,220 Machine sales Servicing services Total TEUR TEUR TEUR 156,685 21,249 177,934 84,678 12,842 97,520 8,718 311 9,029 Business segments 2004 Turnover 3. Acquired business operations 1 June 2005, the company acquired 91.80 per cent of Lako Oy’s shares. The company manufactures harvesting heads. Purchase price was TEUR 787.5 and it was paid in cash. In addtion to pecuniary consideration, the purchase cost included TEUR 9.8 of expert fees and TEUR 12.6 of capital transfer tax. Lako Oy’s result of the last six months of the year, TEUR -481.3, is included in the group income statement for 2005. The TEUR 752.1 goodwill was influenced by the significant synergy benefits from Lako Oy’s product technical know-how and their product line, as expected. Geographical segments 2004 External sales Services Nordic countries Rest of Europe North and South America Elimination Total TEUR TEUR TEUR TEUR TEUR 1,479 405 344 2,228 96,345 52,611 26,487 175,443 External sales, total 97,824 53,016 26,831 177,671 Internal sales 24,685 426 178 Sales of goods -25,289 Unallocated sales Turnover Operating profit of the segment 14,642 53,442 7,049 27,009 -25,289 1,864 -3,855 14,642 7,049 1,864 19,700 Shares of the result of associated companies 251 Minority interest -11 Unallocated items -6,408 Net profit for the period Segment assets Shares of the result of associated companies 13,532 89,977 12,362 10,980 335 Unallocated assets -17,934 95,385 494 829 234 993 Total assets 90,312 12,362 10,980 -17,206 97,207 Segment liabilities 23,288 9,272 8,455 -16,461 24,554 Unallocated assets Total liabilities 58 177,934 23,555 Unallocated items Operating profit Intangible assets 263 122,509 Property, plant and equipment Financial assets Recorded market values used in the combination Book values before combination TEUR TEUR 77,4 77,4 103,6 103,6 0,2 0,2 Stocks 688,3 688,3 Trade receivables 695,1 695,1 Other receivables 51,6 51,6 Liquid assets 3,1 3,1 Total assets 1 619,3 1 619,3 -59,5 -59,5 Interest-bearing liabilities -776,1 -776,1 Subordinated loans -346,9 -346,9 Pension liabilities Other liabilities -956,9 -956,9 Total liabilities -2 139,3 -2 139,3 Net assets -520,0 -520,0 Purchase cost 759,4 Goodwill 752,1 Purchase price paid in cash 809,9 33,544 23,288 9,272 8,455 Investments 8,798 143 88 9,029 Depreciation 2,728 232 129 3,089 Ponsse 2005 The group turnover in 2005 would have amounted to TEUR 226.6, if Lako Oy would have been combined to the group financial statements from the beginning of 2005 financial period. -16,461 58,098 Liquid assets of the acquired subsidiary Cash flow effect -3,1 806,8 Ponsse 2005 59 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Geographical segments 2005 Segment assets Shares of the result of associated companies Business segments 2005 Nordic countries Rest of Europe North and South America Elimination Total TEUR TEUR TEUR TEUR TEUR 97,010 14,117 15,824 -23,493 103,457 678 1,013 453 3,792 335 Unallocated assets Turnover Assets Investments Total assets 97,345 14,117 15,824 -22,362 108,262 Segment liabilities 24,532 10,051 12,361 -21,178 25,766 Total liabilities 24,532 10,051 12,361 -21,178 50,484 Assets Investments 10,269 281 670 11,220 Investments Depreciation 3,642 255 145 4,041 Unallocated assets 24,718 Machine sales Servicing services Total TEUR TEUR TEUR 198,872 27,223 226,095 91,256 17,006 108,262 7,720 3,500 11,220 Machine sales Servicing services Total TEUR TEUR TEUR 156,685 21,249 177,934 84,678 12,842 97,520 8,718 311 9,029 Business segments 2004 Turnover 3. Acquired business operations 1 June 2005, the company acquired 91.80 per cent of Lako Oy’s shares. The company manufactures harvesting heads. Purchase price was TEUR 787.5 and it was paid in cash. In addtion to pecuniary consideration, the purchase cost included TEUR 9.8 of expert fees and TEUR 12.6 of capital transfer tax. Lako Oy’s result of the last six months of the year, TEUR -481.3, is included in the group income statement for 2005. The TEUR 752.1 goodwill was influenced by the significant synergy benefits from Lako Oy’s product technical know-how and their product line, as expected. Geographical segments 2004 External sales Services Nordic countries Rest of Europe North and South America Elimination Total TEUR TEUR TEUR TEUR TEUR 1,479 405 344 2,228 96,345 52,611 26,487 175,443 External sales, total 97,824 53,016 26,831 177,671 Internal sales 24,685 426 178 Sales of goods -25,289 Unallocated sales Turnover Operating profit of the segment 14,642 53,442 7,049 27,009 -25,289 1,864 -3,855 14,642 7,049 1,864 19,700 Shares of the result of associated companies 251 Minority interest -11 Unallocated items -6,408 Net profit for the period Segment assets Shares of the result of associated companies 13,532 89,977 12,362 10,980 335 Unallocated assets -17,934 95,385 494 829 234 993 Total assets 90,312 12,362 10,980 -17,206 97,207 Segment liabilities 23,288 9,272 8,455 -16,461 24,554 Unallocated assets Total liabilities 58 177,934 23,555 Unallocated items Operating profit Intangible assets 263 122,509 Property, plant and equipment Financial assets Recorded market values used in the combination Book values before combination TEUR TEUR 77,4 77,4 103,6 103,6 0,2 0,2 Stocks 688,3 688,3 Trade receivables 695,1 695,1 Other receivables 51,6 51,6 Liquid assets 3,1 3,1 Total assets 1 619,3 1 619,3 -59,5 -59,5 Interest-bearing liabilities -776,1 -776,1 Subordinated loans -346,9 -346,9 Pension liabilities Other liabilities -956,9 -956,9 Total liabilities -2 139,3 -2 139,3 Net assets -520,0 -520,0 Purchase cost 759,4 Goodwill 752,1 Purchase price paid in cash 809,9 33,544 23,288 9,272 8,455 Investments 8,798 143 88 9,029 Depreciation 2,728 232 129 3,089 Ponsse 2005 The group turnover in 2005 would have amounted to TEUR 226.6, if Lako Oy would have been combined to the group financial statements from the beginning of 2005 financial period. -16,461 58,098 Liquid assets of the acquired subsidiary Cash flow effect -3,1 806,8 Ponsse 2005 59 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) 4. Other operating income 9. Financial income and expenses Sales profits on property, plant and equipment Public subsidies 2005 2004 TEUR TEUR 72 55 2005 2004 Interest expenses -738 -620 Interest income 277 228 129 401 Income from dividends Other 1,125 998 Gain/loss on exchange rate changes Total 1,326 1,453 Other financial income Other financial expenses 5. Other operating expenses Total Sales loss on property, plant and equipment R&D expenditure 2005 2004 29 9 519 798 Rent expenses 1,363 836 External services 1,749 1,227 Other 17,777 14,192 Total 21,437 17,063 Intangible assets 2005 2004 Activated development expenditure 12 1 Patents 45 40 0 1 Other long-term expense items 302 321 Total 359 363 Intangible rights Property, plant, and equipment Buildings 845 819 Plant and equipment 2,837 1,907 Total 3,682 2,726 Wages 2005 2004 27,796 21,905 Pension expenditure - payment based systems 3,864 3,042 Other indirect labour costs: 2,656 1,969 34,317 26,917 Total 2005 2004 Employees 427 372 White-collar employees 302 235 Total 729 607 Information on management’s employment related benefits will be presented in note 28 Related party transactions 60 Ponsse 2005 Change in deferred taxes Total -1,225 -778 2005 2004 8,084 5,755 371 102 26 -227 8,480 5,630 Reconciliation tax expenses in the income statement and taxes calculated using the group’s domestic tax rate (2005: 26 %, 2004: 29 %): Profit before tax Tax calculated using the domestic tax rate 28,110 19,172 7,309 5,560 Effect of the different tax rates used in foreign subsidiaries 175 94 Tax-free income -105 0 Non-deductible expenses 99 77 Taxes from previous financial periods 371 102 Depreciation of group goodwill 158 0 Deferred taxes 474 -137 0 -66 8,480 5,630 2005 2004 Profit for the accounting period owned by parent company shareholders (TEUR) 19,629 13,521 Weighted average of shares during the financial periods (1,000) 14,000 14,000 1,40 0,97 2005 2004 378 379 4 -2 Taxes in the income statement 11. Earnings per share 12. Property, plant and equipment Land and water areas Acquisition cost 1.1 Additions Acquisition cost and book value 31 Dec. 2005 R&D expenditure was recorded as a cost item in the income statement Tax based on taxable income Exchange rate difference 8. R&D expenditure 232 -209 10. Income taxes Undiluted earnings per share, (EUR/share) Average number of staff during the accounting period 56 -788 The business value of Lako Oy investment was reduced, as it seemed that there might be risks associated with Lako Oy’s receivables. The TEUR 607 value adjustment has been recorded in other financial expenses. Calculated tax income/expense resulting from the decreased domestic tax rate 7. Expenditure on employment related benefits 43 -452 Other financial expenses include TEUR 108 of rents (interest expenses) resulting from finance lease contracts, recorded as expense items (TEUR 105 in 2004). Taxes from previous accounting periods 6. Depreciation 5 -36 52 1 434 378 2004 TEUR TEUR 3,218 3,382 Ponsse 2005 61 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) 4. Other operating income 9. Financial income and expenses Sales profits on property, plant and equipment Public subsidies 2005 2004 TEUR TEUR 72 55 2005 2004 Interest expenses -738 -620 Interest income 277 228 129 401 Income from dividends Other 1,125 998 Gain/loss on exchange rate changes Total 1,326 1,453 Other financial income Other financial expenses 5. Other operating expenses Total Sales loss on property, plant and equipment R&D expenditure 2005 2004 29 9 519 798 Rent expenses 1,363 836 External services 1,749 1,227 Other 17,777 14,192 Total 21,437 17,063 Intangible assets 2005 2004 Activated development expenditure 12 1 Patents 45 40 0 1 Other long-term expense items 302 321 Total 359 363 Intangible rights Property, plant, and equipment Buildings 845 819 Plant and equipment 2,837 1,907 Total 3,682 2,726 Wages 2005 2004 27,796 21,905 Pension expenditure - payment based systems 3,864 3,042 Other indirect labour costs: 2,656 1,969 34,317 26,917 Total 2005 2004 Employees 427 372 White-collar employees 302 235 Total 729 607 Information on management’s employment related benefits will be presented in note 28 Related party transactions 60 Ponsse 2005 Change in deferred taxes Total -1,225 -778 2005 2004 8,084 5,755 371 102 26 -227 8,480 5,630 Reconciliation tax expenses in the income statement and taxes calculated using the group’s domestic tax rate (2005: 26 %, 2004: 29 %): Profit before tax Tax calculated using the domestic tax rate 28,110 19,172 7,309 5,560 Effect of the different tax rates used in foreign subsidiaries 175 94 Tax-free income -105 0 Non-deductible expenses 99 77 Taxes from previous financial periods 371 102 Depreciation of group goodwill 158 0 Deferred taxes 474 -137 0 -66 8,480 5,630 2005 2004 Profit for the accounting period owned by parent company shareholders (TEUR) 19,629 13,521 Weighted average of shares during the financial periods (1,000) 14,000 14,000 1,40 0,97 2005 2004 378 379 4 -2 Taxes in the income statement 11. Earnings per share 12. Property, plant and equipment Land and water areas Acquisition cost 1.1 Additions Acquisition cost and book value 31 Dec. 2005 R&D expenditure was recorded as a cost item in the income statement Tax based on taxable income Exchange rate difference 8. R&D expenditure 232 -209 10. Income taxes Undiluted earnings per share, (EUR/share) Average number of staff during the accounting period 56 -788 The business value of Lako Oy investment was reduced, as it seemed that there might be risks associated with Lako Oy’s receivables. The TEUR 607 value adjustment has been recorded in other financial expenses. Calculated tax income/expense resulting from the decreased domestic tax rate 7. Expenditure on employment related benefits 43 -452 Other financial expenses include TEUR 108 of rents (interest expenses) resulting from finance lease contracts, recorded as expense items (TEUR 105 in 2004). Taxes from previous accounting periods 6. Depreciation 5 -36 52 1 434 378 2004 TEUR TEUR 3,218 3,382 Ponsse 2005 61 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Property, plant, and equipment includes the following items rented on a finance lease agreement: Buildings and structures 14,565 14,447 2005 2005 2004 2004 135 -68 Buildings Plant and equipment Buildings Plant and equipment 4,156 186 Acquisition cost 762 1,556 762 896 -8 0 Accumulated depreciations -152 -382 -115 -215 Acquisition cost 31 Dec. 18,848 14,565 Book value 31 Dec. 610 1,175 647 681 Accumulated depreciations 1 Jan. -5,788 -4,971 13. Intangible assets -14 2 2005 2004 5 0 Acquisition cost 1.1 Exchange rate difference Additions Reductions Exchange rate difference Accumulated depreciations on reductions and transfers Depreciations for the accounting period -845 -819 Depreciation and reduction in value 31 Dec. -6,642 -5,788 Book value 31 Dec. 12,207 8,777 Activated development expenditure Acquisition cost 1.1 594 0 Subsidiary acquisition 77 533 Additions The write-up of TEUR 841 on the parent company’s business premises in Vieremä recorded on 31 August 1994 has been reversed in its entirety. Acquisition cost 31 Dec. Accumulated depreciations 1 Jan. Subsidiary acquisition Plant and equipment Acquisition cost 1.1 Exchange rate difference Subsidiary acquisition Additions Depreciations for the accounting period 18,499 16,277 53 -34 0 1,709 5,263 1,192 Reductions -1,485 -645 Acquisition cost 31 Dec. 22,331 18,499 Accumulated depreciations 1 Jan. -11,938 -9,680 Exchange rate difference -43 27 Accumulated depreciations on reductions and transfers 587 559 0 -937 -2,837 -1,907 -14,231 -11,938 8,100 6,561 Depreciations for the accounting period Depreciation and reduction in value 31 Dec. Book value 31 Dec. 61 594 -1 0 -132 0 -12 -1 Depreciation and reduction in value 31 Dec. -145 -1 Book value 31 Dec. 607 593 428 370 Patent costs Acquisition cost 1.1 Subsidiary acquisition Subsidiary acquisition 80 751 0 44 42 14 Acquisition cost 31 Dec. 470 428 Accumulated depreciations 1 Jan. -93 -21 Additions Subsidiary acquisition 0 -32 -45 -40 Depreciation and reduction in value 31 Dec. -138 -93 Book value 31 Dec. 332 335 85 85 0 0 Acquisition cost 31 Dec. 85 85 Accumulated depreciations 1 Jan. -80 -79 Depreciations for the accounting period Prepayments and tangible assets in course of construction Acquisition cost 1.1 2,379 13 Additions 6,534 2,661 Reductions -5,383 -295 Acquisition cost and book value 31 Dec. 3,529 2,379 Intangible rights Acquisition cost 1.1 Additions Depreciations for the accounting period Depreciation and reduction in value 31 Dec. Book value 31 Dec. 62 Ponsse 2005 0 -1 -80 -80 5 5 Ponsse 2005 63 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Property, plant, and equipment includes the following items rented on a finance lease agreement: Buildings and structures 14,565 14,447 2005 2005 2004 2004 135 -68 Buildings Plant and equipment Buildings Plant and equipment 4,156 186 Acquisition cost 762 1,556 762 896 -8 0 Accumulated depreciations -152 -382 -115 -215 Acquisition cost 31 Dec. 18,848 14,565 Book value 31 Dec. 610 1,175 647 681 Accumulated depreciations 1 Jan. -5,788 -4,971 13. Intangible assets -14 2 2005 2004 5 0 Acquisition cost 1.1 Exchange rate difference Additions Reductions Exchange rate difference Accumulated depreciations on reductions and transfers Depreciations for the accounting period -845 -819 Depreciation and reduction in value 31 Dec. -6,642 -5,788 Book value 31 Dec. 12,207 8,777 Activated development expenditure Acquisition cost 1.1 594 0 Subsidiary acquisition 77 533 Additions The write-up of TEUR 841 on the parent company’s business premises in Vieremä recorded on 31 August 1994 has been reversed in its entirety. Acquisition cost 31 Dec. Accumulated depreciations 1 Jan. Subsidiary acquisition Plant and equipment Acquisition cost 1.1 Exchange rate difference Subsidiary acquisition Additions Depreciations for the accounting period 18,499 16,277 53 -34 0 1,709 5,263 1,192 Reductions -1,485 -645 Acquisition cost 31 Dec. 22,331 18,499 Accumulated depreciations 1 Jan. -11,938 -9,680 Exchange rate difference -43 27 Accumulated depreciations on reductions and transfers 587 559 0 -937 -2,837 -1,907 -14,231 -11,938 8,100 6,561 Depreciations for the accounting period Depreciation and reduction in value 31 Dec. Book value 31 Dec. 61 594 -1 0 -132 0 -12 -1 Depreciation and reduction in value 31 Dec. -145 -1 Book value 31 Dec. 607 593 428 370 Patent costs Acquisition cost 1.1 Subsidiary acquisition Subsidiary acquisition 80 751 0 44 42 14 Acquisition cost 31 Dec. 470 428 Accumulated depreciations 1 Jan. -93 -21 Additions Subsidiary acquisition 0 -32 -45 -40 Depreciation and reduction in value 31 Dec. -138 -93 Book value 31 Dec. 332 335 85 85 0 0 Acquisition cost 31 Dec. 85 85 Accumulated depreciations 1 Jan. -80 -79 Depreciations for the accounting period Prepayments and tangible assets in course of construction Acquisition cost 1.1 2,379 13 Additions 6,534 2,661 Reductions -5,383 -295 Acquisition cost and book value 31 Dec. 3,529 2,379 Intangible rights Acquisition cost 1.1 Additions Depreciations for the accounting period Depreciation and reduction in value 31 Dec. Book value 31 Dec. 62 Ponsse 2005 0 -1 -80 -80 5 5 Ponsse 2005 63 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Group goodwill Acquisition cost 1.1 Additions 15. Other stocks and shares 5,685 2,219 2005 2004 914 3,466 Other stocks and shares 25 25 Acquisition cost 31 Dec. 6,599 5,685 Other receivables 11 0 Total 36 25 Accumulated depreciations 1 Jan. -2,219 -2,219 2005 2004 Loans receivables 41 35 Other receivables 0 6 Reduction in value -607 0 Depreciation and reduction in value 31 Dec. -2,826 -2,219 Book value 31 Dec. 3,773 3,466 16. Receivables (non-current) Accrued income Other long-term expense items Acquisition cost 1.1 Exchange rate difference Subsidiary acquisition Additions Reductions Total 2,579 2,283 0 1 0 80 126 294 -54 -79 Acquisition cost 31 Dec. 2,651 2,579 Accumulated depreciations 1 Jan. -1,492 -1,183 54 78 0 -66 -302 -321 -1,740 -1,492 Reductions and transfers - accumulated depreciations Subsidiary acquisition Depreciations for the accounting period Depreciation and reduction in value 31 Dec. Book value 31 Dec. 911 1,087 Acquisition cost 1.1 405 86 Additions 492 528 Reductions -100 -208 Acquisition cost 31 Dec. 798 406 2005 829 638 Share of the result of the financial period 184 191 1,013 829 2005 2004 Assets 5,216 4,482 Liabilities 2,263 2,071 Turnover 9,252 8,947 Sunit Oy, Kajaani, Finland Share of ownership 17. Deferred tax assets and liabilities Changes in deferred taxes during 2005: 1.1.2005 Booked income statement Booked total capital Exchange rate differences 31.12.2005 Deferred tax assets: Internal margin of inventories 234 209 0 0 443 Internal margin of fixed assets 0 10 0 0 10 Provisions 0 0 0 0 0 Confirmed losses 0 0 0 0 0 Other temporary differences 306 -222 0 0 Total 540 84 537 Immaterial goods 321 89 189 2 601 Accumulated depreciation differences 754 -47 0 0 707 56 223 -445 0 Other temporary differences Total 2004 Book value 1 Jan. Profit/loss Receivables do not have any significant credit risk concentrations. 1,131 -166 1,142 18. Stocks 14. Holdings in associated companies Associated company 66 107 Deferred tax liabilities: Advance payments and unfinished acquisitions Book value 31 Dec. 62 103 837 739 34,% 34,% Materials and supplies Unfinished products 2005 2004 22,824 19,053 905 688 3,658 2,776 Other current assets 17,774 13,864 Total 45,161 36,381 Finished products/goods TEUR 372 was recorded as an expense item, which was used to reduce to book value of current assets to correspond to its net realization value (TEUR 1,398 in 2004). Sunit Oy specialises in telematics and manufactures vehicle computers. 64 Ponsse 2005 Ponsse 2005 65 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Group goodwill Acquisition cost 1.1 Additions 15. Other stocks and shares 5,685 2,219 2005 2004 914 3,466 Other stocks and shares 25 25 Acquisition cost 31 Dec. 6,599 5,685 Other receivables 11 0 Total 36 25 Accumulated depreciations 1 Jan. -2,219 -2,219 2005 2004 Loans receivables 41 35 Other receivables 0 6 Reduction in value -607 0 Depreciation and reduction in value 31 Dec. -2,826 -2,219 Book value 31 Dec. 3,773 3,466 16. Receivables (non-current) Accrued income Other long-term expense items Acquisition cost 1.1 Exchange rate difference Subsidiary acquisition Additions Reductions Total 2,579 2,283 0 1 0 80 126 294 -54 -79 Acquisition cost 31 Dec. 2,651 2,579 Accumulated depreciations 1 Jan. -1,492 -1,183 54 78 0 -66 -302 -321 -1,740 -1,492 Reductions and transfers - accumulated depreciations Subsidiary acquisition Depreciations for the accounting period Depreciation and reduction in value 31 Dec. Book value 31 Dec. 911 1,087 Acquisition cost 1.1 405 86 Additions 492 528 Reductions -100 -208 Acquisition cost 31 Dec. 798 406 2005 829 638 Share of the result of the financial period 184 191 1,013 829 2005 2004 Assets 5,216 4,482 Liabilities 2,263 2,071 Turnover 9,252 8,947 Sunit Oy, Kajaani, Finland Share of ownership 17. Deferred tax assets and liabilities Changes in deferred taxes during 2005: 1.1.2005 Booked income statement Booked total capital Exchange rate differences 31.12.2005 Deferred tax assets: Internal margin of inventories 234 209 0 0 443 Internal margin of fixed assets 0 10 0 0 10 Provisions 0 0 0 0 0 Confirmed losses 0 0 0 0 0 Other temporary differences 306 -222 0 0 Total 540 84 537 Immaterial goods 321 89 189 2 601 Accumulated depreciation differences 754 -47 0 0 707 56 223 -445 0 Other temporary differences Total 2004 Book value 1 Jan. Profit/loss Receivables do not have any significant credit risk concentrations. 1,131 -166 1,142 18. Stocks 14. Holdings in associated companies Associated company 66 107 Deferred tax liabilities: Advance payments and unfinished acquisitions Book value 31 Dec. 62 103 837 739 34,% 34,% Materials and supplies Unfinished products 2005 2004 22,824 19,053 905 688 3,658 2,776 Other current assets 17,774 13,864 Total 45,161 36,381 Finished products/goods TEUR 372 was recorded as an expense item, which was used to reduce to book value of current assets to correspond to its net realization value (TEUR 1,398 in 2004). Sunit Oy specialises in telematics and manufactures vehicle computers. 64 Ponsse 2005 Ponsse 2005 65 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) 23. Provisions 19. Trade receivables and other receivables (current) Trade receivables Receivables from associated companies Other receivables Accrued income Total 2005 2004 14,782 19,228 Total 11 0 Additions 3,374 350 313 Used provisions -1,553 0 477 404 Book value at the end of the accounting period, 31 Dec. 5,963 361 18,376 19,945 Guarantee reserve Products are given a 12 month / 2000 hours warranty. Any faults or errors noted in machines during the warranty period will be repaired at the company’s own expense according to the warranty conditions. Guarantee provisions at the end of 2005 amounted to TEUR 5,963 (TEUR 4,142 in 2004). Guarantee provision are based on failure history recorded in the previous years. 2005 2004 12,339 15,706 2 0 12,341 15,706 21. Notes on capital and reserves Other mandatory provisions Other mandatory provisions are associated with expenses and losses allocated for the previous accounting period. 24. Interest-bearing liabilities 2005 2004 16,651 21,827 Non-current Number of shares (1,000) 1.1.2005 Share issue 31.12.2005 Share capital EUR 14,000 7,000,000 0 0 14,000 7,000,000 Other funds EUR 19,476 Total EUR 7,019,476 0 19,476 7,019,476 Loans from financial institutions Subordinated loan Finance lease liabilities Finance lease agreements Total long-term credit capital 65 0 1,690 1,058 546 1,052 18,953 23,937 5,018 7,697 The maximum number of shares is 24 million (24 million shares in 2004)- The nominal value of shares is EUR 0.50 per share, and the group’s maximum share capital is EUR 12 million (EUR 12 million in 2004). The number of issued shares is 14 million (14 million shares in 2004). All issued shares have been paid in full. Current Finance lease liabilities 118 290 All shares are of the same series and each share entitles its holder to one vote at shareholder meetings and gives an equal right to a dividend. Finance lease agreements 308 367 5,445 8,353 2005 2004 Ponsse Oyj has no outstanding convertible notes, bonds with warrants or options. Neither the company nor its subsidiaries hold the company’s own shares. Ponsse Oyj’s Board of Directors is not currently authorised to purchase the company’s own shares, increase the share capital or issue convertible notes or bonds with warrants. Loans from financial institutions Total interest bearing current liabilities Translation differences The translation difference fund includes the translation differences arising from converting foreign units’ financial statements Non-current interest bearing liabilities fall due as follows 2006 5,445 8,353 Other reserves Ponsse AB and Ponsse S.A.S funds constitute the other funds. 2007 5,424 6,344 2008 3,807 4,697 2009 3,150 3,517 2010 2,790 3,363 Later 3,782 6,016 Total 24,398 32,291 Dividends The Board of Directors has recommended that after the closing date a dividend of EUR 0.80 per share be paid. 22. Pension liabilities The recognition principle governing the disability pension obligation under the current Finnish Employees’ Pension Act (TEL) is interpreted as practically corresponding to the current accounting practice based on FAS. Based on IAS 19, disability pension is a long-term employee benefit, the level of which does not depend on the length of employment at the company preparing IFRS-compliant financial statements. According to the provisions of IAS 19.130, the so-called event leading to an obligation in the case of disability pension is an event of disability. Expenses and liabilities are recognized once such an event has occurred. Our foreign subsidiaries apply defined contribution pension plans. 66 provisions 4,142 -3 20. Liquid assets and current investments Current investments Guarantee reserve Book value at the beginning of the accounting period, 1 Jan. 3,121 The essential items of accrued income are associated with public subsidies and the assessment of forward exchange agreements. Cash in hand and at banks Other mandatory Ponsse 2005 TEUR 7,451 of all liabilities have a fixed interest rate (TEUR 11,933 in 2004). Other loans are linked to Euribor TEUR 15,220 (TEUR 18,494 on 2004) or linked to Libor TEUR 1,727 (TEUR 1,864 in 2004). Ponsse 2005 67 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) 23. Provisions 19. Trade receivables and other receivables (current) Trade receivables Receivables from associated companies Other receivables Accrued income Total 2005 2004 14,782 19,228 Total 11 0 Additions 3,374 350 313 Used provisions -1,553 0 477 404 Book value at the end of the accounting period, 31 Dec. 5,963 361 18,376 19,945 Guarantee reserve Products are given a 12 month / 2000 hours warranty. Any faults or errors noted in machines during the warranty period will be repaired at the company’s own expense according to the warranty conditions. Guarantee provisions at the end of 2005 amounted to TEUR 5,963 (TEUR 4,142 in 2004). Guarantee provision are based on failure history recorded in the previous years. 2005 2004 12,339 15,706 2 0 12,341 15,706 21. Notes on capital and reserves Other mandatory provisions Other mandatory provisions are associated with expenses and losses allocated for the previous accounting period. 24. Interest-bearing liabilities 2005 2004 16,651 21,827 Non-current Number of shares (1,000) 1.1.2005 Share issue 31.12.2005 Share capital EUR 14,000 7,000,000 0 0 14,000 7,000,000 Other funds EUR 19,476 Total EUR 7,019,476 0 19,476 7,019,476 Loans from financial institutions Subordinated loan Finance lease liabilities Finance lease agreements Total long-term credit capital 65 0 1,690 1,058 546 1,052 18,953 23,937 5,018 7,697 The maximum number of shares is 24 million (24 million shares in 2004)- The nominal value of shares is EUR 0.50 per share, and the group’s maximum share capital is EUR 12 million (EUR 12 million in 2004). The number of issued shares is 14 million (14 million shares in 2004). All issued shares have been paid in full. Current Finance lease liabilities 118 290 All shares are of the same series and each share entitles its holder to one vote at shareholder meetings and gives an equal right to a dividend. Finance lease agreements 308 367 5,445 8,353 2005 2004 Ponsse Oyj has no outstanding convertible notes, bonds with warrants or options. Neither the company nor its subsidiaries hold the company’s own shares. Ponsse Oyj’s Board of Directors is not currently authorised to purchase the company’s own shares, increase the share capital or issue convertible notes or bonds with warrants. Loans from financial institutions Total interest bearing current liabilities Translation differences The translation difference fund includes the translation differences arising from converting foreign units’ financial statements Non-current interest bearing liabilities fall due as follows 2006 5,445 8,353 Other reserves Ponsse AB and Ponsse S.A.S funds constitute the other funds. 2007 5,424 6,344 2008 3,807 4,697 2009 3,150 3,517 2010 2,790 3,363 Later 3,782 6,016 Total 24,398 32,291 Dividends The Board of Directors has recommended that after the closing date a dividend of EUR 0.80 per share be paid. 22. Pension liabilities The recognition principle governing the disability pension obligation under the current Finnish Employees’ Pension Act (TEL) is interpreted as practically corresponding to the current accounting practice based on FAS. Based on IAS 19, disability pension is a long-term employee benefit, the level of which does not depend on the length of employment at the company preparing IFRS-compliant financial statements. According to the provisions of IAS 19.130, the so-called event leading to an obligation in the case of disability pension is an event of disability. Expenses and liabilities are recognized once such an event has occurred. Our foreign subsidiaries apply defined contribution pension plans. 66 provisions 4,142 -3 20. Liquid assets and current investments Current investments Guarantee reserve Book value at the beginning of the accounting period, 1 Jan. 3,121 The essential items of accrued income are associated with public subsidies and the assessment of forward exchange agreements. Cash in hand and at banks Other mandatory Ponsse 2005 TEUR 7,451 of all liabilities have a fixed interest rate (TEUR 11,933 in 2004). Other loans are linked to Euribor TEUR 15,220 (TEUR 18,494 on 2004) or linked to Libor TEUR 1,727 (TEUR 1,864 in 2004). Ponsse 2005 67 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Non-current interest bearing liabilities distributed by currencies: 26. Other lease contracts 2005 2004 TEUR 15,412 19,858 TUSD 3,788 4,737 TGBP 88 34 TSEK 1,868 4,990 Group as lessee Minimum rents due based on other non-voidable lease contract: 2005 2004 Within one year 344 304 Within one to five years 417 521 0 0 After more than five years Current interest bearing liabilities distributed by currencies: 2005 2004 TEUR 3,635 6,896 TUSD 1,587 1,280 TGBP 55 49 TSEK 3,593 4,039 The group has leased some of the service facilities it has used. The average contract length is three to ten years, usually with an option to continue the contract after its original expiration date. The income statement for 2005 includes TEUR 1,019 of rent expenses (TEUR 532 in 2004) paid on the basis of other lease contracts. 27. Pledges given and contingent liabilities 2005 2004 Mortgages given on land and buildings 101 1,126 Mortgages given on company assets 336 820 Pledges given for own debt Due dates of finance lease liabilities 2005 2004 230 321 Guarantees given for own debt 65 61 1,521 836 Guarantees given on behalf of others 1,223 769 390 468 Repurchase commitments 7,163 7,851 1,809 1,347 118 290 Group companies Finance lease liabilities - total amount of minimum rents Other contingent liabilities Within one year Within one to five years After more than five years Finance lease liabilities - current value of minimum rents Within one year Within one to five years 28. Related party transactions 1,358 669 Name and registered office After more than five years 334 389 Parent company Ponsse Oyj, Finland Future financial expenses 332 278 1,809 1,347 Total finance lease liabilities 25. Trade creditors and other liabilities Current Group and parent company share of shares and votes, % Ponsse AB, Västerås, Sweden 100,00 Ponsse AS, Kongsvinger, Norway 100,00 Ponssé S.A.S, Gondreville, France 100,00 Ponsse UK, Lockerbie, Great Britain 100,00 Ponsse North America, Inc., Rhinelander, the United States 100,00 Ponsse Latin America Indústria de Máquinas Florestais Ltda, Mogi das Cruzes, Brasilia 100,00 2005 2004 11,961 13,357 OOO Ponsse, St. Petersburg, Russia 100,00 Advances received 315 243 Epec Oy, Seinäjoki, Finland 100,00 Pro-forma invoicing 14 617 Lako Oy, Turku, Finland 3,993 1,911 4,853 3,734 Interest periods 141 227 Accrued expenses of current assets 401 157 1,758 1,997 23,436 22,243 Trade creditors Other liabilities Accrued expenses Accrued staff expenses Other accrued expenses Total Non-current Other non-current creditors 1,543 1,195 Total 1,543 1,195 91,80 Management’s employment related benefits 2005 2004 Wages and other short-term employment related benefits 1,544 1,238 Benefits paid upon termination of employment 1,172 770 Total 2,716 2,008 Presidents and CEOs 853 733 Board members 186 127 1,040 860 Wages and bonuses Total Staff expenses and interest periods for liabilities constitute the essential items of accrued expenses. 68 Ponsse 2005 Ponsse 2005 69 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Non-current interest bearing liabilities distributed by currencies: 26. Other lease contracts 2005 2004 TEUR 15,412 19,858 TUSD 3,788 4,737 TGBP 88 34 TSEK 1,868 4,990 Group as lessee Minimum rents due based on other non-voidable lease contract: 2005 2004 Within one year 344 304 Within one to five years 417 521 0 0 After more than five years Current interest bearing liabilities distributed by currencies: 2005 2004 TEUR 3,635 6,896 TUSD 1,587 1,280 TGBP 55 49 TSEK 3,593 4,039 The group has leased some of the service facilities it has used. The average contract length is three to ten years, usually with an option to continue the contract after its original expiration date. The income statement for 2005 includes TEUR 1,019 of rent expenses (TEUR 532 in 2004) paid on the basis of other lease contracts. 27. Pledges given and contingent liabilities 2005 2004 Mortgages given on land and buildings 101 1,126 Mortgages given on company assets 336 820 Pledges given for own debt Due dates of finance lease liabilities 2005 2004 230 321 Guarantees given for own debt 65 61 1,521 836 Guarantees given on behalf of others 1,223 769 390 468 Repurchase commitments 7,163 7,851 1,809 1,347 118 290 Group companies Finance lease liabilities - total amount of minimum rents Other contingent liabilities Within one year Within one to five years After more than five years Finance lease liabilities - current value of minimum rents Within one year Within one to five years 28. Related party transactions 1,358 669 Name and registered office After more than five years 334 389 Parent company Ponsse Oyj, Finland Future financial expenses 332 278 1,809 1,347 Total finance lease liabilities 25. Trade creditors and other liabilities Current Group and parent company share of shares and votes, % Ponsse AB, Västerås, Sweden 100,00 Ponsse AS, Kongsvinger, Norway 100,00 Ponssé S.A.S, Gondreville, France 100,00 Ponsse UK, Lockerbie, Great Britain 100,00 Ponsse North America, Inc., Rhinelander, the United States 100,00 Ponsse Latin America Indústria de Máquinas Florestais Ltda, Mogi das Cruzes, Brasilia 100,00 2005 2004 11,961 13,357 OOO Ponsse, St. Petersburg, Russia 100,00 Advances received 315 243 Epec Oy, Seinäjoki, Finland 100,00 Pro-forma invoicing 14 617 Lako Oy, Turku, Finland 3,993 1,911 4,853 3,734 Interest periods 141 227 Accrued expenses of current assets 401 157 1,758 1,997 23,436 22,243 Trade creditors Other liabilities Accrued expenses Accrued staff expenses Other accrued expenses Total Non-current Other non-current creditors 1,543 1,195 Total 1,543 1,195 91,80 Management’s employment related benefits 2005 2004 Wages and other short-term employment related benefits 1,544 1,238 Benefits paid upon termination of employment 1,172 770 Total 2,716 2,008 Presidents and CEOs 853 733 Board members 186 127 1,040 860 Wages and bonuses Total Staff expenses and interest periods for liabilities constitute the essential items of accrued expenses. 68 Ponsse 2005 Ponsse 2005 69 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) 29. Adoption of IFRS-compliant financial statements FAS 31.12.2003 Effects of adopting IFRS IFRS 1.1.2004 FAS 31.12.2004 Effects of adopting IFRS IFRS 31.12.2004 TEUR TEUR TEUR TEUR TEUR TEUR Share capital 3,500 0 3,500 7,000 0 7,000 Share premium account 2,554 0 2,554 0 0 0 8 0 8 20 0 20 37,678 -957 36,721 15,851 -958 14,893 reference As stated in section Accounting policies, these are the first IFRS-compliant financial statements for the Ponsse Group. Prior to the adoption of IFRS, Ponsse Oyj’s consolidated financial statements have been prepared according to Finnish Accounting Standards. In comparison with previous financial statements, the adoption of IFRS has changed the calculations, notes, and principles used in the preparation of financial statements. The principles outlined in section Principles of preparing the accounting policies have been applied in preparing the financial statements of the financial period ending on 31 December 2005, the reference figures of the accounting period ending on 31 December 2004, and the opening IFRS balance 1.1.2004. The balancing reconciliation and reports below describe the differences between the IFRS-compliant financial statements and the Finnish Accounting Standards of 2004 and the IFRS-standards on their adoption date, 1 January 2004. CAPITAL AND RESERVES, AND LIABILITIES Capital and reserves Other reserves Retained earnings 3 Profit for the accounting period Other capital and reserves Reconciliation of capital and reserves 1 Jan. 2004 and 31 Dec. 2004 reference FAS 31.12.2003 TEUR Effects of adopting IFRS IFRS 1.1.2004 TEUR TEUR FAS 31.12.2004 TEUR Effects of adopting IFRS IFRS 31.12.2004 TEUR TEUR Capital and reserves owned by parent company shareholders Minority interest Total capital and reserves 0 0 13,518 14 13,532 0 -646 -838 0 -838 43,094 -957 42,137 35,550 -944 34,606 0 0 0 419 0 419 43,094 -957 42,137 35,969 -944 35,025 ASSETS Non-current creditors Non-current assets Interest-bearing liabilities 4 13,164 1,414 14,578 22,885 1,052 23,937 Intangible assets Goodwill Property, plant and equipment 1 Financial assets Holdings in associated companies Non-current receivables Deferred tax assets 5 Total non-current assets 1,541 0 1,541 2,426 0 2,426 Deferred tax liabilities 5 838 186 1,024 1,019 112 1,131 0 0 0 3,466 0 3,466 Other non-current creditors 6 121 492 613 121 215 336 15,479 986 16,465 17,518 577 18,095 Total non-current creditors 14,123 2,093 16,216 24,025 1,379 25,404 22 0 22 25 0 25 638 0 638 829 0 829 Current creditors 218 0 218 107 0 107 Interest-bearing liabilities 4,603 346 4,949 7,986 367 8,353 240 234 474 387 153 540 Provisions 2,284 0 2,284 4,153 0 4,153 18,138 1,220 19,358 24,758 730 25,488 Current assets Stocks 31,688 643 32,331 35,994 387 36,381 16,664 0 16,664 19,228 0 19,228 Other current receivables 1,145 0 1,145 717 0 717 Cash in hand and at banks 10,565 0 10,565 15,706 0 15,706 Total current assets 60,062 643 60,705 71,645 387 72,032 TOTAL ASSETS 78,200 1,863 80,063 96,403 1,117 97,520 Trade receivables Ponsse 2005 2 4 Tax liabilities for the accounting period 961 0 961 2,343 0 2,343 13,135 382 13,517 21,928 315 22,243 Total current creditors 20,983 727 21,710 36,409 682 37,091 TOTAL CAPITAL AND RESERVES, AND LIABILITIES 78,200 1,863 80,063 96,403 1,117 97,520 Trade creditors and other current creditors 70 0 -646 6 Ponsse 2005 71 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) 29. Adoption of IFRS-compliant financial statements FAS 31.12.2003 Effects of adopting IFRS IFRS 1.1.2004 FAS 31.12.2004 Effects of adopting IFRS IFRS 31.12.2004 TEUR TEUR TEUR TEUR TEUR TEUR Share capital 3,500 0 3,500 7,000 0 7,000 Share premium account 2,554 0 2,554 0 0 0 8 0 8 20 0 20 37,678 -957 36,721 15,851 -958 14,893 reference As stated in section Accounting policies, these are the first IFRS-compliant financial statements for the Ponsse Group. Prior to the adoption of IFRS, Ponsse Oyj’s consolidated financial statements have been prepared according to Finnish Accounting Standards. In comparison with previous financial statements, the adoption of IFRS has changed the calculations, notes, and principles used in the preparation of financial statements. The principles outlined in section Principles of preparing the accounting policies have been applied in preparing the financial statements of the financial period ending on 31 December 2005, the reference figures of the accounting period ending on 31 December 2004, and the opening IFRS balance 1.1.2004. The balancing reconciliation and reports below describe the differences between the IFRS-compliant financial statements and the Finnish Accounting Standards of 2004 and the IFRS-standards on their adoption date, 1 January 2004. CAPITAL AND RESERVES, AND LIABILITIES Capital and reserves Other reserves Retained earnings 3 Profit for the accounting period Other capital and reserves Reconciliation of capital and reserves 1 Jan. 2004 and 31 Dec. 2004 reference FAS 31.12.2003 TEUR Effects of adopting IFRS IFRS 1.1.2004 TEUR TEUR FAS 31.12.2004 TEUR Effects of adopting IFRS IFRS 31.12.2004 TEUR TEUR Capital and reserves owned by parent company shareholders Minority interest Total capital and reserves 0 0 13,518 14 13,532 0 -646 -838 0 -838 43,094 -957 42,137 35,550 -944 34,606 0 0 0 419 0 419 43,094 -957 42,137 35,969 -944 35,025 ASSETS Non-current creditors Non-current assets Interest-bearing liabilities 4 13,164 1,414 14,578 22,885 1,052 23,937 Intangible assets Goodwill Property, plant and equipment 1 Financial assets Holdings in associated companies Non-current receivables Deferred tax assets 5 Total non-current assets 1,541 0 1,541 2,426 0 2,426 Deferred tax liabilities 5 838 186 1,024 1,019 112 1,131 0 0 0 3,466 0 3,466 Other non-current creditors 6 121 492 613 121 215 336 15,479 986 16,465 17,518 577 18,095 Total non-current creditors 14,123 2,093 16,216 24,025 1,379 25,404 22 0 22 25 0 25 638 0 638 829 0 829 Current creditors 218 0 218 107 0 107 Interest-bearing liabilities 4,603 346 4,949 7,986 367 8,353 240 234 474 387 153 540 Provisions 2,284 0 2,284 4,153 0 4,153 18,138 1,220 19,358 24,758 730 25,488 Current assets Stocks 31,688 643 32,331 35,994 387 36,381 16,664 0 16,664 19,228 0 19,228 Other current receivables 1,145 0 1,145 717 0 717 Cash in hand and at banks 10,565 0 10,565 15,706 0 15,706 Total current assets 60,062 643 60,705 71,645 387 72,032 TOTAL ASSETS 78,200 1,863 80,063 96,403 1,117 97,520 Trade receivables Ponsse 2005 2 4 Tax liabilities for the accounting period 961 0 961 2,343 0 2,343 13,135 382 13,517 21,928 315 22,243 Total current creditors 20,983 727 21,710 36,409 682 37,091 TOTAL CAPITAL AND RESERVES, AND LIABILITIES 78,200 1,863 80,063 96,403 1,117 97,520 Trade creditors and other current creditors 70 0 -646 6 Ponsse 2005 71 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Reconciliation of profit of the accounting period 1 Jan.-31 Dec. 2004 TEUR Turnover 4. Interest-bearing and other liabilities reference 1 Increase (+)/decrease (-) in stocks of finished goods and work in progress Other operating income FAS 1.1- 31.12.2004 Effects of adopting IFRS IFRS 1.1.- 31.12.2004 177,589 345 177,934 968 0 968 Non-current interest-bearing liabilities 1,453 0 1,453 -113,723 136 -113,587 -26,917 0 -26,917 -2,676 -413 -3,089 Other operating expenses -17,063 0 -17,063 Operating profit (/loss) 19,632 68 19,700 251 0 251 -730 -48 -778 19,153 20 19,172 -5,624 -6 -5,630 -11 0 -11 13,518 14 13,532 Raw materials and services 2 Staff costs Depreciation 1,7 Share of the result of associated companies Financial income and expenses 4 Profit (loss) before tax Direct taxes Minority interest Profit for the accounting period 5 The items resulting from finance leases (IAS 17) and revenue recognition (IAS 18) increased non-current interest-bearing liabilities as follows: Current interest-bearing liabilities Total 1.1.2004 31.12.2004 1,414 1,052 346 367 1,760 1,419 5. Deferred tax assets and liabilities, and income taxes Deferred tax assets (IAS 12) have been recorded based on the difference between the IFRS balance sheet and taxation resulting from revenue recognition, a total of TEUR 234 on 1 January 2004, and TEUR 153 on 31 December 2004. As a result of the decreasing temporary difference, deferred tax assets will disappear during upcoming financial periods. Deferred tax liabilities (IAS 12) were recognised based on the difference between the IFRS balance sheet and taxation resulting from stocks, a total of TEUR 186 on 1 January 2004, and TEUR 112 on 31 December 2004. 6. Other liabilities Residual-value guarantees resulting from Ponsse Group’s repurchase commitments were recognised under other non-current creditors, and other current creditors. These items will be recognised as income when the related contractual obligations cease. Distribution: To parent company shareholders To minority holders Earnings per share calculated on the profit owned by parent company shareholders: 13,507 1.1.2004 31.12.2004 Other non-current creditors 492 215 Other current liabilities 382 315 Total 874 530 13,521 11 11 0,96 0,97 Notes to the reconciliation of capital and reserves on 1 Jan. 2004 and 31 Dec. 2004, and of the profit of the accounting period 1 Jan.-31 Dec. 2004 1. Property, plant and equipment 7. Depreciations Leases classified as finance leases were capitalised as required by IAS 17, and items under IAS 18 resulting from revenue recognition were capitalised on the balance sheet. Under IAS 16, the revaluation of EUR 841 thousand for Ponsse Oyj’s premises in Vieremä was reversed on the IFRS opening balance sheet, with its net effect on tangible assets amounting to TEUR 986 on 1 January 2004, and TEUR 577 on 31 December 2004. In comparison with the FAS-compliant financial statements policy, the depreciations increased by TEUR 413 due to property, plant, and equipment that were purchased by finance lease contracts and activated in the opening balance sheet. 2. Stocks Statement on the essential corrections to the cash flow calculation Stocks were stated as required by IAS 2 i.e., fixed acquisition and manufacturing costs and depreciation attributed to stocks were capitalised, totalling TEUR 643 on 1 January 2004, and TEUR 387 on 31 December 2004. There are no major differences between the IFRS-compliant and FAS-compliant cash flow calculations. 3. Total capital and reserves, and minority interest The table below present a summary of the effects the adoption of IFRS standards had on Group’s retained earnings. 1.1.2004 TEUR TEUR 37,678 29,368 IAS 16 Property, Plant, and Equipment -841 -841 IAS 17 Leases and IAS 18 Revenue -807 -530 IAS 2 Stocks 643 387 Retained earnings under FAS IAS 12 Income taxes Retained earnings under IFRS 72 31.12.2004 Ponsse 2005 48 40 36,721 28,424 Ponsse 2005 73 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Reconciliation of profit of the accounting period 1 Jan.-31 Dec. 2004 TEUR Turnover 4. Interest-bearing and other liabilities reference 1 Increase (+)/decrease (-) in stocks of finished goods and work in progress Other operating income FAS 1.1- 31.12.2004 Effects of adopting IFRS IFRS 1.1.- 31.12.2004 177,589 345 177,934 968 0 968 Non-current interest-bearing liabilities 1,453 0 1,453 -113,723 136 -113,587 -26,917 0 -26,917 -2,676 -413 -3,089 Other operating expenses -17,063 0 -17,063 Operating profit (/loss) 19,632 68 19,700 251 0 251 -730 -48 -778 19,153 20 19,172 -5,624 -6 -5,630 -11 0 -11 13,518 14 13,532 Raw materials and services 2 Staff costs Depreciation 1,7 Share of the result of associated companies Financial income and expenses 4 Profit (loss) before tax Direct taxes Minority interest Profit for the accounting period 5 The items resulting from finance leases (IAS 17) and revenue recognition (IAS 18) increased non-current interest-bearing liabilities as follows: Current interest-bearing liabilities Total 1.1.2004 31.12.2004 1,414 1,052 346 367 1,760 1,419 5. Deferred tax assets and liabilities, and income taxes Deferred tax assets (IAS 12) have been recorded based on the difference between the IFRS balance sheet and taxation resulting from revenue recognition, a total of TEUR 234 on 1 January 2004, and TEUR 153 on 31 December 2004. As a result of the decreasing temporary difference, deferred tax assets will disappear during upcoming financial periods. Deferred tax liabilities (IAS 12) were recognised based on the difference between the IFRS balance sheet and taxation resulting from stocks, a total of TEUR 186 on 1 January 2004, and TEUR 112 on 31 December 2004. 6. Other liabilities Residual-value guarantees resulting from Ponsse Group’s repurchase commitments were recognised under other non-current creditors, and other current creditors. These items will be recognised as income when the related contractual obligations cease. Distribution: To parent company shareholders To minority holders Earnings per share calculated on the profit owned by parent company shareholders: 13,507 1.1.2004 31.12.2004 Other non-current creditors 492 215 Other current liabilities 382 315 Total 874 530 13,521 11 11 0,96 0,97 Notes to the reconciliation of capital and reserves on 1 Jan. 2004 and 31 Dec. 2004, and of the profit of the accounting period 1 Jan.-31 Dec. 2004 1. Property, plant and equipment 7. Depreciations Leases classified as finance leases were capitalised as required by IAS 17, and items under IAS 18 resulting from revenue recognition were capitalised on the balance sheet. Under IAS 16, the revaluation of EUR 841 thousand for Ponsse Oyj’s premises in Vieremä was reversed on the IFRS opening balance sheet, with its net effect on tangible assets amounting to TEUR 986 on 1 January 2004, and TEUR 577 on 31 December 2004. In comparison with the FAS-compliant financial statements policy, the depreciations increased by TEUR 413 due to property, plant, and equipment that were purchased by finance lease contracts and activated in the opening balance sheet. 2. Stocks Statement on the essential corrections to the cash flow calculation Stocks were stated as required by IAS 2 i.e., fixed acquisition and manufacturing costs and depreciation attributed to stocks were capitalised, totalling TEUR 643 on 1 January 2004, and TEUR 387 on 31 December 2004. There are no major differences between the IFRS-compliant and FAS-compliant cash flow calculations. 3. Total capital and reserves, and minority interest The table below present a summary of the effects the adoption of IFRS standards had on Group’s retained earnings. 1.1.2004 TEUR TEUR 37,678 29,368 IAS 16 Property, Plant, and Equipment -841 -841 IAS 17 Leases and IAS 18 Revenue -807 -530 IAS 2 Stocks 643 387 Retained earnings under FAS IAS 12 Income taxes Retained earnings under IFRS 72 31.12.2004 Ponsse 2005 48 40 36,721 28,424 Ponsse 2005 73 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Financial indicators Per share data 1) IFRS IFRS FAS FAS FAS IFRS IFRS FAS FAS FAS 2005 2004 2003 2002 2001 2 005 2 004 2 003 2 002 2001 1.40 0.97 0.65 0.49 0.45 Extent of operation Earnings per share (EPS), EUR 226,095 177,934 166,034 134,726 123,264 3.67 2.47 3.08 2.76 2.59 Change, % 27.1 7.2 23.2 9.3 3.4 Nominal dividend per share, EUR 0.80(2 0.20 3.00 0.65 0.65 Foreign business operations and exports, % 65.4 62.0 55.8 58.1 61.5 Adjusted dividend per share, EUR 0.80 (2 0.20 1.50 0.33 0.33 Dividend per earnings, % 57.0 21.1 229.8 65.9 71.5 Turnover, TEUR R&D expenditure Capitalised Expensed R&D expenditure, total, TEUR as % of turnover Gross fixed asset investments, TEUR Equity per share, EUR 461 329 19 0 0 Effective dividend yield, % 3.6 1.4 18.2 6.0 7.0 3,218 3,382 3,011 3,151 2,619 Price/earnings ratio (P/E) 15.9 15.1 12.6 10.9 10.2 3,679 3,711 3,030 3,151 2,619 Share performance 1.6 2.1 1.8 2.3 2.1 Lowest trading price 14.50 8.23 4.75 4.73 4.31 11,220 9,029 4,500 2,525 1,394 Highest trading price 23.29 16.00 9.50 5.70 6.04 as % of turnover 5.0 5.1 2.7 1.9 1.1 Closing price 22.29 14.30 8.23 5.38 4.63 Employees, average 729 607 553 521 518 Middle price 18.10 10.45 6.51 5.09 5.02 Turnover per employee, TEUR 310 293 300 259 238 Market capitalisation, MEUR 312.1 200.2 115.2 75.3 64.8 Order stock, MEUR 54.9 44.4 33.7 32.1 23.2 Total dividends paid, MEUR 11.2 Profitability Operating profit, TEUR as % of turnover Profit before extraordinary items, TEUR as % of turnover Profit after extraordinary items, TEUR as % of turnover Profit for the period, TEUR as % of turnover Shares traded 29,051 19,700 14,253 10,934 9,157 12.8 11.1 8.6 8.1 7.4 28,111 19,172 13,050 9,802 9,168 12.4 10.8 7.9 7.3 7.4 28,110 19,172 13,050 9,802 9,168 12.4 10.8 7.9 7.3 7.4 19,629 13,532 9,139 6,907 6,366 8.7 7.6 5.5 5.1 5.2 ROE, % 45.5 34.0 22.4 18.5 18.0 ROI, % 37.7 29.5 22.5 18.2 18.9 2.5 2.2 3.2 2.4 2.8 Equity ratio, % 47.6 36.0 55.7 52.4 53.3 Gearing, % 23.5 47.4 16.7 26.6 31.2 Interest-bearing liabilities, TEUR 24,398 32,291 17,767 22,200 20,172 Non-interest-bearing liabilities, TEUR 26,152 26,052 15,055 13,092 11,725 Shares traded, % (2 2.8 21.0 4.6 4.6 2,185,216 3,745,292 2,311,518 932,048 502,024 15.6 26.8 16.5 6.7 3.6 Weighted adjusted number of shares during the financial year 14,000,000 14,000,000 14,000,000 14,000,000 14,000,000 Adjusted number of shares on the closing day 14,000,000 14,000,000 14,000,000 14,000,000 14,000,000 1) Per-share data has been adjusted to reflect the number of shares after the 2004 scrip issue 2) Board of Directors’ proposal to the Annual General Meeting held on 15 March 2006. Financial position Current ratio 74 Ponsse 2005 Ponsse 2005 75 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Financial indicators Per share data 1) IFRS IFRS FAS FAS FAS IFRS IFRS FAS FAS FAS 2005 2004 2003 2002 2001 2 005 2 004 2 003 2 002 2001 1.40 0.97 0.65 0.49 0.45 Extent of operation Earnings per share (EPS), EUR 226,095 177,934 166,034 134,726 123,264 3.67 2.47 3.08 2.76 2.59 Change, % 27.1 7.2 23.2 9.3 3.4 Nominal dividend per share, EUR 0.80(2 0.20 3.00 0.65 0.65 Foreign business operations and exports, % 65.4 62.0 55.8 58.1 61.5 Adjusted dividend per share, EUR 0.80 (2 0.20 1.50 0.33 0.33 Dividend per earnings, % 57.0 21.1 229.8 65.9 71.5 Turnover, TEUR R&D expenditure Capitalised Expensed R&D expenditure, total, TEUR as % of turnover Gross fixed asset investments, TEUR Equity per share, EUR 461 329 19 0 0 Effective dividend yield, % 3.6 1.4 18.2 6.0 7.0 3,218 3,382 3,011 3,151 2,619 Price/earnings ratio (P/E) 15.9 15.1 12.6 10.9 10.2 3,679 3,711 3,030 3,151 2,619 Share performance 1.6 2.1 1.8 2.3 2.1 Lowest trading price 14.50 8.23 4.75 4.73 4.31 11,220 9,029 4,500 2,525 1,394 Highest trading price 23.29 16.00 9.50 5.70 6.04 as % of turnover 5.0 5.1 2.7 1.9 1.1 Closing price 22.29 14.30 8.23 5.38 4.63 Employees, average 729 607 553 521 518 Middle price 18.10 10.45 6.51 5.09 5.02 Turnover per employee, TEUR 310 293 300 259 238 Market capitalisation, MEUR 312.1 200.2 115.2 75.3 64.8 Order stock, MEUR 54.9 44.4 33.7 32.1 23.2 Total dividends paid, MEUR 11.2 Profitability Operating profit, TEUR as % of turnover Profit before extraordinary items, TEUR as % of turnover Profit after extraordinary items, TEUR as % of turnover Profit for the period, TEUR as % of turnover Shares traded 29,051 19,700 14,253 10,934 9,157 12.8 11.1 8.6 8.1 7.4 28,111 19,172 13,050 9,802 9,168 12.4 10.8 7.9 7.3 7.4 28,110 19,172 13,050 9,802 9,168 12.4 10.8 7.9 7.3 7.4 19,629 13,532 9,139 6,907 6,366 8.7 7.6 5.5 5.1 5.2 ROE, % 45.5 34.0 22.4 18.5 18.0 ROI, % 37.7 29.5 22.5 18.2 18.9 2.5 2.2 3.2 2.4 2.8 Equity ratio, % 47.6 36.0 55.7 52.4 53.3 Gearing, % 23.5 47.4 16.7 26.6 31.2 Interest-bearing liabilities, TEUR 24,398 32,291 17,767 22,200 20,172 Non-interest-bearing liabilities, TEUR 26,152 26,052 15,055 13,092 11,725 Shares traded, % (2 2.8 21.0 4.6 4.6 2,185,216 3,745,292 2,311,518 932,048 502,024 15.6 26.8 16.5 6.7 3.6 Weighted adjusted number of shares during the financial year 14,000,000 14,000,000 14,000,000 14,000,000 14,000,000 Adjusted number of shares on the closing day 14,000,000 14,000,000 14,000,000 14,000,000 14,000,000 1) Per-share data has been adjusted to reflect the number of shares after the 2004 scrip issue 2) Board of Directors’ proposal to the Annual General Meeting held on 15 March 2006. Financial position Current ratio 74 Ponsse 2005 Ponsse 2005 75 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Formulae for financial indicators RETURN ON EQUITY (ROE), % = Result before extraordinary items – income taxes (incl. change in deferred taxes) Shareholders’ equity + minority interest (average) RETURN ON INVESTMENT (ROI), % = Result before extraordinary items + interest and similar charges x 100 Balance sheet total – non-interest-bearing liabilities (average) EQUITY RATIO, % = Shareholders’ equity + minority interest Balance sheet total – advance payments received GEARING, % = Interest-bearing liabilities – cash in hand and at banks and current investments x 100 Shareholders’ equity + minority interest THE FINANCIAL YEAR = Average of the number of staff at the end of each month. The calculation has been adjusted for part-time employees. EARNINGS PER SHARE (EPS) = Result before extraordinary items – taxes (incl. change in deferred taxes) -/+ minority interest Average adjusted number of shares during the financial year SHAREHOLDERS’ EQUITY PER SHARE = Shareholders’ equity Adjusted number of shares at balance sheet date ADJUSTED DIVIDEND PER SHARE = Dividend per share Adjustment coefficients for share issues after the financial year DIVIDEND PER EARNINGS, % = Dividend per share Earnings per share EFFECTIVE DIVIDEND YIELD, % = Adjusted dividend per share Adjusted closing price on last trading date of financial year PRICE/EARNINGS RATIO (P/E) = Adjusted closing price on last trading date of financial year Earnings per share MARKET CAPITALIZATION = The number of shares at end of the financial year multiplied by the adjusted closing price on the last trading day of the financial year. SHARE TRADING, % = Number of shares traded during the financial year x 100 Average number of shares during the financial year AVERAGE NUMBER OF STAFF DURING 76 Ponsse 2005 x 100 x 100 x 100 x 100 Ponsse 2005 77 CONSOLIDATED FINANCIAL STATEMENTS (IFRS) Formulae for financial indicators RETURN ON EQUITY (ROE), % = Result before extraordinary items – income taxes (incl. change in deferred taxes) Shareholders’ equity + minority interest (average) RETURN ON INVESTMENT (ROI), % = Result before extraordinary items + interest and similar charges x 100 Balance sheet total – non-interest-bearing liabilities (average) EQUITY RATIO, % = Shareholders’ equity + minority interest Balance sheet total – advance payments received GEARING, % = Interest-bearing liabilities – cash in hand and at banks and current investments x 100 Shareholders’ equity + minority interest THE FINANCIAL YEAR = Average of the number of staff at the end of each month. The calculation has been adjusted for part-time employees. EARNINGS PER SHARE (EPS) = Result before extraordinary items – taxes (incl. change in deferred taxes) -/+ minority interest Average adjusted number of shares during the financial year SHAREHOLDERS’ EQUITY PER SHARE = Shareholders’ equity Adjusted number of shares at balance sheet date ADJUSTED DIVIDEND PER SHARE = Dividend per share Adjustment coefficients for share issues after the financial year DIVIDEND PER EARNINGS, % = Dividend per share Earnings per share EFFECTIVE DIVIDEND YIELD, % = Adjusted dividend per share Adjusted closing price on last trading date of financial year PRICE/EARNINGS RATIO (P/E) = Adjusted closing price on last trading date of financial year Earnings per share MARKET CAPITALIZATION = The number of shares at end of the financial year multiplied by the adjusted closing price on the last trading day of the financial year. SHARE TRADING, % = Number of shares traded during the financial year x 100 Average number of shares during the financial year AVERAGE NUMBER OF STAFF DURING 76 Ponsse 2005 x 100 x 100 x 100 x 100 Ponsse 2005 77 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) Profit and loss account Balance sheet Note(1 Turnover 2 Increase (+) or decrease (-) in stocks of finished goods and work in progress 2005 2004 TEUR TEUR 179,929 146,805 ASSETS Note(1 2005 2004 TEUR TEUR Non-current assets 736 775 Intangible assets 11.1 1,923 1,860 2,131 565 Tangible assets 11.2 18,722 13,562 -116,412 -93,795 Financial assets 11.3, 12 -23,834 -20,747 -2,150 -2,040 Other operating expenses -16,387 -13,368 Current assets Operating profit 24,014 18,196 Stocks 13 Non-current receivables 14.1 257 41 Current receivables 14.2 35,014 33,350 4,738 8,921 63,868 63,632 97,059 89,191 2005 2004 TEUR TEUR Other operating income Raw materials and services 3 Staff costs 4, 5 Depreciation 7 Financial income and expenses 8 Result before extraordinary items Extraordinary items Result after extraordinary items Appropriations 9 Direct taxes 10 Profit for the accounting period 1) The note refers to the Notes to the Accounts on pages 81–90. 596 903 24,610 19,098 1,000 0 25,610 19,098 182 467 -6,797 -5,743 18,994 13,822 Cash in hand and at banks Total assets LIABILITIES Note(1 Shareholders’ equity 15 Share capital Retained earnings Profit for the accounting period 12,547 10,137 33,192 25,559 23,859 21,320 7,000 7,000 24,337 13,315 18,994 13,822 50,331 34,137 Appropriations 16 2,032 2,214 Provisions for liabilities and charges 17 6,313 4,142 Non-current 18 15,320 21,020 Current 19 23,063 27,678 38,383 48,698 97,059 89,191 Creditors Total liabilities 1) The note refers to the Notes to the Accounts on pages 81 - 90. 78 Ponsse 2005 Ponsse 2005 79 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) Profit and loss account Balance sheet Note(1 Turnover 2 Increase (+) or decrease (-) in stocks of finished goods and work in progress 2005 2004 TEUR TEUR 179,929 146,805 ASSETS Note(1 2005 2004 TEUR TEUR Non-current assets 736 775 Intangible assets 11.1 1,923 1,860 2,131 565 Tangible assets 11.2 18,722 13,562 -116,412 -93,795 Financial assets 11.3, 12 -23,834 -20,747 -2,150 -2,040 Other operating expenses -16,387 -13,368 Current assets Operating profit 24,014 18,196 Stocks 13 Non-current receivables 14.1 257 41 Current receivables 14.2 35,014 33,350 4,738 8,921 63,868 63,632 97,059 89,191 2005 2004 TEUR TEUR Other operating income Raw materials and services 3 Staff costs 4, 5 Depreciation 7 Financial income and expenses 8 Result before extraordinary items Extraordinary items Result after extraordinary items Appropriations 9 Direct taxes 10 Profit for the accounting period 1) The note refers to the Notes to the Accounts on pages 81–90. 596 903 24,610 19,098 1,000 0 25,610 19,098 182 467 -6,797 -5,743 18,994 13,822 Cash in hand and at banks Total assets LIABILITIES Note(1 Shareholders’ equity 15 Share capital Retained earnings Profit for the accounting period 12,547 10,137 33,192 25,559 23,859 21,320 7,000 7,000 24,337 13,315 18,994 13,822 50,331 34,137 Appropriations 16 2,032 2,214 Provisions for liabilities and charges 17 6,313 4,142 Non-current 18 15,320 21,020 Current 19 23,063 27,678 38,383 48,698 97,059 89,191 Creditors Total liabilities 1) The note refers to the Notes to the Accounts on pages 81 - 90. 78 Ponsse 2005 Ponsse 2005 79 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) Parent company cash flow statement Notes to the parent company’s accounts 2005 2004 TEUR TEUR Business operations: Operating profit 24,014 18,196 Depreciation and value adjustments 2,150 2,040 Unrealised exchange gains and losses -1,406 -445 Change in provisions 2,171 1,858 0 0 26,929 21,650 -258 -2,138 -2,539 -2,624 -112 7,435 24,019 24,323 1,240 1,282 Interest paid -754 -514 Dividends received 101 124 3 -303 Income taxes paid -8,519 -4,641 Cash flow before extraordinary items 16,091 20,269 Other adjustments Cash flow before change in working capital 1. Accounting policies Ponsse Oyj’s financial statements have been prepared in accordance with the Finnish Accounting Standards (FAS). The information in the financial statements is given in TEUR (EUR 1,000), and is based on original acquisition costs, unless otherwise stated in the accounting policies. The financial statements have been presented in accordance with the profit and loss account by type of expense. Change in working capital: Increase (-)/decrease (+) in current non-interest-bearing receivables Increase (-)/decrease (+) in stocks Increase (+)/decrease (-) in current non-interest-bearing creditors Cash flow from operations before financial items and income taxes Interest received Other financial items Net cash flow from extraordinary items in business operations Net cash flow from business operations (A) 1,000 0 17,091 20,269 TRANSLATION DIFFERENCES Foreign currency monetary items are recorded using the rates prevailing at the transaction date, and any receivables and liabilities on the balance sheet are translated into the financial statements at the closing rate. All resulting translation differences are recorded into the financial items of the accounts. RECOGNITION OF SALES Sales are recognised upon legal completion. Indirect taxes and given discounts, among others, have been deducted from the sales revenue before calculating the turnover. Exchange rate differences in sales are recorded into the financial items. Investments: Investments in tangible and intangible assets1) -9,868 -12,591 Proceeds from sales of tangible and intangible assets 0 0 Investments in other assets 0 0 -9,868 -12,591 -2,690 3,306 Cash outflow from investing activities (B) INCOME TAXES Income taxes have been recorded according to the Finnish tax legislation. LEASING CURRENT ASSETS Leasing expenses have been recorded as annual expenses. Current assets are valued at the direct manufacturing or acquisition cost, the replacement cost or likely selling price, whichever is the lower. The Standard Cost method is used as a basis for calculating the value of materials and supplies in stock. RESEARCH AND DEVELOPMENT EXPENSES Development expenses that fulfil the activation requirements of Section 8 in Chapter 5 of the Accounting Act have been booked under intangible assets on the balance sheet. Research expenses are recorded directly as annual expenses. The method for booking R&D expenses was changed in 2003. PENSIONS Statutory pension cover for Group employees has been arranged through pension insurance companies and there are no outstanding pension liabilities. FIXED ASSETS Fixed assets are booked in the balance sheet at the direct acquisition cost less depreciation according to plan, which has been calculated on a straight-line basis over the expected economic life. Depreciation times are: Intangible rights ..............................5 years Other capitalised long-term expenses ....................................... 3-5 years Buildings and structures ................20 years Machinery and equipment........ 3-10 years GUARANTEE PROVISION Likely guarantee expenses in respect of products delivered are booked under provisions for liabilities and charges. COMPARABILITY WITH PREVIOUS YEARS The method for booking the used machines that were purchased in connection with selling new machines has been changed in the financial statements of 2005. The value adjustment made at the time of purchase of used machinery has been interpreted as actually being a discount on the sales price of new machinery and, therefore, the change in value has been accounted for as an adjustment item in the consolidated turnover. Previously, until the end of Q3, this type of value adjustment has been presented in materials and services. The financial statements for 2004 have been rearranged accordingly to make them comparable. Financing: Withdrawal of current loans Repayment of current loans Increase (-)/decrease (+) in current interest-bearing operating receivables Increase (+) /decrease (-) in non-current loans Increase (-)/decrease (+) in non-current receivables Paid dividends Net cash outflow from financing (C) Increase (+)/decrease (-) in liquid assets (A+B+C) 0 77 -5,700 9,669 -216 107 -2,800 -21,000 -11,406 -7,840 -4,183 -161 Liquid assets at 1 January 8,921 9,082 Liquid assets at 31 December 4,738 8,921 1) Shares in the acquired subsidiary are included in the item Investments in tangible and intangible assets. 80 Ponsse 2005 Ponsse 2005 81 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) Parent company cash flow statement Notes to the parent company’s accounts 2005 2004 TEUR TEUR Business operations: Operating profit 24,014 18,196 Depreciation and value adjustments 2,150 2,040 Unrealised exchange gains and losses -1,406 -445 Change in provisions 2,171 1,858 0 0 26,929 21,650 -258 -2,138 -2,539 -2,624 -112 7,435 24,019 24,323 1,240 1,282 Interest paid -754 -514 Dividends received 101 124 3 -303 Income taxes paid -8,519 -4,641 Cash flow before extraordinary items 16,091 20,269 Other adjustments Cash flow before change in working capital 1. Accounting policies Ponsse Oyj’s financial statements have been prepared in accordance with the Finnish Accounting Standards (FAS). The information in the financial statements is given in TEUR (EUR 1,000), and is based on original acquisition costs, unless otherwise stated in the accounting policies. The financial statements have been presented in accordance with the profit and loss account by type of expense. Change in working capital: Increase (-)/decrease (+) in current non-interest-bearing receivables Increase (-)/decrease (+) in stocks Increase (+)/decrease (-) in current non-interest-bearing creditors Cash flow from operations before financial items and income taxes Interest received Other financial items Net cash flow from extraordinary items in business operations Net cash flow from business operations (A) 1,000 0 17,091 20,269 TRANSLATION DIFFERENCES Foreign currency monetary items are recorded using the rates prevailing at the transaction date, and any receivables and liabilities on the balance sheet are translated into the financial statements at the closing rate. All resulting translation differences are recorded into the financial items of the accounts. RECOGNITION OF SALES Sales are recognised upon legal completion. Indirect taxes and given discounts, among others, have been deducted from the sales revenue before calculating the turnover. Exchange rate differences in sales are recorded into the financial items. Investments: Investments in tangible and intangible assets1) -9,868 -12,591 Proceeds from sales of tangible and intangible assets 0 0 Investments in other assets 0 0 -9,868 -12,591 -2,690 3,306 Cash outflow from investing activities (B) INCOME TAXES Income taxes have been recorded according to the Finnish tax legislation. LEASING CURRENT ASSETS Leasing expenses have been recorded as annual expenses. Current assets are valued at the direct manufacturing or acquisition cost, the replacement cost or likely selling price, whichever is the lower. The Standard Cost method is used as a basis for calculating the value of materials and supplies in stock. RESEARCH AND DEVELOPMENT EXPENSES Development expenses that fulfil the activation requirements of Section 8 in Chapter 5 of the Accounting Act have been booked under intangible assets on the balance sheet. Research expenses are recorded directly as annual expenses. The method for booking R&D expenses was changed in 2003. PENSIONS Statutory pension cover for Group employees has been arranged through pension insurance companies and there are no outstanding pension liabilities. FIXED ASSETS Fixed assets are booked in the balance sheet at the direct acquisition cost less depreciation according to plan, which has been calculated on a straight-line basis over the expected economic life. Depreciation times are: Intangible rights ..............................5 years Other capitalised long-term expenses ....................................... 3-5 years Buildings and structures ................20 years Machinery and equipment........ 3-10 years GUARANTEE PROVISION Likely guarantee expenses in respect of products delivered are booked under provisions for liabilities and charges. COMPARABILITY WITH PREVIOUS YEARS The method for booking the used machines that were purchased in connection with selling new machines has been changed in the financial statements of 2005. The value adjustment made at the time of purchase of used machinery has been interpreted as actually being a discount on the sales price of new machinery and, therefore, the change in value has been accounted for as an adjustment item in the consolidated turnover. Previously, until the end of Q3, this type of value adjustment has been presented in materials and services. The financial statements for 2004 have been rearranged accordingly to make them comparable. Financing: Withdrawal of current loans Repayment of current loans Increase (-)/decrease (+) in current interest-bearing operating receivables Increase (+) /decrease (-) in non-current loans Increase (-)/decrease (+) in non-current receivables Paid dividends Net cash outflow from financing (C) Increase (+)/decrease (-) in liquid assets (A+B+C) 0 77 -5,700 9,669 -216 107 -2,800 -21,000 -11,406 -7,840 -4,183 -161 Liquid assets at 1 January 8,921 9,082 Liquid assets at 31 December 4,738 8,921 1) Shares in the acquired subsidiary are included in the item Investments in tangible and intangible assets. 80 Ponsse 2005 Ponsse 2005 81 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) 2. Turnover by market area 7. Depreciation and value adjustments 2005 2004 2005 2004 TEUR TEUR TEUR TEUR Nordic countries 99,621 88,799 Depreciation according to plan 2,150 2,040 Rest of Europe 47,141 33,532 Value adjustment of fixed assets and non-current investments 607 0 North and South America 20,643 15,119 Total 2,758 2,040 Other countries 12,524 9,354 179,929 146,805 2005 2004 TEUR TEUR 101 85 1,084 1,097 157 184 0 389 5,264 3,857 6,504 5,527 663 588 85 0 5,261 4,121 6,009 4,710 596 902 Total 8. Financial income and expences 3. Raw materials and services 2005 2004 Income from participating interests TEUR TEUR Other interest and similar income 116,799 94,161 -2,222 -1,864 Raw materials and consumables Purchases during the accounting period Increase (-)/decrease (+) in stocks External services Raw materials and services, total From Group companies 1,836 1,498 116,412 93,794 Interest received From others Interest received Value adjustments of non-current financial assets Other financial income 4. Staff costs Total 2005 2004 Interest expences and finance costs TEUR TEUR 19,398 16,967 Pension costs 3,027 2,695 Interest expences Other social security costs 1,408 1,085 Value adjustments of non-current financial assets 23,834 20,747 Wages and salaries Total To others Other expences Total 5. Management salaries and remuneration Financial income and expences, total 2005 2004 TEUR TEUR Managing directors 349 Members of the Board of Directors 186 127 Total 186 476 At year-end 2005, the shareholders’ equity in Ponsse USA Inc was TEUR 1,192. A value re-adjustment of TEUR 522 was booked in the parent company’s accounts for 2005. Subsequently, the book value in the parent company corresponds to Ponsse USA Inc’s shareholders’ equity. 9. Appropriations Increase (-)/decrease (+) in depreciation difference 2005 2004 TEUR TEUR 182 467 2005 2004 TEUR TEUR 6,797 5,743 - - 6,797 5,743 6. Staff 2005 2004 persons persons Employees 320 302 White-collar employees 191 189 Total 511 491 2005 2004 6.1 Average number of staff 10. Direct taxes Income taxes Change in deferred tax Total 6.2 At the end of accounting period 82 persons persons Employees 325 309 White-collar employees 186 190 Total 511 499 Ponsse 2005 Ponsse 2005 83 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) 7. Depreciation and value adjustments Depreciation according to plan Value adjustment of fixed assets and non-current investments Total 2005 2004 TEUR TEUR 2,150 2,040 607 0 2,758 2,040 2005 2004 TEUR TEUR 101 85 1,084 1,097 157 184 0 389 5,264 3,857 6,504 5,527 663 588 85 0 5,261 4,121 6,009 4,710 596 902 8. Financial income and expences Income from participating interests Other interest and similar income From Group companies Interest received From others Interest received Value adjustments of non-current financial assets Other financial income Total Interest expenses and finance costs To others Interest expenses Value adjustments of non-current financial assets Other expenses Total Financial income and expences, total At year-end 2005, the shareholders’ equity in Ponsse USA Inc was TEUR 1,192. A value re-adjustment of TEUR 522 was booked in the parent company’s accounts for 2005. Subsequently, the book value in the parent company corresponds to Ponsse USA Inc’s shareholders’ equity. 9. Appropriations Increase (-)/decrease (+) in depreciation difference 2005 2004 TEUR TEUR 182 467 2005 2004 TEUR TEUR 6,797 5,743 - - 6,797 5,743 10. Direct taxes Income taxes Change in deferred tax Total Ponsse 2005 83 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) 11. Fixed assets and other non-current financial assets Prepayments and tangible assets in course of construction 2005 2004 TEUR TEUR 11.1 Intangible assets Development costs Acquisition cost at 1 Jan. 405 86 Increase 354 527 Decrease -100 -208 659 405 1,923 1,860 2005 2004 TEUR TEUR 350 349 Increase 0 1 Decrease 0 0 350 350 12,149 11,977 3,650 172 Acquisition cost and book value at 31 Dec. 61 0 0 61 Acquisition costs at 31 Dec. 61 61 Accumulated depreciation at 1 Jan. -1 0 Increase Acquisition cost at 1 Jan. Intangible assets, total -12 -1 11.2 Tangible assets Accumulated depreciation at 31 Dec. -13 -1 Land and water Book value at 31 Dec. 48 60 Acquisition cost at 1 Jan. Depreciation for the accounting period Patent expenses Acquisition cost at 1 Jan. Increase Acquisition cost at 31 Dec. 384 370 42 14 426 384 Acquisition cost and book value at 31 Dec. Buildings Acquisition cost at 1 Jan. Accumulated depreciation at 1 Jan. Depreciation for the accounting period -61 -22 Increase -41 -39 Decrease -4 0 Accumulated depreciation at 31 Dec. -102 -61 Transfers between items 0 0 Book value at 31 Dec. 324 323 Acquisition cost at 31 dec. 15,794 12,149 Accumulated depreciation at 1 Jan. -5,345 -4,678 Intangible rights Acquisition cost at 1 Jan. Increase Acquisition cost at 31 Dec. 85 85 0 0 85 85 Accumulated depreciation on on decrease and transfers Depreciation for the accounting period Accumulated depreciation at 31 Dec. Revaluations Accumulated depreciation at 1 Jan. Depreciation for the accounting period Accumulated depreciation at 31 Dec. Book value at 31 Dec. -80 -79 0 -1 -80 -80 5 5 Increase Decrease 2,441 2,233 114 287 -54 -79 Acquisition cost at 31 Dec. 2,501 2,441 Accumulated depreciation at 1 Jan. -1,375 -1,141 54 79 -293 -313 -1,613 -1,375 887 1,066 Accumulated depreciation on decrease and transfers Depreciation for the accounting period Accumulated depreciation at 31 Dec. Book value at 31 Dec. 0 -667 -6,013 -5,345 841 841 10,622 7,645 A revaluation of TEUR 841 was made on 31 August 1994 to the parent company’s business premises at Vieremä. Depreciation has not been made for the revaluation. The revaluation includes a deferred tax liability of TEUR 244. The revaluation was made on the basis of legislation then in effect because the likely sales price of the premises is permanently and substantially larger than the acquisition cost. Machinery and equipment Other capitalised long-term expenses Acquisition cost at 1 Jan. Book value at 31 Dec. 2 -671 Acquisition cost at 1 Jan. 12,109 11,867 Increase 2,295 644 Decrease -1,137 -402 0 0 Acquisition cost at 31 Dec. 13,267 12,109 Accumulated depreciation at 1 Jan. Transfers between items -8,908 -8,287 Accumulated depreciation on decrease and transfers 1,004 398 Depreciation for the accounting period -1,133 -1,020 Accumulated depreciation at 31 Dec. -9,038 -8,909 Book value at 31 Dec. 4,230 3,200 The book value at 31 December 2005 of the machinery and equipment included in the parent company’s operating machinery and equipment was TEUR 2,720 (TEUR 2,214 on 31 December 2004). 84 Ponsse 2005 Ponsse 2005 85 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) 11. Fixed assets and other non-current financial assets Prepayments and tangible assets in course of construction 2005 2004 TEUR TEUR 11.1 Intangible assets Development costs Acquisition cost at 1 Jan. 405 86 Increase 354 527 Decrease -100 -208 659 405 1,923 1,860 2005 2004 TEUR TEUR 350 349 Increase 0 1 Decrease 0 0 350 350 12,149 11,977 3,650 172 Acquisition cost and book value at 31 Dec. 61 0 0 61 Acquisition costs at 31 Dec. 61 61 Accumulated depreciation at 1 Jan. -1 0 Increase Acquisition cost at 1 Jan. Intangible assets, total -12 -1 11.2 Tangible assets Accumulated depreciation at 31 Dec. -13 -1 Land and water Book value at 31 Dec. 48 60 Acquisition cost at 1 Jan. Depreciation for the accounting period Patent expenses Acquisition cost at 1 Jan. Increase Acquisition cost at 31 Dec. 384 370 42 14 426 384 Acquisition cost and book value at 31 Dec. Buildings Acquisition cost at 1 Jan. Accumulated depreciation at 1 Jan. Depreciation for the accounting period -61 -22 Increase -41 -39 Decrease -4 0 Accumulated depreciation at 31 Dec. -102 -61 Transfers between items 0 0 Book value at 31 Dec. 324 323 Acquisition cost at 31 dec. 15,794 12,149 Accumulated depreciation at 1 Jan. -5,345 -4,678 Intangible rights Acquisition cost at 1 Jan. Increase Acquisition cost at 31 Dec. 85 85 0 0 85 85 Accumulated depreciation on on decrease and transfers Depreciation for the accounting period Accumulated depreciation at 31 Dec. Revaluations Accumulated depreciation at 1 Jan. Depreciation for the accounting period Accumulated depreciation at 31 Dec. Book value at 31 Dec. -80 -79 0 -1 -80 -80 5 5 Increase Decrease 2,441 2,233 114 287 -54 -79 Acquisition cost at 31 Dec. 2,501 2,441 Accumulated depreciation at 1 Jan. -1,375 -1,141 54 79 -293 -313 -1,613 -1,375 887 1,066 Accumulated depreciation on decrease and transfers Depreciation for the accounting period Accumulated depreciation at 31 Dec. Book value at 31 Dec. 0 -667 -6,013 -5,345 841 841 10,622 7,645 A revaluation of TEUR 841 was made on 31 August 1994 to the parent company’s business premises at Vieremä. Depreciation has not been made for the revaluation. The revaluation includes a deferred tax liability of TEUR 244. The revaluation was made on the basis of legislation then in effect because the likely sales price of the premises is permanently and substantially larger than the acquisition cost. Machinery and equipment Other capitalised long-term expenses Acquisition cost at 1 Jan. Book value at 31 Dec. 2 -671 Acquisition cost at 1 Jan. 12,109 11,867 Increase 2,295 644 Decrease -1,137 -402 0 0 Acquisition cost at 31 Dec. 13,267 12,109 Accumulated depreciation at 1 Jan. Transfers between items -8,908 -8,287 Accumulated depreciation on decrease and transfers 1,004 398 Depreciation for the accounting period -1,133 -1,020 Accumulated depreciation at 31 Dec. -9,038 -8,909 Book value at 31 Dec. 4,230 3,200 The book value at 31 December 2005 of the machinery and equipment included in the parent company’s operating machinery and equipment was TEUR 2,720 (TEUR 2,214 on 31 December 2004). 84 Ponsse 2005 Ponsse 2005 85 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) Prepayments and unfinished acquisitions Acquisition cost at 1 Jan. 12.2 Associated companies 2,366 13 Increase 6,324 2,648 Decrease -5,170 -295 3,520 2,366 Tangible assets, total 18,722 13,562 11.3 Financial assets 2005 2004 TEUR TEUR Acquisition cost and book value at 31 Dec. Name and domicile Sunit Oy, Kajaani, Finland 12.3 Other shares and similar rights of ownership Other shares and similar rights of ownership Share of parent company of shares and votes, % 34,00 Shares/similar rights of ownership owned by parent ccompany book value 18 13. Stocks Holding in group companies 2005 Raw materials and consumables 2004 TEUR TEUR 16,603 14,745 538 470 12,410 3,664 Work in progress 2,039 8,746 Finished products/goods 1,281 853 0 0 Other stocks 5,438 5,252 Acquisition cost at 31 Dec. 14,450 12,410 Total 23,859 21,320 Accumulated depreciation at 1 Jan. 14. Receivables 2005 2004 TEUR TEUR 216 0 35 Acquisition cost at 1 Jan. Increase Decrease -2,695 -3,084 Value adjustments -607 0 Cancellation of value adjustment 522 390 Accumulated depreciation at 31 Dec. -2,780 -2,694 Book value at 31 Dec. 11,670 9,716 Loans receivable 41 Subordinated loan 525 69 Other receivables 0 6 Total 525 69 Non-current receivables, total 257 41 2005 2004 335 335 0 0 335 335 Receivables from group companies 14.1 Non-current Receivables from other members of the group Loans receivable Holding in group companies Acquisition cost at 1 Jan. Increase Book value at 31 Dec. Please see also note 13.2. 14.2 Current Trade receivables TEUR TEUR 6,886 10,181 26,797 22,841 947 83 83 99 302 146 Receivables from other members of the group Trade receivables Other receivables Other shares and similar rights of ownership Acquisition cost at 1 Jan. Decrease Book value at 31 Dec. 18 22 Accrued income -1 -3 Grants 18 18 Accrued income Total Financial assets, total 12,547 10,137 Current receivables, total 384 245 35,014 33,350 The business value of Lako Oy investment was reduced, as it seemed that there might be risks associated with Lako Oy’s receivables. The TEUR 607 value adjustment has been recorded in other financial expenses. 12. Shares and similar rights of ownership 12.1 Group companies Name and domicile 100,00 Ponsse AS, Kongsvinger, Norway 100,00 Ponssé S.A.S, Gondreville, France 100,00 Ponsse UK Ltd., Lockerbie, United Kingdom 100,00 Ponsse North America, Inc., Rhinelander, USA 100,00 Ponsse Latin America Indústria de Máquinas Florestais Ltda, Mogi das Cruzes, Brasilia 100,00 OOO Ponsse, St. Petersburg, Russia 100,00 Epec Oy, Seinäjoki, Finland 100,00 Lako Oy, Turku, Finland 86 Share of parent company of shares and votes, % Ponsse AB, Surahammar, Sweden Ponsse 2005 91,80 Ponsse 2005 87 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) Prepayments and unfinished acquisitions Acquisition cost at 1 Jan. 12.2 Associated companies 2,366 13 Increase 6,324 2,648 Decrease -5,170 -295 3,520 2,366 Tangible assets, total 18,722 13,562 11.3 Financial assets 2005 2004 TEUR TEUR Acquisition cost and book value at 31 Dec. Name and domicile Sunit Oy, Kajaani, Finland 12.3 Other shares and similar rights of ownership Other shares and similar rights of ownership Share of parent company of shares and votes, % 34,00 Shares/similar rights of ownership owned by parent ccompany book value 18 13. Stocks Holding in group companies 2005 Raw materials and consumables 2004 TEUR TEUR 16,603 14,745 538 470 12,410 3,664 Work in progress 2,039 8,746 Finished products/goods 1,281 853 0 0 Other stocks 5,438 5,252 Acquisition cost at 31 Dec. 14,450 12,410 Total 23,859 21,320 Accumulated depreciation at 1 Jan. 14. Receivables 2005 2004 TEUR TEUR 216 0 35 Acquisition cost at 1 Jan. Increase Decrease -2,695 -3,084 Value adjustments -607 0 Cancellation of value adjustment 522 390 Accumulated depreciation at 31 Dec. -2,780 -2,694 Book value at 31 Dec. 11,670 9,716 Loans receivable 41 Subordinated loan 525 69 Other receivables 0 6 Total 525 69 Non-current receivables, total 257 41 2005 2004 335 335 0 0 335 335 Receivables from group companies 14.1 Non-current Receivables from other members of the group Loans receivable Holding in group companies Acquisition cost at 1 Jan. Increase Book value at 31 Dec. Please see also note 13.2. 14.2 Current Trade receivables TEUR TEUR 6,886 10,181 26,797 22,841 947 83 83 99 302 146 Receivables from other members of the group Trade receivables Other receivables Other shares and similar rights of ownership Acquisition cost at 1 Jan. Decrease Book value at 31 Dec. 18 22 Accrued income -1 -3 Grants 18 18 Accrued income Total Financial assets, total 12,547 10,137 Current receivables, total 384 245 35,014 33,350 The business value of Lako Oy investment was reduced, as it seemed that there might be risks associated with Lako Oy’s receivables. The TEUR 607 value adjustment has been recorded in other financial expenses. 12. Shares and similar rights of ownership 12.1 Group companies Name and domicile 100,00 Ponsse AS, Kongsvinger, Norway 100,00 Ponssé S.A.S, Gondreville, France 100,00 Ponsse UK Ltd., Lockerbie, United Kingdom 100,00 Ponsse North America, Inc., Rhinelander, USA 100,00 Ponsse Latin America Indústria de Máquinas Florestais Ltda, Mogi das Cruzes, Brasilia 100,00 OOO Ponsse, St. Petersburg, Russia 100,00 Epec Oy, Seinäjoki, Finland 100,00 Lako Oy, Turku, Finland 86 Share of parent company of shares and votes, % Ponsse AB, Surahammar, Sweden Ponsse 2005 91,80 Ponsse 2005 87 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) 15. Capital and reserves 18. Non-current creditors 2005 2004 2005 2004 TEUR TEUR TEUR TEUR Loans from financial institutions 15,320 21,020 7,000 3,500 Non-current creditors, total 15,320 21,020 2005 2004 Capital employees (IFRS) Share capital at 1 Jan. Capitalisation issue (IFRS) 0 3,500 7,000 7,000 Share premium account at 1 Jan. 0 2,545 Capitalisation issue (IFRS) 0 -2,545 Share premium account at 31 Dec. 0 0 7,000 7,000 Retained earnings at 1 Jan. 27,137 Dividend distribution Share capital at 31 Dec. Debts falling due in five years or more TEUR TEUR Loans from financial institutions 5,685 8,622 Total 5,685 8,622 35,270 2005 2004 -2,800 -21,000 TEUR TEUR Capitalisation issue (IFRS) 0 -955 4,937 7,628 Exchange rate differences 0 0 311 243 Retained earnings at 31 Dec. 24,337 13,315 Trade creditors 9,630 12,350 Profit for the financial year 18,994 13,822 Liabilities to group companies Non-restricted equity, total 43,331 27,137 Group trade creditors 1,768 0 Capital and reserves, total 50,331 34,137 Other Group payables 400 0 - - 0 28 43,331 27,137 0 58 583 589 Capital employed (IFRS), total Non-restricted equity Portion of depreciation reserve and untaxed reserves booked under shareholders’ equity Distributable funds from non-restricted equity 19. Current creditors Ponsse Oyj’s registered share capital at 31 December 2005 was EUR 7,000,000 divided into 14,000,000 shares each having a nominal value of EUR 0.50. All shares are of the same series and each share entitles its holder to one vote at shareholder meetings and gives an equal right to a dividend. Ponsse Oyj has no outstanding convertible notes, bonds with warrants or options. Neither the company nor its subsidiaries hold the company’s own shares. Ponsse Oyj’s Board of Directors is not currently authorised to purchase the company’s own shares, increase the share capital or issue convertible notes or bonds with warrants. 16. Accumulated appropriations Depreciation difference Loans from financial institutions Advances received Accruals and deferred income Advance invoicing Other creditors Accruals and deferred income 3,588 3,113 Interest matching Staff cost creditors 136 227 Income tax liability 312 2,033 2005 2004 Accruals and deferred income in respect of stocks 419 188 TEUR TEUR Other accruals and deferred income 979 1,221 2,032 2,214 Total Current creditors, total 5,434 6,782 23,063 27,678 17. Provisions for liabilities and charges Guarantee provision Other compulsory provisions Provisions for liabilities and charges, total 88 Ponsse 2005 2005 2004 TEUR TEUR 5,963 4,142 350 0 6,313 4,142 Ponsse 2005 89 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) 15. Capital and reserves 18. Non-current creditors 2005 2004 2005 2004 TEUR TEUR TEUR TEUR Loans from financial institutions 15,320 21,020 7,000 3,500 Non-current creditors, total 15,320 21,020 2005 2004 Capital employees (IFRS) Share capital at 1 Jan. Capitalisation issue (IFRS) 0 3,500 7,000 7,000 Share premium account at 1 Jan. 0 2,545 Capitalisation issue (IFRS) 0 -2,545 Share premium account at 31 Dec. 0 0 7,000 7,000 Retained earnings at 1 Jan. 27,137 Dividend distribution Share capital at 31 Dec. Debts falling due in five years or more TEUR TEUR Loans from financial institutions 5,685 8,622 Total 5,685 8,622 35,270 2005 2004 -2,800 -21,000 TEUR TEUR Capitalisation issue (IFRS) 0 -955 4,937 7,628 Exchange rate differences 0 0 311 243 Retained earnings at 31 Dec. 24,337 13,315 Trade creditors 9,630 12,350 Profit for the financial year 18,994 13,822 Liabilities to group companies Non-restricted equity, total 43,331 27,137 Group trade creditors 1,768 0 Capital and reserves, total 50,331 34,137 Other Group payables 400 0 - - 0 28 43,331 27,137 0 58 583 589 Capital employed (IFRS), total Non-restricted equity Portion of depreciation reserve and untaxed reserves booked under shareholders’ equity Distributable funds from non-restricted equity 19. Current creditors Ponsse Oyj’s registered share capital at 31 December 2005 was EUR 7,000,000 divided into 14,000,000 shares each having a nominal value of EUR 0.50. All shares are of the same series and each share entitles its holder to one vote at shareholder meetings and gives an equal right to a dividend. Ponsse Oyj has no outstanding convertible notes, bonds with warrants or options. Neither the company nor its subsidiaries hold the company’s own shares. Ponsse Oyj’s Board of Directors is not currently authorised to purchase the company’s own shares, increase the share capital or issue convertible notes or bonds with warrants. 16. Accumulated appropriations Depreciation difference Loans from financial institutions Advances received Accruals and deferred income Advance invoicing Other creditors Accruals and deferred income 3,588 3,113 Interest matching Staff cost creditors 136 227 Income tax liability 312 2,033 2005 2004 Accruals and deferred income in respect of stocks 419 188 TEUR TEUR Other accruals and deferred income 979 1,221 2,032 2,214 Total Current creditors, total 5,434 6,782 23,063 27,678 17. Provisions for liabilities and charges Guarantee provision Other compulsory provisions Provisions for liabilities and charges, total 88 Ponsse 2005 2005 2004 TEUR TEUR 5,963 4,142 350 0 6,313 4,142 Ponsse 2005 89 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) 20. Pledges given, contingent and other liabilities 20.1 For own debt 2005 Debts for which mortgages have been pledged as collaterals TEUR TEUR 0 1,261 Mortgages given on land and buildings 101 1,126 Chattel mortgages given 336 820 Mortgages given as collaterals, total 437 1,946 2005 2004 TEUR TEUR Nominal amount of leasing payments falling due in 2006 166 184 Nominal amount of leasing payments falling due threreafter 380 435 Total 546 619 2005 2004 TEUR TEUR 884 763 2005 2004 TEUR TEUR 14,690 10,616 TEUR TEUR -70 136 2005 2004 TEUR TEUR 65 61 7,155 7,102 0 0 7,220 7,163 Loans from financial institutions 2004 20.2 Leasing commitments 20.3 Contingent liabilities on behalf of group companies (IFRS) Guarantees given on behalf of group companies (IFRS) 20.4 Derivative liabilities (IFRS) Nominal values Foreign currency derivatives Forward contracts (IFRS) Market values Foreign currency derivatives Forward contracts (IFRS) Foreign currency derivatives contracts are used solely to hedge against exchange rate fluctuations. 20.5 Other contingent liabilities Guarantees given on behalf of others Repurchase commitments Other commitments Total The repurchase commitments include agreements on spreading the risk. The information concerning the year in comparison have been revised in this respect. 90 Ponsse 2005 Ponsse 2005 91 PARENT COMPANY’S FINANCIAL STATEMENTS (FAS) 20. Pledges given, contingent and other liabilities 20.1 For own debt 2005 Debts for which mortgages have been pledged as collaterals TEUR TEUR 0 1,261 Mortgages given on land and buildings 101 1,126 Chattel mortgages given 336 820 Mortgages given as collaterals, total 437 1,946 2005 2004 TEUR TEUR Nominal amount of leasing payments falling due in 2006 166 184 Nominal amount of leasing payments falling due threreafter 380 435 Total 546 619 2005 2004 TEUR TEUR 884 763 2005 2004 TEUR TEUR 14,690 10,616 TEUR TEUR -70 136 2005 2004 TEUR TEUR 65 61 7,155 7,102 0 0 7,220 7,163 Loans from financial institutions 2004 20.2 Leasing commitments 20.3 Contingent liabilities on behalf of group companies (IFRS) Guarantees given on behalf of group companies (IFRS) 20.4 Derivative liabilities (IFRS) Nominal values Foreign currency derivatives Forward contracts (IFRS) Market values Foreign currency derivatives Forward contracts (IFRS) Foreign currency derivatives contracts are used solely to hedge against exchange rate fluctuations. 20.5 Other contingent liabilities Guarantees given on behalf of others Repurchase commitments Other commitments Total The repurchase commitments include agreements on spreading the risk. The information concerning the year in comparison have been revised in this respect. 90 Ponsse 2005 Ponsse 2005 91 FINANCIAL STATEMENTS FINANCIAL STATEMENTS Share capital and shares Ponsse Oyj’s share capital is EUR 7,000,000 divided into 14,000,000 shares. The nominal value of the company’s shares is EUR 0.50.Under the Articles of Association, the minimum and maximum share capital is EUR 3,000,000 and EUR 12,000,000 respectively, within which the share capital may be increased or decreased without amending the Articles of Association. All shares are of the same series and each share entitles its holder to one vote at shareholders’ meetings and gives an equal right to dividends. Share trading volume 1 Jan. – 30 Dec. 2005 Ponsse Oyj has no outstanding convertible notes, bonds with warrants or options. Month Purchase of own shares Neither the company nor its subsidiaries own the company’s own shares. Ponsse Oyj’s board of directors is not currently authorised to acquire its own shares. Share trading value, EUR No. of shares traded Low, EUR High, EUR Average, EUR Closing price, EUR Market capitalisation, EUR No. of shares Relative share trading volume, % 1 3,537,612 222,532 14,50 17,75 15,90 17,74 120,400,000 14,000,000 1,59 2 9,777,920 538,482 16,50 19,51 18,13 17,70 138,670,000 14,000,000 3,85 3 1,597,889 94,472 14,80 17,81 16,87 15,14 122,500,000 14,000,000 0,67 4 4,894,107 296,998 15,10 18,22 16,43 17,45 145,180,000 14,000,000 2,12 5 2,009,515 112,844 16,90 18,21 17,77 17,99 143,500,000 14,000,000 0,81 6 1,697,251 92,739 17,60 18,99 18,29 18,68 148,750,000 14,000,000 0,66 7 1,879,193 96,335 18,20 20,28 19,53 19,57 154,000,000 14,000,000 0,69 8 1,428,752 74,636 18,50 19,70 19,14 19,00 153,300,000 14,000,000 0,53 9 3,463,058 181,956 18,60 19,49 19,03 19,00 159,810,000 14,000,000 1,30 10 2,072,574 112,148 17,03 19,30 18,46 18,60 187,600,000 14,000,000 0,80 11 2,964,177 154,808 18,00 19,98 18,92 19,79 209,300,000 14,000,000 1,11 12 4,425,491 207,266 19,72 23,29 21,55 22,29 200,200,000 14,000,000 1,48 39,747,539 2,185,216 14,50 23,29 18,19 14,000,000 15,61 Total Increases in share capital 1994–2005 Subscription period Method of increase Nominal value (EUR) Number of new shares Increase in share capital (EUR) New share capital (EUR) 31 Aug. 1994 Scrip issue 0.84 1,300,000 1,093,221.52 2,489,181.31 9 – 22 March 1995 Scrip issue 0.84 148,000 124,459.07 2,613,640.38 9 – 22 March 1995 Rights issue targeted to general public 0.84 392,000 329,648.34 2,943,288.71 16 March 2000 Split 1: 2 0.42 - 0.00 2,943,288.71 16 March 2000 Scrip issue 0.50 - 556,711.29 3,500,000.00 29 Nov. 2004 Scrip issue 0.50 7,000,000 3,500,000 7,000,000.00 Shareholder profile as at 30 December 2005 No. of shares Authorization to increase share capital Taxation value of shares For the 2005 tax year in Finland, the confirmed taxation value of Ponsse Oyj’s shares was EUR 15.99 per share. No. of nomineeregistered shares Nominee-registered, % No. of total votes Percentage of total votes, % Corporates 594,273 4.245 380 0.003 594,653 4.248 Financial institutions and insurance companies 665,520 4.754 534,735 3.82 1200,255 8.573 Public sector entities 636,420 4.546 0 0 636,420 4.546 11,109,998 79.357 0 0 11,109,998 79.357 429,400 3.067 0 0 429,400 3.067 29,104 0.208 170 0.001 29,274 0.209 13,464,715 96.177 535,285 3.824 14,000,000 100 Households Non-profit organisations The company’s Board of Directors is not currently authorized to increase share capital or to issue convertible bonds or option rights. Percentage of total shares and votes Abroad Total Analysis of shareholders as at 30 December 2005 Size of shareholding Number of shareholders Percentage of shareholders Number of shares Percentage of shares and votes 1–100 1,044 101–1 000 1,993 29.533 66,204 0.473 56.379 783,563 1 001–10 000 5.597 444 12.560 1,248,574 8.918 10 001–100 000 40 1.132 1,239,215 8.852 over 100 001 14 0.396 10,662,444 76.160 3,535 100.00 14,000,000 100.000 Total 92 Ponsse 2005 Ponsse 2005 93 FINANCIAL STATEMENTS FINANCIAL STATEMENTS Share capital and shares Ponsse Oyj’s share capital is EUR 7,000,000 divided into 14,000,000 shares. The nominal value of the company’s shares is EUR 0.50.Under the Articles of Association, the minimum and maximum share capital is EUR 3,000,000 and EUR 12,000,000 respectively, within which the share capital may be increased or decreased without amending the Articles of Association. All shares are of the same series and each share entitles its holder to one vote at shareholders’ meetings and gives an equal right to dividends. Share trading volume 1 Jan. – 30 Dec. 2005 Ponsse Oyj has no outstanding convertible notes, bonds with warrants or options. Month Purchase of own shares Neither the company nor its subsidiaries own the company’s own shares. Ponsse Oyj’s board of directors is not currently authorised to acquire its own shares. Share trading value, EUR No. of shares traded Low, EUR High, EUR Average, EUR Closing price, EUR Market capitalisation, EUR No. of shares Relative share trading volume, % 1 3,537,612 222,532 14,50 17,75 15,90 17,74 120,400,000 14,000,000 1,59 2 9,777,920 538,482 16,50 19,51 18,13 17,70 138,670,000 14,000,000 3,85 3 1,597,889 94,472 14,80 17,81 16,87 15,14 122,500,000 14,000,000 0,67 4 4,894,107 296,998 15,10 18,22 16,43 17,45 145,180,000 14,000,000 2,12 5 2,009,515 112,844 16,90 18,21 17,77 17,99 143,500,000 14,000,000 0,81 6 1,697,251 92,739 17,60 18,99 18,29 18,68 148,750,000 14,000,000 0,66 7 1,879,193 96,335 18,20 20,28 19,53 19,57 154,000,000 14,000,000 0,69 8 1,428,752 74,636 18,50 19,70 19,14 19,00 153,300,000 14,000,000 0,53 9 3,463,058 181,956 18,60 19,49 19,03 19,00 159,810,000 14,000,000 1,30 10 2,072,574 112,148 17,03 19,30 18,46 18,60 187,600,000 14,000,000 0,80 11 2,964,177 154,808 18,00 19,98 18,92 19,79 209,300,000 14,000,000 1,11 12 4,425,491 207,266 19,72 23,29 21,55 22,29 200,200,000 14,000,000 1,48 39,747,539 2,185,216 14,50 23,29 18,19 14,000,000 15,61 Total Increases in share capital 1994–2005 Subscription period Method of increase Nominal value (EUR) Number of new shares Increase in share capital (EUR) New share capital (EUR) 31 Aug. 1994 Scrip issue 0.84 1,300,000 1,093,221.52 2,489,181.31 9 – 22 March 1995 Scrip issue 0.84 148,000 124,459.07 2,613,640.38 9 – 22 March 1995 Rights issue targeted to general public 0.84 392,000 329,648.34 2,943,288.71 16 March 2000 Split 1: 2 0.42 - 0.00 2,943,288.71 16 March 2000 Scrip issue 0.50 - 556,711.29 3,500,000.00 29 Nov. 2004 Scrip issue 0.50 7,000,000 3,500,000 7,000,000.00 Shareholder profile as at 30 December 2005 No. of shares Authorization to increase share capital Taxation value of shares For the 2005 tax year in Finland, the confirmed taxation value of Ponsse Oyj’s shares was EUR 15.99 per share. No. of nomineeregistered shares Nominee-registered, % No. of total votes Percentage of total votes, % Corporates 594,273 4.245 380 0.003 594,653 4.248 Financial institutions and insurance companies 665,520 4.754 534,735 3.82 1200,255 8.573 Public sector entities 636,420 4.546 0 0 636,420 4.546 11,109,998 79.357 0 0 11,109,998 79.357 429,400 3.067 0 0 429,400 3.067 29,104 0.208 170 0.001 29,274 0.209 13,464,715 96.177 535,285 3.824 14,000,000 100 Households Non-profit organisations The company’s Board of Directors is not currently authorized to increase share capital or to issue convertible bonds or option rights. Percentage of total shares and votes Abroad Total Analysis of shareholders as at 30 December 2005 Size of shareholding Number of shareholders Percentage of shareholders Number of shares Percentage of shares and votes 1–100 1,044 101–1 000 1,993 29.533 66,204 0.473 56.379 783,563 1 001–10 000 5.597 444 12.560 1,248,574 8.918 10 001–100 000 40 1.132 1,239,215 8.852 over 100 001 14 0.396 10,662,444 76.160 3,535 100.00 14,000,000 100.000 Total 92 Ponsse 2005 Ponsse 2005 93 FINANCIAL STATEMENTS FINANCIAL STATEMENTS Board of directors’ proposal for the disposal of profit Shareholders as at 30 December 2005 Number of shares Percentage of shares Percentage of votes Vidgrén Einari 6,630,728 47.362343 47.362343 Vidgrén Juha 1,355,136 9.679543 9.679543 Varma Mutual Pension Insurance Company 475,000 3.392857 3.392857 4 HSS/Skandinaviska Enskilda Banken Ab, nominee-registered 457,332 3.266657 3.266657 5 OP-Suomi Kasvu Sijoitusrahasto 257,332 1.842000 1.842000 6 Thominvest Oy 208,800 1.491429 1.491429 7 Vidgrén Mikko Jooseppi 197,708 1.412200 1.412200 8 Einari Vidgrénin Foundation 194,000 1.385714 1.385714 9 Randelin Mari 191,540 1.368143 1.368143 10 Placeringsfonden Aktia Capital 160,000 1.142857 1.142857 Einari Vidgrén 11 Vidgrén Minna 149,480 1.067714 1.067714 Arto Tiitinen, President and CEO 12 Heikkinen Jonna 141,940 1.013857 1.013857 13 Vidgrén Jukka Tuomas 135,880 0.970571 0.970571 14 Lindbom Curt 107,020 0.764429 0.764429 15 Fondita Nordic Small Cap Placfond 100,000 0.714286 0.714286 16 Tapiola Mutual Pension Insurance Company 91,600 0.654286 0.654286 17 Nordea Foresta Equity Fund 86,000 0.614286 0.614286 18 Vidgrén Jarmo Kalle Johannes 80,960 0.578286 0.578286 19 Vidgrén Janne Ilmari 80,160 0.572571 0.572571 20 Turku and Kaarina Parish Union 76,960 0.549714 0.549714 21 Nordea Pankki Finland Plc. 74,943 0.535307 0.535307 22 Tiitinen Arto 57,040 0.407429 0.407429 23 Mäkinen Tommi 50,000 0.357143 0.357143 24 Laakkonen Mikko Kalervo 45,000 0.321429 0.321429 25 Tukinvest Oy 39,040 0.278857 0.278857 26 Seamen’s Pension Fund 33,440 0.238857 0.238857 27 Veikko Laine Oy 26,300 0.187857 0.187857 28 Päivikki and Sakari Sohlberg Foundation 23,360 0.166857 0.166857 29 Pemarstock Oy 21,520 0.153714 0.153714 30 Metsämiesten säätiö (Foresters’ Foundation) No. Name 1 2 3 Other shareholders Total 20,000 0.142857 0.142857 2,431,781 17.365950 17.365950 14,000,000 100.00 100.00 The parent company’s distributable funds total EUR 43,330,599.49, and the group’s distributable funds total EUR 43,032,000. The Board of Directors proposes that the distributable funds be disposed of as follows: - Dividend of EUR 0.80 per share to be paid to shareholders, totalling - Shareholders’ equity to be left EUR 11,200,000.00 EUR 32,130,599.49 EUR 43,330,599.49 The record date for the payment of the dividend is 20 March 2006, and payments will be made on 27 March 2006. Vieremä, 13 February 2006 Juha Vidgrén Seppo Remes Ilkka Kylävainio Nils Hagman Mirja Ryynänen Auditor’s report To the shareholders of Ponsse Oyj We have audited the accounting records, the financial statements and the administration of Ponsse Oyj for the period 1.1.2005 – 31.12.2005. The Board of Directors and the Managing Director have prepared the Report of the Board of Directors and the consolidated financial statements prepared in accordance with International Financial Reporting Standards as adopted by the EU and the parent company’s financial statements prepared in accordance with prevailing regulations in Finland, that includes parent company’s balance sheet, income statement, cash flow statement and the notes to the financial statements. Based on our audit, we express an opinion on the consolidated financial statements, the parent company’s financial statements and on the administration of the parent company. We have conducted the audit in accordance with Finnish Standards on Auditing. Those standards require that we perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining on a test basis evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by the management as well as evaluating the overall financial statement presentation. The purpose of our audit of administration is to examine that the members of the Board of Directors and the Managing Director of the parent company have complied with the rules of the Companies’ Act. Consolidated financial statements In our opinion the consolidated financial statements prepared in accordance with International Financial Reporting Standards as adopted by the EU give a true and fair view, as referred to in the International Financial Reporting Standards as adopted by the EU and defined in the Finnish Accounting Act, of the consolidated result of operations as well as of the financial position. The consolidated financial statements can be adopted. Parent company’s financial statements and administration At the end 2005, Ponsse Oyj had 3,535 shareholders (2,511 at 31 December 2004). In our opinion the parent company’s financial statements have been prepared in accordance with the Finnish Accounting Act and other rules and regulations governing the preparation of financial statements in Finland. The financial statements give a true and fair view, as defined in the Finnish Accounting Act, of the parent company’s result of operations as well as of the financial position. The financial statements can be adopted and the members of the Board of Directors and the Managing Director of the parent company can be discharged from liability for the period audited by us. The proposal by the Board of Directors regarding the result from the period/distribution of retained earnings/distributable funds is in compliance with the Companies’ Act. Vieremä, 13 February 2006 ERNST & YOUNG OY Heikki Laitinen, Authorized Public Accountant 94 Ponsse 2005 Ponsse 2005 95 FINANCIAL STATEMENTS FINANCIAL STATEMENTS Board of directors’ proposal for the disposal of profit Shareholders as at 30 December 2005 Number of shares Percentage of shares Percentage of votes Vidgrén Einari 6,630,728 47.362343 47.362343 Vidgrén Juha 1,355,136 9.679543 9.679543 Varma Mutual Pension Insurance Company 475,000 3.392857 3.392857 4 HSS/Skandinaviska Enskilda Banken Ab, nominee-registered 457,332 3.266657 3.266657 5 OP-Suomi Kasvu Sijoitusrahasto 257,332 1.842000 1.842000 6 Thominvest Oy 208,800 1.491429 1.491429 7 Vidgrén Mikko Jooseppi 197,708 1.412200 1.412200 8 Einari Vidgrénin Foundation 194,000 1.385714 1.385714 9 Randelin Mari 191,540 1.368143 1.368143 10 Placeringsfonden Aktia Capital 160,000 1.142857 1.142857 Einari Vidgrén 11 Vidgrén Minna 149,480 1.067714 1.067714 Arto Tiitinen, President and CEO 12 Heikkinen Jonna 141,940 1.013857 1.013857 13 Vidgrén Jukka Tuomas 135,880 0.970571 0.970571 14 Lindbom Curt 107,020 0.764429 0.764429 15 Fondita Nordic Small Cap Placfond 100,000 0.714286 0.714286 16 Tapiola Mutual Pension Insurance Company 91,600 0.654286 0.654286 17 Nordea Foresta Equity Fund 86,000 0.614286 0.614286 18 Vidgrén Jarmo Kalle Johannes 80,960 0.578286 0.578286 19 Vidgrén Janne Ilmari 80,160 0.572571 0.572571 20 Turku and Kaarina Parish Union 76,960 0.549714 0.549714 21 Nordea Pankki Finland Plc. 74,943 0.535307 0.535307 22 Tiitinen Arto 57,040 0.407429 0.407429 23 Mäkinen Tommi 50,000 0.357143 0.357143 24 Laakkonen Mikko Kalervo 45,000 0.321429 0.321429 25 Tukinvest Oy 39,040 0.278857 0.278857 26 Seamen’s Pension Fund 33,440 0.238857 0.238857 27 Veikko Laine Oy 26,300 0.187857 0.187857 28 Päivikki and Sakari Sohlberg Foundation 23,360 0.166857 0.166857 29 Pemarstock Oy 21,520 0.153714 0.153714 30 Metsämiesten säätiö (Foresters’ Foundation) No. Name 1 2 3 Other shareholders Total 20,000 0.142857 0.142857 2,431,781 17.365950 17.365950 14,000,000 100.00 100.00 The parent company’s distributable funds total EUR 43,330,599.49, and the group’s distributable funds total EUR 43,032,000. The Board of Directors proposes that the distributable funds be disposed of as follows: - Dividend of EUR 0.80 per share to be paid to shareholders, totalling - Shareholders’ equity to be left EUR 11,200,000.00 EUR 32,130,599.49 EUR 43,330,599.49 The record date for the payment of the dividend is 20 March 2006, and payments will be made on 27 March 2006. Vieremä, 13 February 2006 Juha Vidgrén Seppo Remes Ilkka Kylävainio Nils Hagman Mirja Ryynänen Auditor’s report To the shareholders of Ponsse Oyj We have audited the accounting records, the financial statements and the administration of Ponsse Oyj for the period 1.1.2005 – 31.12.2005. The Board of Directors and the Managing Director have prepared the Report of the Board of Directors and the consolidated financial statements prepared in accordance with International Financial Reporting Standards as adopted by the EU and the parent company’s financial statements prepared in accordance with prevailing regulations in Finland, that includes parent company’s balance sheet, income statement, cash flow statement and the notes to the financial statements. Based on our audit, we express an opinion on the consolidated financial statements, the parent company’s financial statements and on the administration of the parent company. We have conducted the audit in accordance with Finnish Standards on Auditing. Those standards require that we perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining on a test basis evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by the management as well as evaluating the overall financial statement presentation. The purpose of our audit of administration is to examine that the members of the Board of Directors and the Managing Director of the parent company have complied with the rules of the Companies’ Act. Consolidated financial statements In our opinion the consolidated financial statements prepared in accordance with International Financial Reporting Standards as adopted by the EU give a true and fair view, as referred to in the International Financial Reporting Standards as adopted by the EU and defined in the Finnish Accounting Act, of the consolidated result of operations as well as of the financial position. The consolidated financial statements can be adopted. Parent company’s financial statements and administration At the end 2005, Ponsse Oyj had 3,535 shareholders (2,511 at 31 December 2004). In our opinion the parent company’s financial statements have been prepared in accordance with the Finnish Accounting Act and other rules and regulations governing the preparation of financial statements in Finland. The financial statements give a true and fair view, as defined in the Finnish Accounting Act, of the parent company’s result of operations as well as of the financial position. The financial statements can be adopted and the members of the Board of Directors and the Managing Director of the parent company can be discharged from liability for the period audited by us. The proposal by the Board of Directors regarding the result from the period/distribution of retained earnings/distributable funds is in compliance with the Companies’ Act. Vieremä, 13 February 2006 ERNST & YOUNG OY Heikki Laitinen, Authorized Public Accountant 94 Ponsse 2005 Ponsse 2005 95 FINANCIAL STATEMENTS FINANCIAL STATEMENTS Corporate governance at Ponsse Oyj 1. Group structure The Ponsse Group consists of parent company Ponsse Oyj and its wholly owned subsidiaries Ponsse AB, Sweden; Ponsse AS, Norway; Ponssé S.A.S., France; Ponsse UK Ltd, Great Britain; Ponsse North America, Inc., United States of America; OOO Ponsse, Russia and Ponsse Latin America Indústria de Máquinas Florestais Ltda, Brazil, which provide machinery sales and spare parts and maintenance services. In addition, the Group comprises Epec Oy located in Seinäjoki and Lako Oy located in Turku. Epec Oy produces information and control systems and Lako Oy is specialized in producing harvester heads. Both companies are wholly owned by Ponsse Group. Sunit Oy in Kajaani is an associated company in which Ponsse Oyj has a 34 per cent stake. 2. Applicable legislation and other provisons Ponsse Oyj (hereinafter: Company) is a Finnish limited company. Its decision-making and administration are governed by the Finnish Companies Act, other provisions concerning listed companies and the Articles of Association of Company. In its activities, Company also complies, without the exceptions described below, with the recommendation for the corporate governance of listed companies issued by the Central Chamber of Commerce, the Confederation of Finnish Industry and Employers and HEX Helsinki Exchanges in December 2003. 3. General meeting The highest decision-making body of the company is the general meeting, whose duties and procedures are defined in the Finnish Companies Act and in the company’s Articles of Association. The general meeting is responsible for e.g. taking decisions on amending the Articles of Association, on increasing and decreasing share capital, on granting stock options and electing the Board of Directors and auditors. 96 Ponsse 2005 The Annual General Meeting (AGM) shall be held each year by the end of June on a date to be specified by the Board of Directors. At the AGM shall be presented the company’s profit and loss account and the consolidated profit and loss account; decided the adoption of the profit and loss account, the balance sheet, the consolidated profit and loss account and the consolidated balance sheet, and dividends or the actions warranted by the profit or loss shown in the adopted balance sheet; and decided the discharge of liability of members of the Board of Directors and the Managing Director. Additionally, the AGM decides on the number of Board members, the emoluments for members of the Board of Directors and the fee of the auditor as well as the principles of compensation for travel expenses. The AGM also elects the members of the Board of Directors and the auditor. Shareholders are entitled to submit matters for consideration at general meetings by notifying the Board of Directors thereof in writing well enough in advance of the meeting so that the matter can be included in the notice to convene the meeting. Proposals on matters involving the election of Board members and auditors and other proposals submitted by the Board to the general meeting may be countered at the meeting as each point on the agenda is being dealt with. Voting takes place in accordance with the voting procedure adopted by the meeting and all shareholders present at the meeting are entitled to vote. In order to attend a general meeting, shareholders must inform the company of their intention to do so by the deadline given in the notice. This deadline may be no earlier than five (5) days prior to the meeting. All shareholders who are entered as such in the company’s shareholders’ register kept by the Finnish Central Securities Depository (APK) ten (10) days prior to the meeting are entitled to attend the general meeting. Holders of nominee-registered shares may be temporarily entered in the shareholder register for the purpose of attending a general meeting. Shareholders may exercise their rights at the meeting either in person or through a representative, in addition to which they are entitled to avail themselves of counsel at the meeting. Notice of independence is give in the Annual Report and on the company’s website. Extraordinary meetings of shareholders shall be convened whenever the Board deem it necessary. Likewise, an extraordinary meeting of shareholders shall be convened if the auditor or shareholders holding at least one tenth of all shares issued so request in writing for the purpose of dealing with a matter specified by them. Board members are presented in the Annual Report and on the company’s website at www.ponsse.com. 4. Board of directors A Board of Directors consisting of no fewer than five and no more than eight members is responsible for the proper organization of the company’s administration and operations. The Annual General Meeting elects Board members for a term of office expiring at the end of the AGM first following their election. The Board members choose a Chairman and Deputy Chairman from among themselves. In 2005, the Board consisted of six members. Persons elected to the Board of Directors shall have the necessary competence for their duties. Members shall be elected to represent a diverse range of expertise as well as the viewpoint of the company’s owners. Under the Articles of Association, no upper age limit applies to Board members. The majority of Board members shall be independent of the company, in addition to which no fewer than two of the Board members belonging to the aforementioned majority shall be independent of any of the company’s major shareholders. Board members shall submit to the Board sufficient information to assess their competence and independence and also notify of any changes in such information. The Board of Directors considers Board members Nils Hagman, Ilkka Kylävainio, Seppo Remes and Mirja Ryynänen to be independent of the company and its major shareholders. The AGM held on 15 March 2005 decided the annual remuneration payable to members of the Board of Directors to be EUR 15,000. No remuneration is paid to members in the employ of the company with the exception of the Chairman of the Board. In 2005, the Board held thirteen meetings, whereas four telephone meetings. The average attendance rate of Board members was 88.9 per cent. Should shareholders controlling more than 10 per cent of the company’s voting rights notify the company’s Board of Directors of their proposal on the number and identity of Board members, which matters shall be decided at the AGM, this information shall be noted in the notice to convene the meeting. Any proposals of the above nature made after notice to convene a meeting has been sent out shall be made public separately. In addition to the duties specified in the Companies Act and in the Articles of Association, the Board, including but not limited, takes on responsibility for the company’s operations, result and development, confirms the long-term strategy and the Group’s financial risk management policy, approves the budget, decides on acquisitions and property deals, strategically important business expansions and quasi-equity investments, the development of investments and significant individual investments. The Board appoints the company’s President and CEO and confirms the appointments of other Management Team members, decides on the grounds for remuneration payable to highest management and evaluates the activities of management on an annual basis. At meetings of the Board of Directors, matters shall be presented by the President and CEO or his/her nominee, who shall be a company executive. 5. Committees of the board of directors Duties and responsibilities have not been specifically divided among members and Chairman of the Board of Directors, nor has the Board appointed any specific working groups or committees. 6. President and CEO, management team The President and CEO is appointed by the Board of Directors. The President and CEO manages the company’s day-to-day business affairs in accordance with guidelines and instructions issued by the Board of Directors. His duties include e.g. operational management, informing the Board, presenting matters over which the Board has the power of decision, implementing the decisions of the Board and ensuring the legality of business operations. The President and CEO is assisted by a Management Team consisting of the President and CEO as Chairman and the executives appointed by the Board of Directors to the Team. The Management Team meets approximately once a month and also convenes whenever necessary to address e.g. business plans for the following year and strategy in the longer term. Each member of the Management Team is responsible for a distinct sphere of operations based on focal company functions. Management Team members report to the President and CEO. Each member’s areas of responsibility are noted in the Annual Report and in the section containing personal data and information about shareholding. Under the agreement concluded between the company and its President and CEO, both parties may terminate the agreement on six months’ notice. Should the company terminate the agreement, it shall pay the President and CEO, in addition to salary and other benefits accruing during the period of notice, a sum equal to 18 months’ salary. Arto Tiitinen, MBA, has appointed the President and CEO effective April 1st, 2004. In 2004, he was paid a salary and other benefits of EUR 262.052. In 2005 The Management Team of Ponsse Oyj consisted of following members: President and CEO Arto Tiitinen, who is also Chairman, Director of Purchasing and Logistics Pasi Arajärvi; Export Director Jari Kartano; Service Director Tapio Mertanen; Communications Manager Jari Mononen; Quality and IT Director Juho Nummela; Industrial Director Heikki Ojala; HR Director and the Principal of Ponsse Academy Paula Oksman (since 1.8.2005); CFO and CEO’s deputy Mikko Paananen; Technology and R&D Director Veikko Rintamäki; and Sales Director Jarmo Vidgrén. Company management has had regular directors’ and officers’ liability insurance. The company has in place no option schemes or other share-based incentive systems. The management of a company is belonging to the bonus system based on a company’s operational targets. In 2005, bonuses, paid to the management and other staff were EUR 0.7 million in parent company and EUR 0.75 million in subsidiaries. The Management Team monitors and revises as necessary the company’s internal operational principles and procedures, which involve e.g. reporting, financial administration, investments, risk management, insurance policies, information systems, general procurement, industrial property rights, management of contractual risks, human resources administration, quality management issues, envi- Ponsse 2005 97 FINANCIAL STATEMENTS FINANCIAL STATEMENTS Corporate governance at Ponsse Oyj 1. Group structure The Ponsse Group consists of parent company Ponsse Oyj and its wholly owned subsidiaries Ponsse AB, Sweden; Ponsse AS, Norway; Ponssé S.A.S., France; Ponsse UK Ltd, Great Britain; Ponsse North America, Inc., United States of America; OOO Ponsse, Russia and Ponsse Latin America Indústria de Máquinas Florestais Ltda, Brazil, which provide machinery sales and spare parts and maintenance services. In addition, the Group comprises Epec Oy located in Seinäjoki and Lako Oy located in Turku. Epec Oy produces information and control systems and Lako Oy is specialized in producing harvester heads. Both companies are wholly owned by Ponsse Group. Sunit Oy in Kajaani is an associated company in which Ponsse Oyj has a 34 per cent stake. 2. Applicable legislation and other provisons Ponsse Oyj (hereinafter: Company) is a Finnish limited company. Its decision-making and administration are governed by the Finnish Companies Act, other provisions concerning listed companies and the Articles of Association of Company. In its activities, Company also complies, without the exceptions described below, with the recommendation for the corporate governance of listed companies issued by the Central Chamber of Commerce, the Confederation of Finnish Industry and Employers and HEX Helsinki Exchanges in December 2003. 3. General meeting The highest decision-making body of the company is the general meeting, whose duties and procedures are defined in the Finnish Companies Act and in the company’s Articles of Association. The general meeting is responsible for e.g. taking decisions on amending the Articles of Association, on increasing and decreasing share capital, on granting stock options and electing the Board of Directors and auditors. 96 Ponsse 2005 The Annual General Meeting (AGM) shall be held each year by the end of June on a date to be specified by the Board of Directors. At the AGM shall be presented the company’s profit and loss account and the consolidated profit and loss account; decided the adoption of the profit and loss account, the balance sheet, the consolidated profit and loss account and the consolidated balance sheet, and dividends or the actions warranted by the profit or loss shown in the adopted balance sheet; and decided the discharge of liability of members of the Board of Directors and the Managing Director. Additionally, the AGM decides on the number of Board members, the emoluments for members of the Board of Directors and the fee of the auditor as well as the principles of compensation for travel expenses. The AGM also elects the members of the Board of Directors and the auditor. Shareholders are entitled to submit matters for consideration at general meetings by notifying the Board of Directors thereof in writing well enough in advance of the meeting so that the matter can be included in the notice to convene the meeting. Proposals on matters involving the election of Board members and auditors and other proposals submitted by the Board to the general meeting may be countered at the meeting as each point on the agenda is being dealt with. Voting takes place in accordance with the voting procedure adopted by the meeting and all shareholders present at the meeting are entitled to vote. In order to attend a general meeting, shareholders must inform the company of their intention to do so by the deadline given in the notice. This deadline may be no earlier than five (5) days prior to the meeting. All shareholders who are entered as such in the company’s shareholders’ register kept by the Finnish Central Securities Depository (APK) ten (10) days prior to the meeting are entitled to attend the general meeting. Holders of nominee-registered shares may be temporarily entered in the shareholder register for the purpose of attending a general meeting. Shareholders may exercise their rights at the meeting either in person or through a representative, in addition to which they are entitled to avail themselves of counsel at the meeting. Notice of independence is give in the Annual Report and on the company’s website. Extraordinary meetings of shareholders shall be convened whenever the Board deem it necessary. Likewise, an extraordinary meeting of shareholders shall be convened if the auditor or shareholders holding at least one tenth of all shares issued so request in writing for the purpose of dealing with a matter specified by them. Board members are presented in the Annual Report and on the company’s website at www.ponsse.com. 4. Board of directors A Board of Directors consisting of no fewer than five and no more than eight members is responsible for the proper organization of the company’s administration and operations. The Annual General Meeting elects Board members for a term of office expiring at the end of the AGM first following their election. The Board members choose a Chairman and Deputy Chairman from among themselves. In 2005, the Board consisted of six members. Persons elected to the Board of Directors shall have the necessary competence for their duties. Members shall be elected to represent a diverse range of expertise as well as the viewpoint of the company’s owners. Under the Articles of Association, no upper age limit applies to Board members. The majority of Board members shall be independent of the company, in addition to which no fewer than two of the Board members belonging to the aforementioned majority shall be independent of any of the company’s major shareholders. Board members shall submit to the Board sufficient information to assess their competence and independence and also notify of any changes in such information. The Board of Directors considers Board members Nils Hagman, Ilkka Kylävainio, Seppo Remes and Mirja Ryynänen to be independent of the company and its major shareholders. The AGM held on 15 March 2005 decided the annual remuneration payable to members of the Board of Directors to be EUR 15,000. No remuneration is paid to members in the employ of the company with the exception of the Chairman of the Board. In 2005, the Board held thirteen meetings, whereas four telephone meetings. The average attendance rate of Board members was 88.9 per cent. Should shareholders controlling more than 10 per cent of the company’s voting rights notify the company’s Board of Directors of their proposal on the number and identity of Board members, which matters shall be decided at the AGM, this information shall be noted in the notice to convene the meeting. Any proposals of the above nature made after notice to convene a meeting has been sent out shall be made public separately. In addition to the duties specified in the Companies Act and in the Articles of Association, the Board, including but not limited, takes on responsibility for the company’s operations, result and development, confirms the long-term strategy and the Group’s financial risk management policy, approves the budget, decides on acquisitions and property deals, strategically important business expansions and quasi-equity investments, the development of investments and significant individual investments. The Board appoints the company’s President and CEO and confirms the appointments of other Management Team members, decides on the grounds for remuneration payable to highest management and evaluates the activities of management on an annual basis. At meetings of the Board of Directors, matters shall be presented by the President and CEO or his/her nominee, who shall be a company executive. 5. Committees of the board of directors Duties and responsibilities have not been specifically divided among members and Chairman of the Board of Directors, nor has the Board appointed any specific working groups or committees. 6. President and CEO, management team The President and CEO is appointed by the Board of Directors. The President and CEO manages the company’s day-to-day business affairs in accordance with guidelines and instructions issued by the Board of Directors. His duties include e.g. operational management, informing the Board, presenting matters over which the Board has the power of decision, implementing the decisions of the Board and ensuring the legality of business operations. The President and CEO is assisted by a Management Team consisting of the President and CEO as Chairman and the executives appointed by the Board of Directors to the Team. The Management Team meets approximately once a month and also convenes whenever necessary to address e.g. business plans for the following year and strategy in the longer term. Each member of the Management Team is responsible for a distinct sphere of operations based on focal company functions. Management Team members report to the President and CEO. Each member’s areas of responsibility are noted in the Annual Report and in the section containing personal data and information about shareholding. Under the agreement concluded between the company and its President and CEO, both parties may terminate the agreement on six months’ notice. Should the company terminate the agreement, it shall pay the President and CEO, in addition to salary and other benefits accruing during the period of notice, a sum equal to 18 months’ salary. Arto Tiitinen, MBA, has appointed the President and CEO effective April 1st, 2004. In 2004, he was paid a salary and other benefits of EUR 262.052. In 2005 The Management Team of Ponsse Oyj consisted of following members: President and CEO Arto Tiitinen, who is also Chairman, Director of Purchasing and Logistics Pasi Arajärvi; Export Director Jari Kartano; Service Director Tapio Mertanen; Communications Manager Jari Mononen; Quality and IT Director Juho Nummela; Industrial Director Heikki Ojala; HR Director and the Principal of Ponsse Academy Paula Oksman (since 1.8.2005); CFO and CEO’s deputy Mikko Paananen; Technology and R&D Director Veikko Rintamäki; and Sales Director Jarmo Vidgrén. Company management has had regular directors’ and officers’ liability insurance. The company has in place no option schemes or other share-based incentive systems. The management of a company is belonging to the bonus system based on a company’s operational targets. In 2005, bonuses, paid to the management and other staff were EUR 0.7 million in parent company and EUR 0.75 million in subsidiaries. The Management Team monitors and revises as necessary the company’s internal operational principles and procedures, which involve e.g. reporting, financial administration, investments, risk management, insurance policies, information systems, general procurement, industrial property rights, management of contractual risks, human resources administration, quality management issues, envi- Ponsse 2005 97 FINANCIAL STATEMENTS ronmental issues, industrial safety, insider guidelines and communications. 7. Insiders and insider management The Board of Directors has adopted insider guidelines that comply with the insider regulations of the Helsinki Exchanges (HEX) that entered into force on 1 March 2000. Pursuant to the Securities Market Act, Board members, the President and CEO and his/her deputy as well as the company’s auditors are considered permanent insiders due to their position in the company. In addition to these, pursuant to a decision taken by the company, the members of the Management Team and specifically named persons who by virtue of their duties regularly deal with non-public information impacting on the value of the company’s share are also considered permanent insiders. Although a person is not an insider, he/she may temporarily be entered in a project-specific insider register which the company may employ in extensive or otherwise significant projects. Insiders may not trade in the company’s shares during a period of three (3) weeks prior to the publication of the company’s Annual Report or interim report. A stock exchange bulletin is issued annually to notify in advance of the publication dates of these reports. The shareholding of insiders is available for inspection at the insider register maintained by the Finnish Central Securities Depository (APK). Current information about the shareholding of insiders may be viewed at the office of the Finnish Central Securities Depository (APK) at the address Unioninkatu 32 B, FI-00100 Helsinki, Finland. Additionally, the company lists its major permanent insiders and information about their shareholding on its website. 98 Ponsse 2005 8. Audits and internal supervision The primary purpose of statutory audits is to verify that the financial statements give a true and fair view about the Group’s result and financial position for the financial year. Company’s financial year runs from 1 January to 31 December annually. The auditor is responsible for auditing the company’s accounts and financial statements to verify that they are free of material misstatement. The auditor shall also submit a report to the general meeting. Additionally, under Finnish law, the auditor also audits the company’s corporate governance for compliance with relevant legislation. Normally, the auditor reports to the Board once a year. The company has one auditor, which shall be a public accounting firm (KHT) authorised by the Central Chamber of Commerce. The auditor is elected by the Annual General Meeting for a term of office that expires at the end of the AGM following election. The auditing procedures of the foreign subsidiaries of the Ponsse Group have been organised in the manner provided for in each nation’s relevant legislation and other regulations. The parent company’s auditor in 2005 was Ernst & Young Oy with Heikki Laitinen APA as principal auditor. In 2005, the Group’s auditing costs amounted to EUR 88.662,35. Internal supervision Internal supervision is the responsibility of the Board of Directors whilst the President and CEO is responsible for its organisation in practice. The Board monitors that the President and CEO attends to the company’s day-to-day management in accordance with its guidelines and instructions. The Board also ensures the supervision of the company’s bookkeeping and asset management has been properly organised. Methods of internal supervision include internal guidelines, reporting and various technical systems relating to activities. As the company has in place no specific organisation for internal supervision, particular attention has been paid to the organisation of operations, operational instructions, reporting and the scope of auditing. 9. Shareholder agreements The company is not aware of its shareholders having entered into shareholder agreements. 10. Dividend policy The company has adopted a dividend policy whereby dividends are paid in accordance with the company’s long-term performance and capital requirements. 11. Redemption obligation clause Under article 14 of company’s Articles of Association, a shareholder who, either alone or jointly with other shareholders, acquires or whose holding exceeds either 33 1/3 per cent or 50 per cent of all the company’s shares or the votes conveyed by shares, is obliged to redeem, on request, the shares of other shareholders and other securities entitling thereto under the Companies Act subject to the more detailed terms and conditions provided for in Article 14 of the Articles of Association. 12. Risk management The Group’s risk management policy seeks to maintain and further develop a practical and comprehensive system for the management and reporting of risks. This entails systematic risk assessment for each function and unit, heightening risk management awareness and quality, disseminating information on best practices and supporting risk management projects involving more than one company function. FINANCIAL STATEMENTS ronmental issues, industrial safety, insider guidelines and communications. 7. Insiders and insider management The Board of Directors has adopted insider guidelines that comply with the insider regulations of the Helsinki Exchanges (HEX) that entered into force on 1 March 2000. Pursuant to the Securities Market Act, Board members, the President and CEO and his/her deputy as well as the company’s auditors are considered permanent insiders due to their position in the company. In addition to these, pursuant to a decision taken by the company, the members of the Management Team and specifically named persons who by virtue of their duties regularly deal with non-public information impacting on the value of the company’s share are also considered permanent insiders. Although a person is not an insider, he/she may temporarily be entered in a project-specific insider register which the company may employ in extensive or otherwise significant projects. Insiders may not trade in the company’s shares during a period of three (3) weeks prior to the publication of the company’s Annual Report or interim report. A stock exchange bulletin is issued annually to notify in advance of the publication dates of these reports. The shareholding of insiders is available for inspection at the insider register maintained by the Finnish Central Securities Depository (APK). Current information about the shareholding of insiders may be viewed at the office of the Finnish Central Securities Depository (APK) at the address Unioninkatu 32 B, FI-00100 Helsinki, Finland. Additionally, the company lists its major permanent insiders and information about their shareholding on its website. 98 Ponsse 2005 8. Audits and internal supervision The primary purpose of statutory audits is to verify that the financial statements give a true and fair view about the Group’s result and financial position for the financial year. Company’s financial year runs from 1 January to 31 December annually. The auditor is responsible for auditing the company’s accounts and financial statements to verify that they are free of material misstatement. The auditor shall also submit a report to the general meeting. Additionally, under Finnish law, the auditor also audits the company’s corporate governance for compliance with relevant legislation. Normally, the auditor reports to the Board once a year. The company has one auditor, which shall be a public accounting firm (KHT) authorised by the Central Chamber of Commerce. The auditor is elected by the Annual General Meeting for a term of office that expires at the end of the AGM following election. The auditing procedures of the foreign subsidiaries of the Ponsse Group have been organised in the manner provided for in each nation’s relevant legislation and other regulations. The parent company’s auditor in 2003 was Ernst & Young Oy with Heikki Laitinen APA as principal auditor. In 2005, the Group’s auditing costs amounted to EUR 88.662,35. Internal supervision Internal supervision is the responsibility of the Board of Directors whilst the President and CEO is responsible for its organisation in practice. The Board monitors that the President and CEO attends to the company’s day-to-day management in accordance with its guidelines and instructions. The Board also ensures the supervision of the company’s bookkeeping and asset management has been properly organised. Methods of internal supervision include internal guidelines, reporting and various technical systems relating to activities. As the company has in place no specific organisation for internal supervision, particular attention has been paid to the organisation of operations, operational instructions, reporting and the scope of auditing. 9. Shareholder agreements The company is not aware of its shareholders having entered into shareholder agreements. 10. Dividend policy The company has adopted a dividend policy whereby dividends are paid in accordance with the company’s long-term performance and capital requirements. 11. Redemption obligation clause Under article 14 of company’s Articles of Association, a shareholder who, either alone or jointly with other shareholders, acquires or whose holding exceeds either 33 1/3 per cent or 50 per cent of all the company’s shares or the votes conveyed by shares, is obliged to redeem, on request, the shares of other shareholders and other securities entitling thereto under the Companies Act subject to the more detailed terms and conditions provided for in Article 14 of the Articles of Association. 12. Risk management The Group’s risk management policy seeks to maintain and further develop a practical and comprehensive system for the management and reporting of risks. This entails systematic risk assessment for each function and unit, heightening risk management awareness and quality, disseminating information on best practices and supporting risk management projects involving more than one company function. Ponsse 2005 99 www.ponsse.com Annual Report 2005