Proha Plc Stock Exchange Bulletin March 4, 2004 at 9.00 a.m
PROHA PLC FINANCIAL STATEMENTS JANUARY 1 - DECEMBER 31, 2003
- The Proha Group's net sales in 2003 were EUR 76.8
(100.8 in 2002) million.
- Decline in net sales compared with 2002 was mainly
due to a decline in the US net sales, the appreciation of the
euro and the sales of non-core operations in 2002.
- Earnings before goodwill amortization (EBITA) totaled
EUR -4.0 (2.6) million.
- The Group's performance was adversely affected by the
lower-than-expected sales and operating result in the United
States. The operating result includes EUR 1.0 (0.0) million of
non-recurring reorganization charges and a EUR 0.5 (3.7)
million gain on the sales of shares and business operations.
- Artemis 7 and Artemis Views 7 product releases
succeeded as planned.
- Patrick Ternier was appointed the new president and
CEO of the Artemis sub-group in January 2004.
- Measures to adapt the Artemis sub-group's cost
structure will focus on the first quarter of 2004.
- Proha management expects the Group's profitability to
improve in 2004 particularly as a result of cost savings in
general and administrative expenses.
BUSINESS PERFORMANCE
In line with its strategy, Proha focuses on portfolio and
project management software solutions. The Proha Group includes
the sub-group Artemis, which represents 69.5% of the net sales
of the Group; and project management operations in Norway, which
concentrate on the oil and gas sector and represent 30.5% of the
net sales of the Group. Proha is a world market leader in
enterprise-level project and portfolio management solutions.
The situation in the software market continued to be challenging
during the financial year 2003. However, the Proha management
estimates that the Group's market position remained strong
during the year. The business performance of the Proha Group was
uneven in different market areas. The performance was adversely
affected by the lower-than-expected sales and operating result
in the United States. Although the expense level was lower
compared with the previous financial year, net sales and
profitability targets were not achieved in the United States. In
other areas, the volume of business and profitability were
mainly as expected.
Artemis' project and portfolio management software solutions
were developed intensively during 2003. In August 2003, a new
more versatile Artemis 7 software solution was introduced to
replace the Portfolio Director software. Artemis 7 consists of
modules that can compile various portfolio, project and resource
management solutions. It includes the Investment Management,
Program Management, Project Management, Time Reporting and
Resource Management modules.
Artemis 7 also fulfills the requirements of the public sector
for program management and measuring of effectiveness and value.
Examples of the new Artemis 7 users in the public sector are the
District Council of Bordeaux in France and the financial services
division of the French postal service. In the finance sector, for
example the Austria-based insurance and finance group Generali Vienna
acquired the Artemis 7 solution. VR-Track Ltd in Finland is the
first company to adopt the Artemis 7 Resource Management system
module.
As the portfolio management methods become more common, the
sales of the Artemis 7 solution is expected to increase. On the
basis of this estimate, investments in worldwide sales and
marketing of the software have been made.
A technically renewed version of the Artemis Views project and
resource management software was launched in September 2003.
During the financial year 2003, Artemis entered into new market
areas. Artemis opened an office in Shanghai to meet the growing
demands of the Chinese project and portfolio management market.
Operations in China were strengthened in December 2003 when
Artemis' China office signed cooperation agreements with the
local companies GT. Technology and China Alliances on the
marketing, distribution and consulting of Artemis software
solutions. In Mexico, Artemis signed a partnership agreement
with Siproco Asociación Profesional on offering Artemis software
solutions to the country's public sector organizations and large-
scale enterprises. Artemis also expanded its markets into the
Baltic countries by delivering the Artemis Views project
management system to the Lithuanian Comliet Group. In Lithuania
and Latvia Artemis' distributor is Informacines Technologijos
Group. Proha sees the evolving project management markets in the
Baltic Countries strategically important.
In order to improve the availability of the portfolio management
consulting, Artemis signed partnership agreements in different
countries during 2003. New partners include Unilog, Fujitsu
Consulting, DMR Conseil (Quebec), Robbins-Gioia, True Solutions,
Conseillen and Agilense.
In Norway, Proha's project management business continued its
steady development due to investments of the oil and gas
industry. Both net sales and profitability targets were reached.
Proha's fully owned subsidiary Safran (Safran Software Solutions
AS) specializes in project management software solutions and
Dovre (Dovre International AS) in project management consulting.
Proha owns 40% of Dovre through Safran. Proha also has an option
to buy the remaining 60% of Dovre's shares in 2003-2006. On the
basis of Proha's control over Dovre and the purchase options,
Dovre has been consolidated as a subsidiary in Proha's financial
statements 2003.
Dovre operates globally and is currently engaged in 10
countries. Over 20% of Dovre's net sales are generated outside
Norway. The oil and gas industry projects cover up to 75% of
Dovre's operations. During the financial year 2003, Dovre opened
an office in Houston, the hub of world oil and gas industry. In
September 2003, Safran introduced a new product: Safran for
Microsoft Project. The product is compatible with Microsoft
Project and adds e.g. earned value reporting to Microsoft
Project.
NET SALES
In 2003, the Group's net sales amounted to EUR 76.8 (100.8)
million, showing a decrease of EUR 24.0 million compared with
2002. In the table below, the net sales of the financial
statements January 1-December 31, 2002 have been adjusted to
be comparable with the net sales for 2003 (EUR million).
Net sales 2003 76.8
Net sales 2002 100.8
The effect of sold operations -6.0
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Pro forma net sales 2002 94.8
Effect of changes in exchange rates -7.9
--------------------------------------------------
Net sales representing business volume 2002 86.9
The decline in net sales compared with 2002 was mainly due to a
decline in the US net sales, the appreciation of the euro and
the sales of non-core operations in 2002.
The decline in the US sales volume resulted mainly from the
reduction of service sales and the postponement of some deals.
In 2003, approximately 70% of the Group's net sales originated
from outside the euro zone. The appreciation of the euro vis-à-
vis the main invoicing currencies (US dollar, English pound,
Japanese yen and Norwegian krone) reduced the euro-denominated
net sales of 2003 by approximately 7.7%.
As part of its strategy, Proha sold Accountor Oy (which was part
of Proha's Financial Management business area) in November 2002.
In 2002, the net sales of Accountor Oy were EUR 5.1 million.
As project management business generated approximately 99% of
Proha's net sales in 2003, Financial Management and Internet
Technologies are no longer presented as separate business areas
in the financial statements 2003.
Distribution of net sales by product type:
Net sales by EUR Percentage EUR Percentage
product type million of net sales million of net sales
2002 2002
One-time
license revenue 12.4 16.1% 16.5 16.4%
Recurring
license revenue 15.9 20.7% 17.7 17.6%
Services 48.5 63.2% 66.6 66.0%
Total 76.8 100.0% 100.8 100.0%
The emphasis of net sales was still on services, which
constituted EUR 48.5 (66.6) million or 63.2% (66.0%) of net
sales. The services include Dovre's project management
consulting and the consulting, training, implementation and
support services of Artemis' software solutions.
License sales amounted to EUR 28.3 (34.2) million, accounting
for 36.8% (34.0%) of net sales. The share of one-time licenses
was EUR 12.4 (16.5) million and that of recurring licenses EUR
15.9 (17.7) million.
In 2003, the Group sold approximately 59,000 (92,000) new end-
user licenses. The total number of Artemis licenses sold
worldwide is approximately 560,000. The number of licenses in
2003 is not fully comparable with the numbers of 2002, since
license sales in 2003 were focused on products with richer
feature sets. The average license price also rose during 2003.
Distribution of net sales by country:
2003 Percentage 2002 Percentage
EUR of net EUR of net
million sales million sales
Great Britain 8.8 11.5% 8.9 8.8%
Italy 6.0 7.8% 6.0 6.0%
Japan 5.5 7.1% 6.7 6.7%
Norway 23.4 30.5% 21.7 21.5%
France 7.3 9.5% 8.3 8.2%
Germany 3.3 4.4% 3.8 3.8%
Finland 7.6 9.9% 13.9 13.8%
United States 13.8 18.0% 29.7 29.5%
Other 1.1 1.3% 1.8 1.7%
Total 76.8 100.0% 100.8 100.0%
In the United States, the decline in business volume resulted
from reduced service business and postponement of some deals.
In Finland and in France, net sales were reduced by the
sales of non-core operations. Otherwise, the decline in net
sales was mainly due to the appreciation of the euro vis-à-vis
the main invoicing currencies. In Norway, the steady demand for
project management solutions and services in the oil and gas
industry compensated for the effects of the appreciated euro.
PROFITABILITY
Earnings before goodwill amortization (EBITA) totaled EUR -4.0
(2.6) million.
Operating loss (EBIT) was EUR -6.0 (3.0) million, amounting to
-7.8% (3.0%) of net sales.
The Group's performance was adversely affected by the lower-than-
expected sales and operating result in the United States. The
Group's expense level was significantly lower in 2003 than in
2002. However, the result for 2003 was affected by significant
juridical and auditing costs, which originated from Artemis
operating as a publicly held company in the United States. The
costs from the sales and marketing of the Artemis 7 and Artemis
Views 7 product releases have also had an impact on the result
for 2003.
The non-recurring charges included in the operating result
comprised EUR 1.0 (0.0) million reorganization charges and EUR
0.5 (3.7) million gain on the sales of shares and business
operations. A total of EUR 1.0 (0.0) million of non-recurring
reorganization charges consisted of staff costs EUR 0.7
million and other operating expenses EUR 0.3 million.
The consolidation reserve originating from the Opus360
transaction was recognized as income, improving the result for
2002 by EUR 2.7 million. The consolidation reserve was based on
the additional costs of the Opus360 transaction, which were
taken into account in the purchase price. The remainder of the
consolidation reserve was fully recognized as income during
2002.
The result before appropriations and taxes was EUR -5.8 (3.3)
million. The result for the financial year 2003 was EUR -6.2
(1.8) million.
Earnings per share amounted to EUR -0.12 (0.03). Return on
investment (ROI) was -19.1% (18.2%) and return on equity (ROE)
-48.8% (16.4%).
FINANCING AND INVESTMENTS
At the end of the financial year 2003, cash and cash equivalents
totaled EUR 7.1 (12.7) million, showing a decrease of EUR 5.6
million compared to 2002. In 2003, cash flow from operating
activities was EUR -4.3 million, mainly due to the losses from
Artemis' US-based operations. Repayment of loans also decreased
cash assets by EUR 7.1 million. Proceeds from new loans were EUR
5.5 million and resulted mainly from a line of credit granted by
Laurus Master Fund Ltd. The share issue conducted during the
financial year increased cash assets by EUR 0.9 million.
In August 2003, Proha Plc subsidiary Artemis International
Solutions Corporation (AISC), agreed on a line of credit up to
USD 5 million with Laurus Master Fund Ltd (Laurus) to finance
its business operations. Laurus has the right to convert any
portion of the outstanding loan into AISC shares at a per share
market price plus 25%. Pursuant to the terms of the agreement,
Laurus' beneficial ownership in AISC is limited to 2.5%. In
connection with the loan agreement, Laurus received a warrant to
purchase 125,000 AISC shares. AISC has the right to repay the
loan at any time.
At the end of 2003, interest-bearing liabilities amounted to EUR
7.7 (7.2) million, accounting for 17.4% (12.2%) of the Group's
capital and reserves, provisions, and creditors total. Of the
interest-bearing liabilities, EUR 4.3 (5.2) was non-current
liabilities and EUR 3.4 (2.0) million current liabilities.
The Group's Quick Ratio was 1.1 (1.1).
Gross investments in fixed assets were EUR 0.5 (2.5) million.
The balance sheet total on December 31, 2003 was EUR 44.7 (59.6)
million. Equity to assets ratio was 26.1% (31.4%) and gearing
5.3% (-31.8%).
STATEMENT ON THE ADEQUACY OF THE GROUP'S ASSETS
On December 31, 2003, the Group's cash and cash equivalents
amounted to EUR 7.1 million. According to the Proha management,
the Group's cash and cash equivalents are sufficient to continue
as a going concern.
RESEARCH AND DEVELOPMENT
The product development costs of strategic products were EUR 7.9
(8.6) million, representing 10.3% (8.5%) of net sales in 2003.
R&D costs are expensed in the year they are incurred. Tactical
products were developed regionally. The product development
costs of tactical products are also expensed in full.
The reorganization of product development has accelerated
product development cycles and saved costs. In 2003, the
development of project and portfolio management solutions
continued intensively. In August, a new more versatile Artemis 7
software solution was introduced to replace the Portfolio
Director software. Artemis 7 consists of modules that can
compile various portfolio, project and resource management
solutions. A technically renewed version of the Artemis Views
project and resource management software was introduced in
September. The main trend in the product development has been to
respond to the technical development on the markets which is
moving from client/server solutions to browser-based solutions
(Java architecture, J2EE).
In September, Proha's Norway-based subsidiary Safran Software
Solutions introduced a new product: Safran for Microsoft
Project. The product is compatible with Microsoft Project and
adds e.g. earned value reporting to Microsoft Project.
Regional project management solutions were also enhanced.
Towards the end of 2003, the functionalities of all solutions
(Planet and CMPro) were extended and their interoperability with
Safran and Artemis applications was further improved.
PERSONNEL
At the end of 2003, the Proha Group employed 619 (643) people.
The number of employees in Finland was 108 (118), whereas 511
(525) worked abroad. The average number of personnel in 2003 was
642 (753).
Staff costs amounted to EUR 56.8 (63.2) million, constituting
73.9% (62.7%) of net sales. The staff costs for the financial
year 2003 include charges of EUR 0.7 (0.0) million caused by the
terminations of employment.
Comparable staff costs (EUR million) for the corresponding
period in 2002:
2003 Pro forma 2002
Staff costs 56.8 63.2 (reported)
The effect of sold operations -3.5
Staff costs 59.7
Net sales 76.8 94.8
% of net sales 73.9% 63.0%
The proportional growth in staff costs is caused by the decline
in net sales in United States.
Proha's temporary dismissals in Finland
In the fall of 2003, Proha had joint discussions with its
personnel in Finland. The total number of temporary dismissals
was 25 man-months and they are scheduled to take place between
September 2003 and March 2004.
ADOPTION OF IFRS
Proha will publish its first IFRS financial statements for the
financial year ending December 31, 2005. As of 2005, the interim
reports will also be prepared in accordance with the IFRS
standards. The company will follow the recommendations of the
CESR for informing about the implementation of the IFRS
standards.
The preparations for the adoption of IFRS have proceeded as
planned. According to Proha's estimates, the main changes
compared with the Group's current accounting principles will
concern the handling of product development costs (IAS 38). Part
of the product development costs that were previously expensed
will be capitalized and amortized over their expected useful
lives. In addition, the IFRS standards may significantly affect
the handling of employee benefits (IAS 19), deferred tax assets
and liabilities (IAS 12) and stock options (ED 2).
CHANGES IN THE GROUP STRUCTURE
Proha sold its minority holding in Tietokate Oy
Proha sold its 20% holding in the Finnish accounting company
Tietokate Oy in June 2003. The gain on sale had no material
effect on Proha's net sales or result.
OTHER EVENTS DURING THE FINANCIAL YEAR
Proha outsourced the ASP services of Intellisoft to Xenetic Oy
Proha continued to focus on its core business, portfolio and
project management software products, and outsourced the ASP
services of its subsidiary Intellisoft Oy to Xenetic Oy. The
agreement has no material effect on Proha's net sales or result.
ARTEMIS INTERNATIONAL SOLUTIONS CORPORATION
Proha Plc owns 80% of Artemis International Solutions
Corporation (AISC) in the United States.
Steven Yager to chair the Board
In April 2003, the Board of Directors of AISC elected Steven
Yager, President of Gores Technology Group Inc, as the new
Chairman of the AISC Board. Previously, Mr. Yager served as Vice
Chairman of the AISC Board, and until January 25, 2002 as
president and CEO of AISC. The former Chairman, James Cannavino,
continues as a member of the AISC Board.
AISC audit
AISC changed its certifying accountant in January 2003. The new
independent accountant of AISC is Squar Milner Reehl &
Williamson LLP. The audit of AISC' financial statements prepared
in accordance with the US GAAP, and the preparation of the
necessary SEC reports, have not yet been completed for the
financial year ending on December 31, 2003. The auditor of Proha
Plc is Ernst and Young Oy with APA Ulla Nykky as the auditor in
charge.
AISC settles shareholder lawsuit
In June 2003, AISC signed an agreement for the settlement and
release of all claims against AISC in the class action complaint
filed against Opus360 Corporation in April 2001. AISC's insurer
covered substantially all the settlement costs. In 2001, Proha
acquired a Nasdaq-listed company, Opus360 Corporation, and
consolidated it with its subsidiary Artemis. The class action
lawsuit filed against Opus360 Corporation was connected to its
initial public offering in 2000.
AISC's reverse split 1:25
AISC implemented a reverse stock split on February 7, 2003. Each
twenty-five (25) shares of AISC common stock issued and
outstanding were converted into one share of common stock.
Artemis' shareholders approved the reverse stock split at a
special meeting held on October 21, 2002. Prior to the reverse
split, AISC had approximately 250,000,000 shares of common stock
outstanding, and following the reverse split it has
approximately 10,000,000 shares outstanding. The trading of the
reverse split shares commenced on February 7, 2003 on OTCBB. The
new trading symbol for the shares is AMSI. The reverse split is
a technicality that does not have an effect on the size of
Proha's ownership of AISC or on the Proha shares or on the
trading of Proha shares.
AISC divested the SPR operations
AISC divested the operations of Software Productivity Research
(SPR) in December 2003. SPR continues its operations independent
from AISC. The divestiture does not have a significant impact on
the Proha Group's net sales or operating result.
ANNUAL GENERAL MEETING HELD ON APRIL 24, 2003
The Annual General Meeting on April 24, 2003 confirmed the
Financial Statements of 2002. The CEO and the following members
of the Board of Directors were discharged from liability: Pekka
Pere, Olof Ödman, Steven Yager, Alec Gores, and Klaus Cawén. The
other members of the Board of Directors, James Cannavino, Ari
Horowitz and Michael Rusert, were not discharged from liability.
The Annual General Meeting approved the Board of Directors'
proposal according to which the result for the financial year
2002 is entered in capital and reserves and no dividend is paid.
The following six members were elected to the Board of Directors
of Proha Plc: Olof Ödman, Pekka Pere, Klaus Cawén, Alec Gores,
Steven Yager, and Pekka Mäkelä.
Ernst & Young Oy was elected as the company's auditor, with Ulla
Nykky, APA, as the auditor in charge.
Increase in company's share capital
The Annual General Meeting authorized the Board of Directors to
increase the company's share capital through an issue of new
shares, stock options, option warrants and/or convertible bonds
deviating from the shareholders pre-emptive subscription rights.
Pursuant to this authorization, the aggregate maximum number of
new shares to be issued or offered for subscription pursuant to
stock options, option warrants and/or convertible bonds shall
not exceed 10,373,454 shares with an account equivalent value of
EUR 0.26 each, and the share capital of the company may be
increased by no more than EUR 2,697,098.04. This represents 20%
of the registered share capital and of the votes that can be
cast in the General Meeting of Shareholders at the time.
This authorizes the Board of Directors to deviate from the
shareholders' pre-emptive subscription right if there is a
strong financial reason, such as improving the company's capital
structure, financing operations and/or acquisitions and/or
creating incentives for the personnel of the Group. The
authorization entitles the Board to decide on the subscription
price, and other terms and conditions.
Stock option issue
On April 24, 2003, the Annual General Meeting approved the Board
of Directors' proposal to issue a maximum of 850,000 stock
options that are offered, deviating from the shareholders pre-
emptive subscription right, to certain key persons of the Proha
Group and to the members of the Board of Directors of Proha Plc.
The Annual General Meeting decided on the distribution of
450,000 stock options to the members of the Board of Directors
as follows: 120,000 stock options to be issued to the CEO and
66,000 stock options to each of the other members of the Board
of Directors. The Board of Directors decided on the distribution
of the remaining 400,000 stock options.
At its meeting on May 8, 2003, the Board of Directors approved
the subscriptions and confirmed the subscription price for a
share subscribed on the basis of the stock options as EUR 0.50.
In the issue, a total of 824,055 Proha Plc stock options were
subscribed, amounting to a subscription of 824,055 shares. The
stock options were granted without compensation to the key
persons of the Proha Group. On April 24, 2003, the Annual
General Meeting granted a total of 450,000 stock options to the
members of the Board of Directors. The Board of Directors
granted the rest of the stock options. The subscriptions may
increase the share capital by a maximum of EUR 214,254.30.
SHARE CAPITAL AND AUTHORIZATIONS TO ISSUE SHARES
Proha Plc has one class of shares. The book value of the shares
is EUR 0.26 per share and each share entitles the shareholder to
one vote. Proha Plc shares are traded on the NM list of the
Helsinki Stock Exchange. On January 1, 2003, the share capital
of Proha Plc was EUR 13,485,490.20 and the total number of
shares was 51,867,270.
In the special issue on June 27, 2003, Proha Plc's share capital
was increased by EUR 390,000.00 by giving 1,500,000 shares to
three Finnish investment funds. The increase in share capital
was entered into the Trade Register on July 3, 2003.
On December 31, 2003, the share capital of Proha Plc was EUR
13,875,490.20 and the total number of shares was 53,367,270.
The Board of Directors has an authorization given by the Annual
General Meeting on April 24, 2003 to decide on the increase of
the company's share capital. A total of 8,873,454 shares
corresponding to EUR 2,307,098.04 in share capital remain unused
of the authorization representing 17% of the registered share
capital as of December 31, 2003. The authorization is valid
until April 23, 2004.
CONVERTIBLE LOAN
On December 20, 2002, Proha issued a convertible loan that was
offered for subscription to professional investors. A total of
EUR 2,810,000 of the loan was subscribed. The fixed interest of
the loan is 6.00% p.a. The loan matures on December 30, 2007.
The loan can be converted into a maximum of 4,496,000 new
shares.
TRADING ON THE HELSINKI STOCK EXCHANGE
The number of registered shareholders of Proha Plc totaled 3,841
at the end of 2003. During 2003, the share price was EUR 0.43 at
its lowest and EUR 0.84 at its highest. The closing price was
EUR 0.78 at the end of 2003. Market capitalization was
approximately EUR 41.6 million at the end of the financial year.
The trading volume of the Proha share on the NM list of the
Helsinki Stock Exchange was approximately EUR 15 million in
2003.
EVENTS FOLLOWING THE FINANCIAL YEAR
Patrick Ternier appointed as new president and CEO of AISC
The Board of AISC appointed Patrick Ternier as president and CEO
of the company as of January 23, 2004. The former president and
CEO Michael J. Russert also resigned from his duties as a member
of the Board of Directors of AISC.
Product releases
AISC introduced two new industry specific solutions designed
specifically for energy companies and public sector
organizations.
PROSPECTS FOR 2004
Proha management expects the Group's profitability to improve in
2004 particularly as a result of cost savings in general and
administrative expenses. Streamlining measures that were first
initialized in 2003 will focus on the first quarter of 2004.
These measures will cause non-recurring charges and the full
impact of the savings cannot be seen until after the first
quarter of 2004. Because of the uncertain market situation,
growth expectations are cautious. However, the Group is
well prepared for the possible recovery of the demand.
THE BOARD OF DIRECTORS' PROPOSAL FOR DISTRIBUTION OF PROFIT
The Proha Board of Directors proposes that the profit for the
financial year be entered in capital and reserves and no
dividend be paid.
PRESS CONFERENCE
Proha Plc will publish its financial statement for 2003 on
Thursday, March 4, 2004. The company will hold a press
conference for the media and financial analysts on March 4, 2004
at 14.30 p.m. at World Trade Center, address: Aleksanterinkatu
17, Helsinki.
Welcome
For more information please contact:
Proha Plc
CEO Pekka Pere tel. +358-20-4362 000
pekka.pere@proha.com
http://www.proha.com
Distribution:
Helsinki Stock Exchange
Major Media
PROHA GROUP CONSOLIDATED INCOME STATEMENT AND BALANCE SHEET
JANUARY 1-DECEMBER 31, 2003
The figures in the financial statements are unaudited.
INCOME STATEMENT 1/03-12/03 1/02-12/02
(EUR 1000) (EUR 1000)
Net sales 76 792 100 824
Share of associated
companies' results 5 -316
Other operating income 1 031 4 098
Materials and services -6 188 -13 467
Staff costs -56 782 -63 234
Depreciation, amortization and
value adjustments
Depreciation according to plan -1 133 -2 059
Value adjustments of investments
held as non-current assets 0 -703
Amortization of goodwill
on consolidation -1 982 -2 243
Change in consolidation reserve 36 2 744
Depreciation, amortization and
value adjustments total -3 079 -2 261
Other operating expenses -17 766 -22 592
Operating profit/loss -5 988 3 052
Financial income and expense 141 235
Profit/loss before extraordinary
items, appropriations and taxes -5 847 3 287
Income taxes -978 -786
Change in deferred tax liabilities -78 26
Profit/loss before
minority interest -6 902 2 527
Minority interest 715 -762
Profit/loss for the financial year -6 187 1 765
BALANCE SHEET 31.12.2003 31.12.2002
ASSETS
Non-current assets
Intangible assets 463 508
Goodwill on consolidation 12 420 14 406
Tangible assets 997 1 755
Investments 2 114 2 076
Non-current assets total 15 995 18 745
Current assets
Non-current receivables 448 429
Current receivables 21 120 27 682
Marketable securities 80 92
Cash and cash equivalents 7 058 12 666
Current assets total 28 706 40 869
ASSETS TOTAL 44 701 59 614
LIABILITIES
Capital and reserves
Subscribed capital 13 875 13 485
Share premium account 2 964 3 906
Profit/loss brought forward -796 -4 179
Profit/loss for the financial year -6 187 1 765
Capital loan 0 187
Capital and reserves total 9 857 15 164
Minority interest 1 081 2 392
Consolidation reserve 254 290
Provisions 88 383
Creditors
Non-current creditors 4 317 5 196
Current creditors 29 104 36 189
Creditors total 33 421 41 385
LIABILITIES TOTAL 44 701 59 614
KEY RATIOS OF THE PROHA GROUP 1/03-12/03 1/02-12/02
Net sales (EUR 1000) 76 792 100 824
EBITDA* -2 909 5 313
% of net sales -3.8% 5.3%
EBITA** -4 042 2 551
% of net sales -5.3% 2.5%
EBIT*** -5 988 3 052
% of net sales -7.8% 3.0%
Profit/loss before extraordinary
items, appropriations and taxes -5 847 3 287
% of net sales -7.6% 3.3%
Profit/loss for the financial year -6 187 1 765
% of net sales -8.1% 1.8%
* Earnings before interest, taxes,
depreciation and goodwill amortization
** Earnings before interest, taxes and
goodwill amortization
*** Earnings before interest and taxes
Research and development costs, EUR 1000 7 920 8 610
% of net sales 10.3% 8.5%
Personnel at the end of the financial year 619 643
Average personnel 642 753
1) Weighted number of shares 52 615 215 51 798 227
1) Earnings per share, EUR -0.12 0.03
2) Weighted number of shares
diluted by stock options 53 128 712 51 938 283
2) Earnings per share, EUR *) 0.03
*) The key ratio Earnings per share, adjusted by the dilution
effect, is not presented because it would be better than the
undiluted figure
3) Number of shares
at the end of the financial year 53 367 270 51 867 270
3) Equity per share, EUR 0.19 0.30
Net sales by geographical area 1/03-12/03 1/02-12/02
United States 18% 30%
Finland 10% 14%
Rest of Europe 64% 49%
Asia 8% 7%
Total 100% 100%
Net sales by product type 1/03-12/03 1/02-12/02
One-time license revenue 16% 16%
Recurring license revenue 21% 18%
Services 63% 66%
Total 100% 100%
CASH FLOW STATEMENT 1.1.-31.12.2003 1.1.-31.12.2002
Cash flow from operating activities
Operating profit/loss -5 988 3 052
Adjustments
Depreciation, amortization and
value adjustments 3 079 2 261
Profits and losses on sale of
fixed assets and shares -121 -3 037
Other adjustments -385 165
Change in net working capital -363 -2 883
Financial income and expense, net 236 2
Income taxes -748 195
Cash flow from operating activities -4 290 -245
Cash flow from investing activities
Investments in tangible and
intangible assets -493 -1 071
Cash flow from acquisition of
subsidiaries and associated companies 0 -804
Cash flow from disposal of
subsidiaries and associated companies 150 4 225
Other paid cash flows 0 -57
Other received cash flows 63 263
Cash flow from investing activities -280 2 556
Cash flow from financing activities
Share issue 938 0
Proceeds from short-term loans 5 379 1 487
Repayments of short-term loans -5 972 0
Proceeds from convertible loan 0 2 810
Proceeds from long-term loans 151 1 733
Repayments of long-term loans -1 030 -2 891
Repayments of capital loans -102 0
Dividends paid -401 0
Cash flow from financing activities -1 037 3 139
Change in cash and cash equivalents -5 608 5 450
Cash and cash equivalents Jan.1 -12 666 -6 954
Cash and cash equivalents of
subsidiaries acquired 0 -319
Cash and cash equivalents of
subsidiaries sold 0 57
Cash and cash equivalents Dec.31 7 058 12 666
Change in cash and cash equivalents - 5 608 5 450
CONTINGENT LIABILITIES Group Group
(EUR 1000) 2003 2002
Debts secured by corporate mortgages
Pension loans 107 265
Corporate mortgages given as
security of the loans 168 588
Debts secured by the assets of the company*)
Loans from financial institutions 2 629 651
*) Debt secured by the assets of
Artemis International Solutions Corporation
Debts secured by assets
Loans and checking account credit lines used 576 2 213
Book value of trade receivables, shares
and fixed assets given as security 4 961 6 519
Debts secured by shares
Loans from financial institutions 72 120
Book value of pledged shares 152 152
Leasing and rental liabilities
In the following financial year 3 076 2 494
Thereafter 6 139 1 951
Total 9 215 4 445
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