Annual Report 2012 - Nordkalk · Annual Report 2012 1 Contents Rettig ICC, page 10 Bore, page 16 Nordkalk, page 22 Rettig Group in brief Values, mission and vision 2Year in brief

Annual Report2012

Rettig Groupin brief

Rettig Group is a Finnish family-owned company focusing on three core business areas: Rettig ICC (Europe’s leading supplier of heat emitters and indoor climate regulation), Bore (industrial shipping service provider) and Nordkalk (northern Europe’s leading supplier of limestone-based products for industry, agriculture and environmental care).

Rettig Group Annual Report 2012 1

ContentsRettig ICC, page 10

Bore, page 16

Nordkalk, page 22

Rettig Group in brief

Values, mission and vision 2Year in brief 4Key figures 4Chairman’s review 6CEO’s review 8Rettig ICC 10Bore 16Nordkalk 22

Financial statements 2012

Report of the Board of Directors 28Income statement 32Balance sheet 33Cash flow statement 34Accounting principles 35Notes to the financial statements 37Five-year review 49Calculation of financial ratios 49Auditor’s report 50

Board of Directors 52Group Management 53Contact information 54

2 Rettig Group Annual Report 2012

Our customers, our employees and the Rettig family are our core stakeholders. Our care for the interests of these stakeholders translates into our values: openness, fairness, modesty, plus trust and respect, all reflecting the Rettig way of interacting.

An open mindset is essential for interactive teamwork and sharing information. With a free flow of information we create an atmosphere conducive to understanding our business operations at all levels in the organisation.

Fairness is the Rettig approach to handling both internal and external relationships. It is also our attitude when solving challenges and problems. Solutions that are perceived as fair by all parties become permanent solutions.

Modesty is the principle applied by Rettig in listening to and understanding divergent views and opinions. The opposite of modesty is arrogance. A modest organisation is more sensitive to early signs.

Trust and respect are the most fundamental elements of our interaction and communication with different stakeholders. Without trust and respect people feel neither empowered nor prepared to take charge.

Our Values

Openness

Fairness

Modesty

Trust and respect


FoundationRettig tradition and values – Commitment and engagement of owners and employees – Customer focus and care

&MissionVisionThe Rettig family owns businesses

which create sustainable long-term value growth, have leading positions in selected markets and offer customers more value with less environmental impact.

Rettig ICC More indoor climate comfort with less resources, energy and emissions.

Bore More industrial sea freight services with less fuel and emissions.

Nordkalk More clean water, food, energyand products with less resources and emissions.

Europe’s biggest and most profitable producer of heat emitter solutions. Growth from new and related market segments.

Vision 2020

Leading short-sea shipping service provider with ecological and energy-efficient fleet. Nordkalk is a core client.

Vision 2020

Northern European leader. Good profitability ensured by operational excellence. Growth in high-value businesses and new markets.

Vision 2020


Year 2012 in brief

Rettig ICCRettig ICC faced a mixed market environment in eastern and western Europe, whereas the central-European market remained relatively stable and the Nordic market slowed down in 2012.

In April 2012, Rettig ICC finalised its acquisition of Hewing GmbH, based in Ochtrup in Germany. Hewing is one of the largest producers of polyethylene (PE-X) pipes and multilayer pipes in Europe. The acquisition strengthens Rettig ICC’s posi-tion in the underfloor heating market.

Rettig ICC established a research centre in Crimmitschau in Germany. The new research teams will focus on new technolo-gies, new directives and regulations and on identifying changing customer needs and market trends at an early stage.

Two new energy-saving low-temperature radiator solu-tions, E2 and Vido/iVector, were launched during the year. Both product groups, demonstrating state-of-the-art design and the use of the latest technology, received positive feedback from the market.

Rettig Group key figures

EUR thousands 2012 2011 Change, %

Turnover 970 133 968 109 0%

EBITDA 125 380 134 435 -7%

EBIT 24 486 52 027 -53%

Net result -5 305 12 674 -142%

Return on equity 0 6

Return on capital employed 3 6

Equity ratio 39 40

Gross investments (millions) 44 151

Average number of personnel 4 578 4 560

Capital employed by business area 2012

Rettig ICC, 26%

Bore, 29%

Nordkalk, 45%

Turnover by business area 2012

Rettig ICC, 57%

Bore, 7%

Nordkalk, 36%

Personnel by business area 2012

Rettig ICC, 66%

Bore, 8%

Nordkalk, 26%


Year 2012 in brief

Bore All Bore’s vessels were fully employed throughout 2012, despite the ongoing global economic uncertainty and the over-supply of tonnage in all market segments.

Bore is actively preparing to meet the stricter demands for the treatment of ballast water as well as sulphur and nitrogen emissions coming into force in 2015. The new vessels M/V Bore Sea and M/V Bore Song are equipped with a number of ecological solutions, making them pioneers of environmentally friendly shipping. Bore has an environmental adjustment plan for the rest of the fleet.

Bore and Nordkalk strengthened their co-operation in the transport of limestone in order to optimise the use of Bore’s fleet and benefit from sea logistics synergies.

The continuous efforts to improve the working environ-ment have resulted in a significant decrease in accidents and injuries on board. These efforts were recognised when Bore received the Alandia Safest Workplace Award in April 2012.

Nordkalk The operational environment was characterised by financial insecurity and the crisis in the eurozone during 2012, which was reflected in a cautious sentiment in most customer segments and in all operating countries. As a result, demand for limestone-based products decreased compared with the previous year.

Nordkalk’s plans to open a new limestone quarry in Bunge on northern Gotland were delayed due to opposition against the planned site. The legal procedure, which started in 2006, is still pending.

The extensive modernisation at Nordkalk’s lime plant in Rakke in Estonia, which was started in 2011, was finalised in February 2012 when the second renovated kiln was brought on-stream.

Nordkalk’s R&D teams have created a number of new applications with new patented technologies for several customer segments in recent years. The first market launches of Nordkalk’s new products took place in autumn 2012.


Ownership changesIn recent years, a series of changes have been implemented in the Rettig-owned companies in order to consolidate and strengthen the continued ownership of the branches of the family. In 2012 the ownership changes have been taken further with the objective of each company having one or two main family owners. Keeping the financial position and corporate structure of the companies concerned unchanged was a primary principle. As a result Rettig Capital Ltd, owner of Rettig Group Ltd, is now owned by me and my brother Tom von Rettig’s branch of the family, with me as the majority owner.

These arrangements have been implemented in order to simplify future ownership changes of coming generations, and to safeguard the over 200 years of family business tradi-tions through strong ownership and engagement on into the future.

Governance changesAt the end of July Bjarne Mitts retired from his position as President and CEO of Rettig Group. He was succeeded by Hans Sohlström. I want to thank Bjarne for his good work during his eight years and more as CEO, and I wish Hans good luck and success in his new position.

Our common futureChairman’s review

Cyril von Rettig together with the current and former Presidents and CEOs, Hans Sohlström and Bjarne Mitts respectively.


Our common futureDuring 2012 changes in the composition of the Rettig

Group Board of Directors also took place. I want to thank the retired members, Bengt Ohls and Teppo Taberman, for their valuable contribution throughout many years, and I welcome the new members, Bjarne Mitts, Anders Moliis-Mellberg and Christoffer Taxell, to the Board.

I would also like to take this opportunity to thank my brother Hans von Rettig for his contribution to the work of the Board over the years and also Anna, Max and Robert von Rettig for their participation in the business area management team work, who due to the changes in ownership are leaving their positions.

MissionBy the end of 2012 the Rettig Group strategy was finalised. The strategy includes a mission statement and long-term vision as well as consolidated three-year financial targets and action plans for the Group and each business area. The strategy implementation will be continuously monitored and the rolling three-year strategic plan updated annually.

According to the defined Rettig Group mission statement the Rettig family owns businesses which create sustainable long-term value growth, have leading positions in selected markets and offer customers more value with less environ-mental impact. Our business activities are based on a long-term strategy of profitable growth. As private owners we have the patience to develop the businesses in a sustainable way. It is important that our business areas have a solid foothold and leading position in their respective fields and that they generate a steady and solid cash flow.

With the growing world population, increasing wealth and rising consumption, there are a rapidly increasing number of environmental problems. The demand for sustainable and environmentally friendly products and services continues to grow. Clean technologies for improved energy and material efficiency, the purification of water and air emissions, and environmentally friendlier logistics form the core of environ-mental businesses. Today these represent a global market of over EUR 1 trillion annual sales. Many experts forecast that this market will double in size within the next decade.

All our businesses operate in the area of clean technolo-gies, offering customers more value with less environmental impact. Rettig ICC offers more energy-efficient indoor climate comfort solutions, Bore operates some of the most energy-efficient cargo ships in their category, and Nordkalk offers limestone-based products for environmental care such as flue gas and water cleaning and soil improvement, as well as better efficiency of industrial processes. Development in each business area aims to offer customers more value with less environmental impact.

Vision 2020Based on the Group mission statement, long-term visions have been defined for each business area. Together with the mission statement they form the strategic direction for the whole Group. Our vision is that in 2020 the following will be the case: Rettig ICC is Europe’s biggest and most profit-able producer of heat emitter solutions. Profitable growth comes from both new markets and related business segments. Bore is a leading short-sea shipping service provider with an ecological and energy-efficient fleet that serves its sister company Nordkalk as one of its key customers. Nordkalk is the northern-European leader in the limestone-based products industry. Good profitability is ensured by operational excel-lence. Profitable growth comes from high-value businesses and new markets.

FoundationRettig tradition and values, the commitment and engagement of owners and our employees, and customer focus and care form the basis for the success of Rettig Group now and also in the future. This leads to my last – but not least – point. I want to thank all our employees, customers and business partners for their continuous good co-operation and support during 2012.

Helsinki, 15 February 2013Cyril von Rettig


Operating environmentRettig Group’s operating environment was challenging in 2012 due to structural problems in several European countries, which led to an overall weak European economy. After the third quarter the European Union was officially in recession. The uncertainty about future development was also reflected in a difficult financial market.

Despite the fact that about 80 per cent of Rettig Group’s sales are generated in Finland, Sweden, Germany, Poland, the United Kingdom and France, which were less affected by the euro crisis than southern Europe was, most of our customer segments suffered from the weak European economy. This was reflected in lower than anticipated demand in many customer segments, especially during the second half of the year.

Financial performanceIn light of the challenging operating environment Rettig Group’s performance was satisfactory. The Group trading result (EBITDA) was somewhat below the previous year’s level. Due to an extra EUR 20 million write-down of the book value of Bore’s fleet the operating profit (EBIT) was about half of the previous year’s level.

Thanks to strong focus on cash flow improvement the free cash flow (EBITDA +/- change in net working capital +/- net investments) amounted to EUR 83 million. Thus, the year-end debt was significantly reduced, and we reached net gearing level of 78 per cent.

Rettig ICC’s heat emitters and indoor climate control systems sales and profitability were satisfactory throughout the year. Bore’s industrial shipping business was affected by continuous overcapacity, high fuel costs and low freight levels, which resulted in unsatisfactory profitability. Nordkalk’s limestone-based products business continued to suffer from high energy costs, with a weaker than anticipated demand towards the end of the year resulting in a lower than targeted profitability.

Main eventsThe single largest investment during 2012 was the acquisition of Hewing GmbH, based in Ochtrup in Germany. Hewing is one of the largest producers of PE-X and multilayer pipes in Europe. The acquisition strengthens Rettig ICC’s position in the growing underfloor heating market. During the year Hewing became an integrated part of Rettig ICC.

Rettig ICC established a research centre in Crimmitschau in Germany, focusing on changing customer needs, market and regulatory trends, new technologies and the development of new indoor climate comforts solutions. As a result of Rettig ICC’s efforts to develop more energy-efficient low-temperature heating systems, two new product groups – E2 and Vido/iVector – were successfully launched on the market.

Focus on sustainabilityCEO’s review


During the autumn our business areas Bore and Nordkalk entered into a new form of collaboration in the area of sea freights in order to jointly identify cost-saving opportunities and synergies. Bore is focusing on meeting the demands of upcoming environmental legislation, especially the implemen-tation of the sulphur directive in the Baltic Sea, North Sea and the English Channel in 2015. This means both divestment of old vessels and investments in energy saving and flue gas cleaning technology.

Nordkalk’s plans to open a new limestone quarry in Bunge on northern Gotland were delayed due to opposition against the planned site. Nordkalk received the operations permit back in 2009 and in July 2012 the Land and Environment Court of Appeal granted the quarrying conditions and permit, effective immediately. Following local demonstrations and opposition the preparatory work was suspended by the provincial govern-ment of Gotland. In September the Swedish Supreme Court granted a partial leave to appeal in the case and it is currently reviewing the juridical procedure.

The modernisation of Nordkalk’s lime plant in Rakke in Estonia was finalised in February 2012 when the second reno-vated kiln was brought on-stream.

In Lappeenranta in Finland, an environmental impact assessment was started in the autumn as a condition for expanding the stone deposit areas.

As a result of years of R&D efforts and new patented tech-nologies the first steps in the commercialisation of new high-value limestone-based products were taken in the autumn.

Operational health and safety was also one of the key focus areas in all three business areas. This resulted in good developments, especially at Nordkalk, with about 20 per cent fewer accidents than the previous year on our premises, and at Bore, which received the Alandia Safest Workplace Award. The Group’s number of employees at the end of 2012 was 4,417.

Despite an overall difficult financial market Rettig Group successfully issued a EUR 100 million corporate bond and

signed a new syndicated revolving credit facility amounting to EUR 60 million in June.

As a result of the strategy process and the defined mission statement Rettig Group applied for and was granted member-ship in Cleantech Finland in December. Cleantech Finland is a brand and network for leading clean technology companies based in Finland.

Changes in the Rettig Group Management Team were announced in October. Neil Macpherson was appointed CEO of Rettig ICC as of January 2013, succeeding Markus Lengauer, who leaves the company to pursue new challenges outside the Group. Tomas von Rettig was appointed Vice President Corporate Finance and Development as of January 2013. Leif Söderström, Group Treasurer, will retire in summer 2013. I want to thank both Markus and Leif for their good work and wish both Neil and Tomas good luck and success in their new positions.

Outlook 2013The operating environment will remain challenging in 2013 as economic uncertainty prevails, and growth in Europe is fore-casted to be low. We will focus on securing a strong cash flow, reducing debt, improving our cost efficiency and productivity and implementing our strategy to ensure sustainable long-term value growth.

I want to thank our owners, the Rettig family, board members, colleagues and all our employees for their trust and support. Furthermore, I want to thank our customers, finan-ciers and suppliers for good co-operation. Last, but not least, I want to thank my predecessor, Bjarne Mitts, for his valuable support in ensuring a smooth transition.

Helsinki, 15 February 2013Hans Sohlström

Focus on sustainabilityThe Cleantech Finland network brings together leading Finnish cleantech experts and links Finnish competence with global demand. Cleantech Finland is building the country’s reputation as a leading environmental country and the top supplier of clean technology. www.cleantechfinland.com


Rettig ICC is Europe’s leading supplier of heat emitters. The product portfolio comprises hydronic and electric heat emit-ters; the main product group is steel panel radiators but also includes bathroom and various decorative radiators, convec-tors and the increasingly important underfloor heating. Rettig ICC is also active in valves and controls for hydronic heating systems and stainless-steel chimney systems.

Although Rettig ICC sells its products in China, Japan and the USA, the largest part of the business is done in Europe, where Rettig ICC operates its own sales forces in virtually all European countries. Heating and sanitary wholesalers, as the main business partners, are supported in day-to-day busi-ness via close contacts with all key decision makers within the supply chain, such as architects, heating engineers and certainly installers.

In addition to sales activities, Rettig ICC runs exten-sive marketing initiatives to create brand awareness for the two umbrella brands; these are Vogel & Noot, Myson and Finimétal on the one hand and Purmo, Radson, LVI and Ther-mopanel on the other. The MMA brand is used for the valves and controls business in Sweden.

Officially as of 1 April 2012 Hewing GmbH, one of the biggest producers of PE-X and multilayer pipes in Europe, became part of Rettig ICC. Hewing, which was acquired from Uponor, the Finnish-based multinational, will operate within the Rettig ICC structure both as the internal supplier/producer for underfloor heating pipes sold under both umbrella brands and additionally as an OEM (original equipment manufac-turer) supplier for external customers – activities which will be run separately from the Rettig internal business. External OEM sales will be kept under the Hewing brand name.

Rettig ICC performs well in key marketsLooking at Rettig ICC’s full-year sales figures in euro, the picture is rather flat in comparison to 2011. This means that essentially all reported growth is due to Hewing’s contribution

to Rettig’s turnover (Hewing is consolidated for nine months in 2012). Behind this quite general picture are a number of changes arising from both the market environment and Rettig ICC’s relative performance in comparison to other market players.

Rettig ICC’s most important market, Germany, proved to be very stable throughout the year. Although the public sector suffered from spending cuts, all product segments (panel radiators, decorative radiators, underfloor heating and chim-neys) were growing. Vogel & Noot clearly benefited from its strong relationship with its key customer, whereas Purmo was able to win new customers and organically grew the business in numerous areas.

The United Kingdom, as the second most important market for Rettig ICC, remained challenging. Official market statistics show that the radiator market in the UK shrank by more than 10 per cent in 2012 in comparison to the previous year, which made it impossible for Rettig ICC to grow sales volumes. Nevertheless Rettig’s sales reports show a similar euro turnover figure as in 2011, which is on the one hand based on currency effects (a stronger British pound) and on the other hand due to both umbrella brands performing better than the market.

Mixed business environment in the eastIn eastern Europe Rettig ICC was confronted with a mixed market environment. The demand pattern in Poland, as the biggest market for Rettig ICC in this region, was and remains clearly impacted by difficult financial markets. Access to sufficient funding became more difficult for both financial and private investors and therefore projects were postponed or even skipped, although there is still unsatisfied demand in the market for residential buildings. As a conse-quence, especially in the first half of 2012, Rettig ICC’s sales fell behind both the expectations and the comparable figures in 2011.

Continuous developmentRettig ICC

Business Marketing and manufacturing of heat emitters, valves and controls and chimney systems Customer base Heating and sanitary wholesalersMarket Northern, western, central and eastern Europe; present also in China and the USA Presence 31 sales offices in 20 different countries 16 production plants in 11 different countries Vision 2020 Europe’s biggest and most profitable supplier of heat emitter solutions. Growth from new and related market segments


In view of the ever-increasing trend towards greater regulation of energy usage, lower emissions and the consequent drive towards increased energy efficiency, in 2012 Rettig ICC decided to increase its resources to research this crucial area. The decision was taken to provide more focus on applied research in the field of heat emitters, cooling and their controls and to build on what we have already learned through collaboration with some of Europe’s best technical schools and universities.

As a consequence of our already close links with the Technical University of Dresden, Neil Macpherson, at that time Deputy CEO of Rettig ICC and also responsible for R&D, decided to look in the historic German region of Saxony to identify a suitable person to head up a research centre to accelerate product development.

He identified Jens Naumann as just such a person and Jens commenced work as our new Research Director on 1 July. Jens comes from near Zwickau in Saxony in Germany and holds a degree in engineering and environmental technology from the University of Applied Science in Zwickau. He is 41 and has extensive knowledge of both the principles and practice behind panel radiators and other emitters and has himself registered a number of patents. He has also been closely involved in research projects with the Technical University of Dresden, amongst others.

In his capacity as Research Director, Jens is responsible for establishing Rettig ICC’s research centre, which will be in Crimmitschau near Zwickau. Once established and with suitable additional specialist staff recruited, he will accelerate our applied research activities whilst establishing close links with the Rettig ICC Product Group Team Leaders within R&D and senior managers in the other parts of our business.

New research centre to accelerate product development

Continuous development


As an industry leader, Rettig ICC’s goal is to produce more with less resources, energy and emissions.

Russia offered again (after a strong 2011) a prosperous business environment. Official figures prove that the heat emitter market was growing in general throughout the year. It is obvious that there is an ongoing trend away from cast-iron radiators to steel panels. Rettig ICC is nowadays the biggest player in this market. In all the other relevant markets of this region (Romania, Hungary, etc.), Rettig ICC benefited from improving market conditions in the second half of 2012, which indicates that these markets now seem to be stabilising, albeit at a lower level.

Both newbuild and refurbishment segments slow down in the Nordic regionFrom the beginning of the year the Nordic market was a disappointment. Sweden, as the most important market in this region, slowed down after the first quarter, which led to falling sales figures both in the hydronic and the electric heat emitter market and for the MMA products (valves and controls). This experience was different from previous economic cycles in that both the newbuild and refurbishment segments slowed down at the same time.

France offers growth opportunitiesIn order to complete the picture of market conditions in 2012 it should also be mentioned that in western Europe the environment for Rettig ICC was quite mixed. Whereas France proved to be a stable marketplace offering growth opportuni-ties in all product segments, the Benelux markets proved increasingly difficult. This is especially true for the Nether-lands, where the market has dropped significantly.

Year 2012 highlights linked to environmental and social responsibilityIt will come as no surprise that all of the highlights in 2012 are directly or indirectly linked to Rettig’s clear commitment to long-term environmental and social responsibility. This is also clearly expressed in Rettig Group’s mission – the target to “offer customers more value with less environmental impact” is clearly stated there. For Rettig ICC this means offering prod-ucts for environmentally friendly heating solutions and using less resources and energy for running the business.

As a consequence, Rettig ICC started some time ago to develop solutions for low-temperature heating systems. This


involves special designs of radiators in combination with underfloor heating and this is clearly the best way to contribute to high energy efficiency in modern heating systems.

Having grown the underfloor heating segment to a signifi-cant business in 2011 it was obvious that becoming a producer of one of the main components of an underfloor heating system must be the next step in Rettig ICC’s strategy. The acquisition of Hewing at the beginning of 2012 gives Rettig ICC access to both sufficient in-house production capacity and to high-level know-how, which guarantees that Rettig ICC will be able to offer state-of-the-art pipe solutions with high standards of quality to the European market.

Year of integration for Hewing The year 2012 was a year of integration for Hewing: internal processes were aligned with Rettig standards, ICT systems were integrated and a new range of pipes was developed to be sold under both Rettig brands as of 2013. Sizeable investments in both machinery and a new logistics centre in Ochtrup are being implemented in the course of 2013.

In 2012 an important element in the relationship with Hewing’s customers was to keep their confidence in our commitment to further co-operation after the change of ownership. Therefore it is very positive to report that not a single external customer reduced volumes as a consequence of Hewing becoming part of Rettig ICC.

Low-temperature radiators successfully launchedRettig ICC has developed low-temperature radiator tech-nology further and has launched two new product groups into the market.

The E2 concept and the Vido/iVector range have received positive feedback from the market – a clear signal that our customers are ready for these kinds of energy-saving radiator solutions.

Research centre establishedIn order to live up to its reputation as an innovative player in the market, Rettig ICC began the establishment of a research centre in Crimmitschau in Germany in 2012. In addition to the existing R&D competence centres, which concentrate very much on the improvement of existing products and technologies, the research teams will focus on new technologies, new directives and regulations and identify changing customer needs and market trends at an early stage.

Close collaboration with leading universities has already started.

Improved processes compensate for higher costsIn operations, primarily production and logistics, a large number of projects were conducted to improve both opera-tional efficiency and the quality of Rettig ICC’s products.

Rettig ICC develops new high-performance products for environ-mentally friendly low-temperature heating systems.


Although costs for labour per hour and transportation are constantly increasing in all countries, Rettig ICC was successful in compensating for this via improved processes and alternative ways of working. Investments in machinery and equipment were substantially higher in 2012 than in the year before.

Steel prices follow the expected patternSteel, as one of the most important factors in the Rettig ICC cost structure, followed very much the expected pattern: at the begin-ning of 2012 steel producers implemented price increases.

Later in the year, the general economic downturn led to lower steel prices, although some price increases were announced. As a result Rettig ICC’s average purchase prices were marginally below the average of 2011 but still above 2010 prices.

Roll-out of the ERP project makes good progressThe roll-out of the enterprise resource planning (ERP) project continued to make good progress in 2012. Driven more or less entirely by internal resources, the Baan system was implemented in Rettig Romania and Rettig Belgium. Additionally, Rettig France started considerable preparatory work in order to be ready for the “go live” early in 2013.

Strategic initiatives identifiedIn a group-wide strategy process, Rettig ICC defined the Vision for 2020 and identified those strategic initiatives that will be necessary to develop the business accordingly.

Rettig Group’s mission to create sustainable long-term value growth led to long-term action plans targeting profitable growth in selected markets and improved internal efficiency based on further exploitation of existing synergies.

Additionally Rettig ICC will enhance its existing “system thinking” and add additional pre-sales services to its offering to the market. In combination with the new Rettig ICC research centre a constant extension and renewal of Rettig ICC’s product and service portfolio can be expected.

Business outlook for 2013The volatility in the marketplace and the insufficient market data make it difficult to come up with a solid outlook for 2013.

During the budget process for 2013 Rettig ICC assumed that the European market would shrink further. However, the “speed of decline” is expected to be lower and a number of new opportu-nities for Rettig ICC should help to compensate for this negative business climate to some extent.

In combination with growth in the field of underfloor heating it is therefore not unrealistic to expect stronger Rettig ICC sales figures in 2013 than in 2012.

Turnover by country 2012

Poland, 8%

Sweden, 8%

Russia, 6%

Belgium, 6%

Austria, 5%

France, 11%

Germany, 24%

Other, 18%

United Kingdom, 14%

Turnover, EuR thousands

700,000

600,000

500,000

400,000

300,000

200,000

100,000

01211100908

Capital employed, EuR thousands

1211100908

500,000

400,000

300,000

200,000

100,000

0

EBITDA, EuR thousands

1211100908

100,000

80,000

60,000

40,000

20,000

0


Tomasz Tarabura Brand Director Purmo Radson

Klaus RogetzerBrand Director Vogel & Noot

Neil MacphersonDeputy Chief Executive Officer(until 31 December 2012)Chief Executive Officer (as of 1 January 2013)

Astrid TschernitzChief Personnel Officer

Jos BongersChief Operations Officer

Markus LengauerChief Executive Officer(until 31 December 2012)

Rettig ICC Management Team

Werner Hinterberger Chief Information Officer

Stig BjörkqvistGroup Business Controller


Bore operates Ro-Ro vessels, Car Carriers and General Cargo vessels. The fleet consists of 19 vessels, of which two have been chartered-in to meet market demands. The Bore-owned vessels fly either a Finnish (11) or Dutch flag (6).

With a selection of General Cargo and Ro-Ro vessels, including the energy-efficient RoFlex® vessels M/V Bore Sea and M/V Bore Song, Bore offers a range of transport solutions to suit customers’ needs.

Because of the tough economic climate with increasing customer demands on performance and environmental requirements, the selling of older tonnage became imminent towards the end of 2012.

The global economic state of affairs, the oversupply of tonnage together with the upcoming environmental legisla-tions affected the transport industry in a way which was visible already during 2011; these factors have put the ship-ping industry under significant pressure whereby all parties within the logistics chain have become increasingly cost conscious, putting pressure on transport costs. Bore’s financial performance was unsatisfactory, requiring actions which are reflected in Bore’s strategy and Vision 2020.

Tough climates and stormy weather in the business environment

RO-RO SEGMENT

All vessels have been in continuous trade during 2012. M/V Estraden, serving Mann Lines, and M/V Seagard,

serving Transfennica, continued their uninterrupted charter agreements since their delivery from the respective yards. Both are trading between northern-European ports.

M/V Bore Sea started her charter for Louis Dreyfus in April 2012, shipping Airbus components on behalf of Fret Cetam from France, north Africa, Italy and Spain.

M/V Bore Song, M/V Norstream, M/V Norsky and M/V Norqueen have been trading for P&O Ferries between the UK, Belgium and the Netherlands.

CAR FEEDER SEGMENT

Bore has three vessels in the car feeder segment – M/V Auto Baltic, M/V Auto Bank and M/V Auto Bay – all chartered to UECC (United European Car Carriers).

GENERAL CARGO SEGMENT

During the year, both long-term and short-term contracts for forestry products were served by the Bore fleet, serving the forestry and pulp products trade to destinations in the UK and France from Finland and Sweden.

The long-term contracts with both Metsä Wood and SCA continued throughout the year. The short-term contract with TTS was renewed in April.

The return cargoes have primarily been industrial raw materials such as clay under agreements with UPM and Imerys, and expanded clay under agreement with Rolf Fischmann. Other return cargo products have included, to mention a few, raw wood, wood chips, animal feed and seeds from the spot market.

This Contract of Affreightment (CoA) business has been operated by eight vessels, of which six are Bore-owned and two are chartered-in vessels (M/V Najland and M/V Trenland).

M/V Klenoden continued her charter operations with Hacklin, serving the German container trade between Mänty-luoto and Hamburg.

Severe weather conditions at the beginning of the year caused delays at sea and in harbours. Therefore, the routes and return journeys suffered, resulting in several ballast voyages in order for Bore to meet contractual obligations. Other issues affecting the business during the year were periods of congestion in harbours and port strikes, causing delays. Bore was particularly affected by the decreased general cargo activity within the Baltic Sea region.

Bunker prices increased from EUR 500/tonne to nearly EUR 600/tonne and stayed high until the second half of the year, returning to the level of EUR 500/tonne at the end of the

Business Sea transport with Ro-Ro vessels, Car Carriers and General Cargo vesselsCustomer base Established line operators and industrial suppliersMarket The Baltic Sea, the North Sea, Biscaya and the Mediterranean SeaPresence Offices in Helsinki and Mariehamn in Finland and in Amsterdam in the NetherlandsVision 2020 Leading short-sea shipping service provider with ecological and energy efficient fleet. Nordkalk is a core client.

First class shippingBore


Being committed to operating our fleet in an environmentally friendly, sustainable and economic way, Bore is constantly looking to improve ship operations and thereby minimise the environmental footprint.

In the RoFlex® vessels M/V Bore Sea and M/V Bore Song, the main engine, featuring common rail technology, provides optimum efficiency and very low fuel consumption. It is designed to give a service speed of 19 knots with an output of 12,000 kW at 600 rpm driving a Rolls-Royce variable-pitch propeller. The ships’ rudder is a very efficient twisted-edge type and can rotate to 65 degrees. Advantages from the combination of the type of rudder and propeller used on the RoFlex® vessels include improved fuel consumption and manoeuvrability.

The RoFlex® concept is designed to be a forerunner to meeting future environmental demands by allowing the installation of sulphur scrubbers and a dual-fuel solution using LNG. A Voltage Frequency Drive (VDF) is currently being installed that transforms the electricity digitally in order for the main engine to be operable on variable speed whilst continuously producing the exact current and voltage. This new methodology allows for improved “Slow Steaming” with a lowered propeller rpm, resulting in a further reduction in fuel consumption.

Additionally, on the RoFlex® vessels a Hyde Marine ballast water treatment system capable of treating up to 700 m³ of seawater per hour has been installed, combining filtration and UV disinfection. The single-engine solution allows the possibility of retrofitting a scrubber to meet future sulphur-reduction requirements without losing any cargo space.

The newly installed NAPA voyage planning system is also designed to improve the fuel consumption of the RoFlex® vessels and further improve their already low environmental impact.

Sustainable shipping for Bore Sea and Bore Song

Second officer Richell Galaura enters Bore Sea’s route from Naples to Cadiz into the NAPA module for the most efficient route planning.

First class shipping


year. The peak in the bunker costs as well as the weak euro in 2012, which caused UK and Swedish port costs to increase, could not be compensated for in the freight rates.

After a slowdown during the European holiday period, the CoA business improved, resulting in increased cargo also for the return trade.

Preparations for the future and ongoing maintenanceBore has strict policies regarding emissions and environmental issues, manifesting the company’s determination to reduce the fleet’s carbon footprint. Bore is actively preparing to meet the demands of EU directives concerning emissions within the northern European Emission Control Areas (ECA) – including the Baltic Sea, the North Sea and the English Channel – where the new environmental legislations are being enforced.

As of 2015 the sulphur content limit in exhaust gas will be reduced to 0.1 per cent from today’s allowance of 1 per cent. Equally, nitrogen emissions and the treatment of ballast water are also on the ecological agenda.

The stricter emissions schemes will prove a challenge for the Finnish market. As 90 per cent of export and 70 per cent of import takes place through sea transport it is important to find economically viable measures that meet the environ-mental requirements.

Bore’s RoFlex® vessels, M/V Bore Sea and M/V Bore Song, are pioneers of economical and sustainable shipping. These vessels are equipped with an approved and certified ballast water treatment system, as well as with ecological solu-

tions such as minimum hull resistance and advanced engine systems that reduce fuel consumption.

M/V Bore Sea also has a voyage planning system and a frequency converter installed that further decrease fuel consumption. Based on the good performance of M/V Bore Sea, plans are being made to install similar systems on M/V Bore Song.

For the rest of the fleet, environmental measures are progressing. A dry scrubber is planned to be installed on M/V Seagard to clean sulphur emissions from exhaust gases. Nordkalk and Bore are in co-operation looking for alternative solutions, and Nordkalk’s R&D is developing limestone based solutions for vessel flue gas desulphurisation.

Keeping the fleet well maintained as well as continu-ously modernising the technical and nautical equipment are essential aspects of shipping in order to achieve a safe working environment for the crew and to give our customers first-class transport solutions at all times.

This year, our technical superintendents have accom-plished four dry dockings and one wet docking on top of general maintenance and repair work of the fleet.

Bore reached High Performance Company levelBore implements corrective actions based on notes and recom-mendations from the in-house deviation reporting system, internal audits, external audits by the classification society and external inspections by Port State Control in order to ensure a safer working environment. Bore continuously works to improve preventive actions in order to avoid safety deficiencies.

Bore is actively preparing to meet the growing environmental demands and is deter-mined to reduce the fleet’s carbon footprint.


Ro-Ro Flag Port of registry Built Length o a Dwt GT Lane metres SpeedBore Sea Finnish Helsinki 2011 195.40 12 110 25 593 2 863 19.0

Bore Song Finnish Helsinki 2011 195.40 12 110 25 593 2 863 19.0

Norstream Dutch Rotterdam 1999 180.00 11 564 20 296 2 630 20.0

Norsky Dutch Rotterdam 1999 180.00 11 564 20 296 2 630 20.0

Norqueen Finnish Helsinki 1980 *) 170.90 11 400 17 884 2 067 18.0

Estraden Finnish Helsinki 1999 162.70 9 741 18 205 2 300 19.0

Seagard Finnish Mariehamn 1999 153.45 7 226 10 488 1 607 23.0

Auto Bay Finnish Helsinki 1997 138.50 6 077 19 094 934 20.0

Auto Bank Finnish Helsinki 1998 138.50 6 165 19 107 934 20.0

Auto Baltic Finnish Mariehamn 1996 138.50 6 165 18 979 934 20.0

General Cargo Flag Port of registry Built Length o a Dwt GT TEU/14 Speed Klenoden Finnish Helsinki 1991 104.81 4 452 3 828 374/221 15.4

General Cargo Flag Port of registry Built Length o a Dwt GT CBM Speed Ostgard Dutch Rotterdam 2001 89.25 3 777 2 868 5 808 12.5

Westgard Dutch Rotterdam 2000 89.25 3 790 2 868 5 808 12.5

Sydgard Dutch Rotterdam 2000 89.25 3 780 2 868 5 808 12.5

Nordgard Dutch Rotterdam 1999 89.25 3 780 2 780 5 687 12.5

Swegard Finnish Mariehamn 2001 94.96 4 956 2 997 6 180 11.5

Fingard Finnish Mariehamn 2000 94.96 4 956 2 997 6 180 11.5

Chartered-inGeneral Cargo Flag Port of registry Built Length o a Dwt GT CBM Speed Trenland Finnish Helsinki 1989 104.81 4402 3826 6540 13.0

Najland Finnish Helsinki 1989 104.81 4402 3826 6540 13.0

*) Rebuilt 1996

Fleet list All vessels have Ice Class 1A or 1A Super

Bore is committed to serving its customers with a well-maintained and continuously modernised fleet.


Jhonny HusellExecutive Vice President, Commercial

With a low number of deficiencies in Port State Control inspections, Bore has earned the title of High Performance Company in accordance with the Paris MOU New Inspection Regime (NIR). This means that the vessels have an extended inspection frequency, up from six to a maximum of 36 months. Bore actively encourages the crew to remain vigilant and strive towards zero deficiencies.

Working environment is essentialMany different nationalities sail on board the Bore vessels, and active work on general health and well-being for everyone is a high priority. With the key values of Openness, Fair-ness, Modesty, and Trust and Respect, Bore shows that the crewmembers’ working environment and job satisfaction are essentials in running a successful business.

The Bore Crewing Guidelines have been developed to accommodate the requirements of the Maritime Labour Convention (MLC) 2006 legislations, which come into force in August 2013 as part of other ILO conventions. The authori-ties will incorporate MLC2006 into the Port State Control regime and pre-audits are being performed as of December 2012.

Bore’s statistics for accidents and injuries on board have decreased significantly over recent years, earning Bore the Alandia Safest Workplace Award in 2012.

Equally, Bore’s sporting achievements and successful participation in events and competitions have frequently been recognised, and in December 2012 M/V Klenoden received the Finnish Seamen’s Service’s (MEPA) Finnish Track and Field Athletics Award. In addition to this award, M/V Kleno-

Bore Management Team

Jörgen BolinVice President, Finance

Katarina Hildén Vice President, HR & Communication

Jörgen Mansnerus Vice President, Marine Management

Thomas FranckChief Executive Officer


den’s Master, Eero Matikainen, who is particularly active in sport, was awarded MEPA’s prestigious Grand Sportsman of the Seven Seas Award, an honour which is only handed out when it is perceived as absolutely deserved.

Preventive health care a focus areaIn June 2012 the Health, Insurance, and Occupational Health Care Act concerning seafarers under Finnish flagged vessels changed, requiring closer co-operation between the employer, the employee and the healthcare provider.

Bore’s occupational health care provider carried out two regular workplace inspections by sending an occupational health doctor and nurse to M/V Klenoden and M/V Auto Baltic. These inspections confirmed that the work environ-ment on Bore vessels meets all legal standards and is designed to minimise safety hazards.

Further initiatives are ongoing to ensure general physical and psychological well-being among the crew, with regular visits from Seamen’s Mission’s appointed chaplains and MEPA’s appointed health and welfare correspondent.

Business outlook for 2013General business challenges will remain tough in 2013, with the uncertainties surrounding economic developments world-wide combined with an oversupply of tonnage in shipping. These factors will impact performance and restrict improve-ment in profitability; Bore expects the business results in 2013 to remain at 2012’s unsatisfactory levels.

However, Bore has good employment in 2013 with contracts concluded for the whole time charter fleet, except for M/V Norqueen, which will be redelivered during the first quarter of 2013. Alternative employment solutions for her are being sought.

The Bore-Nordkalk co-operation will have a positive impact on the CoA business for Bore. The general cargo vessels will continue to provide service for forestry products transportation from Finland and Sweden to the markets in the UK and northern France. Some of the return voyages from continental Europe to Finland and Sweden will be used for Nordkalk limestone transports and Nordkalk internal transfers will also be served by the Bore CoA fleet. The newly founded “Bore Sea Logistics” function will integrate the co-operation between Bore and Nordkalk to optimise the use of the Bore fleet and to benefit from sea logistics synergies within the Rettig Group, thereby improving business results.

The Bore Vision 2020 aims at the company becoming a leading short-sea shipping service provider with an ecological and energy-efficient fleet. In order to achieve this vision Bore will continue its fleet renewal programme and take actions intended to improve year-on-year financial performance.


Sweden, 7%

Portugal, 23%

United Kingdom, 36% Other, 6%

Finland, 23%

The Netherlands, 5%

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For generatio ns to comeNordkalk

Lars Wadmark (left),

Anna Thynell and

Henrik Nordholm form

Nordkalk’s Swedish

Fostop sales team,

finding solutions for

phosphorus reduction

and reuse in agriculture

as well as in water

treatment solutions.

Phosphorus is a major source of eutrophication of our waterways, lakes and seas. Reducing phosphorus leakage from land is an important issue, not least for the countries surrounding the Baltic Sea. The European commission states in the marine directive that: “Human-induced eutrophication should be minimised, especially adverse effects thereof, such as losses in biodiversity, ecosystem degradation, harmful algae blooms and oxygen deficiency in bottom waters.”

From this, each country’s environmental protection agency or government sets its own regional goals. In Sweden, for example, this requires an extensive reduction of nutrient losses from agriculture, which today accounts for about 40 per cent of the total amount of phosphorus loss.

Nordkalk’s Fostop concept is, among other measures, important to help reduce leakage of phosphorus. The main applications aimed for agriculture are structural liming and lime filter ditches. These are methods that improve the water infiltration of the soil, reducing the risk of flooding and surface runoff while the lime effectively binds phosphorus. The methods contribute to a better environment and also to a more efficient agriculture, by improving the structure of the soil and the drainage. It is a long-term investment that will pay off in higher yields, especially during years with wet conditions.

Nordkalk’s Fostop® products help to reduce eutrophication


For generatio ns to comeNordkalk extracts limestone and processes it into high-quality products for industrial and agricultural use as well as for environmental care. The main products are crushed and ground limestone, quicklime and slaked lime. The range of products also includes dolomite and the rare mineral wollastonite.

Nordkalk is the leading producer of limestone-based products in northern Europe, with deposits and production plants in Finland, Sweden, Poland, Norway, Estonia and Russia. Thanks to its mines at 21 locations and an external limestone source network, Nordkalk is able to offer its customers various products and qualities with the needed different physical and chemical characteristics.

Many areas of applicationLimestone is a versatile and often irreplaceable raw mate-rial with many areas of application. It plays a role in the production of many familiar daily products that are needed to maintain our current standard of living. In environmental applications limestone-based products are needed to provide society with the basic prerequisites of life – clean air, clean water and fertile soil.

Limestone-based products contribute to efficient indus-trial processes, and industrial customers represent more than 80 per cent of Nordkalk’s turnover. For Pulp & Paper customers Nordkalk delivers lime qualities needed in pulp cooking processes as well as raw materials for the manufac-turing of the paper pigments GCC and PCC.

Metals & Mining serves customers in the mining and metals industries. Both industries use quicklime and slaked lime to regulate the pH values in their processes as well as to neutralise waste water and slurries. In the steel industry, limestone-based products are used mainly as slag forming agents.

Construction materials form one of the oldest uses for limestone products, and limestone powder is the most frequently used construction material filler in the world. Limestone-based products are also used in road construction and ground engineering.

Other industries include the chemicals industry, as well as the manufacture of sugar, glass and paints. Dolomite is an important raw material for making fertilisers and insulation material, and wollastonite is used to manufacture plastics and ceramics.

In the segment Environmental care lime-based products are used mostly for water treatment and for cleaning flue gases. In the Agriculture segment Nordkalk’s products are used for soil improvement and as fodder lime for animals.

Long-term visionNordkalk will retain its position as a northern European leader. Good profitability is ensured by operational excellence, and growth is found in high-value businesses and new markets.

Continued focus on Health & SafetyIn 2003, zero accidents was set as the target of H&S work in Lappeenranta in Finland. Today it is the common goal for the whole Nordkalk group, and the OHSAS 18001 standard is applied in all production countries.

In 2012 the number of occupational accidents decreased to 38 (compared to 49 in 2011), when taking into account accidents involving personnel of subcontractors working on Nordkalk premises. There were no severe accidents. The number of safety observations rose by about 200 to more than 1,550, which is a sign of the personnel’s right attitude in improving the safety of their own working environment. In June the Vimpeli plant in Finland was the first unit to reach the milestone of ten years without accidents.

Nordkalk’s international H&S Network develops new methods to continuously improve occupational safety. Each accident is a learning process and leads to re-evaluation of all safety and co-operation routines. In 2012, training has been provided, and new protective gear has been introduced. A campaign against eye injuries was started, and the result is encouraging: only five eye injuries took place in 2012, whereas the year before the number was 16.

During 2012 the personnel were offered training in H&S issues, and the zero-tolerance process regarding drugs and

Business Fulfilling customer demands with limestone-based products and knowledge-based service conceptsCustomer base Industrial, environmental and agricultural customersMarket Northern EuropePresence More than 30 locations in nine countries in the Nordic and Baltic Sea regionsVision 2020 Northern European leader. Good profitability ensured by operational excellence. Growth in high value businesses and new markets.


Nordkalk works actively to minimise the environmental impact of its operations and improve process effectiveness.

alcohol continued in each country. The main messages of the campaign are the right attitude and each employee’s personal responsibility for collective safety.

Uncertainty on all markets2012 was characterised by financial insecurity and the crisis in the eurozone, which was reflected in most customer segments and in all operating countries. The prevailing sentiment on markets can be described as cautious, and industrial capacity utilisation has been limited.

As far as customer segments are concerned, the positive exception was globally growing demand for minerals, which has resulted in a boom in the mining industry in northern Finland and Sweden.

The European lime market remains extremely competi-tive, and Nordkalk continues to concentrate on customer care, improved operations and cost efficiency.

Mining industry must earn a social licence to operate As emphasised in the European Union’s Raw Materials Initia-tive from 2008, Nordkalk believes that identified raw-material sources must be made accessible for exploitation by means of functional mining regulations. In land use planning, the interests of nature protection and exploitation of minerals must be balanced.

Today it is crucial for the mining industry to earn the social licence to operate, i.e. acceptance by the surrounding society. This requires mining companies not only to do things right but also to be able to communicate their sustainable behaviour and the importance of their products, which meet a real demand. Mining leaves its mark in the ground and uses non-renewable

raw materials, but the benefits of the limestone industry by far outweigh the disadvantages. Environmental impact is kept to a minimum.

Nordkalk’s plan to open a new limestone quarry in Bunge on northern Gotland has been delayed because of opposition against the planned site. The legal procedure, which started in 2006 when the permit application was filed, is still pending even though Nordkalk received the operations permit as early as 2009. On 5 July 2012 the Land and Environment Court of Appeal granted Nordkalk the quarrying conditions and permit, effective immediately. There were, however, demonstrations at the site, and in September preparatory work was suspended by the provincial government of Gotland. The Swedish Supreme Court granted a partial leave to appeal in the case and it is reviewing the juridical procedure.

In Lappeenranta in Finland an environmental impact assessment (EIA) started in the autumn as a condition for expanding the surplus stone deposit areas. Today most surplus stone is deposited but Nordkalk has intensified the efforts to sell all surplus stone and to minimize the share of deposited stone.

Implementation of the EU’s Industrial Emissions Directive (IED) from December 2011 is taking place in Nordkalk coun-tries that produce quicklime. The directive makes emission limit values stricter, and these can be reached by means of best available techniques (BAT).

The International Maritime Organization (IMO) has decided that from 2015 onwards the Baltic Sea and part of the North Sea down to the English Channel will be operated by ships with bunker fuel containing a maximum of 0.1 per cent sulphur instead of today’s 1.0 per cent. Nordkalk and Bore are co-operating to look for alternative solutions to lower emissions


and, furthermore, Nordkalk’s R&D is developing lime-based solutions for vessel flue gas desulphurisation.

Demand for limestone-based products decreases in 2012Total sales of limestone-based products within Nordkalk decreased during 2012 compared to the previous year.

Sales to the pulp and paper industry decreased some-what in comparison with 2011. The consumption of graphical papers has continued to decrease in Europe.

Sales to the mining industry increased in 2012 in compar-ison with the previous year, even though the growth was not as brisk as it was still in 2011. In the steel industry sales have decreased, especially in the second half of the year. In Finland the steel producer FNsteel announced its bankruptcy and the closure of its two plants in late June. FNsteel was the main customer of the lime kiln in Pargas. In the Baltic countries, however, sales to the steel industry developed positively.

Demand for limestone-based products in the construc-tion materials industry decreased, which is explained by the strong reduction of sales for road construction in Poland since the second quarter of the year, and especially once the road projects for the Euro 2012 soccer tournament in June were finalised. The competitive situation in this segment remains very demanding. In some other construction materials segments Nordkalk’s sales were clearly better than last year.

Sales to the chemicals industry decreased in 2012, which is mostly explained by the closure of the only glass fibre plant in Finland at the end of 2011. Sales of Nordkalk’s dry ground calcite products and wollastonite for the ceramics, plastics, rubber and paint industries showed a positive trend in 2012.

Sales of soil improvement products developed positively in Poland, where a special marketing and awareness programme was run. In Finland the rainy autumn spoiled the lime-spreading season and sales were a disappointment for a third year in a row.

Sales of Fostop® Struktur, a new product that improves the structure of the soil and decreases the leakage of nutrients into waterways, have increased in Sweden where governmental support is available for phosphorus reduction in lakes and waterways.

Total sales of products for environmental care decreased slightly in 2012. This includes products for water treatment and flue gas desulphurisation as well as environmental liming.

Currency rate has a positive impactAs far as currencies outside the eurozone are concerned, the Swedish krona and the Polish zloty strengthened, which had a positive impact on Nordkalk’s turnover and profit.

Business activities in Finland merge into one divisionA major organisational change took place in Finland on 1 June 2012, when two divisions were merged into a new division, PulpPaper & Finland. This division combines production units and sales in Finland as well as sales to the pulp and paper industries. This internal change has allowed Nordkalk to unify, simplify and improve operations.

Introduction of a new range of productsNordkalk’s R&D has in recent years concentrated on finding new applications for limestone-based products, which gener-ally provide cost-effective alternatives. Combined with new

Limestone-based products are needed to provide society with the basic prerequisites of life – clean air, clean water and fertile soil.


patented technologies, it has been possible to create new solu-tions for several customer segments. Products for the concrete industry were the first ones to be introduced to the markets, which was successfully done in October.

Major investmentsOn Gotland in Sweden Nordkalk’s biggest investment ever, the opening of a new limestone quarry in Bunge, has been delayed because of a prolonged legal process. The work is now expected to start in 2013. In all, Nordkalk will invest more than EUR 60 million, and quarrying will be able to continue for 25 to 40 years.

The extensive modernisation at Nordkalk’s lime plant in Rakke in Estonia was finalised in February 2012 when the second renovated kiln was brought on-stream according to plan. Recent months have proved that in addition to product quality improvements, energy efficiency has been considerably improved, and the environmental impact of the plant has been minimised.

In Raahe in Finland a new briquette plant is ready, enabling the use of fine material remaining from quicklime production. The fine material is pressed into briquettes which the steel plant is using. This supports the goal of 100-per-cent usage of raw materials.

A divestment also took place in 2012 when Nordkalk sold its minority share in the Finnish company Viljavuuspalvelu Oy, a laboratory analysis service company for agriculture.

Special training for special needsIn line with efforts to increase efficiency within Nordkalk, the number of personnel decreased in 2012. Among other things, the merger of two divisions in Finland has made it possible to simplify operations and to improve the efficiency of our internal processes.

In Nordkalk Alekseevka in Russia, the number of personnel decreased considerably as a consequence of production shutdown. In Sipoo in Finland, eight employment contracts ceased in 2012 because the only glass fibre plant in Finland was closed down at the end of 2011. Additional co-determination negotiations took place in 2012 in Finland, e.g. due to the bankruptcy of FNsteel, and led to some lay-offs. During the autumn Nordkalk has maintained an ability to adjust quickly to changes in demand.

Various training programmes were offered to the personnel in 2012. The limestone industry often requires special skills that are not taught at any schools. Thus Nordkalk has created special training programmes for the personnel; for example, in Finland a three-year-long process operator course is going on, and in Estonia a qualifying exam for limekiln operators has been established. A group-wide mentoring programme, the third in Nordkalk’s history, was started in the autumn, encour-aging 25 professionals from different countries and operations to share tacit knowledge.

Focus on sustainabilityThroughout 2012, Nordkalk continued to work on reducing the environmental impact of operations, improving process effectiveness, and testing and utilising alternative fuels. The company’s R&D activities aim to raise the utilisation rate of quarried raw materials to 100 per cent and to create new product concepts and market applications for limestone-based products.

The above issues, as well as new logistical solutions and H&S measures as described elsewhere in this report, form the core of Nordkalk’s sustainability.

In environmental care limestone-based products are used both for preventive and corrective purposes. In 2012 Nordkalk made an added effort to save the Baltic Sea from eutrophica-

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Poland, 15%

Germany, 4%

Sweden, 23%Finland, 50%

Other, 4%

Baltic countries, 4%


Nordkalk Management Team

Bertel KarlstedtPresident and CEO

Esa TikkaVice President, Business & Management Development

Anders MattssonVice President, Metals & Mining Division

Kim NordellChief Financial Officer

Jan WeberVice President, Central & Eastern Europe Division

Jarkko KaplinVice President, PulpPaper & Finland Division

Kari VainioVice President, Administration

Tarmo TuominenChief Technology Officer

Måns Fajerson Vice President, Purchasing & Logistics

tion by making a five-year-long commitment to the Baltic Sea Action Group (BSAG). In all operations Nordkalk takes into consideration not only economical but also social and environ-mental points of view.

Business outlook for 2013The euro crisis, followed by the economic downturn, has increased uncertainty on the markets since summer 2011.

Sales to the mining industry are expected to continue on a good level in 2013, while sales to the steel industry are likely

to keep dragging. In the pulp and paper industries a small increase in sales is expected. In agriculture one can predict good sales, since fields are in need of lime after three difficult lime-spreading years, if weather conditions allow. In Poland low demand for road construction will continue and thus the main focus will be on maintaining business and on finding new customer opportunities.

The continued uncertainty is challenging but Nordkalk’s turnover is expected to increase in 2013.


General information The global economy was strongly impacted by developments within the EU in 2012. The underlying structural problems persisted in several eurozone countries and continued to shackle the region’s economies, and by the end of the third quarter of 2012 the EU was officially in recession.

The financial markets continued to be characterised by underlying uncertainty regarding future developments. Similarly, politicians failed to reach agreement on the planned banking union or on how to sever the financial links between the banks and governments.

Despite the challenging business environment, the company turned in a satisfactory performance in 2012, with all three business areas performing largely in accordance with plan.

The company’s radiator business posted a solid set of results in 2012 and both sales volumes and profitability remained satisfactory.

In 2012 the company’s shipping business was weighed down by a combination of market overcapacity of vessels and low charter rents.

The company’s limestone business tailed off during 2012, resulting in slightly lower sales volumes and profitability than planned.

Group structureRettig Group Ltd is the parent company of the Rettig Group (“the Group”), and is a wholly owned subsidiary of Rettig Capital Ltd. The parent company Rettig Group Ltd’s main activities comprise the sale of services to units within the Rettig ICC, Bore and Nordkalk business areas, as well as to other companies in the Rettig Group.

The Group’s radiator business is operated by Rettig Indoor Climate Comfort (Rettig ICC). Operations are managed via the Netherlands-based subsidiary Rettig ICC b.v.

Nordkalk Corporation is a wholly owned subsidiary of the parent company Rettig Group Ltd and is headquartered in Pargas in Finland.

Bore Ltd, which is wholly owned by the parent company Rettig Group Ltd, manages the company’s shipping business and has offices in Helsinki and Mariehamn in Finland along with a branch in the Netherlands.

The acquisition of Hewing GmbH in Germany, which manufactures and supplies pipes for underfloor heating systems, was completed in spring 2012. The company, which is included in the radiator business, posts annual sales of nearly EUR 50 million and employs around 200 people.

Sales and performanceThe Group posted total turnover of EUR 970 million (EUR 968 million) in 2012, which represents an increase of 0.2 per cent or EUR 2 million compared with the previous year. The Group’s EBIT amounted to EUR 24 million (EUR 52 million), which equates to a reduction of EUR 28 million.

The deterioration in the operating result primarily relates to Bore, whose result was impacted by an extra write-down of the vessels’ book value to current market value in the amount of EUR 20 million.

Rettig ICCRettig ICC is the European market leader in radiators for waterborne heat, electrical radiators and indoor climate control regulators.

Demand for radiator products was relatively stable during 2012, despite a slight slowdown in the market. Sales improved in eastern and central Europe, remained stable in western Europe, while the market in northern and southern Europe weakened slightly compared with 2011.

The panel radiator sales volume, which accounts for more than 63 per cent of Rettig ICC’s total sales, amounted to 6.2 million units. This represents a decrease of 0.2 million units compared with the previous year.

In comparison with 2011, sales of underfloor heating systems rose by an impressive 13 per cent, while special radia-tors, including towel warmers and design radiators, increased marginally. In contrast, sales of valves and thermostats fell slightly.

Report of the Board of Directors


The greatest financial risks within the radiator busi-ness relate to fluctuating raw material prices, in particular for steel. The primary strategic risks attach to significant changes in the macroeconomic situation, major changes in the customer base and product range, as well as access to raw materials.

The manufacturing plants are appropriately insured and all key manufacturing units are certified in accordance with the environmental management system ISO 14001.

Rettig ICC posted total turnover of EUR 555 million (EUR 539 million). EBIT came in at EUR 27 million (EUR 31 million). The deterioration in the operating result of EUR 4 million is primarily due to higher fixed costs.

Bore Bore operates Rettig’s shipping businesses and the fleet includes Ro-Ro vessels, car carrier vessels and general cargo vessels.

The Finnish shipping business experienced another chal-lenging year in 2012, with lower transport volumes in combi-nation with overcapacity of Ro-Ro vessels and low charter rents squeezing profitability.

Despite the challenges facing the shipping business, booking rates for Bore’s seventeen vessels were relatively buoyant. One particularly pleasing development was the charter contract for the newbuild Bore Sea with Fret Cetam, which was entered into in spring 2012. Fret Cetam is responsible for maritime transport of Airbus components and the contract runs from April 2012. The other newbuild, Bore Song, has a charter contract with P&O.

A closer collaboration with the sister company Nordkalk started during the year. Nordkalk has extensive sea logistics operations and some of Bore’s vessels are particularly suited to Nordkalk’s requirements. The collaboration is of future strategic value for both Bore and Nordkalk.

The main strategic, operational and financial risks to which the Bore business is exposed relate to customers’ operating conditions and financial position, along with the condition of the vessels and on-board quality levels. Proper

Report of the Board of Directors

insurance cover is in place for all Bore’s vessels, including for off-hire occasions.

Bore, which is environmentally certified to ISO 14001, is increasingly focusing on sustainable development. The busi-ness area is also preparing to meet the forthcoming environ-mental requirements within the Baltic Sea area from 2015.

Bore’s turnover for the year totalled EUR 63 million (EUR 59 million). EBIT amounted to EUR -26 million (EUR -12 million). The significant deterioration in results is attributable to an extra write-down of the vessels’ book value to current market value in the amount of EUR 20 million. When excluding the extra write-down the operating result improved by EUR 6 million in comparison to last year.

NordkalkNordkalk is northern Europe’s leading manufacturer of high-quality limestone-based products for the paper, steel and construction material industries and environmental and agriculture sectors. The company operates in several countries, including Finland, Sweden, Poland, Norway, Estonia and Russia.

Sales tailed off during the second half of 2012. This was in particular due to a marked decline in road construction activities in Poland. Conversely sales remained stable in both Finland and in Sweden.

Preparations to open the new quarry at Bunge on Gotland in Sweden stalled during late summer 2012. The permits and related conditions that Nordkalk had been granted by the Land and Environment Court of Appeal at the beginning of July 2012 were appealed. This resulted in the Swedish Supreme Court announcing in October 2012 that it wished to examine a procedural question in the case and that it had decided to reverse the previous judgement, i.e. that an execution permit was not granted. The Supreme Court is expected to announce its final ruling during the first half of 2013.

The most significant risks to which Nordkalk’s business is exposed are closely related to market demand, increased competition, access to raw materials, energy prices and envi-ronmental requirements.


The environment and quality are key areas for Nordkalk, whose objective is to develop the business in a sustainable manner. Work is continually performed at all locations to mini-mise noise, vibration and dust in operations. All the company’s business locations are certified to the quality standard ISO 9001. Environmental certification to ISO 14001 and health and safety certification in accordance with OHSAS are also in place in the countries where Nordkalk has manufacturing activities.

Nordkalk posted sales of EUR 351 million in 2012 (EUR 369 million). EBIT for the year under review amounted to EUR 21 million (EUR 30 million). The deterioration in the result is primarily due to lower road construction activities in Poland and rising production and energy costs.

Financing and financial position At the end of 2012 the Group had long-term liabilities of EUR 323 million (EUR 329 million) and current liabilities of EUR 285 million (EUR 278 million). The Group’s interest-bearing net debt amounted to EUR 339 million (EUR 366 million). Cash and cash equivalents totalled EUR 74 million (EUR 46 million). At the reporting date the consolidated equity and net gearing ratios were 39 per cent (40 per cent) and 78 per cent (82 per cent) respectively.

In June 2012 the parent company issued a corporate bond of EUR 100 million placed primarily with domestic investors. The five-year corporate bond has a coupon rate of 5.25 per cent. The parent company has from before another five-year corporate bond of EUR 100 million which was issued in 2010.

Interest-bearing net debt in the parent company amounted to EUR 60 million (EUR 84 million), while the equity ratio was 44 per cent (50 per cent). In 2011 the parent company received a capital loan of EUR 26 million from Rettig’s owners. The above capital loan is included in shareholders’ equity in the calculation of the parent company’s and the consolidated equity and net gearing ratios. The main terms of the capital loan are described in the notes to the official statutory financial statements.

SharesThe company’s shares are divided into two categories: ordinary shares and A shares. A total of 179,000 ordinary shares are in circulation. No A shares have been issued. One ordinary share carries 20 votes.

Investments, personnel, payroll expenses and remunerationThe largest individual investment in 2012 related to the acqui-sition of Hewing GmbH, which amounted to EUR 8 million. The investment in Bunge was increased by EUR 4 million during the year and closed the year at EUR 15 million. Other investments were made in the amount of EUR 32 million in non-current assets and in the amount of EUR 7 million in product development.

In 2012 the Group employed an average of 4,578 employees (2011: 4,560 employees; 2010: 4,565 employees), of whom 78 per cent (2011: 77 per cent; 2010: 76 per cent) worked outside Finland. The Group’s payroll expenses and remuneration for the accounting period totalled EUR 153 million (2011: EUR 139 million; 2010: EUR 123 million).

Board of Directors, President and CEO and auditors The Board of Directors for 2012 comprised Cyril von Rettig (Chairman), Ann von Rettig, Hans von Rettig, Tom von Rettig, Martin Granholm (Vice Chairman), Christoffer Taxell, Anders Moliis-Mellberg and Bjarne Mitts. The latter three were elected as new board members at the Annual General Meeting of 15 February 2012.

Hans Sohlström was appointed as new President and CEO for the parent company Rettig Group Ltd on 1 August 2012. He replaced Bjarne Mitts who retired at the same time.

Sixten Nyman, Authorised Public Accountant, and the auditing firm KPMG Oy Ab were the auditors for 2012.

Outlook for 2013Economic uncertainty in Europe is expected to persist and to be accompanied by low growth within the EU. The latter

Gross investments, EuR millions

1211100908

200

150

100

50

0

Average number of employees

12

5,000

4,000

3,000

2,000

1,000

011100908

Net interest-bearing debt, EuR millions

12

500

400

300

200

100

011100908


together with the repercussions of the financial crisis will prob-ably impact all of our various businesses. The key requirement will be to maintain readiness to meet any challenges during 2013 so as to ensure that the businesses can be developed in a sustainable manner.

Proposed distribution of earningsAccording to the balance sheet as of 31 December 2012, the parent company’s distributable earnings were as follows:

Retained earnings 1 January 2012 EUR 364,579,446.65Dividend decision 2012 EUR -12,000,000.00Fund for paid-in unrestricted shareholders’ equity EUR 5,500,000.00Retained earnings from the current accounting year EUR -1,122,504.24Total distributable earnings 31 December 2012 EUR 356,956,942.41

The Board of Directors recommends that no dividend be paid and that the total distributable earnings as of 31 December 2012 be carried forward to new account.

Helsinki, 15 February 2013

Cyril von Rettig, ChairmanAnn von Rettig Tom von Rettig Hans von Rettig Martin GranholmChristoffer Taxell Anders Moliis-Mellberg Bjarne Mitts Hans Sohlström, President and CEO

EBIT, EuR millions

1211100908

60

50

40

30

20

10

0

Turnover by market area, EuR millions

Other markets

Other Europe

Other EU

Finland

Current liabilities

Long-term liabilities

Shareholder’s equity, provisions and minority interest

Capital structure, EuR millions

1211100908

1,000

800

600

400

200

0

1211100908

1,200

1,000

800

600

400

200

0


Income statement NOTE GROUP PARENT COMPANY

EUR thousands 2012 2011 2012 2011

TURNOVER (1) 970 133 100% 968 109 100% 9 022 100% 9 341 100%

Cost of goods sold -792 958 -791 507 0 0

GROSS PROFIT 177 175 18% 176 602 18% 9 022 100% 9 341 100%

Sales and marketing expenses -57 841 -55 904 -142 -269

Administration expenses -52 726 -50 326 -8 149 -7 929

Other operating income (3) 15 065 17 027 384 995

Other operating expenses (3) -57 187 -35 372 -7 0

EARNINGS BEFORE INTEREST

AND TAXES (EBIT) (2), (4) 24 486 3% 52 027 5% 1 107 12% 2 138 23%

Financial income and expenses (5) -22 187 -27 217 -2 003 -44 953

PROFIT BEFORE EXTRAORDINARY ITEMS 2 299 0% 24 810 3% -896 -10% -42 813 -458%

Group contribution (6) -2 211 -1 000 0 0

PROFIT AFTER EXTRAORDINARY ITEMS 88 0% 23 810 2% -896 -10% -42 813 -458%

Change in depreciation difference 0 0 0 -2 403

Direct taxes (7) -2 907 -9 331 -227 985

Minority interest -2 486 -1 805 0 0

NET RESULT -5 305 -1% 12 674 1% -1 123 -12% -44 233 -474%


NOTE GROUP PARENT COMPANY

EUR thousands 2012 2011 2012 2011

ASSETS

NON-CURRENT ASSETS (8)

Intangible assets 7 600 7 119 7 863 9 675

Goodwill 349 703 0 0

Goodwill on consolidation 157 607 174 349 0 0

Tangible assets 575 355 616 075 266 253

Investments (9), (10) 8 357 2 154 669 380 662 533

749 268 68% 800 400 71% 677 509 77% 672 461 83%

CURRENT ASSETS

Inventories (11) 110 985 112 311 0 0

Receivables (12) 150 881 151 925 154 539 111 344

Deferred tax asset (13) 19 348 15 389 4 747 4 808

Current investments 6 5 0 0

Cash and cash equivalents 74 182 46 326 38 931 18 000

355 402 32% 325 956 29% 198 216 23% 134 152 17%

TOTAL ASSETS 1 104 670 100% 1 126 356 100% 875 725 100% 806 613 100%

EQUITY AND LIABILITIES

SHAREHOLDERS’ EQUITY (14)

Share capital 3 011 3 011 3 011 3 011

Retained earnings 396 042 389 845 352 579 408 812

Fund of invested non-restricted equity 0 0 5 500 5 500

Profit for the financial year -5 305 12 674 -1 123 -44 233

393 748 36% 405 530 36% 359 968 41% 373 090 47%

MINORITY INTEREST 14 464 1% 14 637 1% 0 0

PROVISIONS (15) 30 735 3% 32 358 3% 1 099 0% 2 119 0%

LIABILITIES

Capital loans (16) 26 000 2% 26 000 2% 26 000 3% 26 000 3%

Other liabilities (17) 608 118 55% 607 062 54% 488 658 56% 405 404 50%

Deferred tax liabilities (13) 31 605 3% 40 769 4% 0 0

TOTAL EQUITY AND LIABILITIES 1 104 670 100% 1 126 356 100% 875 725 100% 806 613 100%

Balance sheet


Cash flow statement GROUP PARENT COMPANY

EUR millions 2012 2011 2012 2011

CASH FLOW FROM OPERATIONS

Earnings Before Interest and Taxes (EBIT) 24.5 49.9 1 2

Adjustments:

Depreciations 83.2 83.6 2 2

Write-downs 20.0 0.0 0 0

Capital gains/losses included in operating income -1.2 -1.0 0 0

Other non-cash income and expenses -4.4 -2.2 0 0

Interest expenses and other financial expenses paid -24.6 -22.5 -17 -17

Interest income received 1.5 1.3 19 11

Dividends received 0.2 0.1 31 8

Taxes paid -13.2 -15.7 0 0

Cash flow from operations excluding change in working capital 86.2 93.6 36.6 6.6

Change in working capital:

Change in current operating receivables -0.9 15.9 0 0

Change in inventories -0.5 -6.3 0 0

Change in non-interest-bearing liabilities 0.7 -11.2 8 -2

Cash flow from operations (A) 85.4 92.1 44.3 4.9

CASH FLOW FROM INVESTING ACTIVITIES

Investments in intangible and tangible assets -35.7 -150.6 0 0

Acquired subsidiary and associated companies’ shares -8.1 -0.5 0 0

Sale of subsidiary and associated companies’ shares 0.0 0.0 0 1

Sale of intangible and tangible assets 1.8 10.5 0 0

Investments in other non-current assets 0.0 1.7 0 0

Cash flow from investing activities (B) -42.0 -138.8 -0.1 0.3

Cash flow from operations and investing activities (A + B) 43.4 -46.7 44.2 5.1

CASH FLOW FROM FINANCING ACTIVITIES

Increase in long-term loans 115.4 231.3 115 154

Repayments of long-term loans -108.4 -175.3 -23 -62

Change in long-term receivables -7.3 0.0 -39 -87

Change in current receivables non operating 6.5 -11.9 -47 -31

Dividends paid -12.4 0.0 -10 0

Change in current liabilities -9.3 15.3 -20 29

Other financial items 0.0 0.0 -1 3

Cash flow from financing activities (C) -15.5 59.4 -23.3 5.7

Cash flow for the year (A + B + C) 27.8 12.7 20.9 10.9

Cash and cash equivalents on 1 January 46.3 33.6 18 7.2

Cash and cash equivalents on 31 December 74.2 46.3 39.0 18.0


All Group companies apply uniform accounting principles based on Finnish accounting legislation, which conforms to EU accounting directives and to generally accepted accounting standards.

Scope of consolidationThe consolidated financial statements include Rettig Group Ltd and those companies in which the parent company directly or indirectly holds more than half of the voting rights. Dormant companies are excluded since they have no material impact on the disclosure of a true and fair view. Major invest-ments in associated companies, i.e. those in which the parent company directly or indirectly owns 20 – 50 per cent of the voting rights at the year-end, are accounted for in the consoli-dated financial statements using the equity method.

Consolidation principlesThe acquisition of companies is accounted for using the purchase method. The excess value of the purchase price is allocated to the underlying balance sheet items up to the fair value of the assets acquired, and the remaining elimina-tion difference is carried over as goodwill on consolida-tion. If the acquisition cost of the shares is less than the corresponding capital, the negative difference is allocated to the values of assets and liabilities which are considered to be the basis for the difference. The proportion of the negative difference which cannot be allocated is recognised as other operating income in the consolidated profit and loss account. Intragroup transactions, balances and profits, material internal margins and dividends are eliminated on consolidation.

The financial results of subsidiaries acquired or divested during the year are included in the consolidated financial statements from their acquisition date up to their disposal date. The Group’s share of the associates’ net result is reported under financial items in the income statements. The Group’s share in joint ventures is consolidated using the proportionate consolidation method.

The minority interest in equity, including untaxed appro-priations less deferred taxes, and in the net profit for the financial year is calculated prior to the elimination of internal transactions and balances.

Sales gains or losses on divestments of business areas are recognised as operating income/expenses and income taxes due to sales gains are recorded in taxes.

Accounting principles

Non-current assetsThe balance sheet values of tangible and intangible assets are based on direct historical cost less accumulated depreciation and write downs. In addition, certain land areas may be stated at revalued amounts. Asset values are regularly reviewed. A predetermined schedule is applied to calculate depreciation and amortisation of non-current assets. Depreciation and amortisation is calculated using the straight-line method over the assets’ expected useful life. As a rule, depreciation and amortisation periods are as follows:

Intangible rights 5-10 yearsGoodwill 5-10 yearsGoodwill on consolidation 5-20 yearsGoodwill allocated to mines and quarries 30 yearsOther capitalised expenditure 3-10 yearsBuildings and constructions 10-40 yearsVessels 18-25 yearsMachinery and equipment 3-10 yearsHeavy process machinery and kilns 15-25 years Other tangible assets 5-10 years

Land and water are not depreciated with the exception of quarries and mines which are subject to substance deprecia-tions. Amortisation of goodwill on consolidation is generally calculated over five years. When material goodwill arises on the acquisition of a subsidiary, which results in the Group acquiring a significant market share, the amortisation period may be longer than five years, but may not, however, exceed twenty years. The elimination difference allocated to non-current assets on consolidation is depreciated according to the depreciation schedule for each item. Amortisation of consoli-dation goodwill that has been allocated to quarries and mines are amortised over thirty years due to the strategic nature of the mines.

Long-term investments comprise financial investments and receivables intended to be held for more than one year. These are valued at acquisition cost. The value of shares in subsidiaries is reviewed annually against cash flow estimates.

InventoriesInventories are valued using the lower of cost or market method. Cost is calculated according to the FIFO principle. The cost of inventories includes, in addition to direct costs, an appropriate proportion of purchase and production overheads.


Cash and marketable securitiesCash and cash equivalents include cash in hand, bank balances, deposits of up to three months and other funds that are equivalent to cash.

Marketable securities comprise equity securities, deposits and debt securities intended for resale within a year. Market-able securities are stated at the lower of cost or market value. Changes in market values are recognised in the income state-ment under financial items.

Provisions and appropriations Accumulated untaxed appropriations, net of any deferred tax liability, are included in the consolidated balance sheet as part of retained earnings but may not, however, be treated as disposable funds.

Mandatory provisions are future expenses that are judged to be imminent and which will probably not generate any future income. These are charged against income as a provi-sion under liabilities.

The Group’s pension arrangements conform to the customs and practice prescribed by local legislation in each country. Pension costs, post-retirement benefits and changes in pension obligations are mainly recognised in the income statement. Provisions include estimated costs for future pensions. The retirement age of the managing directors of Group companies varies between 60 and 65 years.

Revenue recognitionTurnover is recognised upon the exchange of goods or the performance of services, net of sales taxes, discounts and exchange rate differences. The delivery costs of products sold are recorded as production expenses and bad debts are recog-nised as sales and marketing expenses.

Emission rightsEmission rights are recognised using the net value method. In other words, current values are not recognised in the balance sheet. Emission rights acquired to cover shortfalls, and short-falls not covered by acquisition, are reported as a cost provi-sion according to their value at the balance sheet date. Gains on the sale of surplus emission rights are recognised under other operating income.

Research and development costs Research and development costs are expensed in the year they are incurred.

TaxesTaxes for the financial year are shown in the consolidated financial statements as a combined amount covering the taxes recognised in single-entity financial statements prepared in accordance with local tax rules.

A deferred tax asset or liability is determined by accounting for timing differences between the tax written-down and accounting values of assets and liabilities using the current tax rate or the enacted tax rates effective for the future years. Deferred tax liabilities are recognised in full in the balance sheet, while deferred tax assets are only recognised to the expected extent these can be utilised to reduce future tax. Deferred tax liabilities on acquired fair values are recognised in the consolidated financial statements.

Foreign currenciesForeign currency transactions during the year are recognised in the financial statements at the exchange rates that apply on the date at the transaction.

Receivables and liabilities denominated in foreign curren-cies are translated into euro at the closing rate determined by the European Central Bank (ECB) at the balance sheet date. If the amount is fixed by a forward contract, the forward rate is applied. Realised and unrealised exchange gains and losses on receivables and liabilities are recognised in the income statement.

Derivatives designated as hedges are measured on a monthly basis, and any consequent unrealised gains and losses are recognised in financial income and expenses on the same basis as the gains and losses on the underlying hedged item. Foreign currency-denominated future cash flows can normally be hedged for up to 12 months.

Foreign exchange gains and losses relating to normal business operations are treated as adjustments to sales and purchases. Gains and losses associated with financing are recognised as financial income and expenses.

With regard to shareholders’ equity, translation differ-ences due to exchange rate fluctuations are recognised in the consolidated financial statements under retained earnings. The income statements of all foreign subsidiaries are translated into euro at the months’ average exchange rates and the balance sheets at the year-end exchange rate.


GROUP PARENT COMPANY

EUR thousands 2012 2011 2012 2011

Turnover by business area

Rettig ICC 554 820 538 520 0 0

Bore 63 391 59 460 0 0

Nordkalk 351 048 369 204 0 0

Other 874 925 9 022 9 341

970 133 968 109 9 022 9 341

Other includes eliminations and parent company’s activities.

Management & Royalty Fees reported in turnover.

Turnover by market area

Finland 250 394 254 790 1 780 1 738

Other EU countries 652 314 652 853 6 743 7 173

Other European countries 51 893 43 321 0 0

Other market areas 15 532 17 145 500 429

970 133 968 109 9 022 9 341

Personnel expenses

Wages and salaries 153 492 138 761 2 634 2 610

Pension expenses 12 508 11 799 490 480

Other social expenses 31 645 33 143 498 457

197 645 183 703 3 622 3 548

Salaries and remunerations for management 4 573 4 737 1 141 991

Average number of personnel

In Finland 1 060 1 044 17 18

Abroad 3 518 3 516 0 0

Total 4 578 4 560 17 18

Notes to the financial statements

1)

2)



EUR thousands 2012 2011 2012 2011

Other operating income

Gain from sale of fixed assets 1 422 5 728 17 58

Rent income 1 650 1 705 0 0

Subsidies and grants 861 940 0 0

Compensations from insurance companies 61 501 0 0

Reversal of non-recurring expenses due to restructurings 0 292 0 0

Sale of emission rights 0 356 0 0

Group reserve 3 903 0 0 0

Other 7 168 7 505 366 938

15 065 17 027 384 995

Other operating expenses

R&D expenses -6 873 -5 161 0 0

Depreciation on goodwill and goodwill on consolidation -17 129 -17 677 0 0

Losses on divestments of fixed assets -159 -35 -5 0

Write-downs of fixed assets -20 000 -61 0 0

Non-recurring expenses due to restructurings -1 573 0 0 0

ICT expenses -8 637 -8 329 0 0

Other -2 816 -4 109 -2 0

-57 187 -35 372 -7 0

Depreciation by activity

Purchasing and production 58 915 60 302 0 0

Sales and marketing 835 785 0 0

Research and development 350 273 0 0

Administration 6 002 4 585 1 927 1 970


Amortisation of goodwill on consolidation 16 742 17 155 0 0

83 231 83 622 1 927 1 970

Depreciation by asset category

Intangible rights 1 205 952 1 849 1 845


Goodwill on consolidation 16 742 17 155 0 0

Other capitalised expenditure 1 150 1 250 0 43

Land and water 4 323 3 978 0 0

Buildings and constructions 6 484 7 447 0 0

Vessels 19 647 19 059 0 0

Machinery and equipment 32 162 32 230 78 82

Other tangible assets 1 131 1 029 0 0

83 231 83 622 1 927 1 970

3)

4)



EUR thousands 2012 2011 2012 2011

Financial income and expenses

Share of result, associated companies 38 105 0 0

38 105 0 0

Dividend income

Group companies 0 0 30 872 8 258

Other 188 128 0 0

188 128 30 872 8 258

Interest income


Other 1 114 1 284 81 111

1 448 1 284 18 075 15 984

Interest expenses

Group companies 1 7 111 377

Other 19 773 18 010 15 042 12 963

19 774 18 017 15 153 13 340

Other financial income


Other 62 52 9 538 15 251

62 52 20 318 19 706

Other financial expenses


Write-downs on shares in Group companies 0 0 32 000 47 929

Other 4 149 10 769 19 144 19 095

4 149 10 769 56 115 75 561

Amount of exchange rate differences

included in other financial items: 634 -5 293 845 -3 270

Total financial income and expenses -22 187 -27 217 -2 003 -44 953

Group contribution

Group contribution paid -2 211 -1 000 0 0

-2 211 -1 000 0 0

Direct taxes

Taxes on the result for the financial year -13 205 -15 422 0 -2

Taxes for previous financial years 48 -236 -165 -172

Changes in deferred tax 10 250 6 327 -61 1 159

-2 907 -9 331 -227 985

5)

6)

7)


Parent company 2012 Acquisition

cost

1.1.

Changes in

exchange

rates

Transfers Acquisition Additions Disposals Acquisition

cost

31.12.

Accumulated

depceciation

1.1.

Additions Changes in

exchange

rates

Disposals Accumulated

depreciation

31.12.

Net

book value

31.12.

Intangible rights 18 518 0 0 0 36 0 18 554 8 843 1 849 0 0 10 692 7 863

Other capitalised expenditure 246 0 0 0 0 0 246 246 0 0 0 246 0

Buildings and constructions 475 0 0 0 0 0 475 475 0 0 0 475 0

Machinery and equipment 716 0 0 0 179 -87 808 465 78 0 0 543 265

Other tangible assets 17 0 0 0 0 0 17 17 0 0 0 17 0

Total 2012 19 972 0 0 0 216 -87 20 101 10 046 1 927 0 0 11 973 8 129

Total 2011 314 102 0 0 0 198 -294 328 19 972 142 666 1 970 0 -134 590 10 046 9 928

Intangible and tangible assets 8)

Group 2012 Acquisition

cost

1.1.

Changes in

exchange

rates


cost

31.12.

Accumulated

depceciation

1.1.


exchange

rates


depreciation

31.12.

Net

book value

31.12.

Development expenses 10 0 0 0 255 0 265 0 0 0 0 0 265

Intangible rights 9 686 157 47 83 1 277 0 11 250 7 191 1 205 109 0 8 505 2 745

Goodwill 1 435 54 0 0 0 0 1 489 732 387 21 0 1 140 349

Goodwill on consolidation 328 974 0 0 0 0 0 328 974 154 625 16 742 0 0 171 367 157 607

Other capitalised expenditure 11 793 -2 809 0 308 0 12 908 7 178 1 150 -10 0 8 318 4 590

Land and water areas 97 315 788 1 293 1 138 989 -1 900 99 623 5 899 4 323 29 0 10 251 89 372

Buildings and constructions 152 519 4 333 5 010 1 383 2 433 0 165 678 65 385 6 484 935 0 72 804 92 874

- capitalised interests 273 0 0 0 0 0 273 40 0 0 0 40 233

Vessels 431 775 0 4 0 832 -20 000 412 611 166 320 19 647 0 0 185 967 226 644

Machinery and equipment 503 193 10 440 16 746 0 13 972 -2 876 541 475 370 217 32 162 6 200 -2 329 406 251 135 224

- capitalised interests 3 272 0 0 0 0 0 3 272 326 0 0 0 326 2 946

Other tangible assets 11 423 299 161 0 1 036 0 12 919 5 097 1 131 208 0 6 437 6 482

Construction in progress 27 160 770 -21 942 650 14 815 0 21 453 0 0 0 0 0 21 453

Advance payments, tangibles 2 429 12 -2 128 0 -187 0 126 0 0 0 0 0 126

Total 2012 1 581 257 16 851 0 3 254 35 730 -24 776 1 612 316 783 011 83 231 7 492 -2 329 871 405 740 911

Total 2011 1 481 109 -15 492 0 0 150 255 -34 615 1 581 257 727 086 83 622 -6 935 -20 762 783 011 798 246

EUR thousands


Parent company 2012 Acquisition

cost

1.1.

Changes in

exchange

rates


cost

31.12.

Accumulated

depceciation

1.1.


exchange

rates


depreciation

31.12.

Net

book value

31.12.

Intangible rights 18 518 0 0 0 36 0 18 554 8 843 1 849 0 0 10 692 7 863

Other capitalised expenditure 246 0 0 0 0 0 246 246 0 0 0 246 0

Buildings and constructions 475 0 0 0 0 0 475 475 0 0 0 475 0

Machinery and equipment 716 0 0 0 179 -87 808 465 78 0 0 543 265

Other tangible assets 17 0 0 0 0 0 17 17 0 0 0 17 0

Total 2012 19 972 0 0 0 216 -87 20 101 10 046 1 927 0 0 11 973 8 129

Total 2011 314 102 0 0 0 198 -294 328 19 972 142 666 1 970 0 -134 590 10 046 9 928

Group 2012 Acquisition

cost

1.1.

Changes in

exchange

rates


cost

31.12.

Accumulated

depceciation

1.1.


exchange

rates


depreciation

31.12.

Net

book value

31.12.

Development expenses 10 0 0 0 255 0 265 0 0 0 0 0 265

Intangible rights 9 686 157 47 83 1 277 0 11 250 7 191 1 205 109 0 8 505 2 745

Goodwill 1 435 54 0 0 0 0 1 489 732 387 21 0 1 140 349

Goodwill on consolidation 328 974 0 0 0 0 0 328 974 154 625 16 742 0 0 171 367 157 607

Other capitalised expenditure 11 793 -2 809 0 308 0 12 908 7 178 1 150 -10 0 8 318 4 590

Land and water areas 97 315 788 1 293 1 138 989 -1 900 99 623 5 899 4 323 29 0 10 251 89 372

Buildings and constructions 152 519 4 333 5 010 1 383 2 433 0 165 678 65 385 6 484 935 0 72 804 92 874

- capitalised interests 273 0 0 0 0 0 273 40 0 0 0 40 233

Vessels 431 775 0 4 0 832 -20 000 412 611 166 320 19 647 0 0 185 967 226 644

Machinery and equipment 503 193 10 440 16 746 0 13 972 -2 876 541 475 370 217 32 162 6 200 -2 329 406 251 135 224

- capitalised interests 3 272 0 0 0 0 0 3 272 326 0 0 0 326 2 946

Other tangible assets 11 423 299 161 0 1 036 0 12 919 5 097 1 131 208 0 6 437 6 482

Construction in progress 27 160 770 -21 942 650 14 815 0 21 453 0 0 0 0 0 21 453

Advance payments, tangibles 2 429 12 -2 128 0 -187 0 126 0 0 0 0 0 126

Total 2012 1 581 257 16 851 0 3 254 35 730 -24 776 1 612 316 783 011 83 231 7 492 -2 329 871 405 740 911

Total 2011 1 481 109 -15 492 0 0 150 255 -34 615 1 581 257 727 086 83 622 -6 935 -20 762 783 011 798 246


9)


EUR thousands 2012 2011 2012 2011

Investments

Shares in Group companies 1.1. 0 0 452 553 514 929

Increase 0 0 0 67 307

Decrease caused by division 0 0 0 -57 718

Decrease caused by liquidation 0 0 0 -23 354

Reduction of shares due to repayment of capital 0 0 0 -683

Write-downs 0 0 -32 000 -47 929

Shares in Group companies 31.12. 0 0 420 553 452 553

Receivables from Group companies 6 000 226 335 187 914

Capital loan receivables from Group companies 0 0 22 000 22 000

Shares in associated companies 673 717 0 0

Other shares and holdings 1 163 1 242 67 67

Other receivables 522 195 425 0

Capital loan receivables 0 0 0 0

8 357 2 154 669 380 662 533


Shares and holdings in companies owned by Group and parent company

Subsidiaries owned by parent company Group shareholding

Country and voting rights %

Nordkalk Corporation Finland 100

Bore Ltd Finland 100

Rettig (China) Co. Ltd China 100

Rettig Metal Ticaret ve Sanayi A.S. Turkey 100

Rettig ICC b.v. The Netherlands 100

Rettig Heating Group France SAS France 100

Rettig (UK) Ltd UK 100

Rettig Ireland Limited Ireland 100

Rettig Inc. USA. USA 100

Rettig Sweden AB Sweden 100

Rettig Austria GmbH Austria 100

Rettig SRL Romania 100

Rettig Group Ceska s.r.o. Czech Republic 100

Other Group companies owned by subsidiaries

Finimétal SASU France 100

AB Markaryds Metallarmatur Sweden 100

Rettig Belgium N.V. Belgium 100

Rettig Germany GmbH Germany 100

Hewing GmbH Germany 100

Rettig Värme Ab (group) Finland 100

Rettig Heating Sp.z o.o. Poland 100

Rettig Hungary Kft Hungary 100

VNH Fabryka - Grzejników Sp.z o.o. Poland 100

Rettig Hrvatska d.o.o. Croatia 100

Rettig Slovenija d.o.o. Slovenia 100

Rettig Ic ve Dis Ticaret Limited Sirketi Turkey 100

Nordkalk AB Sweden 100

Nordkalk AS Estonia 100

Nordkalk GmbH Germany 100

NK-East Oy (group) Finland 100

Nordkalk Sp.z o.o. Poland 100

Suomen Karbonaatti Oy Finland 51

NorFraKalk AS Norway 50

Verdalskalk AS Norway 10

10)



EUR thousands 2012 2011 2012 2011

Inventories

Raw materials and supplies 45 786 48 536 0 0

Work in progress 5 454 4 656 0 0

Finished goods 59 175 57 737 0 0

Prepayments 16 219 0 0

Other inventories 554 1 164 0 0

110 985 112 311 0 0

Receivables

Long-term receivables:

Other receivables 8 054 9 742 2 678 2 934

Current receivables:

Loan receivables 0 11 0 0

Trade receivables 115 568 111 298 3 1

Other receivables 14 681 12 061 31 436

Prepayments and accrued income 10 574 10 813 596 6 543

Group companies:

Loan receivables 0 0 142 932 97 893

Trade receivables 0 0 457 947

Other receivables 2 004 8 000 4 895 3 907

Prepayments and accrued income 0 0 2 948 3 490

150 881 151 925 154 539 116 152

Material items included in prepaid expenses

and accrued income

Accrued interests 305 227 303 227

Subsidies and grants 2 922 3 076 0 0

Insurance receivables 11 68 0 0

Rents and leases 848 693 0 0

Tax receivables 2 475 2 269 279 314

Option premium 0 1 144 0 1 144

Deferred taxes

Deferred tax receivable

Timing differences 13 459 11 115 4 747 4 808

Consolidation entries 5 889 4 274 0 0

19 348 15 389 4 747 4 808

Deferred tax liability

Appropriations 18 325 25 692 0 0

Timing differences 13 280 15 077 0 0

Consolidation entries 0 0 0 0

31 605 40 769 0 0

11)

12)

13)



EUR thousands 2012 2011 2012 2011

Shareholders’ equity

Restricted equity

Share capital as of 1.1. 3 011 3 011 3 011 3 011

Share capital as of 31.12. 3 011 3 011 3 011 3 011

Retained earnings as of 1.1. 402 519 406 639 370 079 423 924

Dividends paid -12 000 -9 612 -12 000 -9 612

Other change -405 -3 808 0 0

Translation difference 5 929 -3 374 0 0

Retained earnings as of 31.12. 396 043 389 845 358 079 414 312

Net result -5 305 12 674 -1 123 -44 233

Total shareholders’ equity 393 749 405 530 359 968 373 090

Distributable funds:

Retained earnings 396 043 389 845 358 079 414 312

Fund of invested non-restricted equity 0 0 5 500 5 500

Less equity share of untaxed provisions -56 002 -74 531 0 0

Net result -5 305 12 674 -1 123 -44 233

Total distributable funds: 334 736 327 988 362 457 375 579

14)



EUR thousands 2012 2011 2012 2011

Provisions

Provision for pensions as of 1.1. 16 098 13 568 1 119 1 137

Increase (+) / Decrease (-) 2 407 2 530 -20 -18

Provision for pensions as of 31.12. 18 505 16 098 1 099 1 119

Changes in the year have been recorded under Administrative expenses,

Cost of goods sold, Other operating expenses and in equity.

Provision for warranties and guarantees as of 1.1. 2 128 964 1 000 0

Increase (+) / Decrease (-) -811 1 164 -1 000 1 000

Provision for warranties and guarantees as of 31.12. 1 317 2 128 0 1 000

Increases have been recorded under Cost of goods sold.

Provisions for taxation as of 1.1. 51 850 0 0

Increase (+) / Decrease (-) 5 -799 0 0

Provisions for taxation as of 31.12. 56 51 0 0

Changes have been recorded under Direct taxes.

Provisions for recultivation as of 1.1. 3 961 3 019 0 0

Increase (+) / Decrease (-) -924 942 0 0

Provisions for recultivation as of 31.12. 3 037 3 961 0 0

Other provisions as of 1.1. 10 120 12 305 0 0

Decrease from purchase acquisition calculation Nordkalk -3 351 -1 092 0 0

Other Increase (+) / Decrease (-) 1 051 -1 093 0 0

Other provisions as of 31.12. 7 820 10 120 0 0

Rettig Group Ltd has been granted capital loans in accordance with the Finnish Company Act, subordinated to all other liabilities of the

company, capital and interest payments being subject to the restrictions of the Act, by members of the Rettig family and investors closely

linked to the family. The loans amount to EUR 26 million. The term of the loans is five years until 2016 with a fixed interest rate of 8%

per annum. Accrued interest on the loans as per 31.12.2012 has been booked to the profit and loss account of the financial year.

15)

16)



EUR thousands 2012 2011 2012 2011

Long-term liabilities

Loans from credit institutions 115 434 221 700 109 578 131 442

Pension loans 2 557 3 661 0 0

Corporate bonds 200 000 100 000 200 000 100 000

Other long-term liabilities 4 764 3 832 0 0

322 755 329 193 309 578 231 442

Liabilities falling due after five years:

Loans from credit institutions 57 900 67 470 57 900 67 470

Current liabilities

Current portion of long-term liabilities 22 864 41 164 21 864 22 864

Loans from credit institutions 4 106 4 030 0 0

Pension loans 0 0 0

Advances received 988 2 355 300 300

Trade payables 91 215 87 066 149 143

Other short-term liabilities 87 765 65 375 60 948 39 940

Accruals and deferred income 63 305 66 657 9 970 8 061

Group companies:

Advance payments 0 0 0 0

Trade payables 0 0 13 9

Loan payables 0 0 24 256 37 435

Other short-term liabilities * 15 119 11 222 61 581 65 209

285 362 277 869 179 080 173 962

* Rettig Capital Ltd / Thunship

Material items included in accruals and

deferred income:

Tax liabilities 489 390 0 0

Salary accruals 21 172 19 665 603 692

Annual discounts, marketing supports 23 249 29 293 0 0

Accrued interests 9 405 5 667 8 797 5 667

Valuation of currency derivatives 252 603 252 205

Option premium 0 1 144 0 1 144

17)



EUR thousands 2012 2011 2012 2011

Contingent liabilities

Loans and credit facilities against which

collateral and mortgages have been pledged:

Loans and credit facilities from credit institutions 96 421 286 600 90 978 0

of which outstanding 96 421 214 500 90 978 0

Mortgages on real estate and floating charges pledged 11 700 383 700 0 0

Other collateral pledged 0 86 000 0 0

Total collateral and mortgages pledged 11 700 469 700 0 0

Mortgages on vessels pledged 144 800 144 800 0 0

Other commitments against which mortgages have been pledged 0 2 653 0 0

Floating charges pledged 0 0 0 0

Guarantees issued on behalf of group companies 12 496 2 618 12 496 2 618

Guarantees issued on behalf of third parties 0 12 600 0 1 000

Other commitments 10 401 0 0 0

Leasing and rental commitments:

Portion falling due during the next financial year 16 821 12 851 21 22

Portion for subsequent years 68 699 80 327 18 19

85 520 93 178 39 41

Derivative contracts

Currency derivative contracts, underlying value 107 500 225 457 175 149 279 483

Interest rate derivative contracts, underlying value 158 257 178 960 65 157 85 660

Commodity derivative contracts, underlying value 14 735 17 923 0 3 123


EUR millions 2008 2009 2010 2011 2012

Turnover 682 572 919 968 970

outside Finland, % 97 99 80 74 74

EBITDA 88 88 146 134 125

EBIT 26 23 60 52 24

Profit before extraordinary items 9 14 38 25 2

% of turnover 1 2 4 3 0

Net result 1 8 21 13 -5

Balance sheet total 751 778 1 060 1 126 1 105

Net debt 171 144 298 366 339

Equity ratio % 52 54 43 40 39

Net gearing % 44 34 66 82 78

Return on capital employed % 4 4 7 6 3

Return on equity % 0 2 5 6 0

Gross investments 20 59 104 151 44

Average number of personnel 3 677 3 492 4 565 4 560 4 578

*) Proforma unaudited; Rettig Group consolidated as if Nordkalk had been wholly owned from 1 January 2010.

Five-year review

Calculation of financial ratios

Equity ratio % = Shareholders’ equity + minority interest

x 100 Balance sheet total - advances received

Net gearing % = Interest-bearing liabilities - interest-bearing receivables and investments

x 100 Shareholders’ equity + minority interest

Return on capital employed % = EBIT

x 100 Capital employed, annual average

Return on equity % = Profit before extraordinary items - direct taxes

x 100 (Shareholders’ equity + minority interest), annual average

Note: Capital loans treated as shareholders’ equity in the calculations.

*)


We have audited the accounting records, the financial statements, the report of the Board of Directors, and the administration of Rettig Group Ltd for the year ended 31 December 2012. The financial state-ments comprise the consolidated balance sheet, income statement and cash flow statement and notes to the consolidated financial statements, as well as the parent company’s balance sheet, income statement, cash flow statement and notes to the financial statements.

Responsibility of the Board of Directors and the President & CEO The Board of Directors and the President & CEO are responsible for the preparation of financial state-ments and report of the Board of Directors that give a true and fair view in accordance with the laws and regulations governing the preparation of the financial statements and the report of the Board of Direc-tors in Finland. The Board of Directors is responsible for the appropriate arrangement of the control of the company’s accounts and finances, and the President & CEO shall see to it that the accounts of the company are in compliance with the law and that its financial affairs have been arranged in a reliable manner.

Auditor’s Responsibility Our responsibility is to express an opinion on the financial statements, on the consolidated financial statements and on the report of the Board of Directors based on our audit. The Auditing Act requires that we comply with the requirements of professional ethics. We conducted our audit in accordance with good auditing practice in Finland. Good auditing practice requires that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and the report of the Board of Directors are free from material misstatement, and whether the members of the Board of Directors of the

TO The AnnuAl GenerAl MeeTinG Of reTTiG GrOup lTd

Auditor’s report


Helsinki, 15 February 2013 KPMG Oy Ab Sixten Nyman Jari Härmälä Authorised Public Accountant Authorised Public Accountant

parent company and the President & CEO are guilty of an act or negligence which may result in liability in damages towards the company or have violated the Limited Liability Companies Act or the articles of association of the company.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements and the report of the Board of Directors. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation of financial statements and report of the Board of Directors that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements and the report of the Board of Directors.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion In our opinion, the financial statements and the report of the Board of Directors give a true and fair view of both the consolidated and the parent company’s financial performance and financial position in accord-ance with the laws and regulations governing the preparation of the financial statements and the report of the Board of Directors in Finland. The information in the report of the Board of Directors is consistent with the information in the financial statements.


Cyril von Rettig

B.Sc. (Econ.)Born 1954Chairman of the BoardMember since 1988Operational engagement: Bore (1978–1990)

Board of Directors

Tom von Rettig

Born 1955Member since 1988President and CEO 1996–1998Operational engagement: Tobacco (1976–1995)

Anders Moliis-Mellberg

M.Sc. (Eng.)Born 1951Member since 2012Other board assignments: Faxell 2.0 Oy Ab (Chairman)

Bjarne MittsB.Sc. (Econ.)Born 1949Member since 2012 Other board assignments: Svenska Handelsbanken AB (publ) Branch Operation in Finland, Åbo Akademi University Foundation

Martin Granholm

M.Sc. (Eng.), D.Sc. (Tech.) h.c.Born 1946Vice Chairman of the BoardMember since 2005Other board assignments: Algol Oy (Chairman), Oy Norcar-BSB Ab, Åbo Akademi University (Chairman), Fortum Corporation Advisory Council

Christoffer Taxell

LL.M.Born 1948Member since 2012 Other board assignments: Stockmann Plc (Chairman), Sampo Plc, Luvata Oy, Föreningen Konstsamfundet (Chairman)

Ann von RettigM.Sc. (Soc. Sc.)Born 1953Member since 1988Operational engagement: administration and portfolio management (1987–1996)


Group Management

Hans Sohlström

M.Sc. (Tech.), M. Sc. (Econ.)Born 1964President and CEO Employed by Rettig since 2012

Neil Macpherson

M.A. (Hons)Born 1957CEO, Rettig ICC (as of 1 January 2013)Employed by Rettig since 2004 Tomas von Rettig

BBA, CEFABorn 1980Vice President Corporate Finance and DevelopmentEmployed by Rettig since 2008

Leif Söderström

B.Sc. (Econ.)Born 1950Group Treasurer(until 31 December 2012)Senior Vice President(as of 1 January 2013)Employed by Rettig since 1991

Tomas Ölander

B.Sc. (Econ.)Born 1957Chief Financial OfficerEmployed by Rettig since 2002

Berndt Lindberg

Master of LawsBorn 1952Legal counsel Employed by Rettig since 1990

Markus Lengauer

Ph.D.Born 1965CEO, Rettig ICC (until 31 December 2012)Employed by Rettig since 2002 (Vogel & Noot since 1991)

Thomas FranckM.Sc. (Eng.) Born 1950CEO, BoreEmployed by Rettig since 1999

Bertel KarlstedtM.Sc. (Eng.) Born 1962CEO, NordkalkEmployed by Rettig since 2010 (Nordkalk since 2005)


ContactsRettig Group Ltd Bulevardi 46, P.O. Box 115 FI-00121 HelsinkiTel. +358 9 618 831 Fax +358 9 6188 3397Website: www.rettig.fi President and CEO: Hans Sohlström

RETTIG ICC Rettig ICC bv Australiëlaan 6NL-6199 AA Maastricht-AirportTel. +31 43 358 5870Fax +31 43 358 5871E-mail: [email protected] Website: www.rettigicc.com CEO: Neil Macpherson

FRonT oFFICE:saLEs and maRkETInG EnquIRIEs

ausTRIa:Rettig austria GmbH BrANd: VOgEL & NOOTVogel und Noot Strasse 4AT-8661 WartbergTel. +43 3858 601-0Fax +43 3858 601-1298, 1598E-mail: [email protected] Website: www.vogelundnoot.com

Rettig austria GmbHBrANd: PurMOBrandwiesweg 4AT-6383 Erpfendorf / TirolTel. +43 5352 855 0Fax +43 5352 8555E-mail: [email protected]: www.purmo.at

BELGIum:Rettig Belgium nV BrANd: rAdSON, FINIMéTALVogelsancklaan 250BE-3520 ZonhovenTel. +32 11 813 141Fax +32 11 817 378E-mail: [email protected]: www.radson.com

P.R. CHIna:Rettig (China) Co., LtdBrANd: PurMOroom 1908, Tower AOcean International Center56 East 4th ring road100025 BeijingTel. +86 10 8586 8499Fax +86 10 8586 8488E-mail: [email protected]: www.purmo.com.cn

CRoaTIa:Rettig Hrvatska d.o.o. BrANd: VOgEL & NOOTFallerovo Šetalište 22Hr-10000 ZagrebTel. +385 1 65 31 151E-mail: [email protected]: www.vogelundnoot.com

CzECH REPuBLIC:Rettig Group Česká s.r.o.BrANd: VOgEL & NOOTŠmilovského 1121570 01 LitomyšlTel. +420 725 922 411Website: www.vogelundnoot.com

dEnmaRk:Rettig Varme apsBrANd: PurMOrosengade 1dK-6600 VejenTel. +45 75 555 611Fax +45 75 555 622E-mail: [email protected]: www.purmo.dk

EsTonIa:Rettig Radiaator as BrANd: PurMOLiimi 3EE-10621 TallinnTel. +372 670 6906Fax +372 670 6907E-mail: [email protected]: www.purmo.ee

FInLand:Rettig Värme abBrANd: PurMOTobaksgatan, P.O. Box 16 FI-68601 JakobstadTel. +358 6 786 9111Fax +358 6 786 9222E-mail: [email protected]: www.purmo.fi

Rettig Värme abBrANd: LVIKauppakartanonkatu 7 A 62 FI-00930 Helsinki Tel. +358 9 7269 1040Fax. +358 9 7269 1060E-mail: [email protected] Website: www.lvi.eu

FRanCE:Rettig Heating Group France sas BrANd: FINIMéTAL157, avenue Charles FloquetFr-93158 Le Blanc Mesnil CedexTel. +33 1 4591 6200Fax +33 1 4591 6297E-mail: [email protected]: www.finimetal.fr

GERmany:RETTIG Germany GmbHBrANd: PurMOLierestr. 68dE-38690 VienenburgTel. +49 5324 808 0Fax +49 5324 808 999E-mail: [email protected] Website: www.purmo.de

RETTIG Germany GmbH BrANd: VOgEL & NOOTScheeren 8dE-28865 LilienthalTel. +49 4298 919 0Fax +49 4298 919 191E-mail: [email protected]: www.vogelundnoot.de

HunGaRy:Rettig Hungary kft BrANd: VOgEL & NOOTKühne Ede tér 2Hu-9200 MosonmagyaróvárTel. +36 96 88 6101 Fax +36 96 88 9601E-mail: [email protected] Website: www.vogelundnoot.com

IRELand:Rettig Ireland LimitedBrANd: MySON Newcastle WestCounty LimerickTel. +353 69 622 77Fax +353 69 624 48E-mail: [email protected]: www.myson.co.uk

LaTVIa:Rettig Radiators sIa Brand: PurmoMaskavas iela 418 Briga LV-1063Tel. +371 6780 8110Fax +371 6780 8111E-mail: [email protected]: www.purmo.lv

PoLand:Rettig Heating sp.z o.o. BrANd: PurMOul. Józefa Ciszewskiego 15PL-02-777 WarsawTel. +48 22 544 10 00Fax: +48 22 544 10 01E-mail: [email protected]: www.purmo.pl

Contact information


Contacts H = rettig group, head office

H = rettig ICC, head office = rettig ICC, front office

= rettig ICC, operations

Rettig Heating sp.z o.o.BrANd: PurMOul. PrzemysłowaPL-44-203 rybnikTel. +48 32 422 2807, +48 32 422 8815Fax +48 32 422 3766E-mail: [email protected]: www.purmo.pl

VnH Fabryka Grzejników sp.z o.o. BrANd: VOgEL & NOOTul. Budowlanych 10PL-78-600 WałczTel. +48 67 356 5000Fax +48 67 356 5109E-mail: [email protected]: www.vogelundnoot.com

RomanIa:Rettig sRL (office and warehouse)Ferma 8, Hala 17-18rO-407310 gilau Jud. ClujTel. +40 264 406 771Fax +40 264 406 770E-mail: [email protected]

Rettig sRL (sales and marketing)BrANd: PurMO, rAdSON, VOgEL & NOOTStr. Branduselor Nr 3A, Corp.1, Et. 1Sector 3rO-031253 BucharestTel. +40 21 326 4108Fax +40 21 326 4109E-mail: [email protected]: www.purmo.ro, www.vogelundnoot.ro

RussIa:zao Rettig Varme RusBrANd: PurMO, VOgEL & NOOTPryanishnikova Str 23 A, office 42127550 MoscowTel. +7 495 743 2611Fax +7 495 933 4151E-mail. [email protected]: www.purmo.ru

zao Rettig Varme Rus BrANd: PurMOBusiness Center “gulliver”Torfyanya doroga 7, Liter A197374 St. PetersburgTel./fax +7 812 441 2461(62)E-mail: [email protected]: www.purmo.ru

sLoVEnIa:Rettig slovenija d.o.o. BrANd: VOgEL & NOOTTerceva ulica 12SI-2000 MariborTel. +386 2 250 24 80Fax +386 2 250 24 81E-mail: [email protected]: www.vogelundnoot.com

swEdEn:Rettig sweden aB BrANd: PurMO, THErMOPANELFlorettgatan 29 CSE-254 66 HelsingborgTel. +46 42 153 000Fax +46 42 152 013Email: [email protected], [email protected] Website: www.purmo.se, www.thermopanel.se

= Bore

H = Nordkalk, head office

= Nordkalk, sales/office

= Nordkalk, production

H

HH


Rettig sweden aB BrANd: LVIgjuterigatan 3SE-531 75 JärpåsTel. +46 510 481 300Fax. +46 510 913 16E-mail: [email protected]: www.lvi.eu

unITEd kInGdom:Rettig (uk) Ltd BrANdS: PurMO, VOgEL & NOOT, MySONrettig Park, drum Lane, drum Industrial EstateBirtley County durham, dH2 1ABTel. +44 845 4023 434Fax +44 191 4917 568E-mail: [email protected], [email protected], [email protected]: www.purmo.com, www.myson.co.uk

Rettig (uk) Ltd BrANd: MySONEastern AvenueTeam Valley gateshead, NE11 0PgTel. +44 191 491 4466Fax +44 191 491 7439E-mail: [email protected]: www.myson.co.uk

Rettig (uk) LtdBrANd: MySONEast reach House, East reachTaunton TA1 3ENTel. +44 1823 339 570Fax +44 1823 339 571E-mail: [email protected]: www.myson.co.uk

unITEd sTaTEs:Rettig Inc. usa BrANd: MySON45 Krupp drive Williston, Vermont 05495Tel. +1 802 654 7500Fax +1 802 654 7022E-mail: [email protected]: www.mysoninc.com

oPERaTIons: manuFaCTuRInG, PuRCHasInG and LoGIsTICs EnquIRIEs

ausTRIa:Rettig austria GmbH gustav-Kramer Str. 5AT-8605 Kapfenberg-diemlachTel. +43 3858 601 1650Fax +43 3858 601 1625

BELGIum:Rettig Belgium nV Vogelsancklaan 250BE-3520 ZonhovenTel. +32 11 813 141Fax +32 11 817 378

FInLand:Rettig Värme ab Tobaksgatan, P.O. Box 16 FI-68601 JakobstadTel. +358 6 786 9111Fax +358 6 786 9222

FRanCE:Finimétal sasu rue Louis PasteurFr-62118 Biache St. VaastTel. +33 3 2150 4770Fax +33 3 2107 8929

GERmany:RETTIG Germany GmbH Lierestr. 68 dE-38690 VienenburgTel. +49 5324 808 0Fax +49 5324 808 999

RETTIG Germany GmbHdammstr. 30dE-98617 MeiningenTel. +49 3693 44 020Fax +49 3693 44 0233

RETTIG Germany GmbHScheeren 8dE-28865 LilienthalTel. +49 4298 919 0Fax +49 4298 919 191

HunGaRy:Rettig Hungary kft Kühne Ede tér 2Hu-9200 MosonmagyaróvárTel. +36 96 88 6000Fax +36 96 88 9601

IRELand:Rettig Ireland LimitedNewcastle WestCounty LimerickTel. +353 69 622 77Fax +353 69 624 48

PoLand:Rettig Heating sp.z o.o. ul. PrzemysłowaPL-44-203 rybnikTel. +48 32 422 2807, +48 32 422 8815Fax +48 32 422 3766

VnH Fabryka Grzejników sp.z o.o. ul. Budowlanych 10PL-78-600 WałczTel. +48 67 356 5000Fax +48 67 356 5109

swEdEn:Rettig sweden aBgjuterigatan 3SE-531 75 JärpåsTel. +46 510 481 300Fax. +46 510 913 16

TuRkEy:Rettig metal Ticaret ve sanayi a.Ş.Ataturk Mahallesi 27 Sokak No. 4Kemalpasa - İzmirTel. +90 232 877 1787Fax +90 232 877 1760

unITEd kInGdom:Rettig (uk) Ltd MANuFACTurINg ANdPurCHASINg, rAdIATOrS ANd uNdErFLOOr HEATINg Eastern AvenueTeam Valley gateshead, NE11 0PgTel. +44 191 491 4466Fax +44 191 491 7439

Rettig (uk) LtdMANuFACTurINg, CONVECTOrSunicorn Trading ParkSomerden road, HullEast yorkshire, Hu9 5PETel. +44 1482 711 709Fax +44 1482 787 221

Rettig (uk) LtdLOgISTICS, ALL PrOduCTSrettig Park, drum Lane, drum Industrial EstateBirtley County durham, dH2 1ABTel. +44 191 492 1700Fax +44 191 492 9484

VaLVEs and ConTRoLs EnquIRIEs:

swEdEn:aB markaryds metallarmatur Järnvägsgatan 19 / Box 10SE-285 21 MarkarydTel. +46 43 373 700Fax +46 43 373 798E-mail: [email protected]: www.mma.se

PIPEs EnquIRIEs:

GERmany:Hewing GmbHWaldstr. 3dE-48607 OchtrupTel. +49 2553 7001E-mail: [email protected]: www.hewing.com

BoRE

FInLand:Bore Ltd Bulevardi 46, P.O. Box 115 FI-00121 HelsinkiTel. +358 9 6188 3300 Fax +358 9 6188 3398Website: www.bore.euCEO: Thomas Franck

Bore LtdTorggatan 14 BAX-22100 MariehamnÅland Tel. +358 18 167 66Fax +358 18 127 86Website: www.bore.eu

THE nETHERLands:Bore Ltd nL Branchregus Teleport Towers, office 417Kingsfordweg 151NL- 1043 gr AmsterdamTel. +31 20 4919 781Website: www.bore.eu

oy Thunship abHitsaajankatu 22FI-00810 HelsinkiFinlandTel. +358 9 622 6060Fax +358 9 655 492E-mail: [email protected] Website: www.thunship.fi

noRdkaLk

nordkalk CorporationHEAd OFFICESkräbbölevägen 18FI-21600 PargasTel. +358 20 753 7000Fax +358 20 753 7001E-mail: [email protected]: www.nordkalk.fiCEO: Bertel Karlstedt

saLEs, PRoduCTIon,EnquIREs

EsTonIa:nordkalk as SALES, QuArryVasalemmaEE-76101 HarjumaaTel. +372 673 5595Fax +372 673 5590E-mail: [email protected]: www.nordkalk.ee

nordkalk asQuArryKurevere, Hanila valdEE-90102 LäänemaaTel. +372 5056347 Fax +372 47 75050E-mail: [email protected]: www.nordkalk.ee

nordkalk asSALES, QuArry, KILN, grINdINgFaehlmanni 11 ArakkeEE-46301 Lääne-VirumaaTel. +372 32 60725Fax +372 3260730E-mail: [email protected]: www.nordkalk.ee

FInLand:nordkalk CorporationSALES, QuArry, KILN,grINdINg, HArBOurSkräbbölevägen 18FI-21600 PargasTel. +358 20 753 7000Fax +358 20 753 7001E-mail: [email protected]: www.nordkalk.fi

nordkalk CorporationgrINdINgP.O.B. 555FI-67701 KokkolaTel. +358 20 753 7800Fax +358 20 753 7801E-mail: [email protected]: www.nordkalk.fi

nordkalk CorporationSALES, QuArry, KILN,grINdINg, FLOTATIONFI-53500 LappeenrantaTel. +358 20 753 7000Fax +358 20 753 7401E-mail: [email protected]: www.nordkalk.fi


design: Sees I Printed by: Lönnberg Oy I Paper: Multi Art Silk 350 g and Maxi Silk 170 g. Paper pigments gCC and PCC have been used in the production of these coated woodfree art papers. The paper pigments’ raw material is limestone.

suomen karbonaatti oyPrOduCTION OF PAPEr PIgMENTS FI-53500 LappeenrantaTel. +358 20 710 9800Fax +358 20 710 9810Website: www.karbonaatti.com

nordkalk CorporationSALES, MINE, KILN,grINdINg, SLAKINgLouhiFI-57100 SavonlinnaTel. +358 20 753 7000Fax +358 20 753 7699E-mail: [email protected]: www.nordkalk.fi

nordkalk CorporationSALESyrittäjäntie 19FI-60100 SeinäjokiTel. +358 20 753 7000Fax +358 20 753 7896E-mail: [email protected]: www.nordkalk.fi

nordkalk CorporationQuArry, grINdINgSiikaisten tehdasFI-29860 OtamoTel. +358 20 753 7000Fax +358 20 753 7811E-mail: [email protected]: www.nordkalk.fi

nordkalk CorporationSALES, MINE, grINdINg,HArBOurSipoon tehdasFI-01180 KalkkirantaTel. +358 20 753 7000Fax +358 20 753 7830E-mail: [email protected]: www.nordkalk.fi

nordkalk CorporationSALES, MINE, KILN,grINdINg, SLAKINgTytyriFI-08100 LohjaTel. +358 20 753 7000Fax +358 20 753 7701E-mail: [email protected]: www.nordkalk.fi

nordkalk CorporationQuArry, grINdINgFI-32610 VampulaTel. +358 20 753 7000Fax +358 20 753 7861E-mail: [email protected]: www.nordkalk.fi

nordkalk CorporationQuArry, grINdINgKalkkitehtaantie 474FI-62800 VimpeliTel. +358 20 753 7000Fax +358 20 753 7891E-mail: [email protected]: www.nordkalk.fi

GERmany:nordkalk GmbHSALESKonrad-Adenauer-Strasse 6dE-23558 LübeckTel. +49 451 30 09 38 0Fax +49 451 30 09 38 44E-mail: [email protected]: www.nordkalk.de

LITHuanIa:nordkalk aBSALESVasario 16 g-ve Nr 46LT-76291 SiauliaiTel. +370 41 521 786Fax +370 41 521 787E-mail: [email protected]: www.nordkalk.com

noRway:norFrakalk asKILNKometveien 1NO-7650 VerdalTel. +47 7415 4000E-mail: [email protected]: www.norfrakalk.no

PoLand:nordkalk sp. z o.o.SALESpl. Na groblach 21 PL-31-101 KrakówTel. +48 12 428 65 80 Fax +48 12 429 50 05E-mail: [email protected]: www.nordkalk.pl

nordkalk sp. z o.o.SALES, QuArryMiedziankaPL-26-065 Piekoszów, k/KielcTel. +48 41 306 01 67Fax +48 41 306 01 68E-mail: [email protected]: www.nordkalk.pl

nordkalk sp. z o.o.SALES, QuArry, grINdINgPL-26-332 SławnoOwadów-BrzezinkiTel. +48 44 755 00 03Fax +48 44 757 16 32E-mail: [email protected]: www.nordkalk.pl

nordkalk sp. z o.o.SALES, grINdINgul. gdańska 20NPL-70-661 Szczecin Tel. +48 91 430 73 39Fax +48 91 430 73 35E-mail: [email protected]: www.nordkalk.pl

nordkalk sp. z o.o.SALES, QuArry, grINdINgWolicaul. Kolejowa 1PL-26-060 ChęcinyTel. +48 41 315 46 43Fax +48 41 315 40 02E-mail: [email protected]: www.nordkalk.pl

RussIa:nordkalk alekseevka LtdSALESBusiness Centre Aurora CityPr. Shaumiana, 4, Office 521ru-195027 Saint-PetersburgTel. +7 812 448 9454Fax +7 812 449 9453E-mail: [email protected]: www.nordkalk.ru

nordkalk LLCOFFICE4th Lesnoy pereulok 4ru-125047 MoscowTel./Fax +7 903 726 62 08E-mail: [email protected]: www.nordkalk.ru

swEdEn:nordkalk aBOFFICE, QuArry, KILN,grINdINg, HArBOurNya Hamnvägen / Box 901SE-731 29 KöpingTel. +46 10 476 2500Fax +46 10 476 2534E-mail: [email protected]: www.nordkalk.se

nordkalk aBOFFICEKungsgatan 56, 2 trSE-111 22 StockholmTel. +46 10 476 2500E-mail: [email protected]: www.nordkalk.se

nordkalk aBQuArry, grINdINgIgnabergaSE-281 92 HässleholmTel. +46 10 476 2500Fax +46 10 476 2574E-mail: [email protected]: www.nordkalk.se

nordkalk aBSALES, grINdINg, HArBOurBox 677SE-261 25 LandskronaTel. +46 10 476 2500Fax +46 10 476 2563E-mail: [email protected]: www.nordkalk.se

nordkalk aBKILNBox 50094SE-973 23 LuleåTel. +46 10 476 2500Fax +46 10 476 2597E-mail: [email protected]: www.nordkalk.se

nordkalk aBQuArry, grINdINgBox 74SE-794 22 OrsaTel. +46 250 550 200Fax +46 250 40 953E-mail: [email protected]: www.nordkalk.se

nordkalk aBOFFICE, QuArry, HArBOurLärbro Storugns 2741SE-624 53 LärbroTel. +46 10 476 2500Fax +46 10 476 2644E-mail: [email protected]: www.nordkalk.se

kalkproduktion storugns aB (kPaB)KILNLärbro Storugns 2741SE-624 53 LärbroTel. +46 10 476 2500Fax +46 10 476 2691

nordkalk aBQuArry, grINdINguddagården SE-521 91 FalköpingTel. +46 10 476 2500Fax +46 10 476 2540E-mail: [email protected]: www.nordkalk.se

ukRaInE:nordkalk ukraine ToVOFFICEgalytska st. 1076000 Ivano-FrankivskTel. +380 673 444 020Fax +380 342 750 646E-mail: [email protected]: www.nordkalk.com

Documents

Annual Report 2012 - Nordkalk · Annual Report 2012 1 Contents Rettig ICC, page 10 Bore, page 16 Nordkalk, page 22 Rettig Group in brief Values, mission and vision 2Year in brief