Professional Documents
Culture Documents
Smooth
Service
Smile
Ramirent Annual Report 2018 3
Contents
Ramirent and our strategy
4 2018 in numbers
6 Another year of strong progress
8 Aiming for capital-efficient profitable growth
10 We share to succeed
12
Ramirent Group
Creating value for our stakeholders
14 This is Ramirent
16 Sweden − Good growth and performance
18 Finland − Improved performance
20 Eastern Europe − Solid sales growth
22 Norway − Continued improvement
Sustainability
Sustainable operations
24 Eco-efficiency through smart logistics
and procurement
26 Circularity at the core
28 Renting is a sustainable choice
Financial Statements
30 Safety guides all our operations
32 Focused on leadership and engagement
34 Engaging with our stakeholders
Financial Statements
36 Content table of the Financial Statements
38 Report of the Board of Directors
53 Consolidated Financial Statements
59 Notes to the consolidated Financial
Statements
120 Corporate Governance Statement
126 Remuneration Statement
130 Board of Directors
132 Executive Management Team
134 Auditor’s report
138 Investor relations
139 Information for shareholders
4 Ramirent Annual Report 2018
2018 in
numbers
Sales growth
3.8%
150 20
14.4
*
15
16.8
100
89
11.0
107
9.5
9.3
10
64
59
55
50
5
0 0
2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
*Financial target: ROCE of 16% by 2020
Ramirent Annual Report 2018 5
Employee Leadership
engagement
Top-class in 85 80
83.0
leadership and
83 * 77
74.4
83.9
*
80.0
81 74
74.8
employee
70.7
69.7
79 71
68.8
77.6
77.6
engagement
77 68
75 65
2015 2016 2017 2018 2018 2015 2016 2017 2018 2018
Jan Nov Jan Nov
*Global high performance general norm *Global high performance general norm
0.74
Ramirent Group
Comparable
Sustainability
EPS, EUR
Comparable return on Net debt to
equity, ROE % EBITDA
Financial Statements
30 2.5
16%
2.0
21.7
26.7
2.0
1.7
1.7
20
1.4
1.5
1.7
12.8
10.6
11.1
1.0
10
0.5
0 0
Female employees
2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
of total workforce
0.46
0.44
60 0.50
52
0.40
0.40
0.40
0.46 *
0.40
40
41
0.30
22
20
0.20
-21
-6
EUR
0.10
0
2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
* Board’s proposal *Board’s proposal to AGM
6 Ramirent Annual Report 2018
Another year of
strong progress
For the first time in our company’s history,
2018 was another year Strong financial performance we achieved the global high performance
of strong progress for norm in leadership and even exceeded
I am very pleased with the financial the norm in employee engagement. In our
Ramirent after the performance in all our operating segments strategy, we set this target to be achieved
major improvement in during 2018. All our segments delivered
improved profitability. The financial
by 2020 but delivered on this already in
2018. Going forward, we see this as a crucial
performance achieved performance and strong growth continued success factor for us, as we are operating
in Sweden and Eastern Europe, with in a service business in which every single
in 2017. We succeeded in Eastern Europe becoming our second- employee’s commitment and engagement
all important dimensions largest segment in terms of profits during makes a world of difference in customer
the year. Norway took a further step towards experience.
of financial performance increased profitability, and Finland’s positive
simultaneously: strong financial performance continued. Thanks to
this strong performance, our comparable Co-creating our new mission
growth in net sales, ROCE-% exceeded our 2020 financial and values
target level already in 2018.
strong improvement in During 2018, we co-created together with
comparable earnings per During the past year, we continued our our organization and customers our new
successful and persistent work in our low- mission and values – both coining the
share and ROCE %, and profitability units, in accordance with our statement “Smooth Service with a Smile”.
all this while remaining strategy to reach the goal of not having a
single segment or customer center with an
We believe that our new mission, Smooth
Service with a Smile, will differentiate us
cash flow positive. We operating profit margin below 10%. and help us realizing our vision of providing
an unbeatable service experience to our
also actively shaped our customers.
business portfolio based Shaping our business portfolio
in order to improve capital-
on our strategy and efficiency Going forward with confidence
announced a number During 2018, we sold Ramirent’s Temporary Even though there are some cyclical clouds
of divestments and Space business and signed an agreement gathering above the Nordic construction
on the sales of our equipment rental markets, we at Ramirent remain determined
acquisitions. business in Denmark. At the end of the year, and focused. Renting equipment is
we also announced the closing of Ukrainian expected to continue to gradually increase
operations of Ramirent’s and Cramo’s joint and we know how to drive internal
venture company Fortrent during 2019. performance improvement. Also our
leading position in Eastern Europe with
These have historically been areas of a a vibrant construction market will give us
low return on capital for Ramirent, and opportunities to grow further. Our balance
as part of our strategy, we want to direct sheet is also strong. We are ready to act
our focus on areas where we see higher on any new opportunities and during the
returns. A good example in that area was year, we established a separate Group-level
the acquisition of SRV Kalusto Oy in Finland, organization in Ramirent for the purpose of
completed in December 2018. As a result of surveying, experimenting and developing
these changes, Ramirent’s balance sheet is new future opportunities.
now in strong shape and ready for any new
opportunities. I want to thank all our stakeholders,
customers, shareholders and partners for
this year. A warm thank you also to our
World-class level reached in employees for all your efforts and great
engagement and leadership work done in 2018.
An unbeatable
Mission service experience
in equipment
Smooth service rental
with a smile
Building the
industry’s
best-performing
supply chain
Values Smooth
Ramirent Annual Report 2018 9
Ramirent Group
The key building blocks of our strategy
Winning in the small and medium-sized Building the industry’s best performing Growing capital efficiently
business sector supply chain We will seek above-average growth rates
Our share among small and medium- We will make a step-change improvement in in capital-light product categories and
sized businesses (SMBs) is still below our our availability, delivery accuracy and supply raise our capital efficiency through supply
average and we aim to win in this sector by chain efficiency by 2020 by developing and chain improvements and by optimizing the
Sustainability
further improving our customer experience digitizing our processes. There is a sizable replacement investments. We aim to grow
and availability. untapped potential in our supply chain minimum of 2% p.a. before the effect of
management. growth investments.
Becoming the large customer’s supplier
of choice Tightening performance management of Becoming a great place to work
We want to further strengthen our low-performing units To raise our performance and pursue the
strong position and become the large We will strive to have no units or customer updated strategy and financial targets, we
customer’s supplier of choice by providing centers delivering below 10% EBIT by want to create a great place to work by
advanced total solutions that improve 2020 and implement clear performance developing the Ramirent leadership culture
safety, productivity and sustainability in management standards in the company. and our safety standards to be top-quartile
construction and other industries. Ramirent by 2020.
Financial Statements
has a market-leading offering in what it
takes to help construction businesses
improve their productivity.
Winning in the
small and
Becoming
medium-sized
large customer’s
business sector
supplier of choice
Tighter
Becoming a
Growing capital management of
great place
efficiency low performing
to work
units
Service Smile
10 Ramirent Annual Report 2018
We share to succeed
RAMIRENT AND the whole equipment rental industry has a The trend of outsourcing non-core activities continued to drive
strong role in circular economy by increasing the utilization rate of the demand for equipment rental and related services. Increased
equipment, and thus, reducing the need for owning and producing demand for safety and sustainability, as well as structural changes
more. It is not only the foundation of our business but also our vision brought on by urbanization, digitalization and an aging population,
for a more sustainable society. continued to shape our operating environment.
Megatrends driving
our business:
01 02 03
Circular economy Digitalization Improving productivity
Sharing things emerged originally from a need A key force behind all change affecting society During the past decade, productivity in
to save money, time and the environment. and business, technological development manufacturing has nearly doubled but remained
Now mainstream, it also increasingly affects boosts Ramirent’s offering and understanding flat in construction. This productivity gap
companies looking to optimize operations with of customer needs. New innovations improve presents an opportunity to help customer
on-demand solutions and services. safety, information flow, project follow-up and projects move forward more smoothly and
eco-efficiency. efficiently.
Characterized by
• Need for improved utilization of equipment, Characterized by Characterized by
personnel, knowledge and capital resources • Internet of Things (IoT), new digital rental • Optimization of logistics, enhanced
applications, improved flow of information planning and improved risk management on
• Multiple people using the same machine and access management, new technological construction sites
reduces the environmental burden innovations in the areas of virtual and
augmented reality • Reliable partners enable customers to focus on
• Maximizing the use of equipment through their core businesss
renting decreases the need for producing more • Better anticipation with digital planning tools,
such as the Building Information Modeling
(BIM) system
Ramirent Annual Report 2018 11
Ramirent Group
Sustainability
Financial Statements
04 05 06
Demand for safety and Accelerating urbanization Demographic change
sustainability The concentration of population in growth Increased life expectancy and low birth rates
centers drives urban planning and construction. shape the housing market and ways of living
Growing customer expectations and tightening In the Nordic region, population growth has as well as the supply of workforce. Housing
safety and environmental regulation, such as mainly occurred within the 30 largest urban construction is a major driver of equipment rental.
the EU’s target to cut emissions by 40 percent areas, where more than half of the Nordic
by 2030, push companies to adopt greener population now lives, creating needs in safety, Characterized by
solutions. logistics and planning for builders. • Smaller families and households and the need
for new solutions for senior citizens
Characterized by Characterized by
• Eco-efficient construction planning, decreasing • Increasing migration from rural areas to urban • Mixing cultures, languages and religions in the
fossil fuel usage, safer sites through better centers and from other continents to Europe workforce
planning and training
• Increased building construction, more demand
• Need to improve the energy efficiency of aging for equipment rental and expert services
buildings and to repair moisture and mold
damage
12 Ramirent Annual Report 2018
Suppliers and
subcontractors
• 18,000 partners supporting us to
meet the needs of our customers 294 customer centers
Ramirent Annual Report 2018 13
Ramirent Group
made significant investments especially in goal to truly motivate co-workers to
Finland and Sweden in the development of Ramirent SitePlanner is a unique tool where acknowledge safe ways to use tools and
new digital tools in order to respond to our Building Information Models (BIM) and equipment. The TwinSite platform is also
customers’ needs as well as to meet the 3D-scanned environments are incorporated open for our suppliers’ and partners’ own
challenges the whole industry is now facing. to secure an unbroken information flow communication needs.
in a digital format. SitePlanner helps for
The new technologies, such as Virtual example to design an energy-efficient work Ramirent SitePlanner and Ramirent TwinSite
Reality (VR) and Augmented Reality (AR), site, to optimize logistics, to make virtual can also be used with regular computer
enable a smooth construction process from safety inspections possible and to define screens in 2D mode. Ramirent has put both
the perspective of the entire lifecycle. VR possible risk activities throughout an entire the tools to use during 2018 and they are
Sustainability
and AR already play a significant role in construction project. being developed further during 2019.
the design of construction sites, and their
relevance will continue to grow over the
coming years.
Financial Statements
Outputs
This is Ramirent
Our vision is to offer an unbeatable service
experience to our customers and make owning of
equipment unnecessary in the long run. We enable
our customers to gear up in efficiency and safety by
combining equipment, services and knowhow into
customized rental solutions.
WE SERVE A BROAD RANGE of customer Ramirent’s product portfolio consists times while improving safety and efficiency.
sectors, from households to the largest of modules and containers, scaffolding Customers get more knowledge and
construction and industrial sites in ten and weather shelters, power and heating industry experience delivered through safe
countries in Northern and Eastern Europe. equipment, tower cranes and hoists, heavy and sustainable solutions.
machinery, safety and support equipment,
Ramirent has one of Europe’s largest lifts and light equipment. Ramirent complements its equipment rental
customer center networks, widest offering with related services, ranging from
equipment range and a team of 2,905 rental We also offer total solutions that simplify worksite planning to condition monitoring,
professionals fulfilling customers’ local our customers’ business. We deliver value on-site support, logistics and fuel services
rental and service needs smoothly, cost- throughout the project lifecycle by helping to safety planning and training. Our goal is
efficiently and always with a smile. customers move from several suppliers to to make construction sites of all sizes safer
one organization, reducing costs and lead and more sustainable.
Norway Finland
2686
2654
2576
18% 27%
■ Sweden
■ Finland
■ Eastern Europe
■ Norway Eastern
■ Group staff Europe 17%
■ Denmark
■ Discontinued
operations Sweden
38%
2014 2015 2016 2017 2018
Ramirent Annual Report 2018 15
⬤ Market position
⬤ Customer centers Norway
Market leader in 8 countries
#2
Ramirent Group
2,905 employees (FTE)
78 (79) Finland
150,000 customers
#1 #1
294 customer centers
in 10 countries 40 (42) 58 (57)
25,000 equipment types
712 MEUR annual net sales
Sustainability
Sweden
As of January 1, 2018,
Ramirent Group’s
reportable segments were
Sweden, Finland, Eastern
Europe, Norway and
#1
Denmark. On December 3,
Denmark
Eastern
Financial Statements
2018, Ramirent announced
that it had signed an 111 (108)
agreement to divest its
Danish equipment rental Europe
business. The Danish
operations to be divested
will be reported as
discontinued operations
in the fourth quarter 2018
onwards.
Sale of
Sale of Norway Finland
goods 5%
Industrial Other equipment 3% 10% 25%
18% 25%
Eastern
Europe 27%
Service sales
29%
Sweden
Construction Equipment 38%
57% rental 63%
16 Ramirent Annual Report 2018
Sweden
Good growth and performance Highlights of the year
• Good development among small and
IN SWEDEN, THE OVERALL market Ramirent continued to win several new medium-sized customers
• Ramirent continued to win several new
conditions were strong. Demand was customer accounts and growth efforts
customer accounts
good and supported by high activity in the within small and medium-sized businesses • Actions taken in order to become
construction sector. Sweden segment’s were strong. In comparable terms, a great place to work and build a
sales growth was strong due to various profitability improved due to improved positive employer brand
large non-residential building projects and operational efficiency and good cost • Strong improvement in the share of
good underlying market activity. A positive control. Volume growth and improved customer centers above 10% EBIT
trend in sales development continued supply chain performance contributed target level
across all regions in Sweden, and both positively to comparable EBIT.
78 (79) customer centers
rental and service sales contributed to the
838 (831) employees
growth. The segment´s EBIT was burdened by #2 market position
expenses related to the sale of Ramirent´s
Temporary Space business. Construction output growth
2018E: +2.0%, 2019E: -3.8%
(Euroconstruct 11/2018)
Ramirent Annual Report 2018 17
300 50 25
260
237
20.9
225
272
250
40 20
36
44
201
17.0 17.3
200
30 15
14.0 *
27
12.3
25
24
150
20 10
100
10 5
Ramirent Group
50
0 0 0
2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
*Group financial target: ROCE of 16% by 2020
Sustainability
Collaborating for
profitable growth
Financial Statements
in Mora
RAMIRENT’S CUSTOMER CENTER in Mora, Sweden has within
a short period of time turned its business profitable, with revenue
even doubling within the last year.
Finland
Improved performance Highlights of the year
• Good profitability in comparable terms
IN FINLAND THE MARKET development large projects. In December 2018 Ramirent • Good performance maintained in
trend was positive, especially in the Helsinki acquired SRV Kalusto Oy which solidifies employee engagement and leadership
metropolitan area and other growth centers. our leading position in Finnish market. quality
Despite the increased competition, sales • Positive development in safety
grew in all business areas and a positive Performance improvement actions carried performance
trend in sales continued throughout the out in Finland are showing positive results. • Acquisition of SRV Kalusto Oy
year. In comparable rates, profitability was
good, supported by volume growth and 58 (57) customer centers
The strong momentum in the Finnish cost efficiency. The sales of Ramirent’s 564 (535) employees
equipment rental market continued, Temporary Space business affected the #1 market position
supported by solid demand in the EBIT negatively.
construction and industrial sectors. Service Construction output growth
sales developed positively, driven by several 2018E: +2.8%, 2019E: -1.2%
(Euroconstruct 11/2018)
Ramirent Annual Report 2018 19
250 40 20 18.3
17.3 17.9
16.8 16.5
*
191
180
200
30 15
160
152
25
194
28
150
22
19
19
20 10
100
10 5
50
Ramirent Group
0 0 0
2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
*Group financial target: ROCE of 16% by 2020
Sustainability
Navigating
in a large shipyard
Financial Statements
with expertise
SOME OF THE WORLD’S LARGEST cruisers are being built in
the Meyer shipyard in Turku, Finland with the help of thousands of
employees and different machinery and equipment.
Eastern Europe
Solid sales growth Highlights of the year
• Opening of several new customer
THE OVERALL MARKET conditions were centers were opened to improve availability centers closer to small and medium-
favorable in Eastern Europe and the for our customers. sized customers
market activity continued to be strong • Strong performance in all the six
throughout the year. The demand was The segment’s profitability developed countries
strong in all countries of the segment, positively in all its market areas. Good • Very high employee engagement
and the growth was driven by good volumes, favorable sales mix and improved maintained
development in equipment rental sales. operational efficiency improved the
comparable EBIT. 111 (108) customer centers
The rental growth was strongest in the 752 (715) employees
Baltic countries, but the trend was positive The expansion of the customer center #1 market position
across the segment. A strong focus on network had a positive impact on sales
small and medium-sized businesses growth and EBIT development. Construction output growth
gained results and several new customer 2018E: +10.8%, 2019E: +7.9%
(Euroconstruct 11/2018,
Forecon Baltic 12/2018)
Ramirent Annual Report 2018 21
200 40 25
21.6
20 18.9
150 30
31
*
23
111
15
12.0
120
90
90
100 20
87
10.0
10 9.1
10
9
9
50 10
5
Ramirent Group
0 0 0
2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
*Group financial target: ROCE of 16% by 2020
Sustainability
Long-term
relationships with
Financial Statements
our customers
RAMIRENT’S STRATEGIC GOAL is to win in the small and medium-
sized business sector. Ramirent’s close cooperation with Polish small-
sized construction company Budohem is a great example of mutual
benefits achieved through collaboration. Budohem has been in the
Polish construction market for almost ten years, building homes,
warehouses and working with insulations.
The cooperation has been ongoing for eight years, and it covers
renting of different kinds of light equipment. The owner of Budohem,
Henryk Biadacz, highly appreciates Ramirent’s professional and
competent service and proactive approach when it comes to safety
or finding the best possible solution for each problem.
Norway
Continued improvement Highlights of the year
• Strong growth in small and medium-
THE OVERALL MARKET conditions in Due to positive sales development sized businesses
the Norwegian equipment rental market and continued internal efficiency • LTIFR <4 achieved in safety
remained positive and demand developed improvements, the comparable EBIT • Clear improvement in employee
favorably. Norway segment’s net sales developed well. engagement and leadership
developed well, especially during the development
second half of the year – sales growth was Further restructuring measures were taken • Increased sales of Safety equipment
broad-based across all customer groups to address low performing areas in the Q4.
and especially strong in the Greater Oslo 40 (42) customer centers
Region. Efforts made among small and The segment’s EBIT was burdened 375 (396) employees
medium-sized customers continued to by expenses related to the sale of #1 market position
show strong results and sales activity Ramirent’s Temporary Space business and
among this customer group reached a restructuring expenses. Construction output growth
record high. 2018E: +0.9%, 2019E: +4.0%
(Euroconstruct 11/2018)
Ramirent Annual Report 2018 23
200 20 20
*
135
14
150 15 15
120
121
121
10.4 10.4
124
12
100 10 10
9
6.9
5
4.1 4.1
5
50 5 5
Ramirent Group
0 0 0
2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018
*Group financial target: ROCE of 16% by 2020
Sustainability
Aiming for a safer
workplace
Financial Statements
SAFETY IS A KEY focus area for Ramirent and the range of safety
equipment developed by the company has been expanded to
meet the growing customer demand. We are continuously working
towards increasing our offering in the safety equipment category,
and our long-term work and dedication enables us to offer unique
solutions in that area.
Eco-efficiency
through smart
logistics and
procurement
Ramirent is committed to using resources efficiently
and minimizing environmental impacts throughout
the lifecycle of our equipment. We help our customers
reduce their environmental impact as well. This
calls for an optimized fleet and operating our
transportations efficiently. In 2018, we focused also on
supplier performance, sustainable procurement and
waste management.
Ramirent Group Sustainability Financial Statements
25
Ramirent Annual Report 2018
26 Ramirent Annual Report 2018
Circularity
at the core
Renting is a sustainable choice, and by renting instead of
owning equipment, our customers move towards circularity.
The most relevant sustainability topics for Ramirent are
safety, employee engagement, leadership, sustainable
equipment as well as safe and efficient use of machines.
HIGHLIGHTS OF THE YEAR 2018 are In 2018, Ramirent carried out continuous onboarding process and employer branding
presented in this sustainability section of development of safety equipment, as and will continue to work on these topics
the report. The non-financial information well as experimented with using virtual in 2019.
section in the report of the Board of reality and augmented reality innovations
Directors on pages 44-46 describes how in improving the safety of customers’ We are committed to using resources
our sustainability is managed and which construction sites. Our goal is to make efficiently, considering the environmental
policies we follow. It also contains key non- the construction industry safer while also impacts of our operations and minimizing
financial performance indicators and our ensuring cost-efficiency of the construction them throughout the whole lifecycle. In
2018 performance. sites and other industrial environments. 2018, we focused on supplier performance,
sustainable procurement and waste
Ramirent has strongly invested in handling. Diligent logistic planning
Our sustainability achievements supporting leadership during 2018. We ensures that we are able to reduce our
aim to develop Ramirent as a great place environmental footprint, as the most
The safety of our customers, employees to work by providing smooth service significant impacts on the environment
and subcontractors continued to be a with a smile both to our co-workers and result from deliveries and pickups.
top priority in all Ramirent’s operations. customers. We have also sharpened our
Ramirent Annual Report 2018 27
Renting is a
sustainable choice
By renting equipment instead of owning and by
utilizing Ramirent’s comprehensive services, our
customers can reduce their environmental footprint
and, thus, improve the efficiency of their operations.
Ramirent Annual Report 2018 29
Ramirent Group
customer interest in equipment with
Reducing transportation hybrid and electrical engines. We have Transparency for recycling
emissions increased the number of equipment with
environmentally-friendly engines in 2018 to In waste management and recycling we
In 2018, we initiated a transportation offer more options for our customers. have invested, especially, in local waste
management program to optimize logistics. handling training in some of our operating
We will also seek to get measurements in countries. We have decreased the number
place to help us better understand and Sustainable procurement of partners in waste management and
control the environmental impact of our increased the requirements for them to
logistics. As this ongoing project proceeds, Sourcing of equipment is a crucial step in ensure efficient recycling and the high
Sustainability
the program helps us to measure and ensuring sustainability. We take various quality of reporting. Basing our action
thus also manage and offer information measures to make sure it is implemented points on accurate reports, we are able to
to our customers on our CO2 emissions. efficiently. It begins with supplier selection increase transparency and optimize actions
Administration tools and transportation in tenders that factor in environmental on a country level.
planning tools create efficiency in aspects and the Ramirent Code of Conduct.
Ramirent’s logistics. The tools were During 2018, we continued with the audits
introduced in Sweden and Finland during of our main suppliers in order to ensure Improved energy efficiency
2018. efficiency and streamline the supplier
process. We carried out 34 audits for our In 2018, Ramirent followed up on the
Our target is to optimize our transportations strategically important suppliers, focusing energy efficiency reviews in 2016 with a set
in an eco-efficient and time-saving on especially two categories: logistics and of action points. These actions included
Financial Statements
manner. With careful planning of logistics, the use of third-party workforce. adjusting the time settings for ventilation
we can deliver the equipment from the units, installing motion-detector lighting
supplier directly to our customer’s work We have also continuously worked with systems in the washing places, lowering the
site, if needed. Diligent logistic planning our e-procurement solutions. We are indoor temperature, switching to LED lights
ensures that we are able to reduce our aiming at increasing compliance with our and other lighting adjustments, changing
environmental footprint, as the most key suppliers by reducing administration to autoclosing entry doors and improving
significant impacts on the environment in ordering products. Our e-procurement the IMS systems according to CO2 levels,
result from deliveries and pickups. solutions include three categories, and among others.
An overall trend across Ramirent’s we are continuously adding more product
operating countries is the increased categories.
AS A SERVICE COMPANY providing Everyone at Ramirent has access to the in Norway, this is progressing rapidly.
equipment and services for the still highly mobile application. As our focus is on root That is a result of a well-developed and
accident-prone industries, we want to cause analysis, we want not only to find executed strategic plan and good change
actively promote a safer way of working, out the number of accidents, but also to management. Positive progress has been
both for our customers, employees and understand what kinds of accidents have made towards becoming the preferred
subcontractors. Our goal is to make the happened and under which conditions. safety partner for all customers and
customer industries safer while also becoming Norway’s best safety training
ensuring smooth and cost-efficient Using an application for reporting, we provider in the industry. Read more about
operations. make sure documenting is exact and the successful development of the safety
updated, and we are able to understand product category on page 21.
We aim for zero accidents, and reaching the situations causing the accidents.
that target is a continuous process. Our Ramirent’s local safety panels find patterns Ramirent has also started to pilot the use
target for LTIFR (incidents per million in accidents and plan actions proactively to of virtual reality (VR) and augmented reality
working hours) is to be below 5 by 2020. As prevent further accidents. (AR). Our industry requires increasing
Ramirent Group
the trend of Ramirent’s accident frequency actions towards responsible operations,
developed in a negative direction at the We started to monitor the subcontractor and our VR and AR projects support us
beginning of 2018, we further increased the accident frequency as well, starting in and our stakeholders in operating safely,
focus on safety throughout the year. fall 2018, in all of Ramirent’s operating efficiently. Read more about our VR and AR
countries. In the following phase, the innovations, such as SitePlanner tool for
The safety figures are followed up on a number of hours and other significant designing an efficient construction project,
monthly basis by the top management. parameters will be calculated to have on page 13.
We have cross-border safety meetings an even deeper understanding of
to better understand the root causes of subcontractors’ accidents and find ways to
the accidents, and we also focus on near reduce them. Customer safety is our top
priority
Sustainability
misses and risk observations in order to
prevent accidents. A new position, Head of
Health and Safety, was established in Group Continuous development of In addition to offering equipment for rent,
level in early 2019 to further increase the unique safety products we proactively provide our customers
focus on safety across our operations. with user guidance and training, safety
Our desire to help customers gear up in instructions and necessary personal
safety drive us to develop new innovations protective equipment to ensure the safe
Concentrating on root cause and applications. We have also identified use of our equipment. Our range of safety
analysis development needs in our current product training courses is broad and covers on-site
lines, and we are continuously improving safety trainings conducted by our own
To further improve our safety records in all them. Ramirent has a dedicated unit for safety experts, including for example fall,
Financial Statements
our operating countries, we introduced a innovating and developing new products noise and dust protection. There are dozens
new mobile application. The tool enables for our customers’ use. In recent years, we of different safety-related courses within
Ramirent employees to easily report both have designed especially fall protection and Ramirent’s training range offered for own
positive and critical observations and near traffic safety related products. employees, subcontractors and customers.
misses, and, thus, helps us in continuously
improving the working environment and We aim to be able to offer our customers
ways of working. the best safety solutions, and for example
32 Ramirent Annual Report 2018
Focused on
leadership and
engagement
Leadership plays an important role in making things
happen, and that is why we have heavily invested in
supporting and developing our leaders during 2018. In
our strategy we have defined a target of being among
the top-class of companies both in leadership and
employee engagement by 2020.
Ramirent Annual Report 2018 33
Ramirent Group
with impact business is relatively low, compared to many
other industries. Particularly in Norway, we
In 2018 we defined Ramirent’s “Our way to have focused on finding women to work
lead” behaviors through an inclusive co- for Ramirent and show that the equipment
creation process and implemented them in rental industry is also well suited for women.
all our operating countries. All employees We are part of the Female Future network
in managerial positions participated in in Norway.
workshops involving discussions about the
importance of leadership, lessons on how to The actions taken were visible in RamiEar
behave in different situations and practice employee survey results. Not only the
Sustainability
on applying the learnings to everyday Leadership index but also the Engagement
situations. index improved from already high level
of the previous survey and exceeded the
In Sweden we started a leadership program Global high-performance general norm.
in which we are focusing on behavior and
theories and aiming to use the program to
bring new tools to leaders’ everyday work. Developing our employees and
All our operating countries are developing their competences
local programs for leaders and in Finland
and Norway, for example, we were running One of our strategic targets is to make
successful trainings for our sales people Ramirent a great place to work by focusing
Financial Statements
and in the Baltic countries for customer on safety and leadership. Our 2,905
center managers. employees have a key role in serving
customers and helping them to improve
All our managers received feedback on safety and efficiency of their work. We
their leadership capabilities in our annual believe that it all starts by working smoothly
RamiEar employee survey conducted in together and always with a smile.
November. The investment in leadership
was visible in the results. A clear In 2018, we reviewed and simplified
improvement in Leadership index took us to our employee talent processes. The
the Global high-performance general norm. implementation will begin throughout the
organization in 2019. During the year we
arranged Ramirent Academy trainings on
Driving employee engagement sourcing and finance. Ramirent Academy
is Ramirent’s internal competence
Employee engagement was one of our development program focusing on
focus areas in 2018. We implemented increasing our personnel’s competence
concrete actions in our everyday work: Both level in areas that are strategically
Group and segment management spent a important for the Group.
lot of time visiting customer centers, hubs
and offices to discuss and listen to our We also sharpened the onboarding process
employees. After successfully co-creating especially in Sweden and we now have a
the “Our way to lead” behaviors, we process for both managers and employees
continued our journey by co-creating new starting their career at Ramirent. The
values, mission and vision. Employees in onboarding process for managers includes
all levels of organisation contributed to the different trainings that focus on safety, for
process. example. Other Ramirent countries will
follow with the similar approach.
34 Ramirent Annual Report 2018
Engaging with
our stakeholders
We engage daily with thousands of people in
numerous local communities. We work closely with
our main stakeholder groups, listening to them and
developing our operations according to their needs
and feedback.
Local communities • Continuous cooperation with local authorities, decision makers and governmental
We are a neighbor in almost 300 local organizations
communities. • Providing thesis work opportunities to students
Industrial associations
We develop the equipment rental industry • Active member of the European Rental Association (ERA)
towards a more sustainable future.
• Serving the media openly and in line with the laws and regulations that govern
Media publicly listed companies
Ramirent Annual Report 2018 35
Ramirent Group
Sustainability
Financial Statements
Economic value to our Direct economic impact Indirect economic impact
stakeholders
Ramirent Group’s full year net sales grew We offer our customers well-maintained
Ramirent’s strong financial position and a by 6.9% at comparable exchange rates. equipment so they do not need to invest
capital-efficient profitable growth strategy The reported net sales increased by 3.8% in their own fleet. We also improve the
enable us to fulfill the needs, expectations to EUR 711.7 (685.5) million. The Group’s productivity of our customer industries,
and requirements of our stakeholders. comparable EBIT increased to EUR 106.8 as using our solutions frees up time and
Our solid economic performance (89.4) million, representing 15.0% (13.0%) of capital for their core business. Furthermore,
creates a foundation for other aspects of net sales. Income taxes amounted to EUR through the salaries paid to Ramirent
sustainability, from social to environmental -11.5 (-13.6) million. employees, we affect private consumption
responsibility. With the income from our in our operating countries.
operations, we generate financial well-being
for our stakeholders.
Financial
Statements
Contents
38 Report of the Board of Directors
48 Financial and share–related key figures
53 Consolidated financial statements
59 Notes to the consolidated financial statements
104 Profitability development by quarter
104 Key financial figures by segment
106 Parent company financial statements –
Finnish accounting standards
111 Notes to the parent company financial statements
119 Date and signing of the Report of the Board of
Directors and the Financial Statements
120 Corporate Governance Statement
126 Remuneration Statement
130 Board of Directors
132 Executive Management team
134 Auditor’s report
138 Investor Relations
139 Information for shareholders
Report of the Board of Directors 37
38 Report of the Board of Directors
Report of the
Board of Directors
Ramirent in brief Financial review
Ramirent is a leading service company offering equipment rental
for construction and other industries. Our mission is to help our Continuing operations
customers gear up on safety and efficiency by delivering great
equipment and smooth service with a smile. We have 2,905 co- Ramirent Group’s January-December net sales grew by 6.9%
workers at 294 customer centers across 10 countries in northern at comparable exchange rates. Net sales grew in all segments.
and eastern Europe. In 2018, Ramirent Group net sales reached Sales growth was strongest in Eastern Europe and Sweden. Both
a total of EUR 712 million. Ramirent is listed in Nasdaq Helsinki rental and service sales contributed to the Group’s growth while
(RAMI). Ramirent – Gear Up. Equipment rental at your service sale of used equipment declined. The Group’s reported net sales
increased by 3.8% to EUR 711.7 (685.5) million.
Change at
Net sales development by Jan−Dec Jan−Dec comparable Of group in
segment: (MEUR) 2018 2017 Change exchange rate 2018
Sweden 272.2 260.3 4.6% 11.3% 38.3%
Finland 194.1 191.5 1.4% 1.4% 27.3%
Eastern Europe 119.6 111.0 7.8% 7.6% 16.8%
Norway 124.2 121.2 2.5% 5.4% 17.5%
Other sales and elimination of sales
1.6 1.5
between segments
Net sales, total 711.7 685.5 3.8% 6.9% 100.0%
The Group’s comparable EBIT increased to EUR 106.8 (89.4) were EUR 23.7 (7.9) million. These figures include EUR 29.3
million, representing 15.0% (13.0%) of net sales. All segments million of depreciation and amortization due to the divestment of
clearly improved their comparable EBIT. The improvement was the Temporary Space business. Items not allocated to segments
particularly strong in Eastern Europe, Norway and Sweden. include divestments related costs and write-downs of EUR 4.0
The Group’s January-December EBIT decreased to EUR 66.9 million as well as other Group level costs and internal profit
(90.7) million mainly due to costs related to the divestment of elimination of sales between segments.
Ramirent’s Temporary Space business and restructuring costs The Fortrent Group’s (joint venture company in Russia and
in Norway. Depreciation of tangible assets was EUR 112.3 (102.1) Ukraine) net result was EUR 1.0 (2.0) million. Ramirent’s share of
million and the Group’s amortization charges of intangible assets the net result was EUR 0.5 (1.0) million.
Items affecting comparability (IACs) in EBIT: (MEUR) Jan−Dec 2018 Jan−Dec 2017
Sweden −8.7 −
Finland −4.3 −
Eastern Europe − −
Norway −21.8 1.3
Unallocated items −5.1 −
Total −39.9 1.3
Net financial items were EUR -10.5 (-12.3) million, including EUR a gearing ratio of 119.7% (109.2%). Net debt to EBITDA ratio on a
-0.6 (-1.4) million net effect of exchange rate gains and losses. rolling 12 months’ basis was 1.7x (1.7x) remaining on a good level
Income taxes amounted to EUR -11.5 (-13.6) million. Result from below Ramirent’s financial target of a maximum of 2.5x at the
the continuing operations amounted to EUR 44.9 (64.8) million. end of each fiscal year.
Comparable earnings per share (EPS) was EUR 0.74 (0.59). At the end of December 2018, Ramirent had funding from
Comparable return on capital employed (ROCE) amounted to a drawn committed term loan in total of EUR 75.0 million and
16.8% (14.4%) and comparable return on equity (ROE) to 26.7% undrawn committed revolving credit facilities in total of EUR
(21.7%). Gross capital expenditure on non-current assets for the 320.0 million under two different agreements with financial
continuing operations increased to EUR 192.7 (154.9) million or institutions and undrawn committed term loan facility in total
27.1% (22.6%) of net sales. of EUR 50.0 million with European Investment Bank. Ramirent
issued an unsecured senior bond of EUR 100.0 million in 2013.
In addition, an uncommitted EUR 250.0 million domestic
Discontinued operations commercial paper program has been used in 2018.
The average maturity of the committed debt facilities as of
Net sales for the discontinued Danish operations amounted to December 31, 2018 was 2.6 years. Ramirent’s borrowing facilities
EUR 38.8 (38.2) million, being close to the previous year’s level. with financial institutions will mature in 2020, 2022, 2023 and
EBIT improved significantly to EUR 4.1 (-1.4) million, representing 2024. The bond will mature in 2019.
10.7% (-3.6%) of net sales. Net result presented as one line in the At the end of December 2018, the Group had EUR 194.2
statement of income amounted to EUR 3.0 (-1.3) million. (208.9) million of unused committed back-up credit facilities
In the balance sheet, assets held for sale were EUR 37.9 available. The average interest rate of the loan portfolio was 1.6%
million and liabilities associated with assets held for sale EUR 6.0 (1.8%). The average interest rate, including interest rate hedges,
million. was 1.8% (1.9%).
The Group’s equity as of December 31, 2018 amounted to EUR
292.8 (309.5) million and the Group’s equity ratio was at 33.9%
(36.2%). Non-cancellable minimum future off-balance sheet
Group including discontinued operations lease payments amounted to EUR 88.0 (82.0) million at the end
of December 2018 and were related mainly to premises.
Profit for the period attributable to the owners of the parent
company amounted to EUR 47.8 (63.5) million. Earnings per
share (EPS) was EUR 0.44 (0.59) and ROCE amounted to 10.2%
(14.0%) and ROE to 16.6% (22.0%).
Group structure
Gross capital expenditure on non-current assets increased to On July 30, 2018, Ramirent announced the divestment of its
EUR 199.5 (166.4) million or 28.0% (24.3%) of net sales. Group Temporary Space business to Procuritas Capital Investors VI
investments in machinery and equipment increased to EUR Holding AB for an enterprise value of approximately EUR 53
181.2 (153.2) million. Sale of rental machinery and equipment million. The transaction was closed on November 1, 2018. With 18
amounted to EUR 22.1 (29.0) million. Committed investments on employees in Sweden, Norway, Finland and Denmark, Ramirent’s
rental machinery amounted to EUR 27.9 (23.6) million at the end Temporary Space business had sales of approximately EUR 30
of December 2018. million and an EBIT of EUR 3.5 million in 2017.
Cash flow from operating activities was EUR 188.5 (199.8) Following the announcement, all assets and liabilities relating
million, of which the change in working capital was EUR 4.3 to the Temporary Space business were classified as held for sale
(0.9) million. Cash flow from investing activities was EUR -147.8 in accordance with IFRS 5. Until the closing of the divestment on
(-148.2) million. Cash flow after investments amounted to EUR November 1, 2018, the Temporary Space business was included
40.7 (51.6) million. in Ramirent’s consolidated statement of income. In accordance
with the requirements of IFRS 5, the non-current asset were not
rental company. The enterprise value of the transaction is Demand in the Swedish equipment rental market was supported
approximately EUR 33 million. The closing is expected to take by high activity in the construction sector. Sweden’s net sales
place at the beginning of 2019 and is subject to customary increased by 4.6% or 11.3% at comparable exchange rates. The
closing conditions and approval from competition authorities. positive net sales development was due to growth in rental sales
Ramirent’s 130 employees in Denmark will continue their in all regions and strong growth in service sales due to large
employment in the sold business as per the closing date of the non-residential building projects.
transaction. The segment’s comparable EBIT increased to EUR 43.9 (36.4)
The divested operations will be reported as discontinued million. Good volume growth, improved operational efficiency
operations in the fourth quarter 2018 onwards. Their result is as well as cost control measures contributed to improved
reported under “Result for the period, discontinued operations” comparable EBIT. The segment’s EBIT decreased to EUR
and their capital employed under “Assets held for sale” and 35.2 (36.4) million due to costs related to the divestment of
“Liabilities associated with assets held for sale” from Q4 2018 Ramirent’s Temporary Space business.
onwards until the closing of the transaction.
On December 19, 2018, Ramirent announced that it had signed
a long-term co-operation agreement with SRV Group Plc. As part Finland
of the arrangement, Ramirent acquired SRV’s internal equipment
rental company SRV Kalusto Oy’s entire share capital. The Ramirent is the largest equipment rental company in Finland
enterprise value of the transaction was EUR 21 million. serving customers through a nationwide network of 58 customer
On December 20, 2018, Ramirent announced that it had centers.
completed the review of strategic options for Fortrent, a joint
venture owned by Ramirent and Cramo. As an outcome of
the analysis, Fortrent’s strategic focus in the future will be on Key figures Jan−Dec Jan−Dec
Russian operations, optimising cash flow generation and debt (MEUR) 2018 2017 Change
repayment to its owners. Consequently, Fortrent’s Ukrainian
Net sales 194.1 191.5 1.4%
operations will be closed during 2019. The restructuring costs
are approximately EUR 0.5 million. In 2018, Fortrent’s total sales Comparable EBIT 27.8 1
25.3 9.8%
amounted to EUR 29.9 million, whereof the share of Ukrainian % of net sales 14.3% 13.2%
business was EUR 2.4 million. The ownership of Fortrent will
remain unchanged. EBIT 23.5 25.3 −7.2%
% of net sales 12.1% 13.2%
Norway
Ramirent is the largest equipment rental company in Norway
serving customers through a nationwide network of 40 customer
centers.
Settlement of the long The value of share turnover in January-December 2018 was
EUR 439.8 (400.1) million, equivalent to 60,036,990 (49,345,011)
-term incentive plan 2015 traded Ramirent shares, i.e. 55.8% (45.6%) of Ramirent’s number
of shares outstanding. The average daily trading volume was
The Board of Directors of Ramirent Plc decided on February 8, 240,148 (196,594) shares, representing an average daily turnover
2018, on a directed share issue related to the reward payment of EUR 1,759,365 (1,593,984).
from Ramirent Long-term Performance Share Incentive Program At the end of December 2018, Ramirent Plc’s share capital
2015. In the share issue, 24,925 of Ramirent Plc’s treasury shares was EUR 25.0 million, and the number of Ramirent shares
were conveyed on March 13, 2018, without consideration as outstanding was 107,570,650 (108,145,725). In June 2018, Ramirent
reward payment to the key persons participating in the Ramirent repurchased 600,000 own shares based on the authorization by
Long-term Performance Share Incentive Program 2015 according the Annual General Meeting held on March 15, 2018. At the end
to the terms and conditions of the program. The reward of December 2018, Ramirent Plc held 1,126,678 (551,603) of the
represented Matching shares earned on the basis of share Company’s own shares, representing 1.04% (0.51%) of the total
ownership. No Performance shares were earned in the plan on number of Ramirent’s shares. In December, Ramirent repurchased
the basis of the earning criteria. More detailed information about 74,400 own shares based on the same authorization. The clearing
the terms and conditions of the program is available in a stock for these shares was on January 2, 2019.
exchange release published on February 12, 2015. The directed
share issue was based on an authorization given by the Annual
General Meeting held on March 17, 2016. Changes in the Executive
Management Team and
Long-term incentive plans Board of Directors
for 2019 On August 17, 2018, Ramirent announced the appointment of
On December 12, 2018, Ramirent announced that Ramirent Plc’s Jonas Söderkvist as Executive Vice President, Group Business
Board of Directors had resolved on two new long-term incentive Development as of September 1, 2018. In this newly formed
plans: a Performance Share Plan 2019-2021 for the members of position Söderkvist is responsible for Group Strategy, M&A, New
the Executive Management Team and a Deferred Incentive Plan Business Development, IT and Digitalization.
2019 for other key employees of the company. On August 17, 2018, Ramirent also announced the appointment
The aim of the Performance Share Plan 2019-2021 for the of Erik Bengtsson as Executive Vice President, Sweden &
Executive Management Team members is to align the objectives Denmark, Group Fleet and Sourcing as of September 1, 2018.
of the shareholders and the Executive Management Team Bengtsson had been a member of Ramirent Board of Directors
members, in order to increase the value of the company in the since 2017, but as a result of this appointment he left the Board
long-term. It also targets to retain the Executive Management at the end of August 2018.
Team members at the company and offer them a competitive On October 9, 2018, Ramirent announced that Executive Vice
reward plan based on earning and accumulating the company’s President and CFO Pierre Brorsson will leave the company due
shares. The potential reward from this plan will be paid partly in to personal reasons as of October 9, 2018. Jonas Söderkvist,
the company’s shares and partly in cash in 2022. Executive Vice President, Group Business Development, will serve
The potential reward from the Performance Share Plan 2019- as the company’s interim CFO starting as of October 9, 2018.
2021 is based on the Group’s Earnings per Share (EPS) in 2019 On December 3, 2018, Ramirent announced that Jukka Havia
as well as on the Group’s average Return on Capital Employed has been appointed Chief Financial Officer and a member of
(ROCE-%) development in 2019-2021. The rewards to be paid on the Ramirent Executive Management Team. He will take up the
the basis of the Performance Share Plan 2019-2021 correspond position latest on May 1, 2019. Havia will join Ramirent from
to an approximate maximum total of 270,000 Ramirent Plc shares Tikkurila Oyj, a leading Nordic paint company, where he has been
including the proportion to be paid in cash. working as a CFO since 2010.
The Board of Directors of Ramirent Plc also approved a new
Deferred Incentive Plan 2019 to support the implementation of
the company’s strategy and to offer key employees a competitive
Decisions of the AGM 2018
reward and retention program. The Deferred Incentive Plan
includes one earning period, calendar year 2019, with a lock-up
and Board of Directors’
period of two years whereby the potential reward will be paid in
cash in 2022.
formative meeting
The incentive plan includes approximately 150 key employees. Ramirent Plc’s Annual General Meeting (AGM) 2018 was held on
The potential reward from the incentive plan for the earning March 15, 2018. Ramirent published a stock exchange release
period 2019 will be based on the participant’s short-term on the decisions made at the Annual General Meeting and the
incentive plan targets. The maximum reward of the Deferred organization of the Board of Directors on March 15, 2018. The
Incentive Plan 2019 to be paid in 2022 will amount up to stock exchange releases and a presentation of the members of
approximately EUR 2.6 million. The members of the Executive the Board of Directors are available on Ramirent’s website at
Management Team are not included in the target group of the www.ramirent.com.
Deferred Incentive Plan.
Share trading
Ramirent Plc’s market capitalization at the end of December 2018
was EUR 592.4 (848.9) million. Excluding the company’s treasury
shares, the market capitalization was EUR 586.3 (844.6) million. The
share price closed at EUR 5.45 (7.81). The highest quotation for the
period was EUR 9.62 (9.50), and the lowest EUR 5.06 (6.76). The
volume weighted average trading price was EUR 7.33 (8.15).
Report of the Board of Directors 43
Group strategy and continuous and embedded in the business and the design and
implementation of internal controls is an integrated part of risk
financial targets 2018-2020 management. Key risk management activities are described in
the Risk Management Policy and for financial risks in the Finance
The key building blocks of the “Capital efficient profitable growth Policy. The policies regarding risk management are based on
in the core” strategy for 2018-2020: the commonly accepted controls framework (COSO 2013) and
standard ISO 31000:2009 (Risk Management).
Winning in the small and medium-sized business sector The management of business operations and common
Our share among small and medium-sized businesses (SMBs) functions is responsible for the execution of risk management.
is is still below our overall market share and we aim to win in Finance managers in each segment are responsible for
this sector by further improving our customer experience and coordination of the risk management. Group Finance coordinates
availability. the overall risk management process, analyses the risks and
responses as well as prepares risk reporting for CFO and CEO
Becoming the large customer’s supplier of choice oversight and for Working Committee and Board reporting. Every
We want to further strengthen our strong position and become employee must know and manage the risks in their areas of
large customers’ supplier of choice by providing advanced total responsibility.
solutions that improve safety, productivity and sustainability in Ramirent has developed a uniform risk assessment and
construction and other industries. Ramirent has a market-leading reporting model. Risk identification is based on business
offering in what it takes to help construction businesses improve objectives and opportunities. Risks are prioritized based on
their productivity. their significance by assessing the financial impact and the
probability of realization. When assessing the impact, the
Building the industry’s best performing supply chain reputation, well-being of people and environment are assessed
We will make a step-change improvement in our availability, in addition to the financial impact.
delivery accuracy and supply chain efficiency by 2020 by Risks are discussed within the risk management steering
developing and digitizing our processes. There is sizable group at segment, common function and group level. Group
untapped potential in our supply chain management. Finance prepares a Group Risk Report, on which the CEO
comments and presents to the EMT, the Working Committee and
Tightening performance management of low-performing units the Board. The Board discusses the most significant risks and
We will strive to have no units nor customer centers delivering uncertainties.
below 10% EBIT by 2020 and implement clear performance
management standards in the company.
Key risks and uncertainties
Growing capital efficiently
We will seek above-average growth rates in capital-light product Economic cycles and competition
categories and raise our capital efficiency through supply chain Changes in the demand of customer industries and economic
improvements and by optimizing the replacement investments. cycles may happen fast and have a negative impact on the
We aim to grow min. 2% p.a. before the effect of growth construction market as well as on Ramirent’s operations and
investments. financial position. Ramirent closely follows the economic
cycle, maintains a large and diverse customer base and a
Becoming a great place to work by focusing on leadership readiness to change. Ramirent operates in a highly competitive
and safety business environment where new entrants may easily establish
To raise our performance and pursue our strategy and financial competitive advantage over Ramirent. Ramirent keeps a strong
targets, we want to create a great place to work by developing focus on the implementation of actions according to its strategy
the Ramirent leadership culture and our safety standards to be for attracting both large and small-medium-sized businesses.
top-quartile by 2020.
Supply chain
New opportunities have been identified to improve the efficiency
Ramirent’s financial targets for 2018-2020 and service levels in supply chain. Ramirent is building the rental
Indicator Target level industry’s best performing supply chain.
EPS growth (CAGR) Double digit % over 2018-2020
IT security and services
ROCE 16% by the end of 2020 A growing risk of IT security or failure to control the IT services
Dividend payout ratio > 50% of net profit for the year and solutions operations to meet the business demands may
cause business interruptions. Ramirent is running a group-wide
Net debt to EBITDA < 2.5x at end of each fiscal year
digitalization program and developing security management.
On February 7, 2019 the Board decided to revise the financial
Non-compliance with laws and regulations
target for Net debt/EBITDA ratio from <2.5x to <2.8x at end
Ramirent operates in different markets and countries and is
of each fiscal year due to implementation of IFRS 16. All other
exposed to changes in local laws and regulations as well as
targets remain unchanged.
non-compliance, which may occur due to insufficient knowledge.
Ramirent operates a decentralized business model, whereby
Risk management and local management is responsible for the establishment of control
over local reporting and group instructions are given to ensure
business risks sufficient control over group reporting quality.
The purpose of Ramirent’s risk management is to provide the Misconduct and fraud
Board and management with reasonable assurance of the Misconduct and fraud by employees or external parties may
achievement of the Company’s objectives related to strategy occur even though the Code of Conduct is publicly available,
and operations, the reliability and correctness of financial introduced to every new employee and regularly covered
reporting and compliance with the relevant regulations and through trainings by managers and HR. SpeakUp Line is made
internal policies. Ramirent’s risk management activities are available for external parties on local homepages and for internal
44 Report of the Board of Directors
non-financial information Policy, Insider Policy, Decision Making Policy, Signature Policy,
Bonus Policy, Competition Law Compliance Policy, Compliance
Policy, Fraud and Anti-Corruption Policy, Privacy Policy.
Ramirent’s business model
Development in 2018
We want to help our customers to improve their safety and
Privacy Policy related to GDPR regulations was newly introduced
efficiency and support sustainable operations. By sharing and
in 2018. Changes were introduced in: Quality, Occupational
re-using equipment and machines through rental, Ramirent
Health, Safety and Environmental Policy, Risk Management Policy
takes an important role in the building of the circular economy.
and Finance Policy.
A smooth flow of machines, services and information leads to
improved productivity and minimized environmental impact. Key
elements of how Ramirent improves productivity are through SpeakUp Line
maximizing safety, operational excellence, and high availability of
SpeakUp Line gives everyone an opportunity to report
equipment and services.
anonymously or under their own name, upon harassment,
Ramirent’s sustainability approach ‘Share to Succeed’ focuses
financial misconduct or any other fraudulent activity suspected
on safety and safety offering, employee engagement and
or identified. The service is available in the local languages
leadership, modern low emission equipment, safe and efficient
of our operating countries. All reports are investigated by an
use of chemicals and responsible business practices. Our
independent Internal Audit function and appropriate measures
sustainability approach is aligned with the Ramirent strategy.
will be taken. Cases are reported to Executive Management,
Ramirent’s Board of Directors and its Working Committee.
Ramirent develops tools and practices to help construction Human rights, anti-corruption and
projects be run safely and efficiently in every phase and be
completed on time and within budget. Ramirent’s own R&D bribery
work specializes in safety, in particular, fall protection and traffic
safety. Based on the user data collected from customer project In our daily behavior, we respect human rights such as freedom
sites throughout the year, Ramirent has developed new products of thought, opinion, expression, religion and the right to
with improved, unique safety features. assemble peacefully, as well as freedom from any discrimination
based on race, age, nationality, gender or sexual orientation.
These core principles of the United Nations Global Compact and
International Labour Organization are the basis for Ramirent’s
Employee matters business conduct as well as other internal rules and practices.
We promote a workplace where we approach each other with a
Ramirent is committed to making Ramirent a ‘Great Place to
smile and service attitude. We maintain a safe, healthy and well-
Work’ that has motivated and engaged employees with skills to
managed work environment.
deliver operational excellence. Ramirent aims to become a Great
In 2018, no violations of human rights, corruption or bribery
Place to Work by developing its leadership and safety culture.
were identified. Preventing human rights violations, corruption
Ramirent wants to serve as an example in directing the industry
and bribery is our target also in the future. To achieve this target,
towards more conscious and modern leadership, where equal
we continuously communicate to our employees and business
opportunities are available for everyone. Ramirent develops work
partners about the Code of Conduct principles. Every new
environment safety, job satisfaction and employee engagement
employee and business partner must accept the Code of Conduct
with zero tolerance for any kind of discrimination or harassment.
before engaging into business. Lack of compliance is continuously
Ramirent aims for consistent performance management
followed up and highlighted by HR. The vendors’ compliance to
combined with fair reward and recognition.
human rights is evaluated during the tendering process. If non-
compliance is identified, corrective actions are taken.
Employee competence and engagement
Ramirent aims to increase its personnel’s competence levels in
areas that are strategically important to the Group and will at Environmental matters
the same time ensure employee engagement. An example of that
is the Ramirent Academy, an internal competence development Resource efficiency is at the very core of our business, as
program. In terms of recruiting, Ramirent is among the many renting and sharing equipment reduces environmental burden.
companies for whom digitalization brings new demands Ramirent offers environmentally sustainable solutions that also
regarding the skills of our employees. make financial sense. We look for innovative ways of helping
Ramirent’s has defined good leadership behaviors and aim our customers reduce their environmental impact and strive
at creating a Great Place to Work and a first-class customer to minimize our own environmental footprint. Our focus areas
experience at all levels. Our leadership behaviors have been include optimization of transports, energy efficiency, modern low
implemented in all our operating countries in 2018. All persons emission equipment, safe and efficient use of chemicals, water
in managerial positions participated in leadership behaviors and waste management.
workshops. Our quality management system includes key procedures
related to environmental issues and covers instructions for
environmental impact assessments, use of chemicals, waste
Employee and social matters related risk management and transport of hazardous chemicals. For
management example, we measure the energy efficiency of our operations,
comply with energy efficiency laws and set local KPIs and
Ramirent’s Human Resources (HR) board and Health, Safety, actions. In 2018 a new strategic KPI on environmental incident
Environmental and Quality (HSEQ) board together manage and near misses was introduced and followed up on a monthly
and develop key areas related to staff as well as health and quarterly basis at group and segment level. In waste
and safety risks in operations. Ramirent has developed and management, we improve cooperation with partners to ensure
implemented internal controls to mitigate employee-related key high quality. We follow the development of laws and regulations,
risks, established relevant transfers of risk where mitigation continuously adjust our routines, and keep our employees and
is not possible, and insured against certain unforeseen and customers well informed.
unexpected events. Risks related to employee competence and
engagement are monitored in annual RamiEar employee surveys.
Annual development discussions play a key role in supporting Fleet lifecycle management
the well-being and engagement of Ramirent employees. All Ramirent machines have a target useful life span. We strive
At Ramirent, we recognize potential hazard categories of to improve our existing fleet according to new technological
accidents, physical, chemical, biological hazards as well as or legislative developments. We ensure our employees obtain
physical and psychosocial work load. Examples of hazard risks sufficient supplier training for machinery and equipment operations
include situations where employees need to work outside and remain knowledgeable in order to train our customers. There
in difficult weather conditions or operate non-standard and are regular maintenance and service programs for all fleet. When
complex machinery. The social and employee related risk a fleet item comes to the end of its life, we evaluate whether a
management practices cover physical inspection of sites, fleet, refurbishment is possible and reasonable. The refurbishment
workspaces and control activities (monitoring of overtime, program may extend the life of a fleet item up to five years.
supervision, medical inspection, internal audits) as well as data
analysis and follow up of key performance indicators on a regular
basis. Ramirent has invested in high-quality and safe working Optimized transportation
clothes and safety equipment and has instructed employees Ramirent’s most significant environmental footprint is caused by
and business partners on Ramirent sites to follow all safety transportation. Ramirent’s target is to optimize transportation
instructions. Instructions and training are provided to employees in order to improve customer service, cost-efficiency and be
and customers regarding the safe use of our machinery and eco-efficient. With the careful planning of logistics, we can
equipment to avoid any personal injury. deliver equipment from the supplier directly to our customer’s
worksite. We optimize our hub structure and further improve our
transportation efficiency by optimizing routes and increasing
46 Report of the Board of Directors
Ramirent’s guidance for options. The credit facility will be used to re-finance a syndicated
credit facility of EUR 145 million that was set to mature in 2020
Statement current market outlook, Ramirent gives a general outlook for the
current financial year in conjunction with the full year report and
Ramirent will issue a Corporate Governance Statement for the interim reports. The outlook is given for the entire year and not
financial year 2018 as a separate report. It will be available in for each quarter.
Ramirent’s Annual Report 2018 and on the company’s web page
at www.ramirent.com.
48 Financial and share-related key figures
Financial and
share-related
key figures
2018 2017 2016 2015 2014
Profitability Continuing operations Group total
Net sales MEUR 711.7 685.5 665.2 635.6 613.5
Change in net sales % 3.8 3.1 4.6 3.6 −5.2
Comparable earnings per share (EPS), EUR 0.74 0.59 0.36 0.36 0.31
Net debt:
Interest–bearing debt – cash and cash equivalents
Equity ratio %:
Total equity x 100
Total assets – advances received
Gearing %:
Net debt x 100
Total equity
Reconciliation of
comparable key figures,
continuing operations
Items affecting comparability (IAC) (MEUR) Jan−Dec 2018 Jan−Dec 2017
EBIT 66.9 90.7
Comparable EPS:
Comparable Result for the Period for parent company shareholders 80.2 63.5
Number of shares (in million), weighted average 107.8 108.0
Comparable EPS, EUR 0.74 0.59
Consolidated financial statements 53
Consolidated
financial
statements
Consolidated statement of income
(EUR 1,000) Note Jan−Dec 2018 Jan−Dec 2017
Continuing operations
Net sales 2.2. 711,669 685,495
Cost of sales −523,495 −516,203
Gross profit 188,174 169,292
Other operating income 2.3. 791 2,108
Selling, general and administrative expenses −90,231 −81,655
Losses on disposal of businesses 7.4. −32,284
Share of result of associates and joint ventures 7.3. 438 994
Operating result (EBIT) 66,888 90,739
Discontinued operations
Result from discontinued operations 2,966 −1,344
Earnings per share (EPS) on parent company shareholders’ share of result 2.10.
Earnings per share (EPS), basic, continuing operations, EUR 0.42 0.60
Earnings per share (EPS), diluted, continuing operations, EUR 0.41 0.60
Earnings per share (EPS), basic, discontinued operations, EUR 0.03 −0.01
Earnings per share (EPS), diluted, discontinued operations, EUR 0.03 −0.01
Earnings per share (EPS), basic, EUR 0.44 0.59
Earnings per share (EPS), diluted, EUR 0.44 0.58
54 Consolidated financial statements
Current assets
Inventories 3.3. 14,705 12,718
Trade and other receivables 4.1. 126,508 130,585
Current tax assets 1,312 2,572
Cash and cash equivalents 4.1. 10,292 6,896
Total current assets 152,817 152,772
Non-current liabilities
Deferred tax liabilities 6.2. 41,133 47,987
Pension obligations 2.6. 24,226 22,357
Non–current provisions 3.4. 2,626 2,563
Non–current interest–bearing liabilities 4.4. 74,827 174,559
Other non–current liabilities 6,626 4,968
Total non-current liabilities 149,437 252,434
Current liabilities
Trade payables and other liabilities 3.5. 116,116 116,557
Current provisions 3.4. 3,186 2,634
Current tax liabilities 9,002 4,501
Current interest–bearing liabilities 4.4. 286,052 170,273
Total current liabilities 414,356 293,965
Net change in cash and cash equivalents during the financial year 3,395 5,327
Equity
Invested attributable
Consolidated unre- Trans- to share-
statement of changes Reva- stricted lation Re- holders of Non-con-
in equity Share luation equity differ- tained the parent trolling Total
(EUR 1,000) capital fund fund ences earnings company interests equity
Equity Jan 1, 2017 25,000 −443 113,951 −38,457 197,517 297,568 − 297,568
Translation differences − −7 − −8,636 − −8,643 − −8,643
Remeasurement of defined
− − − − −1,312 −1,312 − −1,312
benefit obligation
Cash flow hedges − 219 − − − 219 − 219
Share of other
comprehensive income
− − − −1,290 − −1,290 − −1,290
of associates and joint
ventures
Result for the period,
− − − − 63,452 63,452 − 63,452
continuing operations
Total comprehensive
− 211 − −9,926 62,140 52,426 − 52,426
income for the period
Share based payments − − − − 277 277 − 277
Issue of treasury shares − − 2,477 − − 2,477 − 2,477
Dividend distribution − − − − −43,228 −43,228 − −43,228
Total transactions with
− − 2,477 − −42,951 −40,474 − −40,474
shareholders
Equity Dec 31, 2017 25,000 −231 116,428 −48,383 216,706 309,520 − 309,520
Adoption of IFRS 9 and
−88 982 894 − 894
amended IFRS 2
Equity Jan 1, 2018 25,000 −319 116,428 −48,383 217,688 310,414 − 310,414
Translation differences − −1 − −9,326 − −9,327 − −9,327
Remeasurement of defined
− − − − −1,218 −1,218 − −1,218
benefit obligation
Cash flow hedges − −590 − − − −590 − −590
Share of other
comprehensive income
− − − −1,778 − −1,778 − −1,778
of associates and joint
ventures
Result for the period − − − − 47,833 47,833 − 47,833
Total comprehensive
− −591 − −11,103 46,615 34,921 − 34,921
income for the period
Share based payments − − − − 434 434 − 434
Purchase of treasury shares − − − − −5,648 −5,648 − −5,648
Issue of treasury shares − − 137 − − 137 − 137
Dividend distribution − − − − −47,463 −47,463 − −47,463
Total transactions with
− − 137 − −52,676 −52,539 − −52,539
shareholders
Equity Dec 31, 2018 25,000 −910 116,565 −59,486 211,627 292,796 − 292,796
58 Notes to the consolidated financial statements
1. 1. Basic information................................................................................................................................................................................. 59
1.1 1.1 Description of the company........................................................................................................................................................................59
1.2. 1.2 Basis of preparation...........................................................................................................................................................................................59
1.3. 1.3 Critical accounting estimates and judgements...........................................................................................................................59
1.4. 1.4 Classification of expenses in the income statements...........................................................................................................60
1.5. 1.5 New and amended IFRS standards implemented in 2018...................................................................................................60
2. 2. Operating results from continuing operations.................................................................................................................. 60
2.1. 2.1 Segment information.........................................................................................................................................................................................60
2.2. 2.2 Net sales......................................................................................................................................................................................................................63
2.3. 2.3 Other operating income................................................................................................................................................................................ 64
2.4. 2.4 Material profit or loss items........................................................................................................................................................................ 64
2.5. 2.5 Materials and services.....................................................................................................................................................................................65
2.6. 2.6 Employee benefit expenses.........................................................................................................................................................................65
2.7. 2.7 Leasing expenses.................................................................................................................................................................................................68
2.8. 2.8 Other operating expenses............................................................................................................................................................................68
2.9 2.9 Depreciation, amortization and impairment charges............................................................................................................ 69
2.10. 2.10 Earnings per share............................................................................................................................................................................................. 69
3. 3. Financial position................................................................................................................................................................................. 70
3.1. 3.1 Property, plant and equipment..................................................................................................................................................................70
3.2. 3.2 Goodwill and other intangible assets..................................................................................................................................................72
3.3. 3.3 Inventories..................................................................................................................................................................................................................75
3.4. 3.4 Provisions....................................................................................................................................................................................................................75
3.5. 3.5 Trade payables and other current liabilities...................................................................................................................................76
4. 4. Capital structure and financial instruments....................................................................................................................... 77
4.1. 4.1 Financial assets.....................................................................................................................................................................................................77
4.2. 4.2 Equity.............................................................................................................................................................................................................................78
4.3 4.3 Financial income and expenses...............................................................................................................................................................80
4.4. 4.4 Financial liabilities................................................................................................................................................................................................80
4.5. 4.5 Financial assets and liabilities by measurement categories..............................................................................................81
4.6. 4.6 Reconciliation of movements of liabilities to cash flows arising from financing activities......................85
5. 5. Risk management................................................................................................................................................................................. 85
5.1. 5.1 Financial risk management...........................................................................................................................................................................85
5.2. 5.2 Capital management.........................................................................................................................................................................................92
6. 6. Income taxes........................................................................................................................................................................................... 94
6.1. 6.1 Income taxes recognized in the statement of income.......................................................................................................... 94
6.2. 6.2 Deferred taxes........................................................................................................................................................................................................95
7 7. Group structure and consolidation principles................................................................................................................... 97
7.1. 7.1 Consolidation principles.................................................................................................................................................................................97
7.2. 7.2 Subsidiaries...............................................................................................................................................................................................................98
7.3. 7.3 Investments in associates and joint ventures...............................................................................................................................98
7.4. 7.4 Acquisitions and disposals........................................................................................................................................................................100
7.5. 7.5 Presentation of consolidated statement of income................................................................................................................101
7.6. 7.6 Reconciliation of EBIT based on the nature of expenses...................................................................................................101
7.7. 7.7 New accounting standards.........................................................................................................................................................................101
7.8. 7.8 Exchange rates applied.................................................................................................................................................................................102
8. 8. Other notes............................................................................................................................................................................................ 102
8.1. 8.1 Related party transactions.........................................................................................................................................................................102
8.2. 8.2 Commitments and contingent liabilities.........................................................................................................................................103
8.3. 8.3 Disputes and litigations................................................................................................................................................................................103
1.
Notes to the
1.1.
1.2.
1.3.
consolidated
1.4.
1.5.
2.
2.1.
financial statements
2.2.
2.3.
2.4.
2.5.
2.6.
2.7.
How to read the notes section of the financial statements: 2.8.
The notes to the consolidated financial statements are grouped into sections based on their context. The accounting principles
2.9
applied to the consolidated financial statements as total are described in the first chapter of the notes information. The accounting
principles, critical accounting estimates and judgements and other specific information relating to specific lines of statement of 2.10.
income and statement of financial position are disclosed in connection with the relevant note.
3.
Accounting principles are marked with P . Accounting estimates and judgements are marked with E .
3.1.
3.2.
3.4.
3.5.
1.1. Description of the company to Ramirent’s business operations, including all SIC and IFRIC 4.
interpretations thereon, have been applied with when preparing 4.1.
Ramirent Plc (“the company”) is a Finnish public limited liability both year 2018 and comparative year 2017 figures. The notes
to the consolidated financial statements conform also with the 4.2.
company organized under the laws of Finland and domiciled
in Helsinki, Finland. Ramirent Plc’s registered address is Finnish accounting and company legislation. 4.3
Tapulikaupungintie 37, FI–00750 Helsinki, Finland. Ramirent Plc’s The consolidated financial statements have been prepared on
the historical cost basis except as disclosed in the notes further. 4.4.
shares are listed on the Nasdaq Helsinki (RAMI).
Ramirent Plc is the parent company for Ramirent Group Consolidated financial statements have been presented in 4.5.
(together, “Ramirent” or the “Group”). The Group’s business thousand euros unless otherwise stated. Due to rounding the
sum of individual figures may differ from the totals. The figures in 4.6.
activities comprise rental of machinery and equipment for
construction and manufacturing industries, the public sector parentheses refer to the previous financial year. 5.
and households. In addition to this, the Group provides 5.1.
services related to the rental of machinery and equipment and
also conducts some trade of construction related machinery, 5.2.
equipment and accessories. 1.3. Critical accounting estimates and 6.
Ramirent is an international Group with operations in 10 judgements 6.1.
countries at the end of 2018 – Finland, Sweden, Norway,
Denmark, Estonia, Latvia, Lithuania, Poland, Czech Republic and The preparation of financial statements in conformity with 6.2.
Slovakia. The business operations were conducted from a total IFRS requires the Group’s management to make and rely
of 294 (293) rental outlets located in these countries. In Russia 7
on estimates and to make judgements when applying the
and Ukraine the operations were carried out through a joint accounting principles. Although these estimates are based on 7.1.
venture. management’s best knowledge of events and transactions,
At the end of 2018 Ramirent employed 2,905 (2,820) people. 7.2.
actual results may, nevertheless, differ from the estimates.
The consolidated net sales amounted to EUR 711.7 (685.5) 7.3.
million, of which 69% (68%) was generated outside Finland. The most common and significant situations when 7.4.
These consolidated financial statements were authorized for management uses judgement and makes estimates are when
release by the Board of Directors on February 7, 2019. According it decides on the following: 7.5.
to the Finnish Companies Act, the Annual General Meeting • estimates of future financial performance of the Group, 7.6.
of shareholders is entitled to decide on the adoption of the affecting the reward realization of the long term incentive
company’s financial statements. programs (note 2.6.), 7.7.
• economic lives of non-current assets (note 3.1), 7.8.
• future business estimates and other elements of impairment
testing (note 3.2), 8.
1.2. Basis of preparation • fair value (collectable amount) of trade receivables (note 5.1, 8.1.
section Credit risk),
Ramirent Plc’s consolidated financial statements are prepared in 8.2.
• probability of future taxable profits against which tax
accordance with the International Financial Reporting Standards deductible temporary differences can be utilized thus giving 8.3.
(IFRS) as adopted by the European Union. All IAS and IFRS rise to recognition of deferred income tax assets (note 6.2.),
standards effective on December 31, 2018, that are applicable 8.4.
60 Notes to the consolidated financial statements
1.
1.1 • measurement of fair value of assets acquired in connection 1.5. New and amended IFRS standards
with business combinations (note 7.4.), and
1.2.
• contingent consideration arrangements in acquisitions implemented in 2018
1.3. (note 7.4.).
Ramirent has implemented the following new or amended
1.4.
Detailed information about each of the above estimate and IFRS standards in 2018:
1.5. judgement and the basis of calculation for each affected line IFRS 15 Revenue from contracts with customers: Revenue
item in the financial statements is included in the respective recognition in accordance with IFRS 15 has not resulted in any
2.
notes to the consolidated financial statements. material differences in the timing of the revenue recognition
2.1. or in the amounts to be recognized, compared to the previous
principles. The standard was adopted using the full retrospective
2.2.
method. As there was not any material effect on the information
in the statement of financial position at the beginning of
2.3.
1.4. Classification of expenses in the comparative period, a third balance is not presented.
2.4.
income statements IFRS 9 Financial instruments: The new standard affects
2.5. the classification and measurement of financial instruments.
The classification of expenses in the consolidated statement Following the adoption of IFRS 9 available for sale financial
2.6.
of income is changed to be function based from January 1, assets have been reclassified as financial assets measured at fair
2.7. 2018. Earlier the classification was based on the nature of value through profit or loss. Ramirent has adopted an expected
the expenses. The comparative information in the report has credit loss impairment model for recognizing impairment on
2.8.
been changed accordingly. In the function based statement of trade receivables. The effect of the adoption of IFRS 9, EUR -0.3
2.9 income costs directly associated with generating revenues are million, was recognized as a transition adjustment to the opening
2.10.
included in cost of sales. Cost of sales includes direct material equity of January 1, 2018.
costs and employee benefit expenses as well as also indirect Amendment to IFRS 2 Share based payment transactions: The
3. costs that can be attributed to generating revenue, such as main effect to Ramirent is the requirement to account for the
3.1. depreciation and amortization of assets used by the operations. full incentive plan as equity settled when Ramirent is obliged to
The reconciliation of EBIT based on the nature of expenses is withhold an amount that relates to personal taxes and pay that
3.2. presented in note 7.6. amount to the tax authority. The effect of the adoption of IFRS 2,
3.3. EUR 1.2 million, was recognized as a transition adjustment to the
opening equity of January 1, 2018.
3.4.
3.5.
4.
4.3
4.4.
2.1. Segment information do not relate to any services provided to the segments and not
charged to the segments. Such costs are e.g. costs that relate
4.5.
to the parent company’s status as a listed company and related
4.6. reporting requirements. The Sweden based product development
P Operating segments are reported in a manner consistent company Safety Solutions Jonsereds AB, the site module assembly
5. with the internal reporting provided to the chief operating plant in Estonia and the share of the joint venture Fortent Group’s
5.1. decision maker. The chief operating decision maker, who net result to Ramirent are not reportable operating segments
is responsible for allocating resources and assessing as they are not separately included in the reports provided to
5.2.
performance of the operating segments, has been identified the Group’s CEO. The Danish Temporary Space business is also
6. as the CEO of the Ramirent Group. included in unallocated items following the classification of the
Segment information is presented for Ramirent’s operating remaining Danish operations as discontinued operations.
6.1.
segments, which are determined by geographical split. The pricing of Group internal transactions between the different
6.2. Operating segments are managed separately and they are operating segments is based on the arm’s length principle.
separately reported in internal management reporting to the Financial income and expenses and income taxes are not
7
CEO. allocated to segments but included in Unallocated items.
7.1. Revenue in all segments consists of rental income, service
7.2. As of January 1, 2018, Ramirent reports segments Baltics income, sales income of goods and sales income of used rental
and Europe Central together as one new segment called equipment. The sales mix varies between operating segments
7.3. and from year to year. Rental operations are however the
Eastern Europe. On December 3, 2018, Ramirent announced
7.4. that operations in Denmark will be divested. The transaction primary activity for all segments and they comprise over 60%
is estimated to be completed at the beginning of 2019. The of Ramirent’s net sales. More information about net sales is
7.5.
operations to be divested are reported as discontinued disclosed in note 2.2.
7.6. operations and are not included in the financial figures for the Segment assets and liabilities are items that are used by
continuing operations. The comparative information has also a segment in its operating activities and can be allocated to
7.7.
been restated accordingly. Following these changes Ramirent a segment on a reasonable basis. Non–current assets in the
7.8. publishes its financial information for continuing operations following tables include all non–current assets other than
according to the following four operating segments: financial instruments, post–employment benefit assets and
8.
• Sweden deferred tax assets. Segment liabilities in the following tables
8.1. • Finland include non–current and current liabilities other than interest–
• Eastern Europe (Baltics, Poland, Czech Republic and Slovakia) bearing liabilities. The segments’ capital employed comprises of
8.2.
• Norway. assets and liabilities that the segments utilize in their business
8.3.
The column “Unallocated items” in the Segment information operations to the extent assets and liabilities are reported
table includes head office functions’ cost to the extent that they regularly to the Group’s CEO.
8.4.
Notes to the consolidated financial statements 61
1.1.
2.2.
2.3.
Reconciliation of comparable EBIT from continuing 2.4.
operations to profit before taxes from continuing
2.5.
operations (EUR 1,000) 2018 2017
Comparable EBIT by segment 2.6.
3.1.
Items affecting comparability in EBIT 3.2.
Sweden −8,657 − 3.3.
Finland −4,316 − 3.4.
Norway −21,840 1,296
3.5.
Total −34,812 1,296
4.
4.1.
Operating result (EBIT) by segment
4.2.
Sweden 35,197 36,404
4.3
Finland 23,457 25,288
4.4.
Eastern Europe 31,000 23,486
4.5.
Norway −10,052 9,951
4.6.
Total operating result (EBIT) for reportable segments 79,603 95,129
5.
7.1.
7.2.
7.3.
7.4.
7.5.
7.6.
7.7.
7.8.
8.
8.1.
8.2.
8.3.
8.4.
62 Notes to the consolidated financial statements
1.
1.1
Information about segments is presented in the following tables:
1.2.
1.3.
Unallocated
1.4. Year 2018 segment Eastern items and
1.5. information (EUR 1,000) Sweden Finland Europe Norway eliminations Group total
2. External net sales 271,689 193,841 119,499 124,173 2,467 711,669
2.1. Inter–segment net sales 556 232 75 28 −891 −
2.2. Total net sales 272,244 194,074 119,574 124,201 1,576 711,669
2.3.
Depreciation and impairment charges −35,864 −29,052 −21,890 −25,846 313 −112,339
2.4.
Amortization and impairment charges −10,307 −1,768 −393 −8,961 −2,232 −23,661
2.5.
Comparable EBIT 43,854 27,773 31,000 11,787 −7,625 106,790
2.6.
Items affecting comparability in EBIT −8,657 −4,316 − −21,840 −5,090 −39,902
2.7. Operating result (EBIT) 35,197 23,457 31,000 −10,052 −12,715 66,888
2.8.
2.9 Reportable non–current assets 226,203 176,532 145,380 104,002 18,594 670,711
2.10.
3.1.
Reportable liabilities 103,729 45,414 22,017 34,928 2,825 208,913
3.2.
3.3.
Gross capital expenditure 58,808 68,393 44,779 40,014 −12,494 199,501
3.4.
Number of employees
3.5.
At reporting date 838 564 752 375 377 2,905
4. Average during the year 842 555 742 390 362 2,890
4.1.
4.2.
Information on recognized impairment charges is presented in notes 7.4.
4.3
Unallocated
4.4. Year 2017 segment Eastern items and
4.5. information (EUR 1,000) Sweden Finland Europe Norway eliminations Group total
4.6. External net sales 259,479 191,261 110,866 121,060 2,830 685,495
5.
Inter–segment net sales 864 212 106 164 −1,345 −
Total net sales 260,343 191,472 110,971 121,223 1,486 685,495
5.1.
5.2.
Depreciation and impairment charges −35,570 −27,526 −20,671 −18,222 −71 −102,060
6.
Amortization and impairment charges −3,099 −1,261 −253 −2,575 −696 −7,883
6.1.
Comparable EBIT 36,404 25,288 23,486 8,655 −4,390 89,443
6.2. Items affecting comparability in EBIT − − − 1,296 − 1,296
7 Operating result (EBIT) 36,404 25,288 23,486 9,951 −4,390 90,739
7.1.
7.2. Reportable non–current assets 258,081 144,532 125,839 111,407 63,290 703,148
7.3.
7.4.
Reportable assets 312,556 182,313 151,898 134,323 74,830 855,920
7.5.
Reportable liabilities 99,861 37,542 22,584 32,847 8,734 201,568
7.6.
7.7.
Gross capital expenditure 63,191 38,474 35,462 23,689 5,633 166,450
7.8.
Number of employees
8. At reporting date 831 535 715 396 343 2,820
8.1. Average during the year 808 529 706 401 331 2,774
8.2.
8.3.
8.4.
Notes to the consolidated financial statements 63
1.1.
1.1.
2.2. Net sales Ramirent adopted IFRS 15 ”Revenue from contracts with
customers” from January 1, 2018. The adoption was done using 1.2.
Ramirent has identified the following revenue streams for its the full retrospective method in accordance with IAS 8. IFRS 15
1.3.
operations: standard introduces a five phase model to be applied in revenue
1. Rental sales (63% of net sales in 2018) recognition. According to the standard revenue recognition 1.4.
2. Service sales (29% of net sales in 2018) is based on transfer of control. Revenue is recognized at an
1.5.
3. Sale of equipment (3% of net sales in 2018) amount that reflects the consideration that is expected to be
4. Sale of goods (5% of net sales in 2018). received. Revenue is recognized either at a point in time or over 2.
time. For Ramirent IFRS 15 is applied to services sales, sales of
2.1.
All Ramirent operating segments provide rental and services to used rental equipment and goods. Implementation of IFRS 15 did
their customers and sell equipment and goods, but the sales mix not result in any material differences in the timing of the revenue 2.2.
can be different between operating segments and varies from recognition or in the amounts to be recognized, compared to the
2.3.
year to year. earlier principles. Adoption of the new standard did not result
Primary activity in Ramirent relates to rental business, which restatement of financial reporting. 2.4.
is currently in scope of IAS 17 Leases and from January 1, 2019 2.5.
in scope of IFRS 16. Rental sales represent approximately 60% of
P Revenues are reported at an amount expected to be 2.6.
the total net sales in Ramirent Group.
received in exchange for the goods or services. Ramirent 2.7.
Ramirent’s rental fleet comprises of the following product considers rental and services in a contract separately
identifiable components and allocates revenues to these 2.8.
lines:
• modules and containers components separately. Transaction prices in the contracts 2.9
• scaffolding and weather covers are allocated to performance obligations based on stand-
alone selling prices. 2.10.
• power and heating equipment
• tower cranes and hoists Ramirent has classified all rental agreements where 3.
• heavy machinery Ramirent is the lessor as operating leases. Ramirent does
3.1.
• safety and support equipment not have any finance lease agreements with the customers.
• lifts Rental revenue from operating leases is recognized on a 3.2.
• light machinery. straight line basis over the term of the relevant lease.
3.3.
Services are treated as separate performance obligations
Rental contracts are most often made for an indefinite and the revenue is recognized when the services are 3.4.
period and there are no significant minimum lease payments rendered to the customer over time.
3.5.
receivables. Invoicing is based on actual rental period that Sale of equipment comprise sale of used machinery and
varies from days to years. In typical contracts the ownership equipment that Ramirent has held for rental to others and 4.
is not transferred to the customer during or at the end of the sells in the course of its ordinary activities. Such assets shall
4.1.
lease period. Most of the fleet is ready to be rented without any be transferred to inventories at the carrying amount when
modifications. There are no significant variable components in they cease to be rented and become held for resale. Income 4.2.
Ramirent’s agreements with customers. from sales of rental machinery and equipment is recognized
4.3
Service sales represent approximately 30% of the total in net sales on a gross basis. Revenue is recognized at a point
net sales in Ramirent Group. Services are provided related in time, when control of the equipment is transferred, typically 4.4.
to rental of machinery and equipment and separately. They at the delivery. 4.5.
comprise a wide range of different kind of services, e.g. worksite Sale of goods comprise sale of fuel, merchandise and
planning, logistics, on-site support, training and assembly and consumables in relation to rental of machinery and equipment 4.6.
disassembly services. or separately. Revenue is recognized at a point in time, when 5.
Used rental equipment can be sold in connection to rental, control of the goods is transferred, typically at the delivery.
but these sales are often carried out separately from rental Ramirent has not recognized any assets to fulfil the 5.1.
operations and to different customers. Sale of goods is typically contracts. 5.2.
carried out in connection to rental operations.
6.
6.1.
Sales mix in 2018 and 2017, continuing 6.2.
operations (EUR 1,000) 2018 Share of total 2017 Share of total 7
Rental income 451,712 63.5% 432,449 63.1%
7.1.
Service income 203,276 28.6% 193,638 28.2%
7.2.
Sale of used rental machinery and equipment 22,115 3.1% 28,977 4.2%
7.3.
Sale of goods 34,566 4.9% 30,431 4.4%
7.4.
Net sales 711,669 100.0% 685,495 100.0%
7.5.
7.6.
Disaggregation of sales per customer
7.7.
sector in 2018 and 2017, continuing
operations (EUR 1,000) 2018 Share of total 2017 Share of total 7.8.
8.4.
64 Notes to the consolidated financial statements
1.
1.1
Unallocated
1.2.
Disaggregation of revenue Eastern items and Group
1.3. 2018 (EUR 1,000) Sweden Finland Europe Norway eliminations total
1.4. External net sales 271,689 193,841 119,499 124,173 2,467 711,669
1.5. Inter–segment net sales 556 232 75 28 −891 −
2. Total 272,244 194,074 119,574 124,201 1,576 711,669
2.1.
2.6.
Unallocated
2.7.
Disaggregation of revenue Eastern items and Group
2.8. 2017 (EUR 1,000) Sweden Finland Europe Norway eliminations total
2.9 External net sales 259,479 191,261 110,866 121,060 2,830 685,495
2.10. Inter–segment net sales 864 212 106 164 −1,345 −
3. Total 260,343 191,472 110,971 121,223 1,486 685,495
3.1.
4.
Assets and liabilities related to contracts with customers amounted to EUR 2.9 million. The amounts recognized in 2017
4.1.
Ramirent did not have any assets and liabilities related to related to the Temporary Space business that was divested
4.2. contracts with customers at the end of 2018. At the end of 2017 on November 1, 2018. There was no allowance for credit losses
assets related to contracts with customers amounted to EUR recognized on contract assets in 2017.
4.3
1.3 million and liabilities related to contracts with customers
4.4.
4.5.
7.1.
Total 791 2,108
7.2.
7.3.
7.4.
2.4. Material profit or loss items (EUR 1,000) 2018 2017
7.5.
The Group has identified the following items which are material Restructuring measures −5,902 −
7.6.
due to the significance of their nature and amount. They are Acquisitions, divestments and −33,986 1,296
7.7. disclosed separately to provide a better understanding of the asset disposals
7.8. Group’s operational performance. Total −39,887 1,296
8.
Details of acquisitions and divestment are presented in note 7.4.
8.1. Details of restructuring measures are presented in note 3.4.
8.2.
8.3.
8.4.
Notes to the consolidated financial statements 65
1.1.
1.2.
1.
1.1 Management Team are also included in the target group of DIP
1.2. 2017 and their total reward potential will be based on the short
term incentive plan targets and the Group’s Total Shareholder
1.3.
Return (TSR) for the earning period 2017 and the two-year lock-
1.4. up period.
1.5.
2.8. Settlement Equity and cash Equity and cash Cash Equity and cash
2.9
2.10.
Long-term Incentive Long-term Incentive Performance
Changes during 2018, pcs Share Plan 2015-2017 Share Plan 2016-2018 Share Plan 2018-2020
3.
Jan 1, 2018
3.1.
Outstanding at the beginning of the
231,120 433,947 −
3.2. reporting period,
3.3.
4.2.
Dec 31, 2018
4.3 Outstanding at the end of the period − 457,259 250,000
4.4.
8.4.
Notes to the consolidated financial statements 67
1.1.
1.1.
Effect of Share-based Incentives on the result and financial position
1.2.
during the period (EUR) 2018 2017
1.3.
Expenses for the financial year, share-based payments 1,483,297 1,349,726
1.4.
Expenses for the financial year, share-based payments, equity-settled 434,338 277,001
Estimated amount of taxes to be paid in the plans 31 December. 1,692,054 1,539,685 1.5.
2.1.
2.2.
Pension obligations Elements of defined 2.3.
benefit pension plan
2.4.
expenses (EUR 1,000) 2018 2017
P The Group companies have organized their pensions
Current service cost −857 −907 2.5.
by means of various pension plans in accordance with local
conditions and practices. Such plans are either defined Interest cost −588 −597 2.6.
contribution plans or defined benefit plans. Ramirent has
Total −1,445 −1,504 2.7.
defined contribution plans in all countries where it operates
and a defined benefit plan in Sweden. 2.8.
In defined contribution plans, the Group makes fixed Elements of defined 2.9
payments to separate entities or plans, in which the Group
has no legal or constructive obligation to make any additional
benefit plan net 2.10.
payments if the party receiving them is unable to pay the obligation (EUR 1,000) 2018 2017
3.
pension benefits in question. All arrangements that do not Present value of unfunded
24,226 22,357 3.1.
qualify as defined contribution plans are defined benefit obligations
plans. Surplus (-) / deficit (+) 24,226 22,357 3.2.
The pension contributions paid or payable for defined
contribution pension plans are expensed in profit or loss Net obligation on December 31 24,226 22,357 3.3.
during the financial period to which the costs relate. 3.4.
The defined benefit pension obligations due to defined Amounts recognized in the 3.5.
benefit pension plans have been recognized in the balance balance sheet
sheet on the basis of actuarial calculations. The actuarial 4.
calculations are based on projected unit credit method. Liabilities 24,226 22,357
4.1.
Under this method, the cost of providing pensions is charged Net liability 24,226 22,357
to profit or loss so as to spread the regular cost over the 4.2.
service lives of employees in accordance with the advice of
qualified actuaries who carry out a full valuation of the plans Change of the present 4.3
every year. The pension obligation is measured as the present value of the defined 4.4.
value of estimated future cash outflows using interest rates benefit pension 4.5.
of highly rated government securities or corporate bonds, as
obligations (EUR 1,000) 2018 2017
appropriate that materially corresponds to the currency and 4.6.
expected maturity of the defined benefit pension obligation. Present value of obligation on
22,357 20,005 5.
The Group recognizes all actuarial gains and losses arising January 1
from defined benefit plans in equity in Other Comprehensive Translation differences −896 −624 5.1.
Income as they occur. The Group reports the service cost in Current service cost 857 907 5.2.
employee benefit expenses and the net interest in financial
items. The Group reports the net pension asset or liability in Interest cost 588 597 6.
the Balance Sheet. Experience adjustments to 6.1.
581 540
plan liabilities
E The future pension benefit at the time of retirement for 6.2.
Actuarial gains (-) and losses
the employees covered by the defined benefit pension plans (+) arising from changes in 968 1,142 7
is determined on the basis of certain factors e.g. the salary financial assumptions
level and the total number of years of service. 7.1.
Benefits paid −230 −210
7.2.
Present value of obligation
24,226 22,357
on December 31 7.3.
Pension costs 7.4.
recognized in profit or
Principal actuarial 7.5.
loss (EUR 1,000) 2018 2017
assumptions 2018 2017 7.6.
Defined benefit pension plan
−1,445 −1,504 Discount rate 2.55% 2.65%
expenses 7.7.
Defined contribution pension 7.8.
−10,092 −9,831
plan expenses Future salary increase
2.50% 2.00%
Total −11,537 −11,335 expectation 8.
8.1.
Future benefit increase 8.2.
2.50% 2.00%
expectation
8.3.
8.4.
68 Notes to the consolidated financial statements
1.
1.1.
1.3.
P The basic earnings per share (EPS) is calculated by
Depreciation, dividing the net result attributable to the parent company’s 1.4.
amortization and shareholders with the weighted average number of shares 1.5.
impairment charges by outstanding during the financial period. Treasury shares, if
any, are subtracted from the number of outstanding shares. 2.
class of assets
The diluted EPS is calculated by dividing the net result 2.1.
(EUR 1,000) 2018 2017 attributable to the parent company’s shareholders with the
Depreciation of tangible non– weighted average number of shares outstanding during the 2.2.
current assets financial period. Share–based payment arrangements have 2.3.
Buildings and structures −2,284 −2,264 a diluting effect if the share market price is higher than the
2.4.
subscription price of the shares which includes the fair value
Machinery and equipment −92,381 −97,203 of any services to be supplied to the Group in the future 2.5.
Other tangible assets −2,809 −2,593 under the share–based payment arrangements and if all the
2.6.
conditions have been realized at the reporting date.
Amortization of intangible
2.7.
non–current assets
Other intangible assets −3,012 −3,987 2.8.
2018 2017
Other capitalized long– 2.9
−4,235 −3,896 Result from continuing
term expenditure 44,867 64,796
operations (EUR thousand) 2.10.
5.1.
Earnings per share (EPS)
on parent company 5.2.
shareholders’ share of result
6.
Earnings per share (EPS),
basic, continuing operations, 0.42 0.60 6.1.
EUR 6.2.
Earnings per share (EPS), 7
diluted, continuing 0.41 0.60
operations, EUR 7.1.
7.2.
Earnings per share (EPS), 7.3.
basic, discontinued 0.03 −0.01
operations, EUR 7.4.
8.3.
8.4.
70 Notes to the consolidated financial statements
1.
1.1
1.4.
1.5.
3.1. Property, plant and equipment Impairment and impairment testing of
2.
non-current assets
2.1.
P A tangible asset is recognized in the balance sheet only
if it is probable that future economic benefits associated with P Non–current assets are reviewed regularly to determine
2.2. the asset will flow to the entity and its cost can be measured whether there are any indications of impairment, i.e. whether
2.3. reliably. any events or changes in circumstances indicate that the
Tangible assets (land, buildings and structures, machinery carrying amount of an asset may not be recoverable.
2.4. Assets that are subject to depreciation and amortization
and equipment, other tangible assets) acquired by Group
2.5. companies are stated at original acquisition cost less are reviewed for impairment whenever events or changes in
accumulated depreciation and accumulated impairment circumstances indicate that the carrying amount may not be
2.6. recoverable. An impairment loss is recognized for the amount
charges, except when acquired in connection with a
2.7. business combination when they are measured at fair value by which the assets carrying amount exceeds its recoverable
at acquisition date less depreciation and impairment charges amount. The recoverable amount for non–current assets
2.8.
accumulated after the acquisition date. is the higher of their fair value less cost to sell and their
2.9 The acquisition cost includes all expenditure attributable to value in use. The value in use is determined by reference to
bringing the asset to working condition. In addition to direct discounted cash flows expected to be generated by the asset.
2.10.
purchasing expenses it also includes other expenses related The financial valuation models used for impairment testing
3. to the acquisition, such as duties, transport costs, installation require application of estimates.
costs and inspection fees,. A recognized impairment loss is reversed only if such
3.1.
When parts of an item of property, plant and equipment have changes of circumstances have occurred which have had
3.2. different useful lives, they are accounted for as separate items an increasing effect on the recoverable amount compared
(major components) of property, plant and equipment. to its amount when the impairment loss was recognized.
3.3.
Major repairs may qualify for the capitalization criteria for Impairment losses may not, however, be reversed in excess
3.4. subsequent expenditures. This is the case when the costs of such a reversal amount which would cause the assets
spent on the repair enhance the capacity of the asset or carrying value after the reversal to be higher than the carrying
3.5.
extends its useful life compared to its capacity or useful life value it would have had if no impairment loss would have
4. before the repair. If not, subsequent expenditures are not been recognized.
4.1. capitalized in the balance sheet, but instead recognized as
expenses in the profit or loss. Ordinary repair and maintenance
4.2. expenditures are expensed to the profit or loss when incurred. For machinery and equipment in rental use special attention is
Tangible assets are subject to straight–line item–by–item paid to utilization rate and in cases where the utilization rate is
4.3
depreciation during their estimated useful life. Land is not low the need for impairment is considered. An impairment loss
4.4. subject to depreciation. is recognized when an asset’s carrying amount is higher than
4.5. Depreciation methods, useful lives and residual values are its recoverable amount. Impairment losses are recognized in
reviewed at each reporting date and adjusted if appropriate. the profit or loss. Detailed information on impairment losses is
4.6. Depreciation ceases when assets are classified as held for presented in note 2.9.
5. sale in accordance with IFRS 5 “Non–current Assets Held for
Sale and Discontinued Operations”. Assets classified as held
5.1. for sale are carried at the lower of carrying value and fair value
5.2. less costs to sell. Machinery and equipment held for rental
that are routinely sold in the course of the Group’s ordinary
6.
activities are transferred to inventories when they cease to be
6.1. rented and become held for sale.
Gains and losses on disposed tangible assets are recognized
6.2.
in the profit or loss. Sales income from sold rental machinery
7 and equipment is recognized in net sales and the costs related
to the sales are recognized as material and service expenses.
7.1.
Sales gains from sold other tangible assets are recognized as
7.2. other operating income and sales losses are recognized as
other operating expenses.
7.3.
1.1.
1.1.
Movement in property, plant and Other
1.2.
equipment 2018 Buildings & Machinery & tangible
(EUR 1,000) Land structures equipment assets Total 1.3.
2.6.
Accumulated depreciation and impairment
− −10,675 −661,699 −20,710 −693,083 2.7.
charges on January 1
2.8.
Exchange differences − 121 11,558 539 12,218
Business combinations − −17 −11,757 − −11,774 2.9
3.5.
Carrying value on January 1 2,784 10,732 500,909 10,342 524,768
4.
Carrying value on December 31 3,648 13,602 488,292 9,993 515,535
4.1.
* Reclassifications include sold used rental machinery and equipment that is transferred to inventories when they become held for resale, as well as transfers of own production from
inventories to tangible assets. . 4.2.
4.3
The impairment charges recognized in 2018 relate to the divestment of the Temporary Space business in Sweden, Finland, Norway
and Denmark. Detailed information is presented in note 7.4. 4.4.
4.5.
4.6.
Movement in property, plant and Other
5.
equipment 2017 Buildings & Machinery & tangible
(EUR 1,000) Land structures equipment assets Total 5.1.
Historical cost on January 1 6,477 27,748 1,095,840 29,174 1,159,239 5.2.
Exchange differences −283 −1,029 −19,999 −529 −21,840 6.
Additions 1,452 4,566 153,198 3,820 163,035
6.1.
Business combinations − − 277 − 277
6.2.
Disposals − −1,316 −11,639 −3,673 −16,628
7
Disposals of subsidiares and businesses −4,862 −8,432 − − −13,294
Reclassifications − −129 −55,069 2,260 −52,938 7.1.
7.3.
Accumulated depreciation and impairment
− −10,122 −632,736 −21,047 −663,905 7.4.
charges on January 1
7.5.
Exchange differences − 354 12,115 476 12,945
Disposals − 1,188 11,637 3,642 16,467 7.6.
8.2.
1.
1.1
3.2. Goodwill and other intangible
1.2.
assets
1.3.
1.4.
1.5. P Goodwill
Goodwill is measured as the excess of the sum of
2.
consideration transferred, the amount of any non-controlling
2.1. interests in the acquired entity, and the acquisition date fair
2.2.
value of any previous equity interest in the acquired equity
over the fair value of the net identifiable assets acquired.
2.3. It represents a consideration made by the acquirer in
2.4.
anticipation of future economic benefits from assets that
cannot be individually identified and separately recognized
2.5. as assets. Goodwill is not amortized, but instead it is subject
2.6. to impairment testing procedure once a year, or more
frequently if events or changes in circumstances indicate
2.7. that it might be impaired. For this purpose goodwill is
2.8. allocated to the cash-generating units “CGU” which it relates
to. An impairment charge on goodwill is recognized in the
2.9 consolidated income statement, if the impairment test shows
2.10. that its carrying amount exceeds its estimated recoverable
amount, in which case its carrying amount is written down
3. to its recoverable amount. Thus, subsequent to its initial
3.1. recognition, goodwill acquired in a business combination
is carried at initial cost less any accumulated impairment
3.2.
charges recognized after the acquisition date. An impairment
3.3. loss on goodwill is never reversed.
3.4.
Other intangible assets
3.5. An intangible asset is recognized only if it is probable that the
4. future economic benefits that are attributable to the asset
will flow to the entity, and the cost can be measured reliably.
4.1. They are carried at initial fair value at the date of acquisition
4.2. less cumulative amortization and accumulated impairment
charges.
4.3 Amortization ceases when an asset is classified as held
4.4. for sale in accordance with IFRS 5 “Non–current Assets Held
for Sale and Discontinued Operations”. Assets classified as
4.5.
held for sale are carried at the lower of carrying value and fair
4.6. value less costs to sell.
Gains on sold intangible assets are recognized as other
5.
operating income, whereas losses are recognized as other
5.1. operating expenses in the profit or loss.
5.2.
7.4.
E
7.5.
The estimated useful lives per asset category are as follows:
7.6.
• Software licenses and IT–systems 3–5 years
7.7. • Costs for development of new products 5 years
• Non–competition agreements 2–5 years
7.8.
• Customer agreements and relationships 3–10 years
8. • Cooperation agreements 3–5 years
8.1.
8.4.
Notes to the consolidated financial statements 73
1.1.
1.1.
Other
1.2.
Movement in goodwill and other Other capitalized
intangible assets 2018 intangible long−term 1.3.
2.7.
Accumulated amortization and impairment
−5,351 −38,033 −17,720 −61,105 2.8.
charges on January 1
Exchange differences 2 729 51 781 2.9
3.5.
Carrying value on January 1 134,660 9,383 14,417 158,460
4.
Carrying value on December 31 126,451 4,931 8,359 139,742
4.1.
The impairment charges recognized in 2018 relate to the divestment of the Temporary Space business in Sweden, Finland and 4.2.
Norway. Detailed information is presented in note 7.4.
4.3
4.4.
Other
Movement in goodwill and other Other capitalized 4.5.
intangible assets 2017 intangible long−term 4.6.
(EUR 1,000) Goodwill assets expenditure Total 5.
Historical cost on January 1 143,931 51,327 29,993 225,251
5.1.
Exchange differences −4,104 −1,750 −4 −5,858
5.2.
Additions − 189 2,528 2,718
6.
Business combinations 184 236 − 420
6.1.
Disposals − −2,850 −143 −2,993
6.2.
Reclassifications − 264 −236 27
7
Historical cost on December 31 140,011 47,417 32,137 219,565
7.1.
7.2.
Accumulated amortization and impairment
−5,432 −38,130 −13,522 −57,084
charges on January 1 7.3.
Exchange differences 81 1,259 −14 1,326 7.4.
Disposals − 2,850 158 3,008 7.5.
Reclassifications − −166 166 − 7.6.
Amortization − −3,846 −4,509 −8,355
7.7.
Accumulated amortization and impairment
−5,351 −38,033 −17,720 −61,105 7.8.
charges on December 31
8.
8.3.
8.4.
74 Notes to the consolidated financial statements
1.
1.1
Impairment testing of goodwill
1.2. E In the impairment testing the estimates for the 2019
Goodwill is allocated to groups of cash–generating units (CGUs).
1.3. cash flows are based on the budget for the year 2019. The
Ramirent’s management has defined the following CGUs to
cash flow estimates projected for years 2020–2023 are based
1.4. which goodwill is allocated: Finland, Sweden, Norway, Baltics
on management’s views on the growth and profitability of
and Europe Central. The goodwill allocated to CGUs is set out in
1.5. business.
the table below.
In the long term the EBIT margin used in the testing varies
2. from 15% to 18%. The revenue/capital ratio of approximately
2.1. Allocation of goodwill to 100% is used for testing on a Group level. The medium term
cash–generating units growth varies between 2.0%–2.5% p.a. depending on each
2.2.
country’s medium term growth and inflation expectations. The
(CGUs) (EUR 1,000) 2018 2017
2.3. long term growth is estimated to be 2.0 % p.a. for all CGUs.
Sweden* 54,726 64,319 It reflects both the expected growth and inflation in the
2.4.
Finland 27,444 22,380 operating country. The capital structure of CGU’s used in the
2.5. calculations reflects the target capital structure of Ramirent
Norway 23,511 26,711 Group.
2.6.
Baltics 10,298 10,298 The most important assumptions, in addition to the future
2.7. cash flow estimates, are those made on the weighted average
Europe Central 10,474 10,550
cost of capital (WACC), which is used in discounting the
2.8.
Total 126,451 134,258 future cash flows. The cost of capital also includes the risk–
2.9 * Safety Solutions Jonsereds AB is included in Sweden segment figures free interest rates and risk premiums in the different countries
where the CGUs are operating. Debt/equity ratio of 30% /
2.10.
The goodwill is recorded in local currencies and currency 70% has been used in the DCF–calculations. The elements
3. exchange rate fluctuations affect the amounts of goodwill in affecting the WACC are Ramirent’s capital structure, equity
3.1. euros. The recoverable amount of each CGU is determined by beta, the CGU specific cost of equity and the cost of interest–
using the discounted cash flow (DCF) method. bearing debt.
3.2. There are not any significant changes in the discount
3.3. rates (pre–tax WACC) used in year 2018 impairment testing,
compared to the year 2017 testing.
3.4.
3.5. The principal assumptions used in the year 2018 and 2017
4. impairment tests are set forth in the below two tables.
4.1.
4.2. Year 2018 impairment test Sweden Finland Norway Baltics Europe Central
4.3 Growth in net sales *) 2.8% 2.7% 0.6% 4.1% 4.6%
4.4. Long–term growth 2.0% 2.0% 2.0% 2.0% 2.0%
4.5. Average EBIT margin 2019–2023 16.7% 15.7% 13.1% 22.8% 22.4%
4.6. WACC (after tax) 7.8% 7.9% 7.8% 9.8% 8.2%
5. WACC (pre–tax) 9.6% 9.4% 9.6% 12.0% 9.8%
*) Average growth in net sales (2019–2023) p.a.
5.1.
5.2.
6. Year 2017 impairment test Sweden Finland Norway Baltics Europe Central
Growth in net sales *) 2.9% 2.6% 1.2% 4.1% 3.5%
6.1.
Long–term growth 2.0% 2.0% 2.0% 2.0% 2.0%
6.2.
Average EBIT margin 2018–2022 16.1% 16.0% 13.3% 20.5% 19.6%
7
WACC (after tax) 7.8% 7.9% 7.8% 9.9% 8.2%
7.1.
WACC (pre–tax) 9.6% 9.5% 9.6% 11.4% 9.9%
7.2.
*) Average growth in net sales (2018–2022) p.a.
7.3.
The impairment test has been done on the assets as per October
7.4. 31, 2018. The previous impairment test was done as per October 31,
7.5. 2017.
Based on the impairment tests for 2018 and 2017, the
7.6. recoverable amounts of the CGUs are higher than their carrying
7.7. amounts for all units.
7.8.
8.
8.1.
8.2.
8.3.
8.4.
Notes to the consolidated financial statements 75
1.1.
1.1.
Sensitivity analysis Inventories (EUR 1,000) 2018 2017
1.2.
The main element of uncertainty connected with impairment Products for sale 12,452 11,360
testing is the management’s assumption on future EBIT level for 1.3.
Spare parts and accessories to
each CGU. The outcome of future year EBIT is in turn dependent be consumed in rendering of 2,253 1,358 1.4.
on the outcome of the estimated future net sales and the EBIT %. services
The EBIT margins used in the terminal period in the 1.5.
impairment testing are based on management assessment Carrying value on December 31 14,705 12,718
2.
of long term growth and profitability. In all the recoverable
2.1.
amount exceeds the carrying amount and no impairment has
been recognized. The amount by which the recoverable amount 2.2.
exceeds the carrying amount is over 40 % for all CGUs. 3.4. Provisions
2.3.
The below tables show the required decline of estimated
future free cash flow and the increase in discount rate per 2.4.
segment which would cause the recoverable amount of a CGU to P A provision is recognized when
2.5.
equal the carrying amount of that CGU. • there is a present obligation (legal or constructive) as a
result of a past event, 2.6.
• it is probable that a future outflow of resources embodying
Decline of free cash 2.7.
economic benefits will be required to settle the obligation,
flow 2018 2017 and 2.8.
Sweden −39,4% −37.2% • a reliable estimate can be made of the amount of the 2.9
obligation.
Finland −52,1% −51.5% 2.10.
Norway −20,8% −19.4%
3.
The most common provisions that the Group has are
Baltics −28.0% −22.0%
restructuring provisions. They are recognized only when general 3.1.
Europe Central −46.3% −39.8% recognition criteria for provisions are fulfilled and the Group 3.2.
has a detailed formal plan about the business concerned, the
Free cash flow comprises of EBIT added by depreciation and location and number of employees affected, a detailed estimate 3.3.
amortization deducted by ordinary replacement investments and of the associated costs and appropriate timeline. Recognized 3.4.
change in working capital. provisions relate mainly to reorganizing of non-profitable
businesses and optimizing of customer centre structure and 3.5.
8.2.
8.3.
8.4.
76 Notes to the consolidated financial statements
1.
1.1
Movements in provisions per Termination Leases of
1.2.
category 2018 (EUR 1,000) benefits premises Other provisions Total
1.3. Provisions on January 1 852 2,941 1,404 5,197
1.4. Provisions made during the period 1,112 3,650 357 5,118
1.5. Provisions used during the period −40 −83 −1 −124
2. Provisions reversed during the period −793 −2,585 −923 −4,301
2.1. Exchange rate differences 8 −26 −60 −78
2.2. Provisions on December 31 1,139 3,896 776 5,812
2.3.
3.
Movements in provisions per Termination Leases of
3.1.
category 2017 (EUR 1,000) benefits premises Other provisions Total
3.2.
Provisions on January 1 461 1,514 448 2,423
3.3.
Provisions made during the period 1,061 2,415 1,219 4,695
3.4.
Provisions used during the period −497 −615 −252 −1,365
3.5. Provisions reversed during the period −189 −333 − −521
4. Exchange rate differences 17 −40 −12 −35
4.1. Provisions on December 31 852 2,941 1,404 5,197
4.2.
6.
6.1.
3.5. Trade payables and other current
6.2.
liabilities
7
8.4.
Notes to the consolidated financial statements 77
1.1.
1.1.
4. Capital structure and financial instruments 1.2.
1.3.
1.5.
equivalents (EUR 1,000) 2018 2017
Cash and cash equivalents 10,292 6,896 2.
P Financial assets catekories
The Group’s financial assets are classified in the following Carrying value on 2.1.
10,292 6,896
measurement categories: amortized cost and fair value December 31 2.2.
through profit or loss. The classification depends on used
business model for managing the financial assets and the The maximum exposure to credit risk is the carrying amount 2.3.
contractual terms of the cash flows. Assets are classified as of the cash and cash equivalents. Note 5.1. sets out more 2.4.
current assets, except for maturities over 12 months after information about credit risk. The impairment of the cash and
balance sheet date, which are classified as non-current cash equivalents has not been recognized because the amount 2.5.
assets. Purchases and sales of financial assets are recognized is immaterial. 2.6.
on the settlement date (excluding derivatives, note 5.1.).
Financial assets are derecognized when the rights to receive 2.7.
cash flows from the investments have expired or have been Trade and other
2.8.
transferred and the Group has transferred substantially all receivables (EUR 1,000) 2018 2017
risks and rewards of ownership. 2.9
Trade receivables 106,884 114,966
Amortized cost category consist of cash & cash 2.10.
equivalents, trade receivables and loan receivables where the Other financial receivables 79 144
business model is to hold the asset to collect the contractual 3.
Accrued income and prepaid
19,545 15,475
cash flows which represent only payments of principal and expenses 3.1.
interest. Financial assets recognized at amortized cost are Carrying value on
126,508 130,585 3.2.
valued using the effective interest method. In year 2017 these December 31
items were classified as loans and receivables according to 3.3.
IAS 39. Trade and other receivables
106,963 115,110
excluding non-financial items 3.4.
Assets at fair value through profit or loss consists of
unlisted equity investments and derivatives which do not 3.5.
Due to the nature of short-term trade and other receivables
meet criteria for hedge accounting. The category consist from
their carrying amount is expected to be equal to their fair value. 4.
unlisted Norwegian shares and an investment related to the
The maximum exposure to credit risk is the carrying amount of
CEO’s voluntary pension plan. Gains or losses of the equity 4.1.
the trade and other receivables. Analysis of trade receivables
investments are included in financial income and expenses.
by age, information about the impairment and credit losses 4.2.
Equity investments were classified as available for sale in 2017
are presented in Note 5.1., Financial risk management, section
according to IAS 39. 4.3
‘Credit risk’.
The Group did not have any assets classified as fair value
4.4.
through other comprehensive income during 2018.
Non-current receivables 4.5.
Cash & cash equivalents 4.6.
Ramirent’s loans receivable are from the joint venture Fortrent.
Cash and cash equivalents includes cash in hand, deposits
Fair values of loan receivable are not materially different from
held with banks, and other highly liquid investments with 5.
the carrying amounts which is also the maximum exposure
original maturities of three months or less. Any bank 5.1.
to credit risk. The impairment of the loans receivable has not
overdrafts are presented as interest–bearing liabilities.
been recognized because the amount is immaterial. The other 5.2.
financial receivables consist of unlisted shares.
Impairment 6.
The general expected credit loss model is used for debt
instruments carried at amortized cost at time of initial (EUR 1,000) 2018 2017 6.1.
recognition of asset through profit and loss and additional 6.2.
Non-current interest-bearing
impairment is recognized through profit or loss if there is receivables (joint venture 8,694 10,153
evidence of deterioration in credit quality. The credit loss is 7
Fortrent)
recognized based on individual assessment of receivable. 7.1.
The simplified expected credit loss model is applied for trade Available-for-sale financial
− 89
receivables. Every business area uses a specific provision assets 7.2.
matrix for the trade receivables due to the different nature Other non–current 7.3.
385 739
of the business area. The business area impairment process receivables
7.4.
is based on historical credit loss experience combined with Carrying value on
current conditions and forward looking macroeconomic 9,079 10,981
December 31 7.5.
analysis. The impairment or credit loss is recognized in the
7.6.
consolidated statement of income within other expenses.
In 2017 the provision for impairment was recognized for 7.7.
receivables over 90 days overdue.
7.8.
8.
8.1.
8.2.
8.3.
8.4.
78 Notes to the consolidated financial statements
1.
1.1
4.2. Equity
1.2.
2.2.
Number of
2.3.
outstanding Number of Total number
2.4. shares treasury shares of shares
2.5. (EUR 1,000) (thousand) (thousand) (thousand) Share capital
2.6. Carrying value on December 31, 2016 107,749 948 108,697 25,000
2.7. Directed share issue on February 16, 2017 247 −247 – –
2.9 Carrying value on December 31, 2017 108,146 552 108,697 25,000
2.10.
Directed share issue on March 13, 2018 25 −25 – –
Purchase of treasury shares in June, 2018 −600 600 – –
3.
Carrying value on December 31, 2018 107,571 1,127 108,697 25,000
3.1.
3.2.
3.3. Authorization of the Board of Directors By virtue of the authorization the Board of Directors also
3.4. to repurchase the company’s own has the right to grant option rights, convertible bonds and/or
other special rights referred to in Chapter 10, Section 1 of the
3.5.
shares Companies Act, which entitle to new shares or the Company’s
Ramirent’s Board of Directors is authorized to decide on own shares against payment in such a manner that the
4. subscription price of the shares is paid in cash or by using the
the repurchase of a maximum of 10,869,732 Company’s
4.1. own shares until the next Annual General Meeting. The subscriber’s receivable to set off the subscription price. New
authorization contains also an entitlement for the Company to shares may be issued and the Company’s own shares held by the
4.2.
accept its own shares as a pledge. The number of shares that Company may be conveyed either against payment or for free.
4.3 can be acquired or held as pledges by the Company on the The Board of Directors shall decide on all other terms and
basis of this authorization shall not exceed one tenth (1/10) of conditions related to the authorizations. The authorizations shall
4.4.
all outstanding shares of the Company. be valid until March 17, 2021.
4.5. Own shares may be repurchased in deviation from
4.6. the proportion to the holdings of the shareholders with Directed share issues with own shares
unrestricted equity through trading of the securities on
5. On February 8, 2018, the Board decided, based on the share
regulated market organized by Nasdaq Helsinki Ltd at the
issue authorization granted by the AGM, to convey 24,925 of
5.1. market price of the time of the repurchase provided that the
the company’s own shares, held by the company, without cash
Company has a weighty financial reason thereto.
5.2. payment to the key persons of the Group as a settlement of the
The shares shall be acquired and paid in accordance with
Performance Share Program 2015. As the program was set to
6. the Rules of Nasdaq Helsinki Ltd and Euroclear Finland Oy.
combine the objectives of the shareholders and the key persons
Shares may be repurchased to be used as consideration in
6.1. of the Group in order to increase the value of the company, there
possible acquisitions or in other arrangements that are part
was an especially weighty financial reason for the directed share
6.2. of the Company’s business, to finance investments, as part of
conveyance.
the Company’s incentive program or to be retained, otherwise
7 The value of the issued shares, EUR 137,087.50, was recognized
conveyed or cancelled by the Company.
as an increase in the invested unrestricted equity fund.
7.1. The Board of Directors shall decide on all other terms of the
share repurchase.
7.2.
The share repurchase authorization is valid until the next Purchase of own shares
7.3. Annual General Meeting and it revoked the repurchase Based on the authorization by the Annual General Meeting held
7.4.
authorization given by the Annual General Meeting on March on March 15, 2018, Ramirent repurchased 600,000 own shares in
16, 2017. June 2018.
7.5.
On December 27, 2018, Ramirent announced a decision
7.6. Authorization of the Board of Directors to repurchase up to 300,000 own shares based on the
authorization by the Annual General Meeting held on March 15,
7.7. to decide on the share issue and the 2018. In December, Ramirent repurchased 74,400 own shares.
7.8. issuance of option rights, convertible The clearing for these shares was on January 2, 2019.
8. bonds and/or special rights
8.1. Ramirent’s Board of Directors is authorized to decide on the
issuance of a maximum of 10,869,732 new shares and on the
8.2.
conveyance of a maximum of 10,869,732 own shares held by
8.3. the Company.
8.4.
Notes to the consolidated financial statements 79
1.1.
1.1.
Shareholders
1.2.
% of shares and voting 1.3.
On December 31, 2018 Number of shares rights 1.4.
Nordstjernan AB 21,863,716 20.11%
1.5.
Oy Julius Tallberg Ab 12,207,229 11.23%
2.
Ilmarinen Mutual Pension Insurance Company 2,360,139 2.17%
2.1.
Mandatum Life Insurance Company Limited 2,018,249 1.86%
2.2.
Aktia Funds 1,274,962 1.17%
2.3.
Ramirent Oyj treasury shares 1,126,678 1.04%
2.4.
OP-Finland funds 679,354 0.62%
2.5.
Föreningen Konstsamfundet rf 593,500 0.55%
2.6.
The State Pension Fund of Finland 532,000 0.49%
Veritas Pension Insurance 486,368 0.45% 2.7.
2.10.
5.1.
Dividends 5.2.
6.
P The dividend proposed by Ramirent’s Board of Directors
6.1.
is included in retained earnings in the consolidated balance
sheet. Retained earnings are reduced by the dividend payable 6.2.
only after it has been approved by the General Meeting of
7
Shareholders.
7.1.
8.3.
8.4.
80 Notes to the consolidated financial statements
1.
1.1
4.3. Financial income and expenses
1.2.
2.5. Interest expense for financial liabilities at amortized cost1 −5,781 −5,876
2.6.
Interest rate derivatives, cash flow hedge accounted2 −892 −1,133
Currency forwards - interest element −354 −524
2.7.
Other financial expenses −3,501 −4,112
2.8.
Exchange gain rate and losses, net −611 −1,360
2.9
Total −11,139 −13,005
2.10.
3.
Total financial income and expenses -10,491 -12,345
3.1.
Exchange rate gains and losses included in financial income and
3.2. expenses
3.3. Financial instruments at amortized cost −1,837 −3,907
3.4. Financial instruments at fair value through profit or loss 2
1,226 2,548
4.2.
4.5. P Financial liabilities are classified either at amortized cost or loss are recognized initially and subsequently at fair value. Any
fair value through profit or loss. For comparative period these related transaction cost is recognized directly to profit or loss.
4.6.
were classified as loans and receivables. Financial liabilities Financial liabilities at fair value through profit and loss consist
5. measured at amortized cost are recognized initially at fair from contingent consideration. Accounting policy for derivative
value, net of transaction costs, on the settlement date and financial liabilities is presented at note 5.1. Financial liabilities
5.1.
subsequently measured at amortized cost using the effective are included in non-current liabilities, except for items with
5.2.
interest method. Any difference between net proceeds and maturities less than 12 months after the balance sheet date,
6. nominal amount is recognized as interest cost over the which are included in current liabilities. A financial liability
period of the borrowing, using the effective interest method. is derecognized when the related obligation is discharged,
6.1.
Borrowing costs that are directly attributable to the acquisition, cancelled or expires.
6.2. construction or production of a qualifying asset form a part Bank overdrafts are recorded in current liabilities on the
of the cost of that asset. Financial liabilities at amortized cost balance sheet. Fees of revolving credit facility are capitalized
7 and amortized over the period of the facility.
consist from listed bond, committed liabilities from financial
7.1. institutions, commercial papers, bank overdrafts and from other The fair values of the listed bonds are driven from market
liabilities. A qualifying asset is an asset that necessarily takes quotations. The fair values of other interest-bearing liabilities at
7.2. amortized cost are determined by using the discounted cash
a substantial period of time to get ready for its intended use or
7.3. sale. flow method employing market interest rates and estimation of
Financial liabilities measured at fair value through profit or Ramirent’s credit margins at the balance sheet date.
7.4.
7.5.
7.6.
7.7.
7.8.
8.
8.1.
8.2.
8.3.
8.4.
Notes to the consolidated financial statements 81
1.1.
1.1.
Financial liabilities (EUR 1,000) 2018 2017
1.2.
Non-current liabilities
1.3.
Listed bond − 99,789
1.4.
Committed liabilities from financial institutions 74,827 74,770
1.5.
Non-current portion of contingent consideration 279 3,110
Other non-current liabilities 1,085 1,449 2.
2.3.
Current liabilities 2.4.
Listed bond 99,961 −
2.5.
Overdrafts 1,089 2,273
2.6.
Commercial papers 185,000 168,000
2.7.
Current portion of contingent consideration 3,260 −
2.8.
Trade payables 39,436 40,271
2.9
Other current liabilities 426 444
Accruals 5,022 4,527 2.10.
3.2.
The fair values of financial liabilities can be found in Note 4.5.
Ramirent’s interest-bearing liabilities, contractual cash flows and 3.3.
exposure to interest rate risk are disclosed in Note 5.1., Financial
3.4.
risk management.
3.5.
4.3
4.4.
4.5. Financial assets and liabilities by 4.5.
measurement categories 4.6.
7.2.
7.3.
7.4.
7.5.
7.6.
7.7.
7.8.
8.
8.1.
8.2.
8.3.
8.4.
82 Notes to the consolidated financial statements
1.
1.1
Balance sheet Fair value Derivatives,
1.2.
item 2018 Amortized through profit hedge Carrying
1.3. (EUR 1,000) cost or loss accounting amount Fair value Level
1.4. Non-current financial assets
1.5. Non-current receivables 8,694 − − 8,694 8,694 2
2. Derivative financial
− − − − − 2
instruments
2.1.
Other financial assets − 385 − 385 385 2, 3
2.2.
Current financial assets
2.3.
Trade and other financial
2.4. 106,963 − − 106,963 106,963 2
receivables1
2.5. Derivative financial
− 406 − 406 406 2
instruments
2.6.
Cash and cash equivalents 10,292 − – 10,292 10,292 2
2.7.
Financial assets 125,949 792 − 126,740 126,740
2.8.
2.9
Non-current financial
2.10. liabilities
3. Interest-bearing liabilities
3.1. Liabilities from financial
74,827 − − 74,827 74,827 2
institutions
3.2.
Derivative financial
3.3. − − 1,304 1,304 1,304 2
instruments
3.4. Non-current portion of
− 279 − 279 279 3
3.5. contingent consideration
Other non-current liabilities 1,085 − 1,085 1,085 2
4.
Current financial liabilities
4.1.
Interest-bearing liabilities − − − − −
4.2.
Bond 99,961 − − 99,961 100,884 1
4.3
Liabilities from financial
4.4. 1,089 − − 1,089 1,089 2
institutions
4.5. Commercial papers 185,000 − − 185,000 185,000 2
4.6. Derivative financial
− 1 − 1 1 2
instruments
5.
Current portion of contingent
5.1. − 3,260 − 3,260 3,260 3
consideration
5.2. Trade and other payables 39,436 − − 39,436 39,436 2
6. Accruals and other current
5,449 − − 5,449 5,449 2
liabilities
6.1.
Financial liabilities 406,846 3,540 1,304 411,690 412,613
6.2.
1 excluding non-financial items
7
7.1.
7.2.
7.3.
7.4.
7.5.
7.6.
7.7.
7.8.
8.
8.1.
8.2.
8.3.
8.4.
Notes to the consolidated financial statements 83
1.1.
1.1.
Assets/
1.2.
liabilities at Available
Balance sheet fair value Derivatives, -for -sale Total 1.3.
3.1.
Non-current financial
liabilities 3.2.
Interest-bearing liabilities 3.3.
Liabilities from financial 3.4.
74,770 − − − 74,770 74,770 2
institutions
3.5.
Bond 99,789 − − − 99,789 104,344 1
4.
Derivative financial
− − 519 − 519 519 2
instruments 4.1.
Derivative financial 6.
− 288 − − 288 288 2
instruments 6.1.
Current portion of
3 6.2.
contingent consideration
7
Trade and other payables 40,271 − − − 40,271 40,271 2
7.1.
Accruals and other
4,971 − − − 4,971 4,971 2
current liabilities 7.2.
Financial liabilities 391,523 3,399 519 − 395,441 399,996 7.3.
1 excluding non-financial items
7.4.
7.5.
During the year 2018 there were no transfers between Level 1 Interest-bearing liabilities at level 1 consist of listed bond.
7.6.
and Level 2 fair value measurements. The changes into and out The fair value of other financial instruments are not materially
of Level 3 fair value measurements are presented at the end different from their carrying amount. Category assets at fair 7.7.
of the note. During the financial period there were no financial value through profit or loss include unlisted shares of EUR 88.1
7.8.
assets classified in the ‘Fair value through other comprehensive thousand for which the fair value cannot be reliably determined
income’ category. in active markets. 8.
8.1.
8.2.
8.3.
8.4.
84 Notes to the consolidated financial statements
1.
2.2.
Non-current receivables Loans and receivables Amortized cost 10,153 10,153 −
Derivative financial Derivatives, hedge accounting Derivatives, hedge accounting
2.3. 39 39 −
instruments
2.4.
Derivative financial Financial assets at fair value Fair value through profit or loss
− − −
2.5. instruments through profit or loss
2.6. Other financial assets Available-for-sale financial Fair value through profit or loss
89 89 −
assets
2.7.
Other financial assets Financial assets at fair value Fair value through profit or loss
189 189
2.8. through profit or loss
2.9 Current financial assets
2.10. Trade and other receivables1 Loans and receivables Amortized cost 115,110 115,110 −
7.4. Following the adoption of IFRS 9 as of January 1, 2018, available- Financial instruments that are measured at fair value in
for-sale financial assets were reclassified as financial assets the balance sheet are presented according to fair value
7.5. measured at fair value through profit or loss. Ramirent adopted measurement hierarchy:
7.6. an expected credit loss impairment model for recognizing Level 1: quoted prices (unadjusted) in active markets for
impairment on trade receivables. The effect of the adoption identical assets or liabilities
7.7. of IFRS 9, EUR -0.3 million, was recognized as a transition Level 2: inputs other than quoted price included within Level 1
7.8. adjustment to the opening equity that are observable for the assets or liabilities, either
directly (i.e. as prices) or indirectly (i.e. derived from
8. During the year 2017 there were no transfers between Level 1 prices)
8.1. and Level 2 fair value measurements. Level 3: inputs for the assets or liabilities that are not based on
observable market data (unobservable inputs).
8.2.
8.3.
8.4.
Notes to the consolidated financial statements 85
1.1.
1.1.
(EUR 1,000) 2018 2017
1.2.
Carrying value January 1 3,110 3,902
1.3.
Exchange differences -125 −83
1.4.
Payments − −1,823
1.5.
Discount interest recognized in financial expenses 554 1,114*
2.
Carrying value December 31 3,539 3,110
*Additional non-cash interest costs of EUR 0.8 million were recognized in 2017 due to a change in the redemption schedule of the non-controlling shareholders’ shares of Safety Solutions
2.1.
Jonsereds AB
2.2.
considerations 2.4.
2.5.
Cost of a business combination includes in certain acquisitions
also a contingent consideration, which is recognized at fair 2.6.
value. Subsequent changes in fair value are recognized in profit 2.7.
or loss. The management’s assessment of the fair value of
contingent consideration liability is based on acquisition specific 2.8.
agreed terms and time value of money. Typically contingent 2.9
consideration is based on financial performance of the acquired
business during the pre–agreed measurement period. 2.10.
3.
3.1.
3.5.
Non cash flow related changes
4.
Cash Reclassifi- Exchange Fair value Other
4.1.
(EUR 1,000) 2017 flow cations differences changes changes 2018
4.2.
Non-current interest-bearing liabilities 174,559 − −99,789 – − 56 74,827
4.3
Current interest-bearing liabilities 170,273 15,817 99,789 − – 173 286,052
4.4.
Total 344,832 15,817 − – − 229 360,878
4.5.
4.6.
5. Risk management 5.
5.1.
5.2.
5.1. Financial risk management cost-effectively. The policy outlines the financing and financial
risk management responsibilities covering also the use of 6.
Financial risk management principles financial instruments to hedge the selected risk exposures and
acceptable risk levels.
6.1.
Ramirent is subject to certain financial risks in its business Ramirent’s Board of Directors has the overall responsibility for 6.2.
activities. Main financial risks are foreign exchange rate risk, establishing norms and guidelines for Ramirent’s financial risk 7
interest rate risk, funding and liquidity risks, counterparty risk exposure. The operative management, namely the CEO and CFO,
and credit risk. In order to control those financial risks and to controls that the risk management has been conducted in an 7.1.
reduce their adverse effects on the business activities, assets appropriate way in the Group. 7.2.
and liabilities and results, Ramirent has adopted financial risk The overall operative financial risk management has been
management principles which are described in the Finance centralized to the Group Treasury of Ramirent. Group Treasury 7.3.
Policy approved by the Board of Directors. acts as the in-house bank and is, in general, the counterparty 7.4.
The Finance Policy defines financial risk management for all financial transactions within the Group and externally.
7.5.
principles for the risks which have been concluded to have Group Treasury is responsible for implementation of the Finance
the most potential impact on the Group. It also provides an Policy and monitoring the financial risks of the Group. Ramirent’s 7.6.
overall framework for the financial activities of the Ramirent Group Treasury is responsible for managing Group level foreign
7.7.
Group, with the aim of setting objectives, and defines the exchange, interest rate, liquidity and funding risks in close
strategy of managing the financial risks, as well as clarifies the cooperation with the business entities. 7.8.
organizational assignment of risk management responsibilities The management of Ramirent business entities is responsible
8.
(management of the risks delegated within the Group and the for monitoring the financial risk exposures and managing the
roles and responsibilities to manage the risks). financial risks of the business entities according to the Finance 8.1.
According to Ramirent’s Finance Policy financial risk Policy and other instructions given by Group Treasury.
8.2.
management strives to secure sufficient funding for operational
needs and to minimize the funding costs and the effects of 8.3.
foreign exchange rate, interest rate and other financial risks
8.4.
86 Notes to the consolidated financial statements
1.
1.1
Foreign exchange rate risk to foreign exchange rate risks mainly caused by the fluctuations
1.2. of the Swedish Krona (SEK) and the Norwegian Krona (NOK)
Ramirent is an international Group operating in Northern, Eastern especially in intra-group funding. In 2018, all Ramirent’s
1.3. and Central European countries. The sales and rental income outstanding interest-bearing liabilities were in Euros.
1.4. of the business entities accrue predominantly in their local In 2018, Group Treasury has hedged the exposures externally
currency. The purchases of the Group companies are mainly with foreign exchange forward contracts. On December 31, 2018,
1.5. in local currency and partly in euros, while the major part of Ramirent had outstanding foreign exchange forwards of EUR
2. investment arises in euros. The Group is also exposed to foreign 43.9 (58.3) million (nominal value) with a market value of EUR
exchange risks through intra-group purchases and sales, internal 0.4 (-0.3) million. Transaction position does not have impact to
2.1.
funding and net investments in foreign currency entities. equity as the group has not applied cash flow hedge accounting.
2.2.
2.3. Transaction risk The Group’s exposure to foreign currency risk as of December
31 is stated in the attached table and is based on notional
2.4. Ramirent’s policy is to reduce the effects of foreign exchange rate amounts. Net exposure includes all external and internal balance
fluctuations on the Group. This is done by spreading the purchases, sheet items which will impact to transaction position and related
2.5. sales and financial contracts over time and fixing the rates of major
hedging transactions. The following table also demonstrates the
exposures for certain periods of time.
2.6. sensitivity of the Group’s profit for the year to changes of +/–10%
The largest transaction exposures derive from foreign
in exchange rates resulting from financial instruments.
2.7. currency purchases and intra-group funding. Due to Ramirent’s
size of business operations in Sweden and Norway, it is exposed
2.8.
2.9
4.1.
Group’s consolidated
4.2. transaction exposure
4.3 2017 (EUR 1,000) EUR SEK NOK DKK PLN Other
4.4. Internal funding 523 24,780 31,470 5,435 −2,320 6,614
4.5. Other balance sheet items −2,687 −458 −21 −4 −37 −485
5.1.
+/-10% 216 260 249 543 4 613
5.2.
6. Translation risk the Group’s consolidated net borrowing is used to measure the
interest rate risk exposure.
6.1. Translation risk arises from the fact that, the financial needs Group Treasury is responsible for interest rate risk management
of Group companies are funded partly through equity. In in Ramirent Group. Guideline of the interest rate risk exposure
6.2. addition, the parent company provides internal funding in local management in Ramirent’s Finance Policy is that the periods
7 currencies. Ramirent has decided not to hedge currently the of interest rates shall be diversified. Interest rate swaps and
foreign exchange rate risk associated with net investment swaptions may only be used to fix the floating rate of underlying
7.1.
exposures. The impact of translation risk from currencies to loans. Ramirent applies hedge accounting for all interest rate
7.2. Group’s financial position is not considered significant. Main derivatives. The average interest rate fixing period of interest-
translation positions are SEK 171.5 (180.3) million, PLN 58.3 (47.2) bearing debt on December 31, 2018, was 18.2 months and the
7.3.
million and NOK 47.1 (57.2) million. The group does not have net hedging level for variable rate loans was 71%. Group Treasury is
7.4. investment loans outstanding. responsible for monitoring and updating the estimated interest
7.5.
rate benchmark position of Ramirent.
Interest rate risk On December 31, 2018, Ramirent had outstanding interest rate
7.6. swaps of EUR 155.0 (115.0) million (nominal value) with a market
Ramirent is exposed to interest rate risk mainly through its value of EUR -1.3 (–0.5) million.
7.7.
interest-bearing debt. The interest rate risk exposure represents
7.8. the uncertainty of profit of a company due to changes in interest
rates. To reduce the interest rate risk affecting Ramirent’s
8.
profitability, interest rates are fixed for certain periods of time
8.1. and fixing dates are spread over time.
The interest rate risk is minimized when the Group’s interest
8.2.
rate position of financial instruments is neutralizing the interest
8.3. rate sensitivity. The duration (average interest fixing period) for
8.4.
Notes to the consolidated financial statements 87
1.1.
1.3.
Exposure to interest rate risk as of
1.4.
December 31, 2018 (EUR 1,000) 2018 2019 2020 2021 2022 2023 Later
1.5.
Interest bearing liabilities
2.
Bond (fixed rate) 99,961 − − − − − −
2.1.
Loans from financial institutions (floating rate) 75,915 74,883 74,939 74,995 − − −
Commercial papers (floating rate) 185,000 − − − − − − 2.2.
Interest rate hedges (swaps) 155,000 155,000 135,000 70,000 40,000 20,000 − 2.4.
2.5.
3.4.
Impact from 1% parallel increase in EUR interest rates would equivalents. Cash and cash equivalents are not included into
have been -0.6 (-0.8) million impact to profit and loss or 2.3 analyses as the interest rate change does not necessarily have 3.5.
(2.6) million to equity. Correspondingly impact from 1% parallel full impact to profit or loss. Hedging of intra-group foreign
4.
decrease in EUR interest rates would have been -0.4 (-0.2) currency loan receivables by using foreign exchange forwards
million impact to profit or loss and -4.8 (-2.5) million to equity. impacts the Group’s financial income and expenses to some 4.1.
Sensitivity analyses includes all interest bearing liabilities, extent due to interest rate differences between hedged currency
4.2.
interest rate swaps and receivables except cash and cash nominated receivables and EUR.
4.3
2018 1 percentage point 1 percentage point 1 percentage point 1 percentage point 4.5.
Variable rate 5.
-1,804 - - -
instruments
5.1.
Interest rate
1,195 -400 2,342 -4,801 5.2.
swaps
Cash flow 6.
-609 -400 2,342 -4,801
sensitivity (net)
6.1.
6.2.
8.3.
8.4.
88 Notes to the consolidated financial statements
1.
1.1
Funding risk (EUR 1,000) 2018 2017
1.2.
Funding risk is the risk that refinancing of the existing debt Cash & cash equivalents 10,292 6,896
1.3. portfolio and/or raising new funding will not be available, or
Committed undrawn
1.4. is available at a high price. The aim is to minimize Ramirent’s revolving credit facilities from
refinancing risk by spreading debt and debt facility maturities 320,000 320,000
financial institutions, > one
1.5. over time and by securing refinancing early enough. year
2. Ramirent’s goal is to secure the availability of sufficient
Committed undrawn term
funding for conducting its various operations at all times. A
2.1. loan facility from financial 50,000 50,000
further goal is to minimize funding costs over time. According institutions, > one year
2.2. to the Finance Policy, Ramirent shall use multiple sources of
funding to secure its long-term financing at favourable terms. Repayments of current
-186,089 -170,273
2.3.
The goal is that no single financial institution shall provide more portion of loans
2.4. than 50% of the total funding of the Group. According to the Total 194,203 206,624
Finance Policy, in the long term perspective Ramirent shall not
2.5. Uncommitted facilities -
be obliged to amortize during any one year more than 30% of 250,000 250,000
commercial paper
2.6. the total interest-bearing debt, and if such situations occur,
the Group Treasury is obliged to start negotiations to alter this Uncommitted facilities -
2.7. 16,500 17,600
structure no later than eighteen months before the planned overdrafts
2.8. amortization.
As of the end of 2018, Ramirent had funding from a drawn
2.9
committed term loan in total of EUR 75.0 million and committed
2.10. revolving credit facilities in total of EUR 320.0 million under two
different agreements with financial institutions and undrawn
3.
committed term loan facility in total of EUR 50.0 million with
3.1. European Investment Bank. Ramirent issued an inaugural
3.2.
unsecured senior bond of EUR 100.0 million in 2013. In addition,
an uncommitted EUR 250.0 million domestic commercial paper
3.3. program was used in 2018.
3.4. The average maturity of the committed debt facilities as of
December 31, 2018, was 2.6 years. Ramirent’s borrowing facilities
3.5. with financial institutions will mature in 2020, 2022, 2023 and
4. 2024. The bond will mature in 2019.
As at December 31, 2018, Ramirent was in compliance with all
4.1. covenants and other terms of its debt instruments.
4.2.
8.2.
8.3.
8.4.
Notes to the consolidated financial statements 89
1.1.
The table below summarizes the contractual maturities of financial liabilities and including interest payments at balance sheet date: 1.1.
1.2.
December 31, 2018
(EUR 1,000) 1.3.
Repayments of 2.1.
loans from financial -1,089 − − -75,000 − − −76,089
institutions 2.2.
Contingent 2.5.
-3,260 − -279 − − − −3,539
considerations
2.6.
Accounts payable and
2.7.
other non-interest -39,862 -542 -542 − − − −40,947
bearing liabilities- 2.8.
Derivatives 2.9
Currency forward
–43,956 − − − − − −43,956 2.10.
contracts, outflow
3.
Currency forward
44,362 − − − − − 44,362
contracts, inflow 3.1.
Interest rate swaps, 3.2.
-477 -401 -245 -132 -46 -2 −1,304
outflow
3.3.
Total −334,816 −2,181 −2,492 −76,744 −46 −2 −416,281
3.4.
3.5.
Committed unused
− 145,000 − − 175,000 − 320,000
revolving credit facilities 4.
Committed undrawn 4.1.
− − − − − 50,000 50,000
bilateral facility
4.2.
4.3
December 31, 2017
4.4.
(EUR 1,000)
4.5.
2018 2019 2020 2021 2022 Later Total
4.6.
Interest-bearing liabilities
5.
Repayment of bond − -100,000 − − − − −100,000
5.1.
Repayments of
loans from financial -2,273 − − − -75,000 − −77,273 5.2.
institutions
6.
Commercial papers -168,000 − − − − − −168,000
6.1.
Total interest charges -5,524 -2,022 -1,238 -1,425 -58 − −10,267
6.2.
Contingent
-2,642 -889 − − −3,531
considerations 7
Accounts payable and 7.1.
other non-interest- -40,715 -444 -592 -592 − − −42,343
bearing liabilities 7.2.
8.
Committed unused
− − 145,000 − 175,000 − 320,000 8.1.
revolving credit facilities
Committed undrawn 8.2.
− − − − − 50,000 50,000
bilateral facility 8.3.
8.4.
90 Notes to the consolidated financial statements
1.
1.1
Credit risk major customer credit risk concentration at the end of financial
1.2. year 2018. The quality of receivables is evaluated by the aging of
Operational credit risk the receivables and based on customer specific analysis.
1.3. Credit risk is defined as the possibility of a customer not The carrying amount of financial assets represents the
1.4. fulfilling its commitments towards Ramirent. The Group has maximum credit exposure.
a Credit Risk Management Principle that sets the guidelines Excepted credit loss rates are based on forward-looking
1.5. for credit management in all Group companies. According to information as well as past experience and current expectations.
2. the Group Credit Risk Management Principle, the operative Group has identified the statistics for the previous 12 month
management of each operating Ramirent entity is responsible period for actual losses occurred, recovery rates and averaged
2.1.
for setting specific local procedures to evaluate and manage days late, as well as rental market outlook for the future and
2.2. credit risk. The Group Credit Risk Management Principle current customer payment culture in the countries, to be the
identifies occasions when a customer can be classified most relevant factors. Factors adjust the historical loss rates
2.3.
as a high risk–profile customer for which Ramirent applies accordingly.
2.4. stricter terms such as lower credit limit amounts. To decrease The expected credit loss allowance is calculated by multiplying
credit risk, customers may be required to place securities or the gross carrying amount of outstanding trade receivables with
2.5.
guarantees. the expected default rate.
2.6. Customer credit risks are diversified as Ramirent’s sales are
generated by a large number of customers. Thus there was no
2.7.
2.8.
Analysis of trade receivables by age Gross carrying Loss allowance
2.9
December 31, 2018 amount, (EUR 1,000) Expected loss rate, % (EUR 1,000)
2.10.
Undue trade receivables 80,621 0.1-0.25% 157
3.
Trade receivables 1–30 days overdue 22,268 1.0-2.0% 326
3.1.
Trade receivables 31–90 days overdue 4,720 5.0-10.0% 470
3.2. Trade receivables 91–180 days overdue 1,566 75.0-95.0% 1,441
3.3. Trade receivables 181–360 days overdue 1,525 90.0-97.0% 1,475
3.4. Trade receivables more than 360 days
4,413 95.0-100% 4,359
overdue
3.5.
Total 115,113 8,229
4.
4.1.
4.2.
Analysis of trade receivables by age Gross carrying Loss allowance
January 1, 2018 amount, (EUR 1,000) Expected loss rate, % (EUR 1,000)
4.3
Undue trade receivables 83,741 0.25% 209
4.4.
Trade receivables 1–30 days overdue 26,139 1.0-2.0% 398
4.5.
Trade receivables 31–90 days overdue 5,062 5.0-10.0% 456
4.6.
Trade receivables 91–180 days overdue 1,854 85.0% 1,576
5.
Trade receivables 181–360 days overdue 1,906 90.0% 1,721
5.1. Trade receivables more than 360 days
5,043 95.0% 4,734
5.2. overdue
6.
Total 123,747 9,094
7
(EUR 1,000) 2018 2017
7.1.
Allowance for bad debt on January 1 −9,094 −7,969
7.2.
Exchange rate differences 147 −12
7.3.
Increase during the financial year −3,530 −5,318
7.4.
Decrease due to actual credit losses during the financial year 1,939 2,753
7.5.
Decrease due to customer payments during the financial year 1,177 1,766
7.6.
Reclassified as assets held for sale 1,134 −
7.7. Net movement of allowance for bad debt during the financial year 866 −811
7.8. Allowance for bad debt on December 31 −8,229 −8,780
8.
8.1.
8.2.
8.3.
8.4.
Notes to the consolidated financial statements 91
1.1.
1.1.
Financial counterparty risk All the interest rate derivatives are directly linked to underlying
funding transactions and they meet the qualifications for hedge 1.2.
Financial counterparty risk is defined as the risk of banks or accounting, and thus they are designated as cash flow hedges.
financial institutions not being able to fulfil their undertakings to 1.3.
Under cash flow hedging, Ramirent has predetermined the
the Ramirent Group. The financial counterparty risk is minimized interest expense cash flow between 2019 and 2024. 1.4.
by selecting instruments with a high degree of liquidity and Prospective effectiveness testing is conducted on a constant
counterparties with a high credit rating. Ramirent co-operates 1.5.
basis. The majority of cash flow hedges have been effective
only with counterparties judged to be capable of meeting their during 2018. 2.
undertakings to Ramirent. Gains and losses accumulated in other comprehensive income
2.1.
Group Treasury manages the main part of the credit risk are recycled in the statement of income within financial income
related to financial transactions and financial counterparties by or expenses during the periods when the hedged item affects 2.2.
having three to five main financial institutions and by efficient profit or loss. Movements in hedging reserve are presented in
2.3.
cash and financial asset management so that Ramirent does not other comprehensive income. For 2018 interest rate hedge effect
have any major risk concentration in any financial counterparty. to other comprehensive income was EUR -0.6 (0.2) million after 2.4.
taxes.
2.5.
Derivative financial instruments
2.6.
2.7.
P Derivative financial instruments are initially recognized at
fair value on the trade date and are subsequently re-measured 2.8.
at their fair value on the balance sheet date. The fair values
2.9
of foreign exchange forward and the interest rate swap
contracts are calculated as the present values of the future 2.10.
cash flows. The fair value of all derivatives are calculated
3.
using the observable market inputs for currency and interest
rates price quotation on the closing date. Derivative contracts 3.1.
are included in current assets or liabilities, except derivatives
3.2.
maturities greater than 12 months after the balance sheet
date, which are classified as non-current assets or liabilities. 3.3.
Foreign exchange forwards do not qualify for hedge 3.4.
accounting, although these instruments are held for
economic hedging purposes. Changes in fair value of foreign 3.5.
exchange forwards are recognised in the statement of income 4.
in financial income and expenses.
4.1.
Cash flow hedge accounting 4.2.
The Group applies cash flow hedge accounting for interest
rate swaps. At the inception of a transaction, the Company 4.3
documents the economic relationship between hedging 4.4.
instrument and hedged items, as well as its risk management
objective and strategy for undertaking various hedge 4.5.
transactions. The Company also documents its assessment, 4.6.
both at hedge inception and on an ongoing basis quarterly, of
whether the derivatives that are used in hedging transactions 5.
are highly effective in offsetting changes in fair values or cash 5.1.
flows of hedged items. The effective portion of the changes
5.2.
in the fair value of the derivative financial instruments that are
designated and qualified as cash flow hedges is recognized 6.
in the revaluation fund in equity. In cash flow hedges usually
6.1.
most of the critical terms in hedged item and hedging
instruments are the same and the hedge ratio is 1:1. Any 6.2.
potential gains or losses relating to the ineffective portion
7
is recognized immediately in the statement of income within
financial expenses. Amounts accumulated in equity are 7.1.
reclassified in the statement of income in the periods when
7.2.
the hedged item affects the statement of income. Accrued
interest of interest rate swaps hedging floating rate interest- 7.3.
bearing liabilities are recognized in profit or loss within
7.4.
financial expenses.
7.5.
7.6.
The main derivative instruments used by the company for
the financial years 2018 and 2017 were interest rate and 7.7.
foreign currency derivatives. They have been used as hedging 7.8.
instruments in accordance with the company’s finance policy.
Ramirent Group uses interest rate derivatives to reduce the 8.
volatility of interest expenses in the statement of income and to 8.1.
adjust the duration of the debt portfolio. Interest rate derivative
agreements have been designated as hedges of forecasted 8.2.
transactions, i.e. cash flow hedges. 8.3.
8.4.
92 Notes to the consolidated financial statements
1.
1.1
December 31, 2018 Nominal Positive Negative Fair value
1.2.
(EUR 1,000) value fair value fair value net
1.3.
Derivatives designated as cash flow
1.4. hedges
1.5. Interest rate swaps1 155,000 − −1,304 −1,304
2. Non-hedge accounted derivatives
2.3.
2.4. Foreign
December 31, 2017 exchange Positive Negative Fair value
2.5.
(EUR 1,000) forwards fair value fair value net
2.6.
Derivatives designated as cash flow
2.7. hedges
2.8. Interest rate swaps1 115,000 39 −519 −480
3.1.
4.1.
4.2.
Offsetting derivative instruments
4.3 Related liabilities
Gross amount (−) or assets
4.4.
of recognized (+) subject to Collateral
4.5. December 31, 2018 financial Master Netting received (−) or
4.6. (EUR 1,000) instruments Agreements given (+) Net Exposure
5. Derivative assets 406 −406 − −
5.1. Derivative liabilities −1,304 406 − −898
5.2.
7.5.
7.6. 5.2 Capital management Ramirent aims to focus on capital efficient profitable growth
in its core business – general equipment rental and related
7.7. services. The objective of the Group strategy for 2018-2020 is
The targets of capital management in Ramirent have been
7.8. adopted by the Board of Directors in the Finance Policy and in to drive further profitability improvement by having a disciplined
the strategic plan. Ramirent’s target is to have a strong financial focus on profitable businesses, performance management,
8. process excellence, capital efficiency and people leadership.
position that provides financial stability, relatively independently
8.1. of the economic cycles and external financing possibilities. This
8.2.
enables Ramirent to make long–term business decisions and to
act effectively over a business cycle. In addition the company is
8.3. to earn a sustainable return that is higher than the market cost
8.4. of its capital.
Notes to the consolidated financial statements 93
1.1.
1.1.
Ramirent’s financial targets:
1.2.
Indicator Target 1.3.
EPS growth (CAGR) double digit % 2018-2020 1.4.
ROCE 16% by the end of 2020 1.5.
Dividend payout ratio > 50% of net profit
2.
Net debt to EBITDA < 2.5x at end of each fiscal year
2.1.
2.2.
On February 7, 2019 the Board decided to revise the financial target dividend distribution during the past 5 years corresponds with
for Net debt/EBITDA ratio from <2.5x to < 2.8x at end of each fiscal 110% of the accumulated net profit for the past five years. 2.3.
year due to implementation of IFRS 16. All other financial targets In 2018 the Annual General Meeting adopted the Board’s 2.4.
remain unchanged. proposal that a dividend of EUR 0.44 per share be paid based
Ramirent’s business is capital intensive and the investments on the adopted balance sheet for the financial year ended on 2.5.
in new fleet and efficient use of existing fleet reflect the growth December 31, 2017. The dividend totalled EUR 47,463,086.00 and 2.6.
possibilities and the profitability. The amount of Ramirent’s it was paid in two installments. The first installment of EUR 0.22
future capital expenditure depends on a number of factors, 2.7.
per share was paid on April 4, 2018 for shareholders whose shares
including general economic conditions and growth prospects. are registered in Euroclear Finland Oy and on April 5, 2018 for 2.8.
The business is cyclical, but if investments are halted, the effects shareholders whose shares are registered in Euroclear Sweden
on cash flow are relatively immediate. The timing and amount of 2.9
AB. The second installment of EUR 0.22 per share was paid on
investments are key factors in the achievement of the targeted October 3, 2018 for shareholders whose shares are registered 2.10.
capital structure. in Euroclear Finland Oy and on October 4, 2018 for shareholders
Ramirent aims to pay an ordinary dividend each year that 3.
whose shares are registered in Euroclear Sweden AB.
corresponds to at least 50% of the annual earnings per share. Capital structure of the Group is reviewed by the Board on a 3.1.
The Board has proposed that the Annual General Meeting in regular basis. The Net Debt to EBITDA –ratio and other financial
2019 resolves in favour of paying a dividend of EUR 0.46 per 3.2.
target measures are reviewed regularly.
share, which corresponds to 104% of the annual net profit. Total 3.3.
3.4.
3.5.
The Net Debt to EBITDA -ratio as of December 31, 2018 and 2017
4.
(EUR 1,000) 2018 2017
Interest–bearing liabilities 360,878 344,832 4.1.
4.4.
Earnings before interests, taxes, depreciation and amortization (EBITDA) 202,887 200,682 4.5.
4.6.
Net Debt to EBITDA 1.7x 1.7x 5.
5.1.
Reconciliation of net debt 2018 2017 5.2.
Net debt at January 1 337,936 345,848 6.
Decrease/(increase) in cash during the year −3,395 −5,327 6.1.
Repayments of non–current debt − −12,015 6.2.
Borrowings and repayments of current debt (net) 15,817 9,847 7
Exchange rate differences − -585
7.1.
Non–cash movements:
7.2.
Deferred costs of raising debt 229 168
7.3.
Increase/(decrease) in net debt during the year 12,651 −7,912
7.4.
Net debt at December 31 350,587 337,936
7.5.
7.6.
7.7.
7.8.
8.
8.1.
8.2.
8.3.
8.4.
94 Notes to the consolidated financial statements
1.
1.1
2.9
2.10.
4.2.
4.3 Reconciliation of income tax to the Finnish corporate income tax rate (EUR 1,000)
4.4. Earnings before taxes (EBT) 56,397 78,393
4.5.
Income tax at Finnish tax rate on profit before tax −11,279 −15,679
4.6.
Impact of different tax rate outside Finland 1,607 318
5.
Impact of tax non-deductible expenses −3,877 −1,303
5.1.
Impact of tax exempt income 1,277 441
5.2.
Income tax for prior years −133 793
6.
Impact of change in tax rates on deferred taxes 553 1,007
6.1.
Impact on non-recognition of deferred income tax assets on current year losses − −149
6.2.
Impact on recognition of deferred income tax assets recognized on prior years losses − 227
7
Tax impact on dividend distribution −750 −
7.1. Net results of joint venture and associated companies 120 198
7.2. Benefit arising from previously unrecognized tax losses used to reduce current tax expense 906 159
7.3. Effects of consolidation and eliminations - 267
7.4. Other items 46 122
7.5.
8.
Deferred tax assets and liabilities have been measured using the tax rates applicable on 2019 and onwards. Changes in tax rates have
8.1. taken place in Norway and Latvia in 2018. In 2019 tax rate will change in Sweden and Norway.
8.2.
8.3.
8.4.
Notes to the consolidated financial statements 95
1.1.
1.1.
Tax effects of components in 2018 2017
1.2.
other comprehensive income Before After Before After
1.3.
(EUR 1,000) taxes Tax taxes taxes Tax taxes
1.4.
Translation differences −9,327 − −9,327 −8,643 − −8,643
1.5.
Actuarial gains/(losses) on defined
−1,549 331 −1,218 −1,682 370 −1,312
benefit plans 2.
Cash flow hedges −737 147 −590 274 −55 219 2.1.
Share of other comprehensive income 2.2.
−1,778 − −1,778 −1,290 − −1,290
in associates and joint ventures
2.3.
Total −13,391 478 −12,913 −11,341 315 −11,026
2.4.
2.5.
2.7.
Movement in Recognized 2.8.
deferred tax assets Recognized in other com- Acqui- 2.9
in year 2018 Balance in profit or prehensive Exchange sitions/ Reclassifi- Balance
2.10.
(EUR 1,000) on Jan 1 loss income differences disposals cation on Dec 31
3.
Tax losses carried forward 227 −34 − −4 − − 189
Fair value adjustments 551 161 147 − − − 859 3.1.
4.
Effect of netting −5,054 −6,483
4.1.
Deferred tax assets
reported in financial 1,154 1,038 4.2.
statements 4.3
4.4.
Movement in 4.5.
deferred tax Recognized
4.6.
liabilities Recognized in other com- Acqui-
in year 2018 Balance in profit or prehensive Exchange sitions/ Reclassifi- Balance 5.
(EUR 1,000) on Jan 1 loss income differences disposals cation on Dec 31 5.1.
Accumulated 6.1.
depreciation in excess 38,208 −3,196 − −1,155 107 − 33,964 6.2.
of plan
7
Other taxable temporary
2,907 2,231 − −410 − − 4,728
differences 7.1.
Total 53,041 −6,418 − −1,474 2,467 − 47,616 7.2.
7.3.
Effect of netting −5,054 −6,483 7.4.
Deferred tax liabilities 7.5.
reported in financial 47,987 41,133
statements 7.6.
7.7.
7.8.
8.
8.1.
8.2.
8.3.
8.4.
96 Notes to the consolidated financial statements
1.
1.1
Movement in Recognized
1.2.
deferred tax assets Recognized in other com- Acqui-
1.3. in year 2017 Balance in profit or prehensive Exchange sitions/ Reclassi- Balance
1.4. (EUR 1,000) on Jan 1 loss income differences disposals fication on Dec 31
1.5. Tax losses carried forward 2,388 −2,134 − −27 − − 227
2.9
Movement in
2.10. deferred tax Recognized
3. liabilities Recognized in other com- Acqui-
3.1. in year 2017 Balance in profit or prehensive Exchange sitions/ Reclassi- Balance
(EUR 1,000) on Jan 1 loss income differences disposals fication on Dec 31
3.2.
Adjustments to fair value
3.3. of non-current assets due 13,911 −1,034 − −1,008 57 − 11,926
3.4. to business combinations
3.5. Accumulated
depreciation in excess 36,909 1,799 − −500 − − 38,208
4. of plan
4.1. Other taxable temporary
2,473 723 − −289 − − 2,907
differences
4.2.
Total 53,293 1,488 − −1,797 57 − 53,041
4.3
4.4.
Effect of netting −5,867 −5,054
4.5.
Deferred tax liabilities
4.6. reported in financial 42,427 47,987
statements
5.
5.1.
5.2.
7.5.
7.6.
7.7.
7.8.
8.
8.1.
8.2.
8.3.
8.4.
Notes to the consolidated financial statements 97
1.1.
1.1.
7. Group structure and consolidation principles 1.2.
1.3.
1.4.
7.1. Consolidation principles 1.5.
2.2.
7.5.
7.6.
7.7.
7.8.
8.
8.1.
8.2.
8.3.
8.4.
98 Notes to the consolidated financial statements
1.
1.1
7.2. Subsidiaries
1.2.
2.1.
Safety Solutions Jonsereds AB Sweden Operating 85.73% 85.73%
Ramirent Finland Oy Finland Operating 100% 100%
2.2.
Rami Kalusto Oy Finland Operating 0% 100%
2.3.
Koy Nummelanrinne Finland Real estate company 0% 100%
2.4.
Ramirent AB Sweden Operating 100% 100%
2.5.
Ramirent Safe Access AB Sweden Operating 0% 100%
2.6.
Ramirent AS Norway Operating 100% 100%
2.7.
Bautas AS Norway Dormant 0% 100%
2.8.
Ramirent A/S Denmark Operating 100% 100%
2.9
Ramirent Baltic AS Estonia Operating 100% 100%
2.10.
Ramirent AS Rigas filiale Latvia Operating 0% 100%
3. Ramirent AS Vilniaus filialas Lithuania Operating 0% 100%
3.1. Ramirent S.A. Poland Operating 100% 100%
3.2. Ramirent s.r.o. Czech Republic Operating 100% 100%
3.3. Ramirent spol. s.r.o. Slovakia Operating 100% 100%
3.4.
4.2.
4.6. P Associated companies are entities over which Ramirent has Group’s share of losses in an equity accounted investment
significant influence but no control or joint control, generally equals or exceeds its interests in the entity (which includes any
5. long-term interests that, in substance, form part of the Group’s
accompanying a shareholding of between 20% and 50% of the
5.1. voting rights. net investment in the entity), the Group does not recognize
Joint arrangements are arrangements in which Ramirent has further losses, unless it has incurred obligations or made
5.2.
joint control with one or more parties. Ramirent applies IFRS payments on behalf of the entity. Acquisition related costs are
6. 11 to all joint arrangements. Under IFRS 11 investments in joint included in the investment value for arrangements carried out
arrangements are classified as either joint operations or joint before 2016. Starting from 2016 Ramirent applies the principles
6.1.
ventures depending on the contractual rights and obligations of IFRS 3 Business Combinations for joint operations that
6.2. of each investor. Ramirent has assessed the nature of its joint constitute a business. Acquisition related costs are expensed
arrangements and determined them to be joint ventures. through profit or loss when incurred.
7
Investments in associates and joint ventures are accounted Accounting policies of the associated companies and joint
7.1. for using the equity method of accounting. Under the equity ventures have been changed where necessary to ensure
method of accounting, investments are initially recognized at consistency with the policies adopted by the Group.
7.2.
cost and adjusted thereafter to recognize the Group’s share of The share of the profit or loss from associated companies
7.3. the post-acquisition profits or losses and movements in other and joint ventures is presented separately in the consolidated
comprehensive income. Dividends received or receivable from statement of income. Ramirent’s investment in associated
7.4.
associated companies and joint ventures are recognized as a companies and joint ventures includes goodwill identified on
7.5.
reduction in the carrying amount of the investment. When the acquisition.
7.6.
7.7.
Joint ventures
7.8. (EUR 1,000) 2018 2017
Ramirent has two joint ventures: Fortrent Oy with subsidiaries
8. Investments in joint ventures 6,444 7,785
operating in Russia and Ukraine and Fehmarnbelt Solution
Services A/S in Denmark. Fehmarnbelt Solution Services A/S Carrying value on December 31 6,444 7,785
8.1.
was established with Zeppelin Rental GbmH to serve the cross-
8.2. border Fehmarnbelt tunnel construction project. As the project
8.3. has been postponed the operations of Fehmarnbelt Solution
Services A/S have not yet started.
8.4.
Notes to the consolidated financial statements 99
1.1.
1.1.
Information on joint ventures Interest held
1.2.
Name of company Industry Domicile 2018 2017
1.3.
Fortrent Oy Equipment rental Helsinki 50% 50%
1.4.
1.5.
(EUR 1,000) 2018 2017
2.
Opening net assets 11,658 12,159
Result for the period 1,031 2,078 2.1.
2.4.
Interest in joint venture (50%) 4,567 5,829
2.5.
Transaction costs 1,358 1,358
2.6.
Carrying value December 31 5,925 7,187
Loans granted to Fortrent 8,694 10,153 2.7.
2.8.
2.9
Fortrent is the leading company in the construction machinery
and equipment rental markets in Russia and Ukraine. Fortrent
Summarized statement of 2.10.
is owned and controlled jointly by Cramo Plc (50 percent) and comprehensive income Jan−Dec Jan−Dec 3.
Ramirent Plc (50 percent). Ramirent has classified its interest (EUR 1,000) 2018 2017
in Fortrent as a joint venture. Ramirent presents its share of the 3.1.
Total sales 29,889 32,226
profit of the joint venture above EBIT using the equity method 3.2.
of accounting. Materials and Services −9,103 −8,963
3.3.
Summarized financial information on Fortrent is presented in Other expenses −11,246 −11,754
the following table. Fortrent prepares its consolidated financial 3.4.
Depreciation −6,141 −6,980
statements in accordance with IFRS and there are no major
3.5.
differences to Ramirent’s accounting policies. Operating result before
3,400 4,529
amortization (EBITA) 4.
8.3.
1.
1.1
7.4. Acquisitions and disposals Disposals of subsidiaries and business
1.2.
operations
1.3. Acquisitions of subsidiaries and business
1.4. operations executed in 2018 and 2017 P Non-current assets (or disposal groups) are classified
On December 19, 2018, Ramirent announced the acquisition of as held for sale if their carrying amount will be recovered
1.5.
the shares of Finnish based SRV Kalusto Oy and the signing of principally through a sale transaction and the sale is highly
2.
a long-term cooperation agreement on equipment rental and probable. They are measured at the lower of their carrying
2.1. related services with SRV Group Plc. SRV Kalusto Oy has been amount and fair value less cost to sell. Depreciation ceases
acting as an internal equipment rental company in the SRV when assets are classified as held for sale. Non-current
2.2. assets classified as held for sale and related liabilities are
Group, covering approximately one quarter of SRV’s equipment
2.3. rentals and related services at the construction sites and has presented separately from other assets and liabilities in the
currently 33 employees. The deal between Ramirent and SRV balance sheet.
2.4. The result for discontinued operations is reported
Group Plc covers a significant share of SRV’s annual equipment
2.5. rentals. In 2017, the net sales of SRV Kalusto Oy amounted to separately from the results for continuing operations in a
approximately EUR 8 million. As part of the agreement, SRV separate line. The comparative information in the income
2.6. statement is restated accordingly.
Kalusto Oy’s name changes to Rami Kalusto Oy.
2.7. No major acquisitions were executed in 2017.
2.8.
A summary of the impact of acquisitions is presented below: Disposals of subsidiaries and business
2.9
operations executed in 2018 and 2017
2.10. Consideration On July 30, 2018 Ramirent announced the sale of its Temporary
3. (EUR 1,000) 2018 2017 Space business to Procuritas Capital Investors VI Holding AB
3.1. Cash 21,000 − for an enterprise value of approximately EUR 53 million. The
transaction was closed on November 1, 2018 and it resulted
3.2. Total consideration 21,000 −
in write downs of non-current assets by EUR 29.9 million and
3.3. transaction costs of EUR 1.4 million.
1.1.
Cash flow of the discontinued 7.6. Reconciliation of EBIT based on the 1.1.
1.
1.1 the amount to be capitalized as a right-of-use asset and a 7.8. Exchange rates applied
1.2. lease liability at the transition on January 1, 2019 will total
approximately EUR 110 million. The impact on EBIT is estimated
1.3. to be positive, EUR 1.4 million on annual basis. Currency Average Average Closing Closing
1.4. Other changes or amendments to other published IFRS rates rates rates rates
standards and IFRIC’s will not have any material impact on 2018 2017 2018 2017
1.5. Ramirent’s financial reporting.
CZK 25.6432 26.3272 25.7240 25.5350
2.
DKK 7.4532 7.4387 7.4673 7.4449
2.1.
NOK 9.6006 9.3286 9.9483 9.8403
2.2.
PLN 4.2606 4.2563 4.3014 4.1770
2.3.
SEK 10.2567 9.6369 10.2548 9.8438
2.4.
2.5.
2.6.
2.9
2.10. 8.1. Related party transactions payments to plan, which are invested to a Capital Redemption
agreement. Payments to Capital Redemption agreement
3.
Ramirent’s related parties are the key management, joint including return is presented as financial assets at fair value
3.1. ventures Fortrent Oy, Fehmarnbelt Solution Services A/S and through profit or loss. Change in fair value is presented in
one major shareholder, Nordstjernan Group. Key management financial items. These assets are pledged as security for the
3.2.
consists of the members of the Board of Directors, the CEO and given pension promise. No separate agreement regarding early
3.3. the members of the Group Executive Management Team. The list retirement has been made.
of subsidiaries is presented in note 7.2. Company recognizes as annual pension cost the amounts
3.4.
paid to the plan and the obligation related to pension promise is
3.5. presented as other non-current liabilities. The obligation is also
Employee benefits for key effected by the changes in fair value of the Capital Redemption
4.
management (accrual basis) agreement, which are accounted for as an adjustment to pension
4.1. (EUR 1,000) 2018 2017 cost, since obligation relates to defined contribution plan and
4.2.
investment including return are intended to fulfil the pension
Short-term employee benefits −3,209 −3,133 promise.
4.3 Termination benefits −764 −
4.4. Post-employment benefits −115 −115 Post-employment benefits for the CEO,
4.5. Share-based payments −867 −1,899 accrual basis
4.6. Total −4,955 −5,147 The post-employment benefits are included in the paid amount
presented above.
5.
1.1.
liabilities 1.2.
1.3.
2.2.
Off–balance sheet commitments on To secure
2.3.
December 31, 2017 To secure own To secure other third party
2.4.
(EUR 1,000) borrowings own obligations obligations Total
Suretyships − 4,807 − 4,807 2.5.
2.6.
2.9
Committed investments at the end of 2018 totaled EUR 28.2 (23.7)
million. The Group’s obligations in terms of future minimum non- 2.10.
cancellable leasing payments are disclosed in note 2.7. 3.
3.1.
3.2.
8.3. Disputes and litigations 3.3.
4.2.
4.3
8.4. Events after the reporting period 4.4.
7.6.
7.7.
7.8.
8.
8.1.
8.2.
8.3.
8.4.
104 Profitability development by quarter
Full Full
year Q4 Q3 Q2 Q1 year Q4 Q3 Q2 Q1
2018 2018 2018 2018 2018 2017 2017 2017 2017 2017
Net sales MEUR 711.7 188.6 178.6 177.0 167.5 685.5 189.7 175.5 164.9 155.3
Operating
profit before
depreciation
MEUR 202.9 42.2 61.6 52.2 46.8 200.7 53.2 59.9 46.8 40.9
and amorti-
zation
(EBITDA)
% of net
28.5% 22.4% 34.5% 29.5% 28.0% 29.3% 28.0% 34.1% 28.4% 26.3%
sales
Operating
profit before
MEUR 90.5 16.9 22.2 28.2 23.2 98.6 26.7 33.7 21.9 16.3
amortization
(EBITA)
% of net
12.7% 9.0% 12.5% 15.9% 13.9% 14.4% 14.1% 19.2% 13.3% 10.5%
sales
Operating
MEUR 66.9 14.3 5.2 26.2 21.2 90.7 24.7 31.8 19.9 14.4
profit (EBIT)
% of net
9.4% 7.6% 2.9% 14.8% 12.7% 13.2% 13.0% 18.1% 12.1% 9.3%
sales
Profit before
MEUR 56.4 11.0 3.2 23.4 18.7 78.4 21.2 30.2 16.3 10.8
taxes (EBT)
% of net
7.9% 5.8% 1.8% 13.2% 11.2% 11.4% 11.2% 17.2% 9.9% 6.9%
sales
Full Full
Net sales, year Q4 Q3 Q2 Q1 year Q4 Q3 Q2 Q1
MEUR 2018 2018 2018 2018 2018 2017 2017 2017 2017 2017
Sweden 272.2 69.0 64.4 70.2 68.6 260.3 72.3 64.5 63.2 60.4
Finland 194.1 52.6 49.9 46.9 44.7 191.5 52.5 49.8 46.4 42.8
Eastern
119.6 31.3 32.8 29.8 25.7 111.0 29.6 31.6 27.0 22.8
Europe
Norway 124.2 35.2 31.1 29.9 28.0 121.2 35.2 29.1 27.9 29.0
Eliminations
of sales
1.6 0.4 0.5 0.1 0.5 1.5 0.2 0.6 0.4 0.3
between
segments
Total 711.7 188.6 178.6 177.0 167.5 685.5 189.7 175.5 164.9 155.3
Profitability development by quarter 105
EBITA
(MEUR and Full Full
% of net year Q4 Q3 Q2 Q1 year Q4 Q3 Q2 Q1
sales) 2018 2018 2018 2018 2018 2017 2017 2017 2017 2017
Sweden 45.5 11.3 10.5 11.2 12.5 39.5 10.9 11.2 8.8 8.6
16.7% 16.3% 16.4% 15.9% 18.2% 15.2% 15.1% 17.3% 13.9% 14.3%
Finland 25.2 6.9 6.1 6.8 5.5 26.5 6.9 9.2 6.6 3.8
13.0% 13.0% 12.2% 14.6% 12.2% 13.9% 13.1% 18.5% 14.2% 9.0%
Eastern
31.4 7.6 10.4 8.3 5.2 23.7 5.8 9.1 5.9 2.9
Europe
26.3% 24.4% 31.6% 27.7% 20.0% 21.4% 19.7% 29.0% 22.0% 12.5%
Norway −1.1 −3.1 −3.0 3.2 1.8 12.5 5.2 3.6 2.2 1.5
−0.9% −8.7% −9.8% 10.6% 6.5% 10.3% 14.7% 12.4% 7.9% 5.3%
Unallocated
−10.5 −5.8 −1.7 −1.3 −1.7 −3.7 −2.1 0.6 −1.6 −0.6
items
Group EBITA 90.5 16.9 22.2 28.2 23.2 98.6 26.7 33.7 21.9 16.3
12.7% 9.0% 12.5% 15.9% 13.9% 14.4% 14.1% 19.2% 13.3% 10.5%
Operating
Profit
(EBIT)
(MEUR and Full Full
% of net year Q4 Q3 Q2 Q1 year Q4 Q3 Q2 Q1
sales) 2018 2018 2018 2018 2018 2017 2017 2017 2017 2017
Sweden 35.2 10.4 2.7 10.4 11.7 36.4 10.1 10.4 8.1 7.8
12.9% 15.1% 4.2% 14.8% 17.1% 14.0% 13.9% 16.2% 12.8% 12.9%
Finland 23.5 6.6 5.2 6.5 5.1 25.3 6.6 8.9 6.3 3.5
12.1% 12.5% 10.5% 13.9% 11.5% 13.2% 12.5% 17.9% 13.5% 8.3%
Eastern
31.0 7.5 10.2 8.2 5.1 23.5 5.7 9.1 5.9 2.8
Europe
25.9% 24.1% 31.3% 27.3% 19.7% 21.2% 19.4% 28.8% 21.7% 12.4%
Norway −10.1 −3.3 −10.5 2.5 1.2 10.0 4.5 3.0 1.6 0.8
−8.1% −9.3% −33.6% 8.4% 4.1% 8.2% 12.8% 10.3% 5.8% 2.9%
Unallocated
−12.7 −7.0 −2.5 −1.3 −1.9 −4.4 −2.2 0.4 −1.9 −0.7
items
Group EBIT 66.9 14.3 5.2 26.2 21.2 90.7 24.7 31.8 19.9 14.4
9.4% 7.6% 2.9% 14.8% 12.7% 13.2% 13.0% 18.1% 12.1% 9.3%
106 Parent company financial statements
Parent company
financial statements –
Finnish Accounting Standards
Parent company statement of
income (EUR) Note Jan−Dec 2018 Jan−Dec 2017
Net sales 2 29,407,332.77 29,533,990.00
Other operating income 3 36,246.16 31,434.48
Non-current assets
Intangible assets 10 6,138,817.29 12,634,242.08
Tangible assets 11 139,503.24 176,495.19
Investments
Investments in group companies 12 462,814,706.51 460,858,199.66
Investments in joint ventures 12 4,232,676.12 4,232,676.12
Other investments 12 297,191.84 188,479.84
Non-current receivables 13 120,269,730.24 120,686,639.90
Total non-current assets 593,892,625.24 598,776,732.79
Current assets
Trade and other receivables 14 29,561,266.44 35,725,073.99
Cash and cash equivalents 15 9,216,924.09 5,921,563.74
Total current assets 38,778,190.53 41,646,637.73
Equity
Share capital 16 25,000,000.00 25,000,000.00
Invested unrestricted equity fund 16 116,565,235.97 116,428,148.47
Retained earnings 16 76,437,064.55 113,621,426.83
Profit for the financial year 16 10,785,661.58 15,926,255.72
Total equity 228,787,962.10 270,975,831.02
Liabilities
Non-current liabilities
Non-current interest–bearing liabilities 17 75,000,000.00 174,683,238.17
Non-current non-interest-bearing liabilities 17 492,233.76 188,479.80
Non-current liabilities total 75,492,233.76 174,871,717.97
Current liabilities
Trade payables and other liabilities 18 10,080,727.51 12,402,709.04
Current interest–bearing liabilities 18 318,309,892.40 182,173,112.49
Current liabilities total 328,390,619.91 194,575,821.53
Net change in cash and cash equivalents during the financial year 3,295,360.35 5,820,016.77
company financial
4
statements
7
10
11
12
1. Parent company business activities and accounting principles 13
14
15
General Income taxes
16
Ramirent Plc is a Finnish public limited liability company Income taxes consist of current income tax payable on the 17
organized under the laws of Finland and domiciled in Helsinki, taxable profit in the financial year. They also include adjustments
Finland. The company’s registered address is Tapulikaupungintie to the current income taxes for previous fiscal years in terms 18
37, FI–00750 Helsinki, Finland. The company is the parent of tax expenses or tax refunds that had not been recognized in 19
company of the Ramirent Group and its shares are listed on the prior year the statement of income.
Nasdaq Helsinki (RAMI). Deferred tax assets and liabilities and changes of them are not
Ramirent Plc’s business activities comprise acting as a holding recognized in the balance sheet and the statement of income.
company for Ramirent Group and providing Group internal
administrative and other operative services to the subsidiaries.
The parent company’s financial statements are prepared in Intangible assets
accordance with Finnish Accounting Standards (FAS). They are
presented in EUR. Intangible assets (other intangible rights and other capitalized
long-term expenditure) with a finite useful life are amortized over
the estimated useful life on a straight–line basis. The estimated
Revenue recognition useful life is as follows:
• Software licenses and IT-systems: 3–5 years
Services rendered to subsidiaries are accounted for as revenues.
The services include for example general management, HR,
fleet management, IT-services and treasury. The revenues are Tangible assets
reported at the actual/fair value of what has been received in
cash or will be received in cash reduced by sales discounts, VAT Tangible assets are stated at historical acquisition cost less
and other taxes directly linked to the sales amount. accumulated amortization and accumulated impairment charges.
Management services are recognized in the period when the Tangible assets that are leased by means of finance or operating
services are rendered to group companies. leases are not recognized in the balance sheet.
Tangible assets are subject to straight-line item–by–item
depreciation during their estimated useful life.
Pension expenses The estimated useful lives per asset category are as follows:
• Machinery and equipment for own use: 3–10 years
Pensions are arranged through an external pension insurance
company. Pension expenses are recognized in profit or loss
as personnel expenses when incurred. The Finnish statutory Shares in subsidiaries
pension system is a defined contribution pension plan.
Shares in subsidiaries are originally measured at cost. This cost
includes potential acquisition related costs e.g. expert fees
Financial income and expenses and transfer taxes. An impairment loss is recognized if value of
subsidiary shares is decreased substantially and permanently.
Interest income, interest expenses and other costs related to
interest-bearing liabilities are expensed in the statement of
income on accrual basis.
Appropriations
Appropriations consist of Group contributions given to or
received from the company’s Finnish subsidiaries. Group
contributions are recognized in accordance with Finnish tax
regulations.
112 Notes to the parent company financial statements
10
5. Depreciation, amortization and impairment charges 11
12
7 8. Appropriations
8
11
Total 18,000,000.00 21,000,000.00
12
13 9. Income taxes
14
19
Accumulated amortization on
−858,818.48 −12,949,263.70 −13,808,082.18
January 1
Amortization −216,417.79 −4,400,217.92 −4,616,635.71
Write-down − 2,897,978.33 2,897,978.33
Accumulated amortization on
−1,075,236.27 −14,451,503.29 −15,526,739.56
December 31
Accumulated amortization on
−566,577.93 −8,785,435.68 −9,352,013.61
January 1
Amortization −292,240.55 −4,163,828.02 −4,456,068.57
Accumulated amortization on
−858,818.48 −12,949,263.70 −13,808,082.18
December 31
3
Movement in tangible assets Machinery and Movement in tangible assets Machinery and
4
2018 (EUR) equipment 2017 (EUR) equipment
5
Historical cost on January 1 358,451.51 Historical cost on January 1 288,338.05
Additions 4,061.05 Additions 153,959.71 6
Write-down 82,296.16 12
Carrying value on January 1 176,495.19 Accumulated depreciation on December 31 −181,956.32 13
Carrying value on December 31 139,503.24 14
Carrying value on January 1 46,210.55 15
Carrying value on December 31 176,495.19 16
17
12. Investments 18
19
Movement in Investments in group Investments in joint Other
investments 2018 (EUR) companies ventures investments Total
Historical cost on January 1 460,858,199.66 4,232,676.12 188,479.84 465,279,355.62
Additions 1,956,506.85 − 108,712.00 2,065,218.85
Historical cost on December 31 462,814,706.51 4,232,676.12 297,191.84 467,344,574.47
Ramirent Plc’s subsidiaries and its ownership share are specified in note 7.2. of the consolidated financial statements.
1
14. Current receivables
2
4
(EUR) 2018 2017
Current receivables from Ramirent Plc’s subsidiaries
5
Trade receivables 6,912,531.67 7,946,810.77
6
Prepayments and accrued income 19,536,336.30 24,560,667.65
7
Current receivables on external parties
8
Prepayments and accrued income 2,444,361.52 2,071,729.31
9
Current tax assets 668,036.95 1,145,866.26
10
Total 29,561,266.44 35,725,073.99
11
12
13
15. Cash and cash equivalents
14
15
(EUR) 2018 2017
16
Cash at banks and in hand 9,216,924.09 5,921,563.74
17
18
19
16. Equity
Invested
Changes in equity unrestricted
2018 (EUR) Share capital equity fund Retained earnings Total Equity
On January 1 25,000,000.00 116,428,148.47 129,547,682.55 270,975,831.02
Dividend distribution − − −47,463,086.00 −47,463,086.00
Directed share issue − 137,087.50 − 137,087.50
Acquisition of own shares − − −5,647,532.00 −5,647,532.00
Profit for the year − − 10,785,661.58 10,785,661.58
On December 31 25,000,000.00 116,565,235.97 87,222,726.13 228,787,962.10
Invested
Changes in equity unrestricted
2017 (EUR) Share capital equity fund Retained earnings Total Equity
On January 1 25,000,000.00 113,951,135.33 156,849,887.43 295,801,022.76
Dividend distribution − − −43,228,460.60 −43,228,460.60
Directed share issue − 2,477,013.14 − 2,477,013.14
Profit for the year − − 15,926,255.72 15,926,255.72
On December 31 25,000,000.00 116,428,148.47 129,547,682.55 270,975,831.02
The company’s share capital on December 31 2018 consists of 108,697,328 shares the counter–book value of which is EUR 0.2300 per
share. The company has one class of shares, each share giving equal voting right of one vote per share. At the end of 2018 Ramirent
Plc held 1,126,678 (551,603) own shares.
On February 8, 2018 the Board decided, based on the share In June 2018, Ramirent repurchased 600,000 own shares based 2
issue authorization granted by the AGM, to convey 24,925 of on the authorization by the Annual General Meeting held on 3
the company’s own shares, held by the company, without cash March 15, 2018.
4
payment to the key persons of the Group as a settlement of the For the Board of Directors’ valid authorizations on disposal of
Performance Share Program 2015. As the program was set to the company’s own shares, its valid authorization on deciding on 5
combine the objectives of the shareholders and the key persons the share issue and the issuance of option rights, reference is
6
of the Group in order to increase the value of the company, there made to note 4.2. of the consolidated financial statements.
was an especially weighty financial reason for the directed share 7
conveyance.
8
The value of the issued shares, EUR 137,087.50, was
recognized as an increase in the invested unrestricted equity 9
fund.
10
11
12
14
18 Current liabilities
Commitments (off-balance sheet) on December 31, 2018 (EUR) To secure other own obligations
Suretyships 3,779,192.35
Commitments (off-balance sheet) on December 31, 2017 (EUR) To secure other own obligations
Suretyships 3,578,764.17
Ramirent has covenants in its major borrowing facility agreements. As at December 31, 2018, Ramirent was in compliance with all
covenants and other terms of its debt instruments.
118 Notes to the parent company financial statements
13
14
15
16
17
18
19
Date and signing of the report of the board of directors and the financial statements 119
Tapio Kolunsarka
CEO
Auditors’ note
Our auditors’ report has been issued today.
Helsinki, February 7, 2019
PricewaterhouseCoopers Oy
Authorized Public Accountants
Enel Sintonen
Authorised Public Accountant
120 Ramirent Corporate Governance Statement 2018
Ramirent Corporate
Governance
Statement 2018
Ramirent Plc (“Ramirent” or “the Company”) complies with the not be earlier than ten days prior to the meeting. Participation
Finnish Corporate Governance Code 2015 set by the Securities in a general meeting on the grounds of nominee registered
Market Association, as well as with the Finnish Companies shares (including shares registered in the shareholders’
Act, other applicable legislation and Ramirent’s Articles of register maintained by Euroclear Sweden AB) requires that a
Association. The code is publicly available on www.cgfinland.fi. temporary entry of the owner of the nominee registered shares
The Corporate Governance Statement is issued separately from has been made in the shareholders’ register maintained by
the Board of Directors’ report and it is also available on the Euroclear Finland Oy by the date specified in the notice of the
Company’s web page www.ramirent.com. meeting. Shareholders seeking to attend a general meeting are
Ramirent’s Working Committee and Board of Directors have responsible for obtaining individual registration in sufficient time
reviewed and approved this corporate governance statement. to ensure that this requirement is met.
The Company’s auditor, PricewaterhouseCoopers Oy, has An Annual General Meeting of Shareholders (“AGM”) must be
checked that this statement has been issued and that the held at the latest in June in Helsinki, Espoo or Vantaa on the date
description of the main features of the internal control and determined by the Board of Directors. The financial statements,
risk management systems pertaining to the financial reporting comprising the consolidated financial statements and the Board
process is consistent with the financial statements. of Director’s report and the auditor’s report will be presented at
the AGM. At the AGM the following matters shall be decided: the
approval of the financial statements; the use of profit disclosed
General meetings in the balance sheet; the discharge from liability of the members
of the Board and the Managing Director; the remuneration of
According to the Articles of Association, a notice to a general the Board members and the grounds for compensation of travel
meeting of shareholders shall be delivered to shareholders no expenses, the number of Board members and auditors as well as
earlier than two months and no later than three weeks prior Board proposals. At the AGM the members of the Board and the
to the meeting, provided it is at least nine days prior to the auditors shall be elected.
record date of the general meeting, by publishing the notice
on the Company’s internet pages and, if the Company’s Board
of Directors so decides, in one or several national newspapers. Board of Directors and term
Notice to a general meeting, the documents to be submitted
to the general meeting (including the financial statements, According to the Articles of Association, the Board of Directors
the report by the Board of Directors and the auditor’s report) shall consist of three (3) to eight (8) ordinary members, whose
and proposals made to the general meeting, will be available terms expire at the end of the AGM that next follows the meeting
for shareholders at least three weeks prior to the meeting at at which they were elected. The Board shall elect a Chairman
Ramirent’s web site www.ramirent.com. amongst its members and a Deputy Chairman, if necessary. The
To have the right to attend a general meeting, shareholders following seven ordinary members were elected to the current
registered in the shareholders register maintained by Euroclear Board of Directors at the AGM 2018:
Finland Oy shall register with the Company no later than on
the date stated in the notice of the meeting, which date may
Ramirent Corporate Governance Statement 2018 121
necessary for the assessment of skills and time management for • Dino Leistenschneider, Executive Vice President, Sourcing and
the preparation of a proposal for the composition of the Board, in Fleet Management until 31 August 2018
accordance with the instructions provided by the Company. The • Heikki Onton, Executive Vice President, Eastern Europe
proposal for the Board composition is prepared by the largest • Jonas Söderkvist, Executive Vice President, Sweden and
shareholders. Denmark until 31 August 2018 and as of 1 September 2018
The members of the Company’s Board of Directors have broad Executive Vice President Group Business Development and as
and versatile competence, and the current breakdown by age of 9 October 2018 interim CFO
and gender as well as educational and international background More information on the EMT members on p. 132–133.
promote fulfillment of diversity, and thus, support the Company’s
business operations and its development. There are altogether
7 members in the Board of Directors, of which 2 are women, i.e. Financial reporting
approximately 29 %. The members of the Board of Directors hold
educational degrees from different fields and each member has The Board of Directors monitors and assesses the Company’s
international work experience in different types of positions. The financial situation and approves all economic and financial
members of the Board of Directors come from three different reports published by the Company. The Chairman of the Board
countries and their age vary from 38 to 65 years of age. ensures that the Board members have relevant access to
The Board of Directors must evaluate the independence of its the information relating to the Company and that the Board
members. The majority of the members must be independent members are regularly updated by the Managing Director with
of the Company. In addition, at least two of the members the information required to monitor the Company’s business and
representing this majority shall be independent of significant profit development, cash flow and financial position.
shareholders of the Company. The independence of the Board Ramirent’s financial reporting process is integrated and
of Directors is described above in “the Board of Directors and serves both external and internal reporting purposes. Ramirent
Term” section. prepares consolidated financial statements and interim reports
in accordance with IFRS adopted by EU. Financial statements
include also other information that is required by the Securities
Managing director Markets Act, Financial Supervision Authority’s standards
and Nasdaq Helsinki Ltd’s rules. Report of Board of Directors
The Board shall elect a Managing Director and, if necessary, a and parent company financial statements are prepared in
substitute for the Managing Director. The Managing Director is accordance with Finnish Accounting Act and the guidelines of
responsible for the day-to-day management of the Company’s the Finnish Accounting Board.
affairs. The Board of Directors has adopted Rules of Procedure External financial reporting is based on Group Accounting
for the Managing Director containing guidelines and instructions and Reporting instructions. Detailed reporting instructions and
regarding the Company’s day-to-day management. In fulfilling his time schedules have been established and communicated to all
duties the Managing Director shall be assisted by the members persons involved with the financial reporting process.
of the Executive Management Team.
The Managing Director has a written contract, approved by
the Board of Directors. The Managing Director is not a Board Internal control
member, but attends Board meetings.
The Board of Directors has appointed Tapio Kolunsarka as Ramirent is implementing an Internal Control Policy. Internal
Managing Director, as President and Chief Executive Officer control in Ramirent is based on the commonly accepted
(CEO) effective from August 8, 2016. Tapio Kolunsarka is born framework by the Committee of Sponsoring Organizations of
in 1975 and is a Finnish citizen, M.Sc. (Eng. and Econ.). His prior the Treadway Commission (COSO 2013). It comprises of five
working experience: Executive Vice President of UPM Raflatac key components: control environment, risk assessment, control
2016-2013; Senior Vice President of UPM Raflatac EMEA 2013- activities, information and communication, and monitoring.
2011; Senior Vice President of UPM Raflatac Europe 2011-2008; The objectives of the internal control and risk management
several leading positions in UPM Raflatac in Finland and in systems over financial reporting are to ensure that the
the United States 2008-2002; before joining UPM he was a financial reports disclosed by Ramirent give essentially correct
consultant at McKinsey & Company. information about the company finances, are reliable and
Tapio Kolunsarka’s Ramirent-ownership: 50,000 shares on that Ramirent complies with the applicable laws, regulations,
December 31, 2018. International Financial Reporting Standards (IFRS) as adopted by
EU and other requirements for listed companies.
External Auditors
management environment
Operational level
Ramirent
Remuneration
Statement 2018
Ramirent prepares its remuneration statement in accordance with the
Finnish Corporate Governance Code. This remuneration statement
has been prepared in accordance with Corporate Governance Code
2015. Ramirent’s policy is to update the statement at the Company’s
web site www.ramirent.com always when essential new information
becomes available related to remunerations.
Decision making process and main EBIT of the Group and the respective segment or country.
The achievement of the targets of the CEO and the Executive
principles of remuneration of the Management Team members is evaluated by the Working
President and CEO and other Executive Committee and the payment of the eventually achieved bonuses
is confirmed by the Board.
Management Team members In 2018, the maximum annual bonus for the CEO could be up
to 80 percent of his annual base salary. For the other members
The Board of Directors decides on the remuneration, benefits
of the Executive Management Team the maximum annual bonus
and other terms of employment of the President and Chief
could be up to 50 percent of their annual base salary.
Executive Officer (“CEO”). Remuneration and benefits for the
other Executive Management Team members are based on
CEO’s proposal and subject to Board approval.
The Board decisions are based on the Working Committee’s Performance–based long–term incentive
proposal. The Working Committee prepares issues pertaining plans
to the fixed salary and short-term incentive of the President and
CEO. Furthermore, the Working Committee prepares a proposal Share-based incentive plans
regarding the employment terms, total remuneration package During the financial year 2018, Ramirent Plc had three share-
and the compensation paid upon in an event of contract based incentive plans in operation. The plans have been
termination. established to form part of the long-term incentive and
It is also the responsibility of the Working Committee to commitment program for the key personnel of the company
prepare a proposal regarding all matters pertaining to the long- and its subsidiaries. The aim is to combine the objectives of
term incentive schemes of the Company. the shareholders and the key personnel in order to increase
The remuneration of the President and CEO and the other the value of the company, to commit the key personnel to the
members of the Executive Management Team consist of a fixed company, and to offer the key personnel a competitive reward
monthly base salary, customary fringe benefits and annual program based on holding the company´s shares.
bonuses and long-term incentives. In the plans the participants are offered the opportunity to
Annual bonuses are based on Group Bonus Guidelines earn matching shares on the basis of share ownership and
and performance criteria decided by the Board. As to long- performance shares on the basis of performance targets set for
term incentives, Executive Management Team members are a three-year earning period. Plan 2015–2017 ended in 2018 and a
participating in long-term incentive programs, which are decided total number of 24,925 shares were conveyed.
upon by the Board. For the plan 2016-2018 an eventual reward from the earning
There are no options outstanding or available from any periods 2016–2018 is based on the share ownership (matching),
of Ramirent’s earlier option programs. There is no general Economic Profit (performance) and Total Shareholder Return
supplementary pension plan for Executive Management Team (TSR), which may cut the total number of shares earned. No
members. reward shall be paid to a person who’s employment ends prior
to the reward payment. The maximum reward to be based on the
Information about valid authorizations of the Board of basis of the incentive program 2016-2018 will correspond to the
Directors concerning remuneration, as well as decisions value of up to 540,000 Ramirent Plc shares (including also the
made by the Board of Directors as part of remuneration proportion to be paid in cash).
The Annual General Meeting of 2018 resolved to grant to the The Performance Share Plan 2018–2020 is targeted for the
Board of Directors an authorization to decide on the repurchase Executive Management Team members. The aim of the plan is
of the Company’s own shares. The authorization is valid until the to align the objectives of the shareholders and the Executive
Annual General Meeting of 2019, and besides other purposes, Management Team Members in order to increase the value of the
the own shares may be repurchased also as part of the company in the long-term, to retain the Executive Management
Company’s incentive program. Team Members at the company, and to offer them a competitive
The Annual General Meeting of 2016 resolved to grant to reward plan that is based on earning and accumulating the
the Board of Directors an authorization to decide on the share company’s shares.
issue and/or issuance of option rights, convertible bonds and/ The potential reward from this plan will be paid partly in
or other special rights entitling to shares. The authorization shall the company’s shares and partly in cash in 2021. The cash
be valid until March 18, 2021, and it entitles the utilization of the proportion is intended to cover taxes arising from the reward to
authorization, among other things, for directed share issue as the plan participants. The potential reward from the Performance
part of the Company’s incentive program for personnel (either Share Plan 2018–2020 will be based on the participant’s short-
against payment or for free). term incentive plan targets in 2018 as well as on the Group’s
cumulative EPS development in 2018–2020. The rewards to be
Settlement of the long-term incentive program 2015 paid on the basis of the Performance Share Plan 2018–2020
The Board of Directors of Ramirent decided on February 8, correspond to an approximate maximum total of 270,000
2018, on a directed share issue for the reward payment from Ramirent Plc shares including also the proportion to be paid in
Ramirent long-term incentive program 2015. In the share issue cash.
24,925 existing Ramirent Plc shares were conveyed without
consideration to the key persons participating in the long-term Performance Share Plan 2019–2021 for the Executive
incentive program 2015 according to the terms and conditions of Management Team and Deferred Incentive Plan 2019 for
the plan. other key employees of the company
The decision on the directed share issue was based on the The Board of Directors of Ramirent Plc announced on December
authorization granted to the Board of Directors by the Annual 12, 2018 two new incentive plans: Performance Share Plan for
General Meeting of Shareholders held on March 17, 2016. the Executive Management Team and Deferred Incentive Plan for
other key employees.
Members in order to increase the value of the company in the Recognition principles of the long term
long-term. It also targets to retain the Executive Management
Team members at the company, and to offer them a competitive incentive plans
reward plan based on earning and accumulating the company’s
shares. The potential reward from this plan will be paid partly in The costs of incentive plans are accrued over the vesting period
the company’s shares and partly in cash in 2022. of each program. The long-term share based incentive plans
The potential reward from the Performance Share Plan 2019– 2016-2018, 2018-2020 and 2019-2021 are partly-equity settled
2021 is based on the Group’s Earnings per Share (EPS) in 2019 and partly cash settled. As Ramirent is obliged to withhold an
as well as on the Group’s average Return on Capital Employed amount that relates to personal taxes and pay that amount to the
(ROCE-%) development in 2019–2021. tax authority for the long-term incentive plans 2016-2018, 2018-
The rewards to be paid on the basis of the Performance Share 2020 and 2019-2021, the full incentive plans are accounted for as
Plan 2019–2021 correspond to an approximate maximum total of equity settled. For the deferred incentive plans for 2017, 2018 and
270,000 Ramirent Plc shares including the proportion to be paid 2019 the potential reward is paid in cash.
in cash. The total expenses recognized in 2018 for the on–going long–
term share based incentive plans and the Deferred Incentive
Deferred Incentive Plan 2019 for other key employees of the plans 2017 and 2018 total EUR 3.8 million and liability as at
company December 31, 2018 totals EUR 7.3 million (EUR 4.5 million).
The Board of Directors of Ramirent Plc has approved on
December 12, 2018 a new Deferred Incentive Plan 2019 to
support the implementation of the company’s strategy and to Remuneration of the President and CEO
offer key employees a competitive reward and retention program.
The Deferred Incentive Plan includes one earning period, The President and CEO’s remuneration consists of a base salary,
calendar year 2019, with a lock-up period of two years whereby fringe benefits, a supplementary pension scheme, performance-
the potential reward will be paid in cash in 2022. related annual bonus and a long-term incentive plan. The
The incentive plan includes approximately 150 key employees. President and CEO’s annual bonus is determined annually
The potential reward from the incentive plan for the earning by the Board on the basis of the Group’s key targets and is,
period 2019 will be based on the participant’s short-term at maximum, 80 percent of the President and CEO’s annual
incentive plan targets. The maximum reward of the Deferred base salary. CEO Tapio Kolunsarka’s annual base salary is EUR
Incentive Plan 2019 to be paid in 2022 will amount up to 460,000 excluding benefits (car, housing, mobile phone).
approximately EUR 2.6 million. The members of the Executive In 2018, the total remuneration paid to Tapio Kolunsarka
Management Team are not included in the target group of the consisting of fixed annual base salary and fringe benefits was
Deferred Incentive Plan. EUR 483,808. In addition, his accrued bonus for 2018 and due
for payment in 2019 totaled EUR 368,000. Tapio Kolunsarka’s
Deferred Incentive Plans 2017 and 2018 holdings of shares are presented in the table on page 129.
The Deferred Incentive Plan 2018 was established to maximally The President and CEO is entitled to participate in the
support the implementation of the company’s renewed strategy Company’s long-term incentive program. According to the initial
and to offer key employees a competitive reward and retention allocation, the maximum reward for the share-based incentive
program. The Deferred Incentive Plan includes one earning plan 2016–2018 on the basis of performance accounts for a
period, calendar year 2018, with a lock-up period of two years total of 106,206 shares and the number of shares to be paid
whereby the potential reward will be paid in cash in 2021. The on the basis of Ramirent share ownership accounts for 24,092
incentive plan was extended to include approximately 160 shares. The maximum reward for the 2017 Deferred Incentive
key employees. The potential reward from the incentive plan Plan is EUR 459,996. The maximum reward for the share-based
for the earning period 2018 will be based on the participant’s incentive plan 2018–2020 on the basis of performance accounts
short-term incentive plan targets. The maximum reward of the for a total of 55,000 shares. The rewards to be paid on the
Deferred Incentive Plan 2018 to be paid in 2021 will amount up basis of the Performance Share Plan 2019-2021 correspond to
to approximately EUR 2.6 million. The members of the Executive an approximate maximum total of 45,000 Ramirent Plc shares
Management Team are not included in the target group of the including the proportion to be paid in cash.
Deferred Incentive Plan as they are part of the Performance Tapio Kolunsarka’s retirement age and pension are determined
Share Plan where the potential reward is paid in Ramirent shares. in accordance with Finland’s Pensions Act. In addition, Tapio
The Deferred Incentive Plan (DIP) for 2017 was established Kolunsarka’s pension accruing during the time he holds the
to maximally support the company’s short-term key priority position of the President and CEO is arranged through a
of delivering improved EBITA and to offer key employees a separate supplementary pension insurance, which is 25% of
competitive reward and retention program. The 2017 Deferred annual base salary. No separate agreement regarding early
Incentive Plan includes one earning period, calendar year retirement has been made. Should his employment contract be
2017, with a lock-up period of two years whereby the potential terminated before retirement, he has the right to the equivalent
reward will be paid in cash in 2020. The incentive plan includes of 12 months’ salary and the salary for a 12-month term of notice.
approximately 120 key employees. The members of the Executive In 2018, the total compensation paid to the President and CEO
Management Team are included in the target group of the 2017 of Ramirent consisting of fixed salary, pension payments, fringe
Deferred Incentive Plan. benefits and annual bonus in 2018 was EUR 966,805.
The potential reward from the 2017 incentive plan for the
earning period 2017 will be based on the participant’s short-term
incentive plan targets. In addition, to combine the objectives of
the shareholders and the Executive Management Team, the total
reward potential for Executive Management Team members will
also be based on the Group’s Total Shareholder Return (TSR) for
the earning period 2017 and the two-year lock-up period. The
maximum reward of the Deferred Incentive Plan 2017 to be paid
in cash in 2020 will correspond to up to 3.7 million euros.
Ramirent Remuneration Statement 2018 129
Board of Directors
Kevin Appleton Ann Carlsson Ulf Lundahl
B. 1960. B.A. British citizen. Board B. 1966, Bachelor’s Degree CHAIRMAN OF THE BOARD
member since 2012. Deemed to (Human Resources), Swedish B. 1952. Master of Law and
be independent of the Company citizen. Board member since Bachelor in Business from
and of significant shareholders. 2017. Deemed to be independent University of Lund. Swedish
of the Company and of citizen. Board member since
Prior working experience: significant shareholders. 2014. Chairman of the Board
Executive Chairman of Ann Carlsson is the CEO of since 2015. Member of Ramirent’s
Travis Perkins Plc’s General Apoteket AB (publ). Working Committee. Deemed to
Merchanting Division; CEO in be independent of the Company
Lavendon Group Plc; Managing Prior working experience: and of significant shareholders.
Director of Constructor Dexion; Various executive positions with
Managing Director & VP Europe ICA Sverige AB, including SVP Prior working experience:
at FedEx Logistics/ Caliber Store Sales Division ICA Sverige Executive Vice President
Logistics; and Marketing AB. and Deputy CEO of L E
Manager and then Sales and Lundbergföretagen AB; CEO of
Marketing Director in NFC Plc. Key positions of trust: Danske Securities; CEO Östgota
Board member of The Enskilda Bank; CEO of Nokia
Key positions of trust: Confederation of Swedish Data Sweden; Executive Vice
Non-Executive Chairman of Enterprise, The Swedish Trade President and Head of consumer
Yusen Logistics (UK) Ltd, Non- Federation (Svensk Handel) and banking of Götabanken; Strategy
Executive Chairman of Horizon SNS – Center for Business and consultant of SIAR.
Platforms Ltd, Non-Executive Policy Studies.
Director of Arco Ltd and Key positions of trust:
Non-Executive Chairman of VJ Ramirent shares: Chairman of the Board of Fidelio
Technology Holdings Ltd. Dec. 31, 2018: - Capital AB, Handelsbanken
Regional Bank Stockholm and
Ramirent shares: Attendo AB. Board member of
Dec. 31, 2018: 6,430 Eltel AB, Holmen AB, Indutrade
AB and Nordstjernan Kredit AB.
Ramirent shares:
Dec. 31, 2018: 20,000
Ramirent,
Ramirent,
Board
accounts
of Directors
2018 131
131
DEPUTY CHAIRMAN B. 1955. B.Sc. (Econ.) and LL.M B. 1980, M.Sc. (Econ.), Swedish
OF THE BOARD (Master of Law). Finnish citizen. citizen. Board member since
B. 1958. M.Sc. (Agr.). Finnish Board member since 2004. 2015. Member of Ramirent’s
citizen. Board member since Deemed independent of the Working Committee. Deemed
2006. Member of Ramirent’s Company and, in his role as to be independent of the
Working Committee. Deemed Chairman of the Board of Julius Company and, in his role as a
independent of the Company Tallberg Corp., dependent of Senior Investment Manager at
and, in her role as Vice significant shareholders. Nordstjernan AB, dependent of a
Chairman of Julius Tallberg significant shareholder.
Corp., dependent of significant Prior working experience:
shareholders. Managing Director of Föreningen Prior working experience:
Konstsamfundet R.F.; various acting CEO of NH Logistics
Prior working experience: positions in Pankkiiriliike Ane (2010); Finance Manager at
Administration Manager Gyllenberg Oy and Skandinaviska Landic Property (2008–2009);
of the Helsinki Institute Enskilda Banken. Management Consultant at
for Bioimmunotherapy Ltd. Accenture (2006–2008).
General management positions Key positions of trust:
in a number of real estate Chairman of the Board of Key positions of trust:
companies and the financial Oy Julius Tallberg Ab, Board Board member of Attendo AB.
management of the Institute for member of Wärtsilä Oyj Abp,
Bioimmunotherapy Helsinki Ltd. Stockmann Oyj Abp and JM AB. Ramirent shares:
Dec. 31, 2018: - (holding of
Key positions of trust: Ramirent shares: interest parties 21,863,716)
Chairman of Julius Tallberg Real Dec. 31, 2018: 37,000 (holding of
Estate Corporation and Vice interest parties 12,211,229)
Chairman of Oy Julius Tallberg Ab.
Ramirent shares:
Dec. 31, 2018: 10,000 (holding of
interest parties 12,207,229)
132 Ramirent, Executive
accounts 2018
Management Team
1 2 3
Executive
4
Management Team
Jonas Söderkvist 1 Heiki Onton 2 Øyvind Emblem 3
Ulrika Dunker 7
Ramirent shares:
Dec 31, 2018: -
Auditor’s
report
(Translation from the Finnish original) services that we have provided to the parent company and to
To the Annual General Meeting of Ramirent Plc the group companies are in accordance with the applicable law
and regulations in Finland and we have not provided non-audit
services that are prohibited under Article 5(1) of Regulation (EU)
Report on the Audit of the No 537/2014. The non-audit services that we have provided are
disclosed in note 2.8 to the consolidated financial statements.
Financial Statements
Our Audit Approach
Opinion
Overview
In our opinion
• the consolidated financial statements give a true and fair view Materiality
of the group’s financial position and financial performance • Overall group materiality: EUR 4.5
and cash flows in accordance with International Financial million.
Reporting Standards (IFRS) as adopted by the EU Group scoping
• the financial statements give a true and fair view of the parent • The group audit scope includes all
company’s financial performance and financial position in significant companies in Finland,
accordance with the laws and regulations governing the Sweden, Norway, Denmark and
preparation of the financial statements in Finland and comply Poland, covering the vast majority
with statutory requirements. of revenues, assets and liabilities.
Our opinion is consistent with the additional report to the Key audit matters
Working Committee. • Net sales recognition
• Valuation of goodwill
What we have audited • Valuation and existence
We have audited the financial statements of Ramirent Oyj of fleet assets
(Business ID: 0977135-4)) for the year ended 31 December 2018. • Divestment of Temporary Space
The financial statements comprise: business and Danish equipment rental business
• the consolidated statement of income, statement of
comprehensive income, statement of financial position, cash As part of designing our audit, we determined materiality and
flow statement, statement of changes in equity and notes to assessed the risks of material misstatement in the financial
the consolidated financial statements, including a summary of statements. In particular, we considered where management
significant accounting principles. made subjective judgements; for example, in respect of
• the parent company’s income statement, balance sheet, cash significant accounting estimates that involved making
flow statement and notes to the parent company financial assumptions and considering future events that are inherently
statements. uncertain.
Materiality
Basis for Opinion The scope of our audit was influenced by our application of
materiality. An audit is designed to obtain reasonable assurance
We conducted our audit in accordance with good auditing whether the financial statements are free from material
practice in Finland. Our responsibilities under good auditing misstatement. Misstatements may arise due to fraud or error.
practice are further described in the Auditor’s Responsibilities They are considered material if individually or in aggregate,
for the Audit of the Financial Statements section of our report. they could reasonably be expected to influence the economic
We believe that the audit evidence we have obtained is decisions of users taken on the basis of the financial statements.
sufficient and appropriate to provide a basis for our opinion. Based on our professional judgement, we determined certain
quantitative thresholds for materiality, including the overall group
Independence materiality for the consolidated financial statements as set out in
We are independent of the parent company and of the group the table below. These, together with qualitative considerations,
companies in accordance with the ethical requirements that are helped us to determine the scope of our audit and the nature,
applicable in Finland and are relevant to our audit, and we have timing and extent of our audit procedures and to evaluate the
fulfilled our other ethical responsibilities in accordance with effect of misstatements on the financial statements as a whole.
these requirements.
To the best of our knowledge and belief, the non-audit
Auditor´s report 135
• We tested the depreciation of the fixed assets through material misstatement, whether due to fraud or error, and to
a combination of detailed testing and analytical audit issue an auditor’s report that includes our opinion. Reasonable
procedures. assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with good auditing
Divestment of Temporary Space business and Danish practice will always detect a material misstatement when it
equipment rental business exists. Misstatements can arise from fraud or error and are
Refer to note 7.4 in the consolidated financial statements. considered material if, individually or in the aggregate, they could
In July, the Group announced the divestment of its Temporary reasonably be expected to influence the economic decisions of
Space business. The transaction was completed in November users taken on the basis of these financial statements.
2018. As part of an audit in accordance with good auditing practice,
In December, the Group announced the divestment of its we exercise professional judgment and maintain professional
Danish equipment rental business. The divestment is estimated skepticism throughout the audit. We also:
to be completed in the beginning of 2019. The Danish equipment • Identify and assess the risks of material misstatement of the
rental business formed a majority of the Danish reporting financial statements, whether due to fraud or error, design
segment and is presented as a discontinued operation in the and perform audit procedures responsive to those risks,
Group’s financial statements. and obtain audit evidence that is sufficient and appropriate
Given the nature and impact, the accounting of those to provide a basis for our opinion. The risk of not detecting
transactions is significant for the financial statements and is a a material misstatement resulting from fraud is higher than
focus area of our audit. for one resulting from error, as fraud may involve collusion,
Our audit procedures included, among other things, the forgery, intentional omissions, misrepresentations, or the
following: override of internal control.
• We read and reviewed the transaction agreements to evaluate • Obtain an understanding of internal control relevant to the
and determine the appropriate accounting treatment of the audit in order to design audit procedures that are appropriate
transactions. in the circumstances, but not for the purpose of expressing an
• We inquired of the entity’s responsible persons to obtain an opinion on the effectiveness of the parent company’s or the
understanding of the disposal process and the key terms and group’s internal control.
contingencies of the agreements. • Evaluate the appropriateness of accounting policies used
• We tested the results of the disposals by reviewing the and the reasonableness of accounting estimates and related
calculation principles, reconciling consideration and other disclosures made by management.
inputs in the calculation to the agreement, reconciling the • Conclude on the appropriateness of the Board of Directors’
consideration to bank accounts and by verifying the net assets and the Managing Director’s use of the going concern basis
disposed to underlying accounting records. of accounting and based on the audit evidence obtained,
• We assessed whether the divested businesses met IFRS 5 whether a material uncertainty exists related to events or
held for sale and discontinued operations criterions. conditions that may cast significant doubt on the parent
• We evaluated the adequacy of the presentation and disclosure company’s or the group’s ability to continue as a going
of the disposals in the Group’s financial statements. concern. If we conclude that a material uncertainty exists,
we are required to draw attention in our auditor’s report
We have no key audit matters to report with respect to our audit to the related disclosures in the financial statements or, if
of the parent company financial statements. such disclosures are inadequate, to modify our opinion. Our
There are no significant risks of material misstatement referred conclusions are based on the audit evidence obtained up to
to in Article 10(2c) of Regulation (EU) No 537/2014 with respect the date of our auditor’s report. However, future events or
to the consolidated financial statements or the parent company conditions may cause the parent company or the group to
financial statements. cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the
Responsibilities of the Board of Directors and the Managing financial statements, including the disclosures, and whether
Director for the Financial Statements the financial statements represent the underlying transactions
The Board of Directors and the Managing Director are and events so that the financial statements give a true and fair
responsible for the preparation of consolidated financial view.
statements that give a true and fair view in accordance with • Obtain sufficient appropriate audit evidence regarding the
International Financial Reporting Standards (IFRS) as adopted financial information of the entities or business activities
by the EU, and of financial statements that give a true and fair within the group to express an opinion on the consolidated
view in accordance with the laws and regulations governing financial statements. We are responsible for the direction,
the preparation of financial statements in Finland and comply supervision and performance of the group audit. We remain
with statutory requirements. The Board of Directors and the solely responsible for our audit opinion.
Managing Director are also responsible for such internal control We communicate with those charged with governance
as they determine is necessary to enable the preparation of regarding, among other matters, the planned scope and
financial statements that are free from material misstatement, timing of the audit and significant audit findings, including any
whether due to fraud or error. significant deficiencies in internal control that we identify during
In preparing the financial statements, the Board of Directors our audit.
and the Managing Director are responsible for assessing the We also provide those charged with governance with
parent company’s and the group’s ability to continue as a going a statement that we have complied with relevant ethical
concern, disclosing, as applicable, matters relating to going requirements regarding independence, and to communicate with
concern and using the going concern basis of accounting. The them all relationships and other matters that may reasonably
financial statements are prepared using the going concern basis be thought to bear on our independence, and where applicable,
of accounting unless there is an intention to liquidate the parent related safeguards.
company or the group or to cease operations, or there is no From the matters communicated with those charged with
realistic alternative but to do so. governance, we determine those matters that were of most
significance in the audit of the financial statements of the
Auditor’s Responsibilities for the Audit of the Financial current period and are therefore the key audit matters. We
Statements describe these matters in our auditor’s report unless law or
Our objectives are to obtain reasonable assurance about regulation precludes public disclosure about the matter or when,
whether the financial statements as a whole are free from in extremely rare circumstances, we determine that a matter
Auditor´s report 137
Other Information
The Board of Directors and the Managing Director are
responsible for the other information. The other information
comprises information included in the report of the Board of
Directors and in the Annual Report, but does not include the
financial statements and our auditor’s report thereon. We
obtained the report of the Board of Directors prior to the date
of this auditor’s report and the Annual Report is expected to be
made available to us after that date.
Our opinion on the financial statements does not cover the
other information.
In connection with our audit of the financial statements, our
responsibility is to read the other information identified above
and, in doing so, consider whether the other information is
materially inconsistent with the financial statements or our
knowledge obtained in the audit, or otherwise appears to be
materially misstated. With respect to the report of the Board of
Directors, our responsibility also includes considering whether
the report of the Board of Directors has been prepared in
accordance with the applicable laws and regulations.
In our opinion
• the information in the report of the Board of Directors is
consistent with the information in the financial statements
• the report of the Board of Directors has been prepared in
accordance with the applicable laws and regulations.
If, based on the work we have performed on the other
information that we obtained prior to the date of this auditor’s
report, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have
nothing to report in this regard.
Enel Sintonen
Authorised Public Accountant (KHT)
138 Ramirent, Investors relations
Investor
relations
Investor relations principles Publication of financial
Ramirent’s Investor Relations primary task is to ensure that the
market has correct and sufficient information at its disposal
information
to determine the value of the Ramirent share at all times. Ramirent’s annual reports, interim reports and stock exchange
This task is being performed by Ramirent’s Investor Relations releases are published in English and Finnish on the company’s
through annual and interim reports, maintaining investor pages website at www.ramirent.com. You can also subscribe to receive
on ramirent.com, attending investor meetings, seminars, and our news releases by e-mail on our website. Stay informed also
organizing Capital Markets Days. with Ramirent’s free apps for smartphones and tablets.
Ramirent’s Investor Relations function is responsible for
investor communications in cooperation with Corporate
Communications. In all of its communications, Ramirent complies Download IR app
with the requirements for listed companies as defined by the
Securities Markets Act, the rules of the Nasdaq Helsinki Ltd.
and any other applicable regulation concerning prompt and
simultaneous disclosure of information.
Silent period
Ramirent observes a silent period of 30 days prior to publication For iOs For Anroid
of annual or interim financial results. During the silent period, the
company’s representatives do not provide comments nor do they
meet capital market representatives. Contact information
Jonas Söderkvist,
Analysts interim CFO
Tel. +46 8 624 9502
A list of brokers and financial analysts that actively follow Email: jonas.soderkvist@ramirent.com
Ramirent’s development is available in the Investors section
on the company’s website at ramirent.com. Ramirent does not
comment or take any responsibility for estimates or forecasts
published by analysts or other capital market representatives.
Peer group
Ramirent has an international peer group, against which the
Group’s financial information and business operations can be
compared. The peer group consists of companies, which partly
have different product offering and operating markets, and
therefore do not alone give an adequate picture of Ramirent’s
competitors. The following companies are included in the peer
group: Cramo (FI), Loxam (FR), Kiloutou (FR), Speedy Hire (UK),
HSS Hire (UK), United Rentals (US) and Ashtead Group (US/UK).
Information for
shareholders
Annual general meeting Order book codes
Ramirent Plc’s Annual General Meeting will be held on Thursday Listed on: NASDAQ Helsinki Ltd
14 March 2019 at 10:00 a.m. at Ramirent Group headquarters at NASDAQ Helsinki: RAMI
the address of Tapulikaupungintie 37, Helsinki, Finland. Reuters: RAMIR.HE
Shareholders wishing to attend the meeting must be Bloomberg: RAMI:FH
registered in the Ramirent shareholder register at Euroclear ISIN code: FI0009007066
Finland Ltd. no later than on March 4, 2019 and must register
for attending the meeting no later than March 11, 2019 by 10:00
a.m. by giving a prior notice of participation to the Company. Any Primary indexes
proxies must be submitted at the same time. Such notice can be
NASDAQ HELSINKI
given either:
NASDAQ Helsinki Mid Cap
a. on the Company’s website www.ramirent.com/agm; or
NASDAQ Nordic Industrial Goods and Services
b. by telephone +358 20 770 6880 from Mondays to
Fridays between 9:00 a.m. and 4:00 p.m.; or
c. by regular mail to the address Ramirent Plc, POB 31,
FI-00751 Helsinki, Finland. When giving the notice by
Change of adress
regular mail the notice has to be recived by the Ramirent shareholders are kindly requested to make a written
Company before the deadline for registration. notification of changes in address to the bank where they have
their book-entry account. Those shareholders who are registered
Payment of dividends
in the shareholders’ register at Euroclear Finland Ltd. should
send a written notice to:
The Board of Directors proposes to the Annual General Meeting
Euroclear Finland Ltd.
that for the financial year 2018 a dividend of EUR 0.46 (0.44) be
Customer Account Service,
paid per share in two installments. If the proposal is approved,
P.O. Box 1110,
the first installment of EUR 0.23 per share will be paid to
FI-00101 Helsinki
shareholders registered in the shareholders’ register of the
Tel. + 358 800 180 500
Company maintained by Euroclear Finland Ltd on the record
date for dividend payment 18 March 2019. The first installment
In the notice, shareholders should mention their name, new
is to be paid on April 4, 2019 for shareholders whose shares
address, old address and book-entry account number.
are registered in Euroclear Finland Ltd and on April 5, 2019 for
shareholders whose shares are registered in Euroclear Sweden
AB. The second installment of EUR 0.23 per share will be paid
to shareholders registered in the shareholders’ register of the
Company maintained by Euroclear Finland Ltd on the record date
for dividend payment September 18, 2019. The second installment
is to be paid on October 3, 2019 for shareholders whose shares
are registered in Euroclear Finland Ltd and on October 4, 2019 for
shareholders whose shares are registered in Euroclear Sweden
AB. The Board of Directors is authorized to set a new dividend
record date and payment date for the second installment of the
dividend, in case the rules and regulations of the Finnish book-
entry system would be changed, or otherwise so require, prior to
the payment of the second installment of the dividend.
Ramirent Plc’s
financial calendar 2019
Annual General Meeting 14 March 2019 at EET 10.00 a.m.
Interim report
30 April 2019 at EET 9:00 a.m.
January–March
Interim report
30 October 2019 at EET 9:00 a.m
January–September
RAMIRENT is a leading service company offering equipment rental for construction
and other industries. Our mission is to help our customers gear up on safety and
efficiency by delivering great equipment and smooth service with a smile. We have
2,905 co-workers and 294 customer centers across ten countries in northern and
eastern Europe. In 2018, Ramirent Group sales reached a total of EUR 712 million.
Ramirent is listed in Nasdaq Helsinki (RAMI).
Ramirent - Gear Up. Equipment rental at your service
Group headquarters
Ramirent Plc
Tapulikaupungintie 37
PO Box 31, 00751 Helsinki
Finland
Tel. +358 20 750 200
communications@ramirent.com