Apetit Plc, Stock exchange release on 16 March 2023 at 01:30 p.m.
Apetit Plc: Managers’ Transactions - Esa Mäki
Apetit Oyj - Managers' Transactions
____________________________________________
Person subject to the notification requirement
Name: Esa Jussi Mäki
Position: Chief Executive Officer
Issuer: Apetit Oyj
LEI: 743700RSFZUIQYABYT14
Notification type: INITIAL NOTIFICATION
Reference number: 27143/6/6
____________________________________________
Transaction date: 2023-03-15
Outside a trading venue
Instrument type: SHARE
ISIN: FI0009003503
Nature of transaction: SUBSCRIPTION
Transaction details
(1): Volume: 3000 Unit price: 12.24 EUR
Aggregated transactions (1):
Volume: 3000 Volume weighted average price: 12.24 EUR
Apetit Plc
For further information, please contact:
CFO Susanna Tevä
firstname.lastname (a) apetit.fi
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feeding stuff. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2022, Apetit Group's net sales were EUR 182 million.
Apetit Plc, Stock exchange release on 16 March 2023 at 01:30 p.m.
Apetit Plc: Managers’ Transactions - Timo Huttunen
Apetit Oyj - Managers' Transactions
____________________________________________
Person subject to the notification requirement
Name: Timo Huttunen
Position: Other senior manager
Issuer: Apetit Oyj
LEI: 743700RSFZUIQYABYT14
Notification type: INITIAL NOTIFICATION
Reference number: 27320/4/4
____________________________________________
Transaction date: 2023-03-15
Venue: NASDAQ HELSINKI LTD (XHEL)
Instrument type: SHARE
ISIN: FI0009003503
Nature of transaction: ACQUISITION
Transaction details
(1): Volume: 2000 Unit price: 12.24 EUR
Aggregated transactions (1):
Volume: 2000 Volume weighted average price: 12.24 EUR
Apetit Plc
For further information, please contact:
CFO Susanna Tevä
firstname.lastname (a) apetit.fi
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feeding stuff. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2022, Apetit Group's net sales were EUR 182 million.
Apetit Plc, Stock exchange release on 16 March 2023 at 01:30 p.m.
Apetit Plc: Managers’ Transactions - Susanna Tevä
Apetit Oyj - Managers' Transactions
____________________________________________
Person subject to the notification requirement
Name: Susanna Tevä
Position: Chief Financial Officer
Issuer: Apetit Oyj
LEI: 743700RSFZUIQYABYT14
Notification type: INITIAL NOTIFICATION
Reference number: 27040/7/8
____________________________________________
Transaction date: 2023-03-15
Outside a trading venue
Instrument type: SHARE
ISIN: FI0009003503
Nature of transaction: SUBSCRIPTION
Transaction details
(1): Volume: 2000 Unit price: 12.24 EUR
Aggregated transactions (1):
Volume: 2000 Volume weighted average price: 12.24 EUR
Apetit Plc
For further information, please contact:
CFO Susanna Tevä
firstname.lastname (a) apetit.fi
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feeding stuff. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2022, Apetit Group's net sales were EUR 182 million.
Apetit Plc, Stock exchange release on 16 March 2023 at 01:30 p.m.
Apetit Plc: Managers’ Transactions - Timo Partola
Apetit Oyj - Managers' Transactions
____________________________________________
Person subject to the notification requirement
Name: Timo Olli Partola
Position: Other senior manager
Issuer: Apetit Oyj
LEI: 743700RSFZUIQYABYT14
Notification type: INITIAL NOTIFICATION
Reference number: 27322/4/4
____________________________________________
Transaction date: 2023-03-15
Outside a trading venue
Instrument type: SHARE
ISIN: FI0009003503
Nature of transaction: SUBSCRIPTION
Transaction details
(1): Volume: 2000 Unit price: 12.24 EUR
Aggregated transactions (1):
Volume: 2000 Volume weighted average price: 12.24 EUR
Apetit Plc
For further information, please contact:
CFO Susanna Tevä
firstname.lastname (a) apetit.fi
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feeding stuff. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2022, Apetit Group's net sales were EUR 182 million.
Apetit Plc, Stock exchange release on 16 March 2023 at 01:00 p.m.
Apetit Plc: Announcement of conveyance of own shares
On 15 February 2023, Apetit Plc’s Board of Directors has decided on a directed share issue without payment as remuneration in accordance with the long-term matching share plan 2021–2023.
On 15 March 2023, Apetit Plc has conveyed (other conveyance) a total of 4,400 treasury shares held by the company (APETIT) as remuneration to key employees included in the long-term matching share plan. A stock exchange release on the establishment and key terms of the programme was published on 23 April 2021.
The assignment value was EUR 55,836 in total. The assignment value of the shares at the time of the conveyance was determined in public trading arranged by NASDAQ Helsinki Ltd based on the weighted average price on 15 March 2023. After the above-mentioned conveyance, the company holds 73,268 shares.
The conveyance of the shares is based on the authorisation granted to the Board of Directors by the Annual General Meeting on 5 May 2022. On the basis of the authorisation, the Board of Directors may decide on issuing shares in one or more tranches. On the basis of the authorisation, a maximum of 600,000 new or treasury shares may be issued.
Apetit Plc
For further information, please contact:
CFO Susanna Tevä
firstname.lastname (a) apetit.fi
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feeding stuff. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2022, Apetit Group's net sales were EUR 182 million.
Apetit Plc, Stock exchange release on 16 March 2023 at 01:00 p.m.
Apetit Plc: Managers’ Transactions - Esa Mäki
Apetit Oyj - Managers' Transactions
____________________________________________
Person subject to the notification requirement
Name: Esa Mäki
Position: Chief Executive Officer
Issuer: Apetit Oyj
LEI: 743700RSFZUIQYABYT14
Notification type: INITIAL NOTIFICATION
Reference number: 27308/9/6
____________________________________________
Transaction date: 2023-03-15
Outside a trading venue
Instrument type: SHARE
ISIN: FI0009003503
Nature of transaction: RECEIPT OF A SHARE-BASED INCENTIVE
Transaction details
(1): Volume: 2000 Unit price: 12.69 EUR
Aggregated transactions (1):
Volume: 2000 Volume weighted average price: 12.69 EUR
Apetit Plc
For further information, please contact:
CFO Susanna Tevä
firstname.lastname (a) apetit.fi
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feeding stuff. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2022, Apetit Group's net sales were EUR 182 million.
Apetit Plc, Stock exchange release on 16 March 2023 at 01:00 p.m.
Apetit Plc: Managers’ Transactions - Timo Partola
Apetit Oyj - Managers' Transactions
____________________________________________
Person subject to the notification requirement
Name: Timo Partola
Position: Other senior manager
Issuer: Apetit Oyj
LEI: 743700RSFZUIQYABYT14
Notification type: INITIAL NOTIFICATION
Reference number: 27311/9/6
____________________________________________
Transaction date: 2023-03-15
Outside a trading venue
Instrument type: SHARE
ISIN: FI0009003503
Nature of transaction: RECEIPT OF A SHARE-BASED INCENTIVE
Transaction details
(1): Volume: 1200 Unit price: 12.69 EUR
Aggregated transactions (1):
Volume: 1200 Volume weighted average price: 12.69 EUR
Apetit Plc
For further information, please contact:
CFO Susanna Tevä
firstname.lastname (a) apetit.fi
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feeding stuff. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2022, Apetit Group's net sales were EUR 182 million.
Apetit Plc, Stock exchange release on 16 March 2023 at 01:00 p.m.
Apetit Plc: Managers’ Transactions - Ari Kulmala
Apetit Oyj - Managers' Transactions
____________________________________________
Person subject to the notification requirement
Name: Ari Kulmala
Position: Other senior manager
Issuer: Apetit Oyj
LEI: 743700RSFZUIQYABYT14
Notification type: INITIAL NOTIFICATION
Reference number: 27317/7/6
____________________________________________
Transaction date: 2023-03-15
Outside a trading venue
Instrument type: SHARE
ISIN: FI0009003503
Nature of transaction: RECEIPT OF A SHARE-BASED INCENTIVE
Transaction details
(1): Volume: 1200 Unit price: 12.69 EUR
Aggregated transactions (1):
Volume: 1200 Volume weighted average price: 12.69 EUR
Apetit Plc
For further information, please contact:
CFO Susanna Tevä
firstname.lastname (a) apetit.fi
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feeding stuff. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2022, Apetit Group's net sales were EUR 182 million.
Apetit Plc, Stock Exchange Release, 10 March 2023 at 02:00 p.m.
Apetit Plc's Annual Report 2022 is published
Apetit Plc’s Annual Report 2022 has been published. The Annual Report includes the Board of Directors’ Report, Financial Statements 2022, Corporate Governance Statement, Remuneration Report and Sustainability Report.
The Financial Statements are published in accordance with European Single Electronic Format (ESEF) reporting requirements. The Financial Review is available separately in XHTML format. In line with the ESEF requirements, the primary statements and notes of the consolidated financial statements have been labelled with XBRL tags. The XHTML file and the XBRL tags included in it have been reviewed by the auditor. Authorized Public Accountant Firm Ernst & Young Oy has provided an independent auditor’s reasonable assurance report on Apetit’s ESEF Financial Statements in accordance with International Standard on Assurance Engagements ISAE 3000.
The Annual Report, Remuneration report and Corporate Governance Statement are attached to this release as a PDF file and the Financial Statements and the Board of Directors’ Report as an XHTML file. The materials are available also at apetit.fi/en/for-investors.
Apetit Plc
For further information, please contact:
Miika Kemilä, Communications and Sustainability Manager, +358 10 402 4044
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feeding stuff. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2022, Apetit Group's net sales were EUR 182 million.
Apetit Plc, Stock exchange release on 22 February 2023 at 4:30 p.m.
Apetit’s long term commitment and incentive schemes for key personnel
The Board of Directors of Apetit Plc (“Apetit”) has decided on the establishment of a long-term matching share scheme 2023–2025 and on the establishment of a performance-based share scheme 2023–2025, whereupon the possible rewards will be paid as a combination of Apetit Plc’s shares and cash.
The purpose of the above-mentioned long-term incentive schemes is to further enhance the commitment of the key personnel of the company and thus to align the objectives of the key personnel, the company, and its shareholders. Participation in the schemes is voluntary.
The members of the Group Management Team, HR Director and Communications and Sustainability Manager, currently seven people, are entitled to participate in the long-term matching share incentive scheme at the beginning thereof. The members of the Group Management Team, currently five people, are entitled to participate the performance-based share incentive scheme at the beginning thereof. The Board of Directors may decide on inviting new key personnel to the incentive schemes.
Matching Share Plan 2023–2025
The Matching Share Plan comprises of the key personnel’s personal investment in the company's shares and of their right to receive one additional share without consideration for each self-acquired and retained company share as described in more detail below, after the earning period ends on 15 June 2025, as well as a cash reward corresponding to the number of shares to be issued. The purpose of the cash reward is to cover the taxes and tax-like payments to the key personnel arising from the issuance of shares.
The matching shares and the related cash portion shall be paid to the participants when the payment conditions are met, approximately on 15 June 2025, in a manner decided by the Board of Directors of Apetit Plc.
A maximum of 14,000 new shares or shares held by the company can be issued as additional shares and the cash reward corresponding to the same number of shares can be given within the Matching Share Plan. The maximum value of the plan, including the shares and the portion to be paid in cash, is approximately EUR 0.3 million calculated based on the average share price on the trading day preceding this release.
Transfer of own shares for the personal investment of the Matching Share Plan
The Board of Directors of the Company has decided on a directed share issue against consideration in accordance with the authorization given by the Annual General Meeting on 5 May 2022, in which the company offers treasury shares held by Apetit Plc to be acquired by the key personnel. The shares are offered against consideration at the fair value of the shares at the time of the transfer.
In accordance with the authorization, the transfer price of the own shares is the fair value at the time of the transfer, which is determined based on the trading price determined in public trading arranged by Nasdaq Helsinki Oy. The fair value is calculated using the weighted average share price on the trading day preceding the trade date. The acquisition price of the shares is recorded in the invested unrestricted equity fund. The company is responsible for the transfer taxes and transaction costs arising from the arrangement.
In the share issue, a total of 14,000 own shares held by the company shall be transferred to seven key persons belonging to the Matching Share Plan.
In connection with the Matching Share Plan described above, the key personnel shall acquire the shares to be acquired by personal investment approximately on 15 March 2023.
After the transfer of the shares, the company holds 63,668 own shares.
Performance Share Plan 2023–2025
In the Performance Share Plan, the potential receipt and amount of the reward is based on the operating profit, ROCE-%, reduction of CO2 emissions, development of workplace safety and success of the ERP renewal project of the Apetit Group from 1 January 2023 to 31 December 2025 and the person's continued employment or service relationship with the company.
If the set performance targets are achieved in full, the maximum amount of share rewards to be transferred under the plan is 34,000 new shares or treasury shares held by the company, and the cash reward corresponding to the number of shares in a manner decided by the Board of Directors. The purpose of the portion to be paid in cash is to cover taxes and tax-like charges to the key personnel arising from the portion to be issued in shares.
The potential share reward and the related cash reward will be paid to the participants when the payment conditions are met, approximately on 28 February 2026 in the manner decided by the Board of Directors of Apetit.
The maximum value of the plan, including both the share and cash rewards, is approximately EUR 0.7 million at the average share price on the trading day preceding this release.
Other terms
The condition for continuation of employment is applied to the incentive schemes. Accordingly, if the participant's employment or service with Apetit terminates before the time of payment of the reward, the participant is generally not entitled to the reward based on the plan. For weighty reasons, the Board of Directors of Apetit Plc has the right to change the terms or grounds of payment of the schemes, either in full or on an individual basis.
The Board of Directors of Apetit Plc recommends that the shares purchased by key personnel themselves and received as a reward should be retained for at least until the value of the shares held corresponds to a minimum of 50% of the person’s fixed gross annual salary.
Apetit Plc
Board of Directors
Further information:
Lasse Aho, Chairman of the Board, tel. +358 400 203 600
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feeding stuff. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2022, Apetit Group's net sales were EUR 182 million.
Apetit Plc, Stock Exchange Release, 16 February 09:00 a.m.
Invitation to the Annual General Meeting of Apetit Plc
Notice is given to the shareholders of Apetit Plc (“Apetit” or the “company”) to the Annual General Meeting which will be held on Thursday 13 April 2023, beginning at 1:00 p.m. EEST at the company’s head office at the address Maakunnantie 4, Säkylä, Finland (restaurant Myllynkivi). The reception of registered meeting participants and distribution of voting ballots will commence at the meeting venue at 11:00 a.m. EEST.
A. Matters on the Agenda of the Annual General Meeting
At the Annual General Meeting, the following matters shall be considered:
1. Opening of the meeting
2. Calling the meeting to order
3. Election of persons to scrutinize the minutes and to supervise the counting of votes
4. Recording the legality of the meeting
5. Recording the attendance at the meeting and adoption of the list of votes
6. Presentation of the financial statements, the report of the Board of Directors and the Auditor’s report for the financial year 1.1.–31.12.2022
- Review of the President and CEO
The company’s financial statements, the Annual Report and the Auditor’s report will be available on the company’s website at apetit.fi/en/for-investors/ on week 10.
7. Presentation of the Statement of the Supervisory Board on the financial statements, Board of Directors’ Management Report and Auditor’s report
The Annual Report 2022, which includes the Statement of the Supervisory Board, will be available on the company’s website at apetit.fi/en/for-investors/ on week 10.
8. Adoption of the financial statements and the consolidated financial statements
9. Resolution on the distribution of the profit shown on the balance sheet and the payment of dividends
The Board of Directors proposes to the Annual General Meeting that a dividend of EUR 0.50 per share be paid for the financial year 2022.
The dividend will be paid to a shareholder who is registered in the company’s shareholder register maintained by Euroclear Finland Ltd on the record date of 17 April 2023. The Board of Directors proposes to the Annual General Meeting that the dividend to be paid on 25 April 2023.
10. Resolution on the discharge of the members of the Supervisory Board and of the Board of Directors and the CEO from liability for the financial period 1 January to 31 December 2022
11. Handling of the remuneration report for governing bodies
The Board of Directors proposes that the Annual General Meeting adopts the Remuneration Report for 2022 for the governing bodies. According to the Companies Act, the decision is advisory. The Remuneration Report is available on the company's website apetit.fi/en/for-investors/ on week 10 at the latest.
12. Resolution on the number of members of the Supervisory Board
In accordance with Article 7 of the Articles of Association, the Supervisory Board comprises a minimum of 14 and a maximum of 18 members elected by the Annual General Meeting. The number of members of the Supervisory Board is currently 14 and 4 representatives of the personnel, i.e. 18 members in total.
Certain shareholders propose to the Annual General Meeting that the number of members of the Supervisory Board be fourteen (14).
Shareholders’ proposal (in Finnish) is available on the company’s website at apetit.fi/en/agm2023.
13. Resolution on the remuneration of members of the Supervisory Board
The current meeting fee for the Chairman and members of the Supervisory Board is EUR 300. In addition, a monthly fee of EUR 1,000 has been paid to the Chairman and EUR 665 to the Deputy Chairman. The meeting fee is also paid to the members of the Nomination Committee for attending the meetings of the Nomination Committee and to the Chairman and Deputy Chairman of the Supervisory Board when they attend the Board meetings. Daily allowance and travel allowances for attending a meeting are paid in accordance with the company's travel rules.
Certain shareholders propose to the Annual General Meeting that the annual compensation is that the remuneration remains unchanged. Shareholders’ proposal (in Finnish) is available on the company’s website at apetit.fi/en/agm2023.
14. Election of the members of the Supervisory Board
The term of the following five (5) Supervisory Board members will end on the Annual General Meeting 2023: Jaakko Halkilahti, Maisa Mikola, Petri Rakkolainen, Olli Saaristo ja Mauno Ylinen.
The company has received two separate proposals from the shareholders for the election of the members of the Supervisory Board:
Proposal 14 a)
Certain shareholders propose to the Annual General Meeting that Jaakko Halkilahti, Maisa Mikola, Petri Rakkolainen, Olli Saaristo and Mauno Ylinen be re-elected as members of the Supervisory Board.
Proposal 14 b)
Certain shareholders propose to the Annual General Meeting that Kalle Erkkola, Kimmo Joutsi, Vesa Korpimies, Eveliina Nyandoto and Kustaa Poutiainen be elected as new members of the Supervisory Board.
Presentations of the new candidates for the Supervisory Board and the shareholders’ proposals (in Finnish) are available on the company’s website at apetit.fi/en/agm2023. The persons nominated as members of the Supervisory Board have given their consent for the election.
15. Appointment of two members to the Supervisory Board’s Nomination Committee
The company has received a proposal from certain shareholders for the election of the members to the Supervisory Board’s Nomination Committee. Certain shareholders propose that Henrika Vikman be re-elected and Nicolas Berner be elected as a new member to the Supervisory Board’s Nomination Committee.
Shareholders’ proposal (in Finnish) is available on the company’s website at apetit.fi/en/agm2023.
16. Resolution on the number of auditors
The Board of Directors proposes to the Annual General Meeting that two auditors be elected for the company.
17. Resolution on the auditors’ remuneration
The Board of Directors proposes to the Annual General Meeting that the auditors be remunerated in accordance with reasonable invoices approved by the company.
18. Election of the auditors
The Board of Directors proposes to the Annual General Meeting that Ernst & Young Oy, authorized public accountants with Erika Grönlund, APA and Osmo Valovirta, APA as the principal auditor to be elected as the auditors. The auditors are elected until the closing of the Annual General Meeting 2024.
19. Authorizing the Board of Directors to decide on the repurchase of company’s own shares
The Board of Directors proposes that the Annual General Meeting authorizes the Board of Directors to decide on the repurchase of a maximum of 80,000 (eighty thousand) of the company’s own shares using the unrestricted equity of the company representing about 1,27 per cent of all the shares in the company. The authorization includes the right to accept company’s own shares as a pledge. The shares shall be acquired through public trading, for which reason the shares are acquired otherwise than in proportion to the share ownership of the shareholders and the consideration paid for the shares shall be the market price of the company’s share in public trading at Nasdaq Helsinki Ltd at the time of the acquisition. Shares may also be acquired outside public trading for a price which at most corresponds to the market price in public trading at the time of the acquisition. The Board of Directors will be authorized to resolve upon how the shares are acquired. The authorization includes the Board’s right to resolve on a directed repurchase or the acceptance of shares as a pledge, if there is a weighty financial reason for the company to do so as provided for in Chapter 15, section 6 of the Finnish Limited Liability Companies Act. The shares shall be acquired to be used for execution of the company’s share-based incentive schemes or for other purposes determined by the Board of Directors. The decision to repurchase or redeem company’s own shares or to accept them as pledge shall not be made so that the shares of the company in the possession of or held as pledges by the company and its subsidiaries would exceed 10% of all shares. The Board of Directors shall decide on any other matters related to the repurchase of the company’s own shares and/or accepting them as a pledge. The authorization is proposed to be valid until the closing of the Annual General Meeting 2024, however no longer than until 31 May 2024. The authorization cancels the authorization to repurchase shares granted at the Annual General Meeting on 5 May 2022.
20. Closing of the meeting
B. Documents of the Annual General Meeting
The agenda of the Annual General Meeting, the aforementioned proposals for resolutions on the agenda of the Annual General Meeting and this notice are available on the company's website at apetit.fi/en/agm2023. The company’s financial statements, Annual Report and auditor's report as well as governance statement, remuneration report and corporate responsibility report will be available on the said website on week 10. The proposals and other documents referred to above are also available at the Annual General Meeting. The minutes of the Annual General Meeting will be available on the above-mentioned website at the latest by 27 April 2023.
C. Instructions for the participants in the Annual General Meeting
1. Shareholder registered in the shareholders' register of the company
Each shareholder who is registered in the shareholders' register of the company held by Euroclear Finland Ltd on 30 March 2023, has the right to participate in the Annual General Meeting. A shareholder, whose shares are registered on his/her personal Finnish book-entry account, is registered in the shareholders' register of the company.
Registration for the Annual General Meeting will begin at 10:00 a.m. EET on 1 March 2023. A shareholder registered in the shareholders’ register of the company, who wishes to participate in the Annual General Meeting, must register for the Annual General Meeting no later than by 5 April 2023 at 4:00 p.m. EEST, by which time the registration must have been received by the company.
Registration for the Annual General Meeting can be made starting at 10:00 a.m. EET on 1 March 2023 in the following ways:
1. through the company’s website at apetit.fi/en/agm2023.
Private individuals will log in to the system through strong electronic identification with online banking codes or mobile certificate. Shareholders who are legal persons will need the number of the shareholder’s book-entry account together with the business ID or other identification code for the login. If shareholders who are legal persons use the electronic Suomi.fi authorization, registration requires a strong electronic authentication of the authorized person by using a Finnish bank ID or Finnish mobile certificate.
2. by regular mail to: Apetit Oyj/Yhtiökokous, P.O. Box 130, 02780 Säkylä, Finland.
3. by telephone +358 10 402 2111 (during weekdays between 9:00 a.m. and 4:00 p.m. EEST);
In connection with the registration, the information requested shall be provided, such as the name of the shareholder, date of birth/personal identification number or business identification number, address, telephone number and email address as well as the name of any assistant or proxy representative, as well as the date of birth/personal identification number of a proxy representative. The personal information is used only in connection with the Annual General Meeting and with the processing of related registrations.
Shareholder, their authorized representative or proxy representative shall, to the extent necessary, be able to prove their identity and/or right of representation at the meeting venue.
2. Holders of nominee registered shares
A holder of nominee registered shares has the right to participate in the Annual General Meeting by virtue of such shares, based on which they on the record date of the Annual General Meeting Monday 30 March 2023 would be entitled to be registered in the shareholders’ register held by Euroclear Finland Oy. The right to participate in the Annual General Meeting requires, in addition, that the shareholder on the basis of such shares has been temporarily registered into the shareholders’ register held by Euroclear Finland Oy at the latest at 10:00 a.m. EEST on 6 April 2023. This is considered as sufficient registration for holders of nominee registered shares wanting to participate in the Annual General Meeting. Any changes in the ownership of shares after the record date of the Annual General Meeting do not affect the right to participate in the meeting or the number of votes of the shareholder.
A holder of nominee registered shares is advised to request without delay necessary instructions regarding the registration in the temporary shareholder’s register of the company, the issuing of proxy documents, voting instructions and registration for the Annual General Meeting from their custodian bank. The account manager of the custodian bank has to temporarily register a holder of nominee registered shares, who wants to participate in the Annual General Meeting, into the shareholders’ register of the company no later than the time stated above and if necessary, take care of advance voting on behalf of the nominee-registered shareholder before the end of the registration period for nominee-registered shareholders.
Further information is also available on the company's website apetit.fi/en/agm2023.
3. Proxy representative and powers of attorney
A shareholder is entitled to participate and use its, his or her rights as a shareholder at the Annual General Meeting by a proxy representative.
Shareholders may, if they wish so, authorize Senior Legal Counsel Jaakko Heliö from Fondia Plc as their proxy representative in the Annual General Meeting free of charge. However, a shareholder must also register for the Annual General Meeting in the manner described above in order to authorize a proxy, even if they will not attend the meeting in person. By issuing a proxy to Fondia Plc’s Senior Legal Counsel Jaakko Heliö, a shareholder exercises their rights at the Annual General Meeting by a proxy. A template to issue a proxy to Fondia Plc’s lawyer can be found at the company’s website at apetit.fi/en/agm2023. It may be specified in the proxy on a case-by-case basis how the proxy representative should act and vote on behalf of the shareholder in a potential voting situation. The proxy can be sent by e-mail in PDF-format to or by regular post to Fondia Plc, Jaakko Heliö / Apetit Oyj, P.O. Box 4, 0010 Helsinki, Finland, before the end of the notification of participation period of the Annual General Meeting.
A shareholder may participate in the Annual General Meeting and exercise their rights there also through another proxy representative. Shareholder’s proxy representative shall present a dated proxy document or otherwise demonstrate their right to represent the shareholder at the Annual General Meeting in a reliable manner. A proxy template is available on the company's website apetit.fi/en/agm2023. The representative must be prepared to present the original proxy document at the Annual General Meeting at the latest.
When a shareholder participates in the Annual General Meeting by means of several proxy representatives representing the shareholder with shares in different book-entry accounts, the shares by which each proxy representative represents the shareholder shall be identified in connection with the registration for the Annual General Meeting.
The representative must send the proxy received by e-mail to the following address or by regular mail to Apetit Plc/Yhtiökokous, P.O. Box 130, 27801 Säkylä, Finland before the end of the notification of participation period, i.e. at the latest by 5 April 2023 at 4:00 p.m. EEST, by which time the mentioned documents or similar information must be received. Shareholders or proxy representatives of shareholders are also required to ensure that they register for the Annual General Meeting in the manner described above in this notice.
Shareholders who are legal persons can also use the electronic Suomi.fi authorization service in Euroclear Finland Oy’s general meeting service instead of the traditional proxy. In such case, a shareholder who is legal person authorizes an assignee nominated by it in the Suomi.fi service at www.suomi.fi/e-authorizations using the authorization topic “Representation at the General Meeting”. The assignee must identify himself/herself with strong electronic authentication in Euroclear Finland Oy's general meeting service when registering, after which the electronic mandate is automatically checked. The strong electronic authentication works with a Finnish bank ID or a Finnish mobile certificate. More information on www.suomi.fi/e-authorizations.
The websites mentioned above also provide information on registering for the Annual General Meeting and voting in advance for a minor, other impaired or foreign shareholder who has a Finnish book-entry account.
4. Other instructions and information
The meeting will be held in Finnish and there is no simultaneous interpretation into English.
Shareholders present at the Annual General Meeting have the right to ask questions about the matters discussed at the meeting in accordance with Chapter 5, Section 25 of the Companies Act.
Changes in the shareholding after the record date for the Annual General Meeting do not affect the right to participate in the Annual General Meeting or the number of votes of the shareholder.
On the date of this notice to the Annual General Meeting, 16 February 2023, the total number of shares and votes in Apetit Plc is 6,317,576 shares and votes. On the date of this notice, the company holds 77,668 own shares, which do not have voting right in the Annual General Meeting. According to § 10 of the company's articles of association, at the Annual General Meeting, no shareholder is entitled to vote with more than one-tenth of the number of votes represented at the meeting.
The company's annual report will be published in Finnish and English on Apetit Plc's website on week 10.
Säkylä, 15 February 2023
Apetit Plc
Board of Directors
For further information, please contact:
CFO Susanna Tevä
firstname.lastname (a) apetit.fi
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feeding stuff. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2022, Apetit Group's net sales were EUR 182 million.
Apetit Plc, Financial Statements Review on 16 February 2023 at 08:30 a.m.
Apetit Plc's Financial Statements Release 1 January to 31 December 2022: Apetit’s Q4 result from continuing operations improved year-on-year
October–December 2022, continuing operations*
· Net sales amounted to EUR 46.6 (40.3) million. EBITDA was EUR 4.5 (2.2) million. Operating profit was EUR 3.0 (0.7) million. Net sales increased due to an active increase in selling prices.
· The net sales of Food Solutions were EUR 17.1 (15.6) million and operating profit EUR 1.8 (1.9) million. Price increases were introduced in retail primarily from the beginning of October, while cost inflation was reflected in higher production costs.
· The net sales of Oilseed Products were EUR 29.7 (24.9) million and operating profit EUR 1.7 (-0.4) million. The result was improved by the increased selling prices and the good availability of raw material.
January–December 2022, continuing operations*
· Net sales were EUR 181.7 (149.1) million. EBITDA was EUR 9.2 (11.1) million. Operating profit was EUR 3.5 (5.8) million. The result was negatively affected by higher raw material and energy costs.
· The net sales of Food Solutions were EUR 64.2 (61.5) million and operating profit EUR 4.2 (5.9) million. The increased costs were passed on to selling prices with a delay. Sales volumes remained at the comparison year’s high level in retail and increased in the food service sector and exports.
· The net sales of Oilseed Products were EUR 118.2 (88.1) million and operating profit EUR 1.5 (2.0) million. Selling prices increased along with market prices, which increased net sales in spite of the sales volume decreasing from the record-high level seen in the comparison year. The low availability of domestic raw material reduced profitability particularly in the first half of the year.
· The Group’s comparable net sales decreased by 44 per cent to EUR 46.6 (83.0) million. EBITDA was EUR 4.4 (2.2) million. Operating profit was EUR 2.9 (0.5) million. The divestment of the Grain Trade business was completed in stages during the first half of the year.
· The net sales of Grain Trade was EUR 0.0 (48.0) million and operating profit EUR -0.1 (-0.3) million.
· The Group’s comparable net sales decreased by 18 per cent to EUR 231.8 (283.9) million. EBITDA was EUR 12.4 (9.2) million. Operating profit was EUR 6.2 (2.8) million.
· The net sales of Grain Trade were EUR 67.2 (164.5) million and operating profit EUR 2.7 (-3.0) million. The divestment of the Grain Trade business was completed in stages during the first half of the year.
· The Group’s liquidity was good, and its financial position was strong. The equity ratio was 81.8 (59.4) per cent and gearing was -13.2 (26.6) per cent. The Group’s cash flow from operating activities after interest and taxes was EUR 28.4 (5.0) million. The change was mainly attributable to the divestment of the Grain Trade business.
*) Apetit’s continuing operations are Food Solutions and Oilseed Products. In addition, Apetit reports Group Functions, consisting of the expenses related to Group management, strategic projects and listing on the stock exchange, that are not allocated to the business segments.
**) Grain Trade is reported as a discontinued operation starting from the Q1/2022 Business Review. The divestment of the Estonian grain trade business to Scandagra was completed on 10 March 2022, and the divestment of the Lithuanian business was completed on 31 March 2022. The divestment of the Finnish operations of the Grain Trade business to Berner Ltd was completed on 31 May 2022.
The figures for 2022 and 2021 have been audited. The quarterly and six-month figures are unaudited. The figures in brackets refer to the corresponding period in 2021, and the comparison period means the corresponding period in 2021, unless otherwise stated.
PROFIT GUIDANCE FOR 2023
The full-year operating profit from continuing operations is expected to improve year-on-year (EUR 3.5 million in 2022).
BOARD OF DIRECTORS’ DIVIDEND PROPOSAL
The Board of Directors proposes to the Annual General Meeting that a dividend of EUR 0.50 per share be paid for the financial year 2022.
Esa Mäki, CEO:
“Apetit Group’s operating profit increased substantially year-on-year in the fourth quarter due to the positive profit performance of the Oilseed Products business. In Food Solutions, the result was largely on a par with the comparison year. The improved result of Oilseed Products was due to increased selling prices and the successful procurement of raw material. The result of Food Solutions was adversely affected by increased raw material costs. Net sales increased year-on-year in both businesses in the fourth quarter.
Apetit Group’s comparable full-year net sales increased substantially from the previous year. Higher costs being passed on to selling prices was a factor in the growth of net sales. In Food Solutions, sales volumes grew in the food service sector and exports, while retail volumes remained at the high level seen in the comparison period. In Oilseed Products, net sales were increased by the successful pricing and high market prices, in spite of the sales volume not reaching the record-high level of the comparison period due to a shortage of raw-material.
Full-year operating profit was lower than in the previous year. The Group’s result was negatively affected by higher raw material and energy costs. Increased costs could only be passed on to selling prices with a delay.
Inflation is reflected in food prices. According to Statistics Finland (consumer price index, 13 January 2023) food prices in December 2022 were 16 per cent higher than a year earlier. Prices have increased particularly for grain products, but also for fresh vegetables. Consumer caution and declining purchasing power may have a negative impact on consumption. Apetit’s brand and products have maintained a strong position in retail. Apetit is the only Finnish operator in the frozen vegetable business and the only Finnish company producing vegetable oils at the industrial scale. Apetit’s products correspond to the prevailing food trends and are competitively priced in the current circumstances, where a growing number of consumers are becoming more prudent with their spending.
A significant renewal effort was carried out at the Pudasjärvi frozen pizza plant in summer 2022. We began to challenge foreign competitors in the frozen pizza category by launching sourdough pizzas with high-quality ingredients. The new frozen pizzas have been available in shops since October. The new pizzas have been well received and the sales have been in line with our targets.
In the development of our rapeseed-based plant protein, BlackGrain, we focused on developing the production process. BlackGrain is a great example of the potential held by Finnish plant-based raw materials for promoting sustainable eating habits. In the Oilseed Products business, we aim to not only enhance the added value of our products but also increase the cultivation of oilseed plants in Finland to a sustainable level. According to Natural Resources Institute Finland, the domestic oilseed plant harvest was approximately one-third higher than the previous year.
In spring 2022, we announced that we will modernise the energy solution at our Säkylä plant. The new energy solution will significantly improve energy efficiency through heat recovery. The new energy solution will reduce the annual CO\2\ emissions of the Säkylä plant by up to 80 per cent. Together with the bioenergy plant at the Kantvik vegetable oil milling plant, the new energy solution in Säkylä will enable us to take significant leaps towards our target of reducing emissions by 75 per cent by 2025. At the end of 2022, we have already reduced our own direct emissions from the comparison year 2019 by more than 70 percent.
We will launch a strategically important ERP system renewal project in 2023. This renewal of the Group’s ERP system has been carefully prepared. The project is progressing in accordance with the project plan.
Apetit published its renewed strategy on 15 November 2022. The main message for the strategy period 2023–2025 is Growth from diverse plant-based food products. Our renewed strategy is a natural continuation of the past strategy period, during which we strengthened our core activities. We work in close collaboration with domestic primary production, and cooperation with domestic growers is the cornerstone of our business.”
KEY FIGURES
EUR million 10-12 10-12 1-12 1-12
2022 2021 2022 2021
Continuing operations
Net sales 46.6 40.3 15 % 181.7 149.1 22 %
EBITDA 4.5 2.2 9.2 11.1
Operating profit 3.0 0.7 3.5 5.8
Share of profit of 1.1 0.9 0.5 0.4
associated company
Sucros
Profit for the period 3.6 1.5 3.2 5.3
Earnings per share, 0.57 0.24 0.51 0.85
EUR
Investments 5.0 6.6
Group (incl.
discontinued
operations)
Net sales 46.6 83.0 -44 % 231.8 283.9 -18 %
EBITDA 4.4 2.2 12.4 9.2
Operating profit 2.9 0.5 6.2 2.8
Profit for the period 3.5 1.2 5.2 2.4
Earnings per share, 0.57 0.19 0.83 0.38
EUR
Equity per share, EUR 15.38 14.95
ROCE-% 5.7 2.4
Working capital, end 18.7 50.5
of period
Net cash flow from 28.4 5.0
operating activities
Equity ratio, % 81.8 59.4
Net gearing, % -13.2 26.6
WEBCAST
A news conference (in Finnish) will be held as a live webcast today on 16 February 2023 at 10:00 a.m. The news conference can be followed at apetit.fi/sijoittajille. The presentation material and a recording of the webcast will be available on the company’s website after the news conference.
Apetit Plc
Esa Mäki, CEO, Apetit Plc, tel. +358 10 402 2100
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feeding stuff. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2022, Apetit Group's net sales were EUR 182 million.
Apetit Plc, Stock exchange release, 16 November 08:30 a.m.
Apetit Plc: Managers’ Transactions - Timo Huttunen
Apetit Plc - Managers' Transactions
____________________________________________
Person subject to the notification requirement
Name: Timo Huttunen
Position: Other senior manager
Issuer: Apetit Oyj
LEI: 743700RSFZUIQYABYT14
Notification type: INITIAL NOTIFICATION
Reference number: 21217/4/4
____________________________________________
Transaction date: 2022-11-15
Venue: NASDAQ HELSINKI LTD (XHEL)
Instrument type: SHARE
ISIN: FI0009003503
Nature of the transaction: ACQUISITION
Transaction details
(1): Volume: 1,000 Unit price: 10.5 EUR
Aggregated transactions
(1): Volume: 1,000 Volume weighted average price: 10.5 EUR
Apetit Plc
For further information, please contact:
CFO Susanna Tevä
firstname.lastname (a) apetit.fi
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being through vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feedstuff. Apetit Plc’s shares are listed on Nasdaq Helsinki. The Group’s net sales in 2021 were EUR 284 million. Read more: apetit.fi.
Apetit Plc, stock exchange release, 15 November 2022 at 8:30 a.m.
Apetit’s strategy and financial objectives for 2023–2025: growth from diverse plant-based food products – Apetit targets an operating profit of over EUR 9 million and an ROCE of over 8 per cent
Achieving growth from diverse plant-based food solutions and added-value products is at the heart of Apetit’s strategy. As the cornerstone of our business, we continue to invest in cooperation with growers and in Finnish primary production.
Apetit’s current strengths and competitive advantages have been identified in the strategy.
“Our operations are based in domestic raw materials and in plant-based and sustainable food solutions. Growing the cultivation area of domestic peas and oilseed plants and investing in our added-value products and added value growth play a significant role in our strategy. We also aim to increase the use of domestic plant-based proteins,” says Esa Mäki, CEO of Apetit.
The phenomena governing the operating environment support the company’s strategy.
“In consumption, climate-responsible actions and sustainable alternatives are highlighted. This supports the demand for plant-based food products and the promotion of well-being as a food trend. The origin of the food has become an increasingly important factor. Apetit must responsibly look after its value chain and competitive advantages,” says Mäki.
Apetit’s four strategic focus areas
1. Stronger together
As the cornerstone of our business, we invest in cooperation with growers and in Finnish primary production. We strengthen business synergies and shared processes. We foster a culture of continuous improvement. We look after our competitive advantages: our motivated and skilled employees, strong brand and differentiating factors.
2. Diverse plant-based food products
We develop added-value food products and increase the refining rate in vegetable oil products. We increase food exports and strengthen our position in Sweden. We increase the volume and cultivation area of strategically significant plants. We make strategic investments to speed up organic growth. We are open for business acquisitions to allow inorganic growth.
3. More domestic plant proteins
We continue the commercialisation of the BlackGrain rapeseed ingredient towards an industrial scale. We promote the cultivation of domestic pulses. We explore opportunities to produce Finnish pea protein. We use domestic plant proteins in our own production in diverse ways.
4. Sustainable value chain
We promote sustainable primary production and food choices. We reduce the impact of our operations on the climate and the environment. We make sure that our sourcing processes are transparent and sustainable. We ensure that social responsibility is realised throughout the value chain.
Our renewed strategy is a natural continuation of the current strategy period. Apetit’s detailed vision is Growing and profitable market leader in plant-based products.
“We work in close cooperation with domestic primary production and seek to develop products with a high added value using domestic raw materials. This is also reflected in Apetit’s mission Good food for everyone. Locally,” says Mäki.
Financial objectives for 2025
EBIT > EUR 9.0 million (2021: EUR 2.8 million)
ROCE > 8.0 % (2021: 2.4 %)
Dividend policy
The Board of Directors of Apetit Plc aims to ensure that the company’s shares provide shareholders with a good return on investment and retain their value. The company aims to distribute 40-60 per cent of the profit for the financial year in dividends.
Apetit Plc
For further information, please contact:
Esa Mäki, CEO, tel. +358 10 402 2100
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being through vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feedstuff. Apetit Plc’s shares are listed on Nasdaq Helsinki. The Group’s net sales in 2021 were EUR 284 million. Read more: apetit.fi.
Apetit Plc, Stock Exchange Release, 25 October 2022 at 8:30 a.m.
Apetit Plc’s Business Review 1 January–30 September 2022
Apetit’s result was lower than in the comparison period due to increase in costs – in Oilseed Products, the result improved
FINANCIAL PERFORMANCE IN BRIEF
July–September 2022, continuing operations*
· In continuing operations comparable net sales increased by 20 per cent to EUR 45.2 (37.8) million. EBITDA was EUR 3.2 (3.6) million. Operating profit was EUR 1.7 (2.3) million.
· The net sales of Food Solutions was EUR 15.2 (15.2) million and operating profit EUR 1.7 (2.5) million.
· The net sales of Oilseed Products was EUR 30.3 (22.8) million and operating profit EUR 0.6 (0.3) million.
January–September 2022, continuing operations*
· In continuing operations comparable net sales increased by 24 per cent to EUR 135.1 (108.7) million. EBITDA was EUR 4.7 (9.0) million. Operating profit was EUR 0.5 (5.0) million.
· The net sales of Food Solutions was EUR 47.1 (45.9) million and operating profit EUR 2.4 (4.0) million.
· The net sales of Oilseed Products was EUR 88.5 (63.2) million and operating profit EUR -0.2 (2.5) million.
· The Group’s comparable net sales decreased by 29 per cent to EUR 45.5 (64.5) million. EBITDA was EUR 3.4 (4.2) million. Operating profit was EUR 1.9 (2.6) million. The divestment of the Grain Trade business was completed on 31 May 2022.
· The net sales of Grain Trade was EUR 3.2 (40.3) million and operating profit EUR 0.2 (0.4) million.
· The Group’s comparable net sales decreased by 8 per cent to EUR 185.2 (200.9) million. EBITDA was EUR 8.0 (7.0) million. Operating profit was EUR 3.3 (2.3) million.
· The net sales of Grain Trade was EUR 67.2 (116.5) million and operating profit EUR 2.8 (-2.7) million. The divestment of the Grain Trade business was completed on 31 May 2022.
· The Group’s liquidity was good, and its financial position was strong. The equity ratio was 80.6 (54.3) per cent and gearing was -7.3 (37.0) per cent. The Group’s cash flow from operating activities after interest and taxes was EUR 21.5 (-4.0) million.
*) Apetit’s continuing operations are Food Solutions and Oilseed Products. In addition, Apetit reports Group Functions, consisting of the expenses related to Group management, strategic projects and listing on the stock exchange, that are not allocated to the business segments.
**) Grain Trade is reported as a discontinued operation starting from the Q1/2022 Business Review. The divestment of the Estonian grain trade business to Scandagra was completed on 10 March 2022, and the divestment of the Lithuanian business was completed on 31 March 2022. The divestment of the Finnish operations of the Grain Trade business to Berner Ltd was completed on 31 May 2022.
The information in this report is unaudited. The figures in brackets refer to the corresponding period in 2021, and the comparison period means the corresponding period in the previous year, unless otherwise stated.
KEY FIGURES
EUR million 7-9 7-9 Change 1-9 1-9 Change 1-12
2022 2021 2022 2021 2021
Continuing operations
Net sales 45.2 37.8 20 % 135.1 108.7 24 % 149.1
EBITDA 3.2 3.6 4.7 9.0 11.1
Operating profit 1.7 2.3 0.5 5.0 5.8
Share of profit of -0.2 0.2 -0.6 -0.4 0.4
associated company
Sucros
Profit for the period 1.0 2.0 -0.4 3.8 5.3
Earnings per share, 0.15 0.33 -0.07 0.61 0.85
EUR
Investments 4.1 4.7 6.6
Group (incl.
discontinued
operations)
Net sales 45.5 64.5 -29 % 185.2 200.9 -8 % 283.9
EBITDA 3.4 4.2 8.0 7.0 9.2
Operating profit 1.9 2.6 3.3 2.3 2.8
Profit for the period 1.1 2.3 1.7 1.2 2.4
Earnings per share, 0.17 0.37 0.27 0.19 0.38
EUR
Equity per share, EUR 14.89 14.22 14.95
ROCE-% 3.2 3.0 2.4
Working capital, end 21.9 53.4 50.5
of period
Net cash flow from 21.5 -4.0 5.0
operating activities
Equity ratio, % 80.6 54.3 59.4
Net gearing, % -7.3 37.0 26.6
Esa Mäki, CEO:
“Both businesses showed a profit in the third quarter. However, the increase in costs, which has influenced the operations from beginning of the year, still impaired the Q3 result, which was slightly lower than in the comparison period. In Oilseed Products, the result improved from the comparison period. The result for the review period was improved by the transfer of the higher costs to sales prices. The fact that raw material prices levelled off supported profit performance, but profitability is still impaired by high costs, such as energy and logistics costs.
In Food Solutions, both net sales and sales volumes grew in the third quarter especially in the food service sector. In retail trade, sales volumes and net sales remained on a par with the comparison period’s high level. In exports, sales did not reach the comparison period level. A significant factor in the decrease in net sales of exports is the postponement of pea deliveries. In Food Solutions, the effects of the cost inflation have already been transferred to prices, but the price changes will mainly enter into force at the beginning of October. In particular, high energy costs, which had increased from the comparison period, had a negative impact on the result.
This harvest season has been successful for Finnish vegetables. The Finnish frozen pea harvest was good in terms of both quantity and quality and also in line with the targets set. The root vegetable harvest season has gone well, too. For instance, the harvest of carrots grown under carrot netting is qualitatively and quantitatively good. We continued our domestic vegetable research and development activities with making the cultivation technique more efficient for chickpeas and cauliflower, among other things. During the research period, chickpeas were collected with pea harvesters for the second time. Based on the lessons learned from the previous harvest season, some changes were made to harvesting, which resulted in positive experiences.
Apetit is a stable buyer for domestic rapeseed. We will continue our efforts to increase the cultivation area and harvest size of domestic oilseed plants in Finland. With the higher price level, oilseed plants, well suited to crop rotation, are now an attractive option to farmers also in terms of profitability. According to the September harvest estimate of Natural Resources Institute Finland, the rapeseed harvest in Finland would increase by more than 35 per cent from last year. This increase was definitely needed after the modest oilseed plant harvest in the last year. Nevertheless, the harvest volume is still clearly below the average harvests over the last ten years. Domestic rapeseed oil is valued and in high demand in all sales channels: industry, professional kitchens and retail. The innovative BlackGrain rapeseed ingredient, which is currently in small-scale production, responds to the future global need to increase the availability of plant-based proteins. In our development efforts we have made development in moving the production to an industrial scale.
In its corporate responsibility programme, Apetit has committed to reducing its direct emissions by 75 per cent by 2025. The most significant emission reductions are achieved from energy solutions: the introduction of electricity generated with wind power and the Kantvik bioenergy plant, which was commissioned last year. At the Säkylä plant, the goal is to commission the energy solution based on heat recovery and gas produced with bioenergy during the second quarter of 2023. Work on the plot of the Säkylä frozen foods plant have already started, with the aim of having us closer to our ambitious emission reduction target already next year, as scheduled. The new energy solution will reduce the Säkylä plant’s CO2 emissions by up to 80 per cent.
Our significant investment in the Pudasjärvi frozen pizza plant is completed. At the turn of September-October, frozen pizzas baked with sourdough have arrived in shops from our renewed frozen pizza plant. The delicious frozen pizzas, made in Finland mainly with domestic raw materials, have been welcomed warmly by consumers. With these new high-quality pizzas, we will grow our market share in the significant frozen pizza product category.
Our efforts to promote a sustainable food supply chain and improve profitability continues.”
EUR million 7–9/2022 7–9/2021 Change 1-9/2022 1-9/2021 Change 2021
The - - -
function’s
net sales
EBITDA -0.4 -0.3 -1.2 -0.9 -1.5
Operating -0.6 -0.5 -1.7 -1.4 -2.2
profit
In addition to the reporting segments, Apetit reports Group Functions, consisting of the expenses related to Group management, strategic projects and listing on the stock exchange, that are not allocated to the business segments.
FINANCIAL PERFORMANCE IN JULY–SEPTEMBER, CONTINUING OPERATIONS
Comparable net sales increased by 20 per cent to EUR 45.2 (37.8) million. Net sales grew especially in Oilseed Products due to higher market prices. In Food Solutions, net sales and sales volumes were on a par with the comparison period. Net sales and sales volumes grew in the food service channel but export volumes decreased as deliveries were postponed. In retail trade, sales volumes and net sales were on a par with the comparison period and, for the most part, the agreed on price increases did not yet enter into force during the review period.
Operating profit was EUR 1.7 (2.3) million. The cost inflation and the ramp-up costs of the new pizza production line had a negative effect on the operating profit of Food Solutions. In Food Solutions, the effects of the cost inflation have been partly transferred to sales prices during the third quarter, but the price changes will mainly enter into force at the beginning of October. In Oilseed Products, the operating profit increased from the comparison period. Some of the higher costs was transferred to sales prices, in addition to which the fact that raw material prices levelled off supported profit performance.
FINANCIAL PERFORMANCE IN JULY–SEPTEMBER, DISCONTINUED OPERATIONS
In July–September, net sales amounted to EUR 3.2 (40.3) million. Operating profit was EUR 0.2 (0.4) million. The sale of the Grain Trade business to Berner Ltd was completed on 31 May 2022.
Summary of January–September
Net sales amounted to EUR 67.2 (116.5) million. Operating profit was EUR 2.8 (-2.7) million. Operating profit includes EUR 2.3 million in gains on sale resulting from the sale of the Baltic and Finnish business operations.
The Group’s liquidity was good, and its financial position was strong. The equity ratio was 80.6 (54.3) per cent, and gearing was -7.3 (37.0) per cent. The Group’s cash flow from operating activities after interest and taxes was EUR 21.5 (-4.0) million. The sale of the Grain Trade business had a positive influence on the Group’s key figures.
THE DIVESTMENT OF THE GRAIN TRADE BUSINESS
On 28 December 2021, Apetit announced that its subsidiary Avena Nordic Grain had agreed to sell the Baltic operations of its Grain Trade business to Scandagra Group. The agreement concerned the business operations of Avena’s Estonian and Lithuanian companies.
The requirements for closing the sale of the Estonian company were fulfilled, and the transaction was completed on 10 March 2022. The requirements for closing the sale of the Lithuanian company were fulfilled, and the transaction was completed on 31 March 2022. Apetit also decided to close its Latvian company. The Latvian company primarily provided logistics support for wheat and oilseed plants sourced in Lithuania.
On 23 March 2022, Apetit announced it had agreed to sell its Grain Trade business to Berner Ltd. The sale of the Grain Trade business to Berner Ltd was completed on 31 May 2022. The transaction includes Avena’s Finnish grain trade business, as well as its grain stocks and port operations in Finland.
The agreed acquisition price was about EUR 4 million added by the value of the transferring inventory. Gains on sale after income tax was EUR 1.9 million.
IMPACTS ON BUSINESS OF THE WAR IN UKRAINE
The war in Ukraine has an indirect impact on Apetit’s business through the higher prices of energy, raw materials and packaging materials. Apetit does not have operations in Ukraine, Russia or Belarus. Apetit also does not export food products or raw materials to these countries. The events in Ukraine has created uncertainty and exceptional volatility in the prices of raw materials and products in the oilseed plant business. Logistics chains for raw and packaging materials may also be disrupted by the war. The potential business effects of sanctions are actively monitored.
EVENTS AFTER THE END OF THE PERIOD
The Group had no material events after the end of the period.
SEASONALITY OF OPERATIONS
In accordance with the IAS 2 standard, the historical cost of inventories includes a systematically allocated portion of the fixed production overheads. With production focusing on harvest time, raw materials are mainly processed into finished products during the second half of the year. This means that more fixed production overheads are recognised on the balance sheet in the second half of the year. Due to this accounting practice, most of the Group’s annual profit is accrued during the second half of the year. The seasonal nature of profit accumulation is most marked in the Food Solutions segment and in the associated company Sucros, where production reflects the crop harvesting season.
Harvesting seasons cause seasonal variation in the amount of working capital tied up in operations. Working capital tied up in Oilseed Products is at its highest towards the end of the year and decreases to its lowest in the summer before the next harvest season. As production in the Food Solutions segment is also seasonal and follows the harvest period, the working capital tied up in operations is at its highest around the turn of the year in that segment.
PROFIT GUIDANCE FOR 2022 UNCHANGED
(published on 21 April 2022)
The full-year operating profit from continuing operations is expected to decrease year-on-year (EUR 5.8 million in 2021).
Apetit Plc
For further information, please contact:
Esa Mäki, CEO, tel. +358 10 402 2100
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being through vegetables by offering tasty food solutions that make daily life easier and produce high-quality vegetable oils and rapeseed expellers for feedstuff. Apetit Plc’s shares are listed on Nasdaq Helsinki. The Group’s net sales in 2021 were EUR 284 million. Read more: apetit.fi.
