11.04.2013 Views

Annual report 2010 (pdf) - Metsä Board

Annual report 2010 (pdf) - Metsä Board

Annual report 2010 (pdf) - Metsä Board

SHOW MORE
SHOW LESS

Create successful ePaper yourself

Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.

ANNUAL REPORT<br />

<strong>2010</strong>


M-real is Europe’s leading primary fibre paperboard<br />

producer and a major paper supplier. M-real offers<br />

its customers innovative high-performance<br />

paperboards and papers for consumer packaging,<br />

communications and advertising end-uses.<br />

M-REAL’s sTRATEgy ANd wAy Of wORkiNg ............................................................................... 2<br />

CEO’s REviEw .................................................................................................................................... 4<br />

OPERATiNg ENviRONMENT ............................................................................................................ 6<br />

CONsUMER PACkAgiNg ................................................................................................................ 10<br />

OffiCE PAPERs ............................................................................................................................... 12<br />

sPECiALiTy PAPERs ....................................................................................................................... 14<br />

MARkET PULP ANd ENERgy ........................................................................................................ 16<br />

sUsTAiNAbLE PREMiUM PROdUCTs .......................................................................................... 20<br />

MiNiMisiNg ThE ENviRONMENTAL iMPACTs Of PROdUCTiON ............................................. 22<br />

ENERgy EffiCiENCy ...................................................................................................................... 24<br />

fROM REsTRUCTURiNg TO CONTiNUOUs dEvELOPMENT Of ThE PERsONNEL ............... 26<br />

fiNANCiAL sTATEMENTs .............................................................................................................. 29<br />

CORPORATE gOvERNANCE sTATEMENT .................................................................................. 104<br />

sALARy ANd REMUNERATiON REPORT .................................................................................... 110<br />

bOARd Of diRECTORs ................................................................................................................. 112<br />

MANAgEMENT TEAM .................................................................................................................... 114<br />

shAREs ANd shAREhOLdERs................................................................................................... 116<br />

fiNANCiAL REPORTiNg ............................................................................................................... 126<br />

CONTACT iNfORMATiON .............................................................................................................. 128


M-real<br />

<strong>2010</strong><br />

<strong>2010</strong> 2009 Change %<br />

sales, EUR million 2,605 2,432 7.1<br />

Operating result excl. non-recurring items, EUR million 173 -150<br />

- % of sales 6.6 -6.2<br />

Operating result, EUR million 146 -267<br />

- % of sales 5.6 -11.0<br />

Result from continuing operations -<br />

before tax, EUR million 48 -358<br />

- % of sales 1.8 -14.7<br />

Result for the period, EUR million 27 -354<br />

Return on capital employed, % 5.7 -8.9<br />

Return on equity, % 2.8 -28.9<br />

interest-bearing net liabilities, EUR million 827 777 6.4<br />

Net gearing ratio, % 83 84<br />

Equity ratio, % 32.1 29.6<br />

Earnings per share, euros 0.09 -1.09<br />

Earnings per share, from continuing operations, EUR 0.09 -1.02<br />

Equity per share, EUR 3.03 2.79<br />

dividend per share, EUR *) 0.00 0.00<br />

Market capitalization 31 dec, EUR million 845 517 63.4<br />

gross capital expenditure, EUR million<br />

gross capital expenditure, from continuing operations<br />

66 73 -9.6<br />

EUR million 66 73 -9.6<br />

Cash flow arising from operating activities, EUR million -69 81<br />

Personnel 31 dec. 4,538 4,903 -7.4<br />

sales<br />

EUR million<br />

key figures year <strong>2010</strong> in brief<br />

4,000<br />

3,000<br />

2,000<br />

1,000<br />

Operating result<br />

EUR million<br />

EUR 26 million investment at the<br />

simpele mill to increase the annual folding<br />

boxboard capacity by about 80,000<br />

tonnes and expand the sheeting capacity.<br />

EUR 16 million investment at the<br />

kemiart Liners mill to modernize the<br />

coating section.<br />

EUR 6 million investment in sheeting<br />

operations at the Äänekoski paper mill.<br />

The integration of production capacity<br />

in the Reflex mill in germany and personnel<br />

reduction by 220.<br />

The partial divestment of the Reflex<br />

mill to <strong>Metsä</strong> Tissue Corporation for<br />

approximately EUR 10 million.<br />

The permanent closure of the Alizay<br />

pulp mill.<br />

The centralisation of speciality paper<br />

production to the gohrsmühle mill in<br />

germany and the closure of the simpele<br />

paper machine.<br />

return on capital employed<br />

%<br />

0<br />

-300<br />

06 07 08 09 10 06 07 08 09 10 06 07 08 09 10<br />

200<br />

100<br />

0<br />

-100<br />

-200<br />

6<br />

3<br />

0<br />

-3<br />

-6<br />

-9


Deliveries per business area<br />

(1,000 tonnes)<br />

1,390<br />

909<br />

246<br />

690<br />

share Of M-real’s<br />

Deliveries (%)<br />

43%<br />

28%<br />

8%<br />

21%<br />

key figures<br />

<strong>2010</strong> 2009 Change %<br />

sales, EUR million 1,175 968 21.4<br />

Operating result, EUR million 135 51 164.7<br />

Operating result, % 11.5 5.3<br />

deliveries, 1,000 tonnes 1,390 1,212 14.7<br />

Production, 1,000 tonnes 1,420 1.232 15.3<br />

Personnel, average 1,512 1,517 -0.3<br />

<strong>2010</strong> 2009 Change %<br />

sales, EUR million 658 543 21.2<br />

Operating result, EUR million 14 -104<br />

Operating result, % 2.1 -19.2<br />

deliveries, 1,000 tonnes 909 790 15.1<br />

Production, 1,000 tonnes 910 795 14.5<br />

Personnel, average 1,264 1,424 -11.2<br />

<strong>2010</strong> 2009 Change %<br />

sales, EUR million 303 352 -13.9<br />

Operating result, EUR million -54 -151<br />

Operating result, % -17.8 -42.9<br />

deliveries, 1,000 tonnes 246 342 -28.1<br />

Production, 1,000 tonnes 235 297 -20.9<br />

Personnel, average 1,138 1,550 -26.6<br />

<strong>2010</strong> 2009 Change %<br />

sales, EUR million 434 508 -14.6<br />

Operating result, EUR million 36 -91<br />

Operating result, % 8.3 -17.9<br />

deliveries, 1,000 tonnes 690 1,155 -40.3<br />

Production, 1,000 tonnes 652 863 -24.5<br />

Personnel, average 301 271 11.1


M-real’s<br />

business areas<br />

Consumer Packaging<br />

Office Papers<br />

BUsiness area<br />

Consumer Packaging is the Europe’s leading producer of innovative premium<br />

folding boxboard, coated white top liners and wallpaper base. The<br />

products are excellent for the packaging of cosmetics, food products and<br />

confectioneries, for example. The business area also offers versatile<br />

packaging services in Asia.<br />

Office Papers produces, markets and sells premium uncoated fine papers<br />

to companies in the office supplies industry, office machine manufacturers<br />

and paper wholesalers. Office Papers’ products are excellent for<br />

printing, copying, forms and envelopes.<br />

speciality Papers<br />

Speciality Papers is a leading producer of speciality papers in Europe. Its<br />

product range includes cast coated papers and boards, label and packaging<br />

papers, carbonless papers, graphic speciality papers, digital papers,<br />

bookbinding materials and uncoated fine papers.<br />

Market Pulp and energy<br />

Market Pulp and Energy is responsible for selling M-real’s market pulp to<br />

external parties and coordinating measures that aim at improving the<br />

energy efficiency of all M-real production plants. The business area coordinates<br />

contract manufacturing issues between M-real and Sappi and is<br />

also responsible for the parties’ cooperation related to pulp and energy.<br />

10<br />

12<br />

14<br />

16<br />

business areas<br />

1


2<br />

M-real’s strategy<br />

and way of working<br />

MISSIOn<br />

M-real is Europe’s leading<br />

primary fibre paperboard<br />

producer and a major paper<br />

supplier. M-real provides highperformance,<br />

premium quality<br />

paperboards and papers for its<br />

customers in consumer<br />

packaging, communications<br />

and advertising end-uses.<br />

strategy and way Of wOrking<br />

FInAnCIAl TARgETS<br />

Return on capital employed<br />

(ROCE) target set at a minimum<br />

of 10% on average<br />

over the business cycle<br />

gearing ratio not to exceed<br />

100%<br />

VISIOn<br />

M-real will grow profitably,<br />

reaching an even stronger<br />

position as the world’s<br />

leading supplier of highquality<br />

consumer<br />

packaging boards.<br />

STRATEgy<br />

VAluES<br />

Responsible profitability<br />

Reliability<br />

Cooperation<br />

Renewal<br />

The cartonboard business will be emphasised even<br />

further in M-real’s business portfolio. In the first<br />

phase, M-real will further strenghten its market<br />

leadership in Europe and increase the capacity of the<br />

existing machines. During the second phase, the focus<br />

will be on expanding production activity more and<br />

more to developing markets, either alone or in<br />

cooperation with the strongest local players. With<br />

regard to the paper business, the aim is to improve<br />

operating conditions and profitability by taking<br />

measures to enhance M-real’s efficiency and by<br />

participating in the Europe-wide restructuring of the<br />

paper industry. High self-sufficiency in pulp and energy<br />

are significant competitive advantages for M-real.


STAkEHOlDERS<br />

Committed and competent employees<br />

are at the core of M-real’s operations;<br />

HR development focuses on securing<br />

resources and ensuring competence and<br />

well-being at work. M-real provides its<br />

customers with added value through<br />

high-quality, ecological products tailored<br />

to each application. M-real’s aim is to<br />

continuously improve its performance<br />

and increase shareholder value. M-real’s<br />

business is based on responsible performance,<br />

which provides the prerequisites<br />

for continuous development of the<br />

operations in a way that benefits its<br />

customers, shareholders, employees<br />

and partners.<br />

SAlES AnD SuPPly CHAIn<br />

M-real has a global sales network and professional<br />

customer service. M-real aims for fast<br />

and efficient deliveries by utilising various transport<br />

methods and selecting the most appropriate<br />

means of transport. M-real’s lightweight<br />

products provide savings throughout the value<br />

chain by decreasing the volumes transported,<br />

emissions in the logistics chain and waste.<br />

PRODuCTS<br />

M-real’s lightweight products are produced using resource-saving methods<br />

where impact from the entire product life cycle is minimised. They are safe<br />

for people and the environment. In spite of being lightweight, the products<br />

have excellent performance and printing properties. M-real’s simplified<br />

product range makes it easier to choose the best possible product for each<br />

application. The carbon footprint of M-real’s products is smaller than heavier<br />

products throughout the value chain.<br />

PRODuCTIOn<br />

M-real uses the best available techniques at its production plants. Continuous<br />

improvement of operations, the minimisation of environmental impacts as<br />

well ass improving energy efficiency are key principles in production. Certified<br />

ISO 9001 Quality Systems and ISO 14001 Environmental Systems are in use at<br />

all production units. M-real is completely self-sufficient in pulp, and its energy<br />

self-sufficiency is approximately 62 per cent. The share of wood-based fuels<br />

was approximately 50 per cent in <strong>2010</strong>.<br />

RAW MATERIAlS<br />

M-real is committed to using raw materials in its production<br />

in a sustainable and economical manner. M-real’s primary<br />

raw material is wood, which is sourced from sustainably<br />

managed forests in compliance with local legislation. The<br />

aim is to continuously increase the share of certified wood.<br />

In <strong>2010</strong>, 55 per cent of the wood raw material was certified.<br />

strategy and way Of wOrking<br />

3


4<br />

CeO’s<br />

review<br />

SuStainability is at the core of all our<br />

operations. Our innovative, lightweight cartonboard<br />

and paper production uses less raw<br />

materials, energy and water, have lower<br />

transport weights and produce less waste<br />

thereby decreasing environmental impacts<br />

and costs at all stages of the product’s life<br />

cycle. The lightweight concept has been a<br />

great success and we will continue the work<br />

to create new lightweight products. By using<br />

virgin fibre raw material from sustainably<br />

managed forests we manage hygiene and<br />

product safety risks throughout the entire<br />

supply chain. Our pulp mills are also major<br />

bioenergy producers. We have succeeded in<br />

reducing our emissions and we are committed<br />

to open and transparent <strong>report</strong>ing.<br />

Simplicity enables us to focus on the<br />

essentials. We offer a simpler choice of innovative<br />

products with optimised quality for<br />

consistent performance in our customers’<br />

processes. With streamlined production, we<br />

can guarantee faster availability and shorter<br />

lead times. Our customers now have access<br />

to greater reliability, flexibility and efficiency.<br />

By simplifying our processes and ways of<br />

working, we have significantly improved our<br />

own profitability<br />

Our reStructuring actions have been<br />

very successful. M-real is a totally different<br />

company today than a couple of years ago.<br />

We are further focusing our product portfolio<br />

on packaging end uses. Thanks to our own<br />

actions we have, since 2006, improved our<br />

productivity significantly, reduced costs materially<br />

across the company and lowered the<br />

net debt to one third. We are continuing the<br />

strategic review of our paper business to take<br />

part in the Europe-wide consolidation.<br />

CeO’s review<br />

Our profitability has clearly improved<br />

and reached the peer group level. Since summer<br />

2009, we have achieved one of the most<br />

impressive profitability turnarounds ever in<br />

our industry. An exciting fact is that there is<br />

still great profit improvement potential for<br />

the years to come, especially by eliminating<br />

the losses generated by our paper businesses<br />

and among others by reducing our<br />

variable costs. A new EuR 70 million internal<br />

profit improvement programme is currently<br />

being implemented. Through our own measures,<br />

we have a good possibility to mostly<br />

offset the accelerating cost inflation in 2011.<br />

In addition to internal efficiency actions, profitability<br />

in 2011 will be supported by clearly<br />

higher cartonboard prices.<br />

We are seeking growth in our cartonboard<br />

business. We are strengthening our market<br />

leadership in Europe by expanding our folding<br />

boxboard capacity in Finland to satisfy<br />

the growing demand for lightweight, ecological<br />

boards. Fibre-based packaging solutions<br />

are substituting plastic, metal and glass<br />

packaging. Virgin fibre board is also gradually<br />

replacing recycled fibre-based board, especially<br />

in food packaging thanks to superior<br />

safety features for excample. To accelerate<br />

profitable growth, further additions to our<br />

cartonboard capacity are needed. In the short<br />

term, it means opening up the bottlenecks<br />

at the existing mills and, possibly in the<br />

longer term, new capacity in emerging markets.<br />

We have a firm commitment to create value<br />

for our stakeholders. We are dedicated to<br />

excellent service by producing high-quality<br />

products and services in a reliable and efficient<br />

way. Our employees have done great<br />

work and showed a firm commitment in<br />

<strong>2010</strong>. We highly appreciate the well functioning<br />

cooperation with our owners, customers<br />

and partners. Thank you all for <strong>2010</strong>.<br />

Together, we will continue to build on our<br />

strengths.<br />

Mikko Helander


mikko helander<br />

CeO’s review 5


6<br />

Operating environment<br />

environmental concerns favour the use<br />

of cartonboard over other packaging<br />

materials, as it comes from sustainable<br />

resources and is fully recyclable.<br />

OPerating envirOnMent<br />

paperboarD<br />

Demand for packaging materials is primarily<br />

driven by the state of the economy and, in the<br />

case of cartonboard, industrial production of<br />

packaged consumer goods in particular. In<br />

addition, various global megatrends have an<br />

effect on the way in which packaged consumer<br />

goods are regulated, and where, how<br />

and how much they are purchased and consumed.<br />

Such megatrends include globalisation,<br />

urbanisation, smaller households, more<br />

women working out of home, a rise in average<br />

available income, health awareness, the<br />

ageing population in developed economies,<br />

a growth in the number of children and young<br />

adults in developing countries as well as<br />

environmental and social concerns.<br />

The main end-uses for M-real’s paperboards<br />

are high quality food, beauty care,<br />

healthcare, tobacco, consumer electronics<br />

and other retail packaging as well as graphical<br />

end-uses such as advertising, postcards<br />

and book covers. Each of these end-uses has<br />

their own specific characteristics.<br />

The basic need for packaged foodstuffs<br />

makes this industry a relatively stable one.<br />

Although at an economic downturn consumers<br />

tend to shift to cheaper products, they<br />

can still afford themselves small luxuries like<br />

high quality confectionery instead of travelling<br />

abroad, for excample. The recent concern<br />

particularly in germany, on detrimental mineral<br />

oil migration from recycled fibre-based<br />

cartonboard into dried foodstuffs like breakfast<br />

cereal, rice and biscuits has increased<br />

demand for virgin fibre-based cartonboard<br />

in food packaging.<br />

The ageing population in Western economies<br />

spends more medication; at the same<br />

time generic drugs make pharmaceuticals<br />

more affordable to people living in developing<br />

countries. Regulation on the detailed information<br />

to be given on the drug and efforts to<br />

fight counterfeiting have an effect on the way<br />

pharmaceuticals are packaged.<br />

The everyday usage of beauty care products<br />

in developed economies, and the fast<br />

growing demand for them in other world<br />

regions make this industry an attractive one.<br />

usage of luxury cosmetics decrease during<br />

an economic downturn, good quality mass<br />

market products and professional line beauty<br />

care products marketed to consumers are<br />

doing very well.<br />

Tobacco consumption in Western economies<br />

is declining due to health awareness<br />

and heavy regulation, but consumption in<br />

developing economies is still growing. The<br />

trend away from soft packs to hard packs,<br />

and increased regulation concerning health<br />

warnings and advertising are driving demand<br />

for folding cartons.<br />

There seems to be no end to the development<br />

of new consumer electronic gadgets<br />

like mobile phones, palm computers, e-readers<br />

and the combination of these. Consumer<br />

electronics, among other consumer goods,<br />

are ever more frequently purchased through<br />

the internet, which increased the need for<br />

sturdy but representative packaging that protects<br />

the fragile product on its way to the<br />

consumer.<br />

Environmental concerns favour the use<br />

of cartonboard over other packaging materials,<br />

as it comes from sustainable resources<br />

and is fully recyclable. In particular, the lightweight<br />

virgin fibre-based cartonboards produced<br />

by M-real promote sustainability by<br />

Production capacities in europe<br />

Million tonnes/year<br />

Europe M-real M-real’s share (%)<br />

Folding boxboard 2.4 0.8 33<br />

uncoated fine paper 11.2 0.9 8<br />

Source: Pöyry Management Consulting, M-real


consuming fewer resources, reducing transport<br />

volumes and producing less waste at<br />

the end of the packaging’s life.<br />

paper<br />

Medium-term demand for cut-size paper is<br />

affected by computer and internet based<br />

technologies, double side printing and waste<br />

reduction programmes. Colour printing<br />

seems to be growing.<br />

In Europe, the demand for paper<br />

increased in <strong>2010</strong> on the previous year, but<br />

nevertheless falls somewhat short of the<br />

level of 2008. Cuts in paper production capacity<br />

and production curtailments have continued<br />

in Europe, which has improved utilisation<br />

rates, but there is still excess capacity in the<br />

paper market.<br />

The production capacity of uncoated fine<br />

paper has been declining for several years,<br />

but it is expected to stabilise in Europe. Due<br />

to the improved overall economic situation<br />

and higher fibre costs, prices increased in<br />

<strong>2010</strong>, but the need for price increases to<br />

improve profitability still exists. The demand<br />

and prices of speciality prices also improved<br />

in <strong>2010</strong>.<br />

Even though the European paper industry<br />

has suffered due to overcapacity and<br />

decreased demend, its future is nevertheless<br />

solid. Electronic archiving and invoicing and<br />

e-books are among the challenges facing<br />

the paper industry. The increasing number<br />

of small and home offices, urbanisation and<br />

development of printing technology in Eastern<br />

Europe, on the other hand, are considered<br />

to be key drivers of the demand for office<br />

papers.<br />

The main raw material of paper is renewable<br />

and procured from sustainably managed<br />

forests. The products are manufactured using<br />

energy-efficient technology, and the final<br />

products can be recycled several times. At<br />

the end of their life cycle, they can also be<br />

utilised as a source of energy.<br />

Folding boxboard market price in europe<br />

EuR/tonne<br />

700<br />

06 07 08 09 10 06 07 08 09 10<br />

Largest folding boxboard producers in<br />

europe<br />

Capacity, 1,000 tonnes<br />

M-real<br />

stora enso<br />

Mayr-Melnhof<br />

Careo<br />

international Paper<br />

Holmen/iggesund<br />

Paperboard<br />

1,100<br />

1,000<br />

900<br />

800<br />

Uncoated fine paper market price in<br />

europe<br />

EuR/tonne<br />

1,100<br />

1,000<br />

Source: Pöyry Management Consulting Source: FOEX<br />

0 200 400 600 800 1,000<br />

Source: Pöyry Management Consulting<br />

Largest uncoated fine paper producers in<br />

europe<br />

Capacity, 1,000 tonnes<br />

Portucel soporcel<br />

stora enso<br />

Mondi<br />

uPM<br />

international Paper<br />

M-real<br />

900<br />

800<br />

700<br />

0 400 800 1,200 1,600 2,000<br />

Source: Pöyry Management Consulting<br />

OPerating envirOnMent<br />

7


8<br />

innOvatiOns


InnOVATIOnS<br />

M-real’s lightweight products are produced using resource-saving methods where impact from the entire product<br />

life cycle is minimised. They are safe for people and the environment. In spite of being lightweight, the products<br />

have excellent performance and printing properties.<br />

innOvatiOns<br />

9


10<br />

Consumer<br />

Packaging<br />

consumer packaging is the europe’s leading<br />

producer of innovative premium folding<br />

boxboard, coated white top liners and<br />

wallpaper base. the products are excellent<br />

for the packaging of cosmetics, food<br />

products and confectioneries, for example.<br />

the business area also offers versatile<br />

packaging services in asia.<br />

innOvatiOns<br />

<strong>2010</strong><br />

Deliveries of folding boxboard and linerboard<br />

reached a record level in <strong>2010</strong>.<br />

2011<br />

capacity will be expanded especially in<br />

food packaging cartonboards.<br />

The demand for folding boxboard and linerboard<br />

reached a record level in <strong>2010</strong>, and in<br />

order to answer the continuous strong<br />

demand, M-real decided on investments to<br />

expand and enhance its capacity during the<br />

year under review.<br />

A decision to invest in increasing the<br />

capacity of the Simpele folding boxboard mill<br />

and expand sheeting capacity was made in<br />

October. The value of the investments is EuR<br />

26 million, and they will be realised in summer<br />

2011. In addition, it was decided to invest<br />

EuR 16 million in modernising the coating<br />

section of the kemiart liners mill during<br />

2011.<br />

The sheeting capacity of the Äänekoski<br />

paper mill was increased, which improved<br />

the fluency of the sheeting, quality of packaging<br />

and profitability of the mill. The value of<br />

the investment was EuR 6 million, and it will<br />

be finalised during 2011.<br />

The speciality paper machine at the Simpele<br />

mill was closed down in December <strong>2010</strong>.<br />

M-real’s speciality paper production continues<br />

in the gohrsmühle mill in germany.<br />

M-real Corporation, Pohjolan Voima Oy<br />

and leppäkosken Sähkö Oy decided in<br />

november on the construction of a new EuR<br />

50 million biopower plant at the kyro’s board<br />

mill in Hämeenkyrö. The aim is to start the<br />

construction of the power plant in spring<br />

2011, and the new plant will enter production<br />

use in autumn 2012.<br />

marketS<br />

Consumer Packaging further reinforced its<br />

position as Europe’s leading producer of folding<br />

boxboard, coated white top liners and<br />

wallpaper base. The business area’s main<br />

market area is Europe.<br />

The demand for folding boxboard and linerboard<br />

was at a record level throughout the<br />

year under review, but the demand for wallpaper<br />

base remained favourable as well.<br />

Price increases were made in all product<br />

categories. At the end of <strong>2010</strong>, the prices of<br />

folding boxboard and linerboard were over<br />

10 per cent higher compared to the previous<br />

year.<br />

Delivery volumes were at a record level<br />

in all main categories.<br />

Consumer Packaging aims to reinforce<br />

its market leadership mainly by opening up<br />

the bottlenecks of existing production; all<br />

folding boxboard and linerboard mills have


Case<br />

Consumption of virgin fibre-based cartonboard<br />

with a packaging material will<br />

increase gobally. The existing trend is to<br />

replace non-renewable packaging materials<br />

as virgin fibre-based cartonboard. In<br />

this competition, M-real has a good<br />

chance to succeed; the company’s market<br />

potential for a moderate expansion of capacity.<br />

M-real is also investigating opportunities<br />

to expand to emerging markets in cooperation<br />

with the strongest local players.<br />

profitability trenDS<br />

The most significant factors improving the<br />

result in <strong>2010</strong> were the implemented price<br />

increases and the higher delivery volume<br />

resulting from the recovery in demand. Production<br />

and delivery volume records were<br />

made in <strong>2010</strong> for folding boxboard as well as<br />

liners.<br />

outlook<br />

Demand is expected to remain strong across<br />

all product categories. The demand for lightweight<br />

primary fibre-based paperboard<br />

packaging made of renewable fibre raw<br />

material is expected to increase, especially<br />

in food packaging.<br />

Price increases will also continue in 2011,<br />

provided that the demand and cost inflation<br />

remain high.<br />

Cost inflation is expected to continue with<br />

regard to raw material, energy and transportation<br />

costs in 2011.<br />

share has increased steadily, thanks to<br />

the lightweight and sustainable products.<br />

According to the latest market view,<br />

virgin fibre-based cartonboard will<br />

increase its market share especially in<br />

food packaging due to its product safety<br />

and lightweight properties. Virgin fibre-<br />

key figures<br />

<strong>2010</strong> 2009 Change-%<br />

Sales, EuR million 1,175 968 21<br />

EBITDA, EuR million 200 140 43<br />

EBITDA, excl. non-recurring items, EuR million 203 146 39<br />

Operating result, EuR million 135 51 165<br />

Operating result, %<br />

Operating result,<br />

11.5 5.3<br />

excl. non-recurring items EuR million 149 69 116<br />

Operating result, exc. non-recurring items, % 12.7 7.1<br />

Return on capital employed, %<br />

Return on capital employed,<br />

19.4 6.9<br />

excl. non-recurring items, % 21.5 9.4<br />

Deliveries, 1,000 tonnes 1,390 1,212 15<br />

Production, 1,000 tonnes 1,420 1,232 15<br />

Personnel, average 1,512 1,517 0<br />

proDuctS anD ServiceS<br />

cartonboards<br />

Carta integra<br />

Carta elega<br />

Carta solida<br />

avanta Prima<br />

simcote<br />

tako product group<br />

graphic boards<br />

Carta integra<br />

Carta elega<br />

Carta solida<br />

coated and uncoated white-top liners<br />

kemiart product group<br />

flexible packaging and labeling<br />

simcastor product group<br />

wallpaper base<br />

Cresta product group<br />

integrated brand packaging services (ibp)<br />

based cartonboard does not include any<br />

contaminants, such as printing ink.<br />

Demand of virgin fibre cartonboard is estimated<br />

to increase approximately three<br />

per cent per annum in Europe.<br />

DiD yoU know?<br />

Lightweight<br />

products need<br />

less water, raw<br />

materials and<br />

energy, generate<br />

less waste and<br />

decrease logistics<br />

costs.<br />

innOvatiOns<br />

11


12<br />

Office<br />

Papers<br />

office papers produces, markets and sells<br />

premium uncoated fine papers to companies<br />

in the office supplies industry, office<br />

machine manufacturers and paper wholesalers.<br />

office papers’ products are excellent<br />

for printing, copying, forms and<br />

envelopes.<br />

innOvatiOns<br />

<strong>2010</strong><br />

profitability was improved by several<br />

actions and the most significant of which<br />

was closing down the alizay pulp mill.<br />

2011<br />

profit improvement actions will be continued;<br />

profit improvement potential is seen<br />

especially in variable costs.<br />

The Office Papers business area continued<br />

measures to improve profitability in <strong>2010</strong>, the<br />

most important of which was closing down<br />

the Alizay pulp mill. The closure of the pulp<br />

mill also stabilised the operation of the Alizay<br />

paper mill.<br />

First customer deliveries of the new SAVE!<br />

paper produced at the Alizay paper mill took<br />

place in September. SAVE! is a new, lighterthan-normal<br />

office paper, weighing only<br />

65 g/m 2 . The production of lightweight office<br />

paper consumes less fibre, water and energy,<br />

reduces the environmental load of the logistics<br />

chain and lowers printing costs. Customer<br />

feedback has been extremely positive.<br />

SAVE! is part of M-real’s concept of lightweight<br />

products with a sustainable value<br />

chain that benefits customers, the environment<br />

as well as M-real.<br />

The renewal of the Husum mill recovery<br />

boiler was completed during the second<br />

quarter of the year under review. The renewal<br />

of the recovery boiler increases the efficiency<br />

of production, lowers emissions and makes<br />

it possible to increase electricity production.<br />

The new recovery boiler has also had a significant<br />

impact on reducing oil consumption.<br />

Husum’s turbine investment is expected<br />

to be complete during the second half of<br />

2011. The investment will further increase<br />

electricity production, and the energy selfsufficiency<br />

of the mill will increase from<br />

approximately 30 per cent to approximately<br />

50 per cent.<br />

Thanks to the profit improvement actions,<br />

the production efficiency of the Husum mill<br />

improved according to expectations.<br />

marketS<br />

Office Papers is the sixth largest producer of<br />

uncoated fine paper in Europe – its main<br />

market area.<br />

The demand for uncoated fine paper<br />

improved during the first two quarters as the<br />

economic recession eased, driven by low pulp<br />

prices. Several price increases were carried<br />

out during the year under review. All in all,<br />

the prices of uncoated fine paper were<br />

approximately 15 per cent higher at the end<br />

of <strong>2010</strong> compared to the previous year. Rapidly<br />

increased prices led to higher inventory<br />

levels of the customers in the third quarter<br />

that temporarily lowered order inflow in the<br />

fourth quarter.


Case DiD yoU know?<br />

The logistics arrangements of the Husum<br />

mill have improved considerably with the<br />

Botnia line stretching along the coast of<br />

northern Sweden. In particular, the mill’s<br />

railroad transportation of raw materials<br />

has increased significantly. In the future,<br />

key figures<br />

<strong>2010</strong> 2009 Change-%<br />

Sales, EuR million 658 543 21<br />

EBITDA, EuR million 43 1<br />

EBITDA, excl. non-recurring items, EuR million 44 8<br />

Operating result, EuR million 14 -104<br />

Operating result, % 2.1 -19.2<br />

Operating result,<br />

excl. non-recurring items EuR million 5 -48<br />

Operating result, exc. non-recurring items, % 0.8 -8.8<br />

Return on capital employed, % 2.8 -21.1<br />

Return on capital employed,<br />

excl. non-recurring items, % 1.1 -9.8<br />

Deliveries, 1,000 tonnes 909 790 15<br />

Production, 1,000 tonnes 910 795 14<br />

Personnel, average 1,264 1,424 -11<br />

profitability trenDS<br />

The <strong>2010</strong> result improved thanks to a higher<br />

average price as a result of implemented<br />

price increases and higher delivery volumes<br />

resulting from the recovery in demand.<br />

Increased fibre costs and the strengthening<br />

of the SEk against the EuR, in turn, weakened<br />

the result.<br />

The profitability of the Husum mill was<br />

very good, but the Alizay mill’s profitability<br />

remained weak.<br />

outlook<br />

The need for price increases will remain in<br />

2011, as the margin between selling price<br />

and pulp price is historically small. Cost inflation<br />

is expected to continue.<br />

The European industry structure in<br />

uncoated fine paper is very fragmented. The<br />

industry is burdened with overcapacity, and<br />

the need for structural changes is apparent.<br />

new internal profit improvement measures<br />

have been started. The emphasis is on<br />

improving the profitability of the Alizay mill.<br />

the railway will also facilitate new logistics<br />

solutions of end products in Europe. In<br />

addition, the railway both improves the<br />

reliability of logistics and provides flexibility<br />

in the planning of transports through<br />

alternative transport possibilities.<br />

proDuctS<br />

Data copy<br />

evolve<br />

logic<br />

modo papers<br />

Save!<br />

electronic<br />

communications<br />

is not always<br />

environmental<br />

friendly. Paper is.<br />

innOvatiOns<br />

13


14<br />

speciality<br />

Papers<br />

Speciality papers is a leading producer of<br />

speciality papers in europe. its product<br />

range includes cast coated papers and<br />

boards, label and packaging papers,<br />

carbonless papers, graphic speciality<br />

papers, digital papers, bookbinding<br />

materials and uncoated fine papers.<br />

innOvatiOns<br />

<strong>2010</strong><br />

the focus for the year under review was<br />

on implementing the significant profit<br />

improvement programme announced<br />

at the end of 2009.<br />

2011<br />

Speciality papers will continue to focus on<br />

the manufacture of packaging products,<br />

such as label and flexible packaging<br />

papers.<br />

The focus for the year under review was on<br />

implementing the significant profit improvement<br />

programme announced at the end of<br />

2009, which included integration of production<br />

capacity at Reflex, cutting fixed costs and<br />

the reorganisation of the Reflex and<br />

gohrsmühle organisations. Despite the<br />

changes, the product offering remains<br />

unchanged.<br />

The partial divestment of the Reflex mill<br />

to <strong>Metsä</strong> Tissue was realised in October. The<br />

agreement covered paper machine 5 and<br />

related real estate, as well as certain infrastructure<br />

assets. M-real will continue to<br />

develop the Paper Park concept of the Reflex<br />

mill; the purpose is to find more industrial<br />

partners for the mill site.<br />

The gohrsmühle mill continued to invest<br />

in one-side coated products by launching the<br />

Zanflex flexible packaging papers. The new<br />

products support Speciality Papers’ strategy<br />

to focus further on packaging materials in<br />

its portfolio. M-real’s label and packaging<br />

paper operations have been centralised at<br />

the gohrsmühle mill.<br />

marketS<br />

M-real Zanders, which comprises the Speciality<br />

Papers business area, is one of<br />

Europe’s leading producers of speciality<br />

papers.<br />

Efforts were made to increase prices of<br />

products in several phases. On average, speciality<br />

paper prices were, in fact, approximately<br />

five percent higher at the end of <strong>2010</strong><br />

compared to the end of 2009.<br />

The demand for cast-coated products was<br />

strong throughout the year, and their prices<br />

were also increased.<br />

The market situation in label and flexible<br />

packaging papers remained stable during<br />

the year under review, and demand improved<br />

on the previous year. The prices of label and<br />

flexible packaging papers were increased<br />

during the year.<br />

The demand for graphical uncoated fine<br />

paper was good during the first two quarters,<br />

but decreased slightly during the second half<br />

of the year. The prices of graphical uncoated<br />

fine paper increased by up to 30 per cent<br />

based on the implemented price increases<br />

and improved sales mix during the year<br />

under review.


Case<br />

During <strong>2010</strong>, Speciality Papers continued<br />

to focus further on the manufacture of<br />

packaging products, such as label and<br />

flexible packaging papers. After the shutdown<br />

of the Simpele speciality paper<br />

machine, M-real’s label and packaging<br />

paper operations have been centralised<br />

The demand for carbonless papers<br />

decreased further due to continuously<br />

decreasing consumption. In spite of the<br />

decreased demand, the prices of carbonless<br />

papers could be increased by approximately<br />

10 per cent during the year under review.<br />

profitability trenDS<br />

The <strong>2010</strong> result was improved by the implemented<br />

price increases and cost savings.<br />

The result was weakened by considerably<br />

increased pulp prices.<br />

outlook<br />

The need for price increases in all product<br />

types remains in 2011.<br />

The demand for speciality papers is<br />

expected to remain at the <strong>2010</strong> level. The<br />

need for structural change in the industry<br />

continues to exist. new profit improvement<br />

measures are underway to improve profitability.<br />

at the gohrsmühle mill, which has the<br />

widest cast coated, one-side coated and<br />

uncoated speciality paper product offering<br />

in Europe.<br />

M-real Zanders offers the most extensive<br />

portfolio of label and speciality packaging<br />

papers in the market. In <strong>2010</strong>, the<br />

key figures<br />

<strong>2010</strong> 2009 Change-%<br />

Sales, EuR million 303 352 -14<br />

EBITDA, EuR million -17 -65<br />

EBITDA, excl. non-recurring items, EuR million -16 -31<br />

Operating result, EuR million -54 -151<br />

Operating result, %<br />

Operating result,<br />

-17.8 -42.9<br />

excl. non-recurring items EuR million -26 -51<br />

Operating result, excl. non-recurring items, % -8.6 -14.5<br />

Return on capital employed, %<br />

Return on capital employed,<br />

-49.1 -55.8<br />

excl. non-recurring items, % -23.6 -18.7<br />

Deliveries, 1,000 tonnes 246 342 -28<br />

Production, 1,000 tonnes 235 297 -21<br />

Personnel, average 1,138 1,550 -27<br />

proDuctS<br />

packaging and labelling papers<br />

CHrOMOLuX<br />

Zanflex<br />

Zanlabel<br />

graphic papers and boards<br />

CHrOMOLuX<br />

Zanders efalin<br />

Zanders elephanthide<br />

Zanders estralin<br />

Zanders medley<br />

Zanders spectral<br />

Zanders t2000<br />

Zanders Zeta<br />

ZantO<br />

office communications<br />

Zanders autocopy<br />

Zanders bankpost<br />

Zanders Classic<br />

Zanders gohrsmühle<br />

Zanders medley<br />

Zanders reflex special<br />

Zanders Zeta<br />

Digital printing<br />

silver digital<br />

silver image laser<br />

Zanders refLeXiOn<br />

portfolio was complemented with a new<br />

flexible packaging paper, Zanflex, used in<br />

the packaging of dry soup, for example.<br />

Zanflex is a state-of-the-art product; for<br />

example, its printing properties compete<br />

with fine art papers.<br />

DiD yoU know?<br />

Paper operates<br />

as carbon<br />

storage and<br />

therefore it has<br />

a positive<br />

climate impact.<br />

innOvatiOns<br />

15


16<br />

Market Pulp<br />

and energy<br />

market pulp and energy is responsible for<br />

selling m-real’s market pulp to external<br />

parties and coordinating measures that<br />

aim at improving the energy efficiency of<br />

all m-real production plants. the business<br />

area coordinates contract manufacturing<br />

issues between m-real and Sappi and is<br />

also responsible for the parties’ cooperation<br />

related to pulp and energy.<br />

innOvatiOns<br />

<strong>2010</strong><br />

energy efficiency projects continued<br />

through the review year. for example<br />

energy efficiency of the husum pulp mill<br />

improved significantly.<br />

2011<br />

the renewal of the recovery boiler in<br />

husum will increase the efficiency of production,<br />

lower emissions and make it possible<br />

to increase electricity production.<br />

The Market Pulp and Energy business area<br />

continued the cooperation associated with<br />

the sales of market pulp initiated the previous<br />

year with <strong>Metsä</strong>-Botnia. The cooperation was<br />

increased further with regard to technical<br />

sales support, for example. Through <strong>Metsä</strong>-<br />

Botnia, M-real has access to one of the most<br />

extensive market pulp sales networks in the<br />

world. Together with M-real, <strong>Metsä</strong>-Botnia<br />

can provide a wide product range to its customers.<br />

During the year under review, the business<br />

area initiated several technical cooperation<br />

projects with market pulp customers.<br />

The projects allowed customers to obtain<br />

additional benefits through M-real’s expertise<br />

for the suitability of pulp, in particular<br />

BCTMP, in the final products and improving<br />

their quality. Strengthening the technical<br />

cooperation aims at long-term customer<br />

relationships that benefit both parties.<br />

During the year, Market Pulp and Energy<br />

has invested in increasing to efficiency of the<br />

units.<br />

The debarking and chipping investment<br />

at the Hallein pulp mill started in november<br />

<strong>2010</strong>. This will improve the availability of<br />

wood at the pulp mill. The investment will<br />

add the consumption of roundwood, as the<br />

wood will be debarked and chipped at the<br />

mill.<br />

The condensing steam turbine of the Hallein<br />

pulp mill uses steam to generate green<br />

electricity that is sold to the market. During<br />

<strong>2010</strong>, the energy produced by the condensing<br />

steam turbine could be utilised in full. The<br />

sales of green electricity increased considerably<br />

compared to 2009, amounting to 49 gWh<br />

during the year under review.<br />

Since <strong>Metsä</strong>-Botnia’s kaskinen pulp mill<br />

was closed down in early 2009, the infrastructure<br />

of the kaskinen BCTMP mill, such<br />

as the water treatment plant, debarking plant<br />

and concentrate recovery, were downsized<br />

according to M-real’s needs. At kaskinen, the<br />

transition phase has been successful and<br />

managed with regard to infrastructure, creating<br />

conditions in which M-real is able to<br />

operate alone in the plant area.<br />

Energy efficiency projects in the business<br />

area continued during the year under review.<br />

At Husum, for example, energy efficiency was<br />

improved through boiler and turbine investments.<br />

One of the business area’s focus areas in<br />

<strong>2010</strong> was improving the coordination of pulp


Pulp market price in europe<br />

EuR/tonne<br />

06 07 08 09 10<br />

short fibre pulp<br />

Long fibre pulp<br />

900<br />

800<br />

700<br />

600<br />

500<br />

400<br />

300<br />

and wood raw material flows, which had a<br />

favourable impact on the profitability of the<br />

business area, as well as on M-real as a<br />

whole.<br />

marketS<br />

The price of market pulp increased strongly<br />

until August <strong>2010</strong>. Prices decreased slightly<br />

from the record level towards the end of the<br />

year.<br />

Pulp stocks were at a record low level<br />

early in the year, which was due, for example,<br />

to the good demand for paper and board ,and<br />

the availability of market pulp after an earthquake<br />

in Chile closed down local pulp capacity.<br />

profitability trenDS<br />

The <strong>2010</strong> result improved thanks to higher<br />

pulp prices. Moreover, the comparable delivery<br />

volume increased considerably.<br />

outlook<br />

Source: FOEX<br />

The pulp price outlook depends particularly<br />

on paper and board demand trends. The<br />

demand for both short-fibre and long-fibre<br />

pulp is expected to remain good. The market<br />

balance is also expected to remain stable in<br />

2011.<br />

proDuctS<br />

Short fibre pulp<br />

long fibre pulp<br />

bctmp<br />

DiD yoU know?<br />

Pulp mills are<br />

major<br />

bioenergy<br />

producers.<br />

key figures<br />

<strong>2010</strong> 2009 Change-%<br />

Sales, EuR million 434 508 -15<br />

EBITDA, EuR million 75 -21<br />

EBITDA, excl. non-recurring items, EuR million 79 -17<br />

Operating result, EuR million 36 -91<br />

Operating result, %<br />

Operating result, excl. non-recurring items,<br />

8.3 -17.9<br />

EuR million 53 -54<br />

Operating result, excl. non-recurring items, % 12.2 -10.6<br />

Return on capital employed, %<br />

Return on capital employed,<br />

6.0 -12.2<br />

excl. non-recurring items, % 8.9 -7.2<br />

Deliveries, 1,000 tonnes 690 1,155 -40<br />

Personnel, average 301 271 11<br />

innOvatiOns<br />

17


18<br />

sustainabiLity<br />

SuSTAInABIlITy<br />

M-real is committed to using raw materials in its production in a sustainable and economical manner. M-real’s<br />

lightweight products are produced using resource-saving methods where impact from the entire product<br />

life cycle is minimised. Continuous improvement of operations, minimisation of environmental impacts and<br />

improving energy efficiency are key principles in production.


sustainabiLity 19


20<br />

sustainable premium<br />

products<br />

the most important raw material for<br />

m-real’s high quality products is wood:<br />

a renewable, recyclable and energy-<br />

efficient raw material that originates<br />

and is procured from sustainably<br />

managed forests.<br />

sustainabiLity<br />

Thanks to special fibre properties, M-real’s<br />

lighter-than-normal boards and papers feature<br />

excellent performance. lightweight<br />

products consume fewer raw materials, have<br />

fewer environmental effects in production<br />

and transport and generate less waste than<br />

the average.<br />

M-real is committed to using sustainable<br />

raw materials in its production. The most<br />

important raw material for its products is<br />

wood: a renewable, recyclable and energyefficient<br />

raw material that originates and is<br />

procured from sustainably managed forests.<br />

M-real’s parent company <strong>Metsä</strong>liitto Cooperative<br />

is responsible for M-real’s wood supply.<br />

The bulk of the wood raw material used<br />

by M-real in Finland comes from the forests<br />

of the owner-members of <strong>Metsä</strong>liitto Cooperative.<br />

Other wood supply countries include<br />

Austria, latvia, lithuania, France, Sweden,<br />

germany, Russia and Estonia. During the<br />

year under review, <strong>Metsä</strong>liitto supplied a total<br />

of 5.7 million cubic metres of wood to M-real<br />

mills.<br />

M-real is committed to promoting responsible<br />

forest management. All wood purchase<br />

agreements include precise environmental<br />

criteria; also, forest regeneration measures<br />

are implemented in a habitat-sensitive manner<br />

after timber harvesting is completed.<br />

Wood procurement is governed by an<br />

environmental policy regarding wood supply<br />

and forestry, as well as the group’s principles<br />

of corporate responsibility. These are implemented<br />

using certified quality and environmental<br />

systems and an annually updated<br />

environmental programme. Wood procurement<br />

complies with local legislation and<br />

regulations issued by the authorities.<br />

Contractual partners are also required to<br />

operate in a responsible way, and they are<br />

trained on a regular basis. During the year<br />

under review, labour and nature management<br />

training were provided for harvesting<br />

contractors and their machine operators.<br />

Wood procurement operations are under<br />

continuous development and best practices<br />

are always applied.<br />

In wood procurement, valuable plant and<br />

animal habitats and other sites of importance<br />

in terms of the biodiversity of nature or landscape<br />

values are protected. Wood suppliers<br />

and M-real’s logging sites as well as the logging<br />

sites of subcontractors are inspected<br />

more systematically and extensively in order<br />

to protect valuable habitats to ensure that<br />

harvesting is conducted in compliance with<br />

environmental permit conditions. At the<br />

same time, attention is paid to the quality of<br />

the management of the forest environment<br />

and social dimensions such as the training<br />

and occupational safety of employees.<br />

Certified quality and environmental systems<br />

include a wood origin management<br />

system, ensuring that the origin of all procured<br />

wood is known. In procuring wood raw<br />

material, M-real supports forest certification<br />

that is verified by a third party. Some 55 per<br />

cent of the wood raw material used by M-real<br />

came from certified forests during the year<br />

under review. Further, the PEFC forest certification<br />

criteria were revised in Finland, and<br />

an agreement was made on the FSC forest<br />

certification criteria, which will set conditions<br />

for FSC forest certification also in the future.<br />

All M-real mills employ a certified Chain<br />

of Custody system, which enables them to<br />

verify the share of certified wood in their<br />

products. M-real strives to launch more forest<br />

certification labelled products on the<br />

market.<br />

During the year under review, M-real used<br />

approximately 1.8 million tonnes of various<br />

types of pulp, of which approximately 1.3<br />

million tonnes were produced at M-real’s<br />

own mills. M-real had 0.7 million tonnes of<br />

chemical pulp available through the share of<br />

ownership in <strong>Metsä</strong>-Botnia. Approximately<br />

0.3 million tonnes was purchased from external<br />

suppliers and 0.5 million tonnes was sold<br />

externally. M-real requires that its pulp suppliers<br />

operate in strict compliance with the<br />

law, and <strong>report</strong> annually on the origin of<br />

wood, forest certification and environmental<br />

data.


proDuct Safety<br />

Raw materials used in M-real products are<br />

selected on the basis of the end use of the<br />

products. For example, in boards used for<br />

food packages, only raw materials approved<br />

for this end use may be used. As a minimum<br />

requirement, all raw materials must be<br />

approved by the german Federal Institute for<br />

Risk Assessment (BfR) and the u.S. Food and<br />

Drug Administration (FDA).<br />

M-real products have been tested as<br />

required by the relevant laws and recommendations;<br />

for example, the suitability of<br />

boards as toy materials is tested in accordance<br />

with the European En 71–3 and En 71–9<br />

standards.<br />

A database is maintained on the key production<br />

chemicals. The database contains<br />

environmental, health and safety information<br />

and, for example, information on the regis-<br />

Deliveries of certified wood to M-real’s mills in <strong>2010</strong><br />

trations of the substances in compliance with<br />

the REACH chemical regulation. Registration<br />

of substances in accordance with the REACH<br />

regulation (1907/2006/EC) was completed<br />

during the year under review. The registered<br />

substances were typically by-products of the<br />

process, such as ash generated from the<br />

incineration of bark. The REACH registration<br />

obligation is not directly applicable to board<br />

and paper, as they are classified as ”products.”<br />

reSearch anD Development<br />

M-real’s R&D activity during the year under<br />

review focused on the development of highquality<br />

lightweight packaging boards. With<br />

regard to the paper business operations, the<br />

focus was on the development and launch of<br />

new products.<br />

PeFC (%) FsC (%)<br />

Finland 64 8<br />

Sweden 22 20<br />

Austria 62 2<br />

wood supply to M-real’s mills by procurement area<br />

1,000 m3 <strong>2010</strong> 2009 *)<br />

Sweden 2,210 2,272<br />

Finland 1,243 3,488<br />

Austria 792 524<br />

Russia 573 563<br />

latvia 443 228<br />

Estonia 236 204<br />

lithuania 109 47<br />

South Africa 113 0<br />

5,719 7,459<br />

*) including 30 per cent of wood delivered to <strong>Metsä</strong>-botnia mills until 8 december 2009.<br />

The Efficient Packaging research programme<br />

assesses the impact of lightweight<br />

yet high-performance boards on the efficiency<br />

of the entire packaging chain. The<br />

research programme yielded promising<br />

results that can be used in the development<br />

of the board business.<br />

A project to improve the print surface of<br />

cigarette packaging boards was implemented.<br />

The revised product was launched<br />

during the first quarter, and it has been<br />

received extremely positively in this demanding<br />

market.<br />

During 2011, Consumer Packaging will<br />

implement investments at the Simpele, kyro<br />

and kemi board mills. Development activity<br />

is an essential part of these investments. The<br />

kemi mill has particularly focused on the<br />

development of coating, while Simpele and<br />

kyro has engaged in work to improve production<br />

techniques.<br />

The development of non-woven type products<br />

continued in wallpaper base papers.<br />

A new, lighter-than-normal SAVE! office<br />

paper was developed in the Office Papers<br />

business area. The lightness is partly based<br />

on BCTMP pulp. The deliveries to the markets<br />

were started during autumn <strong>2010</strong>. Speciality<br />

Papers, on the other hand, has developed<br />

several new types of one-side coated<br />

flexible packaging and label papers.<br />

During the year under review, M-real was<br />

actively involved in the activity of Forest Cluster<br />

ltd. Forest Cluster’s research programmes<br />

provide resources for renewing<br />

business operations over the long term.<br />

M-real’s R&D expenditure for <strong>2010</strong><br />

amounted to approximately EuR 5 million,<br />

or some 0.2 per cent of sales. The decrease<br />

compared to the previous year is due to the<br />

end of the joint kCl research programme.<br />

sustainabiLity<br />

21


22<br />

Minimising the environmental<br />

impacts of production<br />

m-real is committed to conducting its<br />

business in a responsible manner and<br />

promoting sustainable development<br />

through its business activities as well as<br />

to continuously improving its operations.<br />

sustainabiLity<br />

Minimising the environmental impacts of<br />

operations and maintaining open communications<br />

are the key principles of M-real’s<br />

environmental policy. All of M-real’s mills<br />

operate certified ISO 9001 and ISO 14001<br />

quality and environmental management systems<br />

that support the systematic improvement<br />

and follow-up of operations. Several<br />

mills also have a certified occupational and<br />

product safety system.<br />

M-real’s mills also utilise a certified<br />

Energy Efficient System, which systematically<br />

manages the reduction of energy consumption<br />

and carbon dioxide emissions. M-real<br />

<strong>report</strong>s openly on its environmental impacts<br />

through, for example, mill-specific EMAS<br />

(Eco-Management and Audit Scheme)<br />

<strong>report</strong>s. The Äänekoski paper mill and the<br />

Hallein mill published their EMAS <strong>report</strong>s<br />

during the year under review.<br />

The climate impact of individual products<br />

is <strong>report</strong>ed on a customer-specific basis<br />

through carbon footprint calculations. Product-specific<br />

Paper Profile environmental<br />

product descriptions can be found for all<br />

M-real products on the company’s website<br />

at www.m-real.com. The emissions and<br />

amounts of waste produced by M-real mills<br />

are <strong>report</strong>ed on page 124–125 of this <strong>Annual</strong><br />

Report.<br />

Several improvements that reduce environmental<br />

loads and risks were implemented<br />

at M-real’s mills during the year under<br />

review. Improvements at the Husum mill cut<br />

particle emissions and aimed to reduce air<br />

emissions of nitrogen oxides. The Alizay mill<br />

began to divert part of the bark boiler flue<br />

gases to a pigment plant located at the mill<br />

site for utilising the carbon dioxide in the flue<br />

gases. The use of thermal energy was made<br />

more efficient at the Joutseno chemi-thermomechanical<br />

pulp mill. The Simpele mill<br />

began to expand its landfill. In Äänekoski,<br />

the noise generated by the vacuum blower<br />

and waste water treatment plant was dampened<br />

at the board mill, and the mill’s noise<br />

pollution <strong>report</strong> was updated.<br />

The management of environmental matters<br />

at M-real and <strong>Metsä</strong>-Botnia was developed<br />

by appointing five joint regional environmental<br />

managers to the production<br />

plants. Work to combine the operational systems<br />

of five board mills under one certificate<br />

was started in M-real’s Consumer Packaging<br />

business area.<br />

emiSSionS anD waSte<br />

Industrial air, water and noise emissions have<br />

decreased continuously due to the consistent<br />

application of Best Available Techniques<br />

(BAT).<br />

M-real has systematically reduced the<br />

water consumption of its production. Water<br />

is recycled in the production processes, and<br />

it is thoroughly treated before being discharged<br />

into water systems.<br />

The amounts of harmful substances in<br />

wastewater from board and paper production<br />

have been reduced by more effective treatment<br />

processes, reduced water consumption<br />

and personnel training. Thanks to highly<br />

effective treatment processes, wastewater<br />

emissions cause eutrophication only within<br />

a limited area at the immediate point of discharge.<br />

M-real’s production units are located<br />

in areas of plentiful water supply and therefore<br />

do not compete for water with households,<br />

agriculture or other water users.<br />

M-real has joined the un’s global Compact<br />

CEO Water Mandate initiative to make<br />

water consumption and open <strong>report</strong>ing on it<br />

more efficient. M-real keeps a close eye on<br />

the development of international <strong>report</strong>ing<br />

policies on water consumption.<br />

M-real has reduced its emissions into the<br />

air by introducing low-sulphur fuels and by<br />

replacing fossil fuels with wood-based fuels.<br />

The most significant atmospheric emissions<br />

include: fuel-derived sulphur and nitrogen<br />

oxides, which can cause water and soil acidification;<br />

carbon dioxide, the main driver of<br />

climate change; and particle emissions,<br />

which have a negative impact on air quality.


Mill waste levels have also been reduced<br />

through the efficient re-use of by-products<br />

and co-products. In addition, on-site sorting<br />

of mill waste for use as raw material or for<br />

energy production has reduced the need for<br />

landfill disposal. For example, primary fibre,<br />

high-quality recycled fibre or both are used<br />

as raw materials for office paper, depending<br />

on its type. Packaging plastics, metals, paper<br />

and board are recycled. Process sludge and<br />

wood-based waste are used as fuels if they<br />

cannot be otherwise utilised. The fibre sludge<br />

generated during the recovered fibre deinking<br />

process is used in the building products<br />

industry and for energy production. Ash from<br />

the mill power plant is used in earthworks<br />

construction as an alternative to gravel and<br />

other soil resources. Wood ash can also be<br />

used as a fertiliser.<br />

Developing <strong>report</strong>ing on the<br />

environmental performance of<br />

logiSticS<br />

Environmental impacts are mitigated by<br />

making logistics more efficient. The products<br />

are transported in the largest units possible,<br />

with the transport vehicles loaded as full as<br />

possible. In selecting warehouses, those with<br />

a rail connection are preferred. However, the<br />

March stevedore strike in Finland resulted<br />

in deviations from the established routes.<br />

Transport and warehouse functions are<br />

largely outsourced to partners, and valid<br />

environmental indicators<br />

environmental certificates and policies play<br />

an essential role in their selection. logisticsrelated<br />

indicators and <strong>report</strong>ing, especially<br />

with regard to environmental performance,<br />

are continuously improved. M-real <strong>report</strong>s<br />

on the environmental impacts of the transport<br />

of its products in the Paper Profile environmental<br />

declarations.<br />

The International Maritime Organisation<br />

IMO adopted emission limits for sulphur and<br />

nitrogen oxides gradually, which results in<br />

challenges, particularly for maritime transport<br />

in the Baltic region and fuels. The biggest<br />

change concerning sulphur emission<br />

standards is scheduled for 2015, when the<br />

reduction from the current level of 1.0 per<br />

cent to 0.1 per cent comes into force. Estimates<br />

forecast the cost impact of the change<br />

on the forest industry to be very considerable,<br />

and, in Finland, higher than in other competing<br />

countries.<br />

reSponSible buSineSS practice<br />

M-real is committed to conducting its business<br />

in a responsible manner and promoting<br />

sustainable development through its business<br />

activities as well as to continuously<br />

improving its operations. The key values of<br />

the company – responsible profitability, reliability,<br />

cooperation and renewal – lay the<br />

foundation for all operations. M-real measures<br />

the financial, social and environmental<br />

impacts of its operations. The results are<br />

Tonnes<br />

emissions to air<br />

<strong>2010</strong> 2009 2008<br />

greenhouse effect, CO -eqv 2 789,347 952,462 1,199,262<br />

Acidification, SO -eqv 2<br />

Discharges to water<br />

3,468 5,002 7,245<br />

COD 18,414 26,095 35,004<br />

Eutrophication, P-eqv<br />

waste<br />

44 150 210<br />

landfill waste 15,829 25,433 76,229<br />

<strong>report</strong>ed on a regular basis to the group’s<br />

shareholders in, for instance, the <strong>Annual</strong><br />

Report.<br />

M-real has endorsed <strong>Metsä</strong>liitto group’s<br />

Commitment to Corporate Responsibility,<br />

which it implements through its principles<br />

of corporate responsibility. The statement is<br />

based in part on the un’s global Compact.<br />

Through <strong>Metsä</strong>liitto group, M-real is also an<br />

active member of the World Business Council<br />

for Sustainable Development (WBCSD).<br />

The themes of sustainable development<br />

central to M-real’s customers and other<br />

stakeholders include the legality of the wood<br />

raw material, wood origin management and<br />

forest certification, climate-related matters,<br />

such as carbon footprints, questions related<br />

to water consumption and matters of social<br />

responsibility and product safety. The management<br />

of environmental issues is based<br />

on M-real’s environmental policy which, in<br />

turn, is based on the continuous development<br />

of operations. The HR policy is managed<br />

systematically so that employees’ working<br />

conditions and competence are improved and<br />

well-being at work and occupational safety<br />

are developed in a proactive and targetoriented<br />

way.<br />

M-real follows <strong>Metsä</strong>liitto group’s Code<br />

of Conduct, which is designed to ensure<br />

group-wide adherence to approved practices<br />

and common ethical principles. The leading<br />

principles of the Code of Conduct include<br />

compliance with the principles of corporate<br />

responsibility, performing one’s duties in the<br />

best possible manner, anti-corruption, open<br />

communications, appropriate action in case<br />

of conflicting interests, and fair competition.<br />

sustainabiLity<br />

23


24<br />

energy<br />

efficiency<br />

M-real aims to continuously improve the<br />

efficiency of energy consumption and production<br />

in its operations and increase the share<br />

of wood-based, carbon dioxide-neutral<br />

energy, which is already high, in its energy<br />

procurement.<br />

The energy efficiency of M-real’s operations<br />

improved significantly during the year<br />

under review compared to the previous year.<br />

The improvement was particularly due to the<br />

higher utilisation rates of the mills. In addition,<br />

several energy efficiency development<br />

projects were carried out during the year.<br />

The annual energy-saving impact of the<br />

projects is some 180,000 MWh of heat and<br />

50,000 MWh of electricity. The projects cut<br />

carbon dioxide emissions by approximately<br />

34,000 tonnes per year, or some four per cent<br />

of the total annual emissions.<br />

new minor projects that improve energy<br />

efficiency are continuously analysed and<br />

evaluated. Energy efficiency is also improved<br />

as part of the daily optimisation of production.<br />

This development work was continued in<br />

<strong>2010</strong> by utilising the Energy Efficiency Sys-<br />

Development of energy usage 2008–<strong>2010</strong><br />

gWh<br />

Wood<br />

based<br />

fuels<br />

sustainabiLity<br />

Fossil<br />

fuels<br />

2008 2009 <strong>2010</strong><br />

Purchaced<br />

energy<br />

Purchased<br />

heat<br />

16,000<br />

12,000<br />

8,000<br />

4,000<br />

0<br />

tem, which is part of the <strong>Metsä</strong>liitto group’s<br />

climate programme. For example, new<br />

measurements and automation tools were<br />

built and commissioned during the year<br />

under review.<br />

uSe of biofuelS<br />

Wood is M-real’s main source of energy (50<br />

per cent), of which by-products account for<br />

the majority. The aim is to increase the share<br />

of wood-based fuels, thereby reducing carbon<br />

dioxide emissions.<br />

The fossil carbon dioxide emissions of<br />

M-real’s energy procurement decreased by<br />

some 17 percent during the year under<br />

review compared to 2009. The emissions<br />

decreased as a result of increased use of<br />

wood energy in Hallein, Husum and kaskinen.<br />

The emissions were reduced further by<br />

the change in <strong>Metsä</strong>-Botnia’s consolidation<br />

method and changes in M-real’s production<br />

structure carried out in 2009 and <strong>2010</strong>,<br />

mainly the shutdown of the Hallein paper<br />

mill and Alizay pulp mill and the production<br />

cuts of the gohrsmühle mill.<br />

The Olkiluoto nuclear power plant, which<br />

is run by Teollisuuden Voima Oy, a subsidiary<br />

of Pohjolan Voima Oy, provides a significant<br />

share of the electricity needed by M-real. In<br />

addition, the share of electricity produced<br />

with hydro power of electricity purchase is<br />

carbon dioxide-neutral fuel, and combined<br />

with nuclear power they account for 25 per<br />

cent of energy purchase. Bio-based and car-<br />

Development of energy usage 2008–<strong>2010</strong><br />

bon dioxide-neutral energy accounted for a<br />

total of 75 per cent of all energy consumption<br />

in <strong>2010</strong>.<br />

At some M-real mills, the processes generate<br />

wood-based by-products for utilisation<br />

in energy consumption in excess of the mills’<br />

own energy needs. The surplus is sold as<br />

carbon dioxide-neutral wood fuel and/or heat<br />

to partners in the region.<br />

energy proDuction aSSetS<br />

DevelopeD<br />

During the year under review, the capacity<br />

of the recovery boiler at the Husum mill in<br />

Sweden was increased, and bio-based heat<br />

production increased with the need for oil<br />

decreasing considerably as a result. Husum’s<br />

turbine investment is expected to be complete<br />

during the second half of 2011. The<br />

investment will increase the mill’s electricity<br />

self-sufficiency from approximately 30 per<br />

cent to 50 per cent. Additional electricity will<br />

be produced using wood-based fuels.<br />

A decision was made towards the end of<br />

<strong>2010</strong> to build a new bio power plant at the<br />

kyröskoski mill, replacing the existing natural<br />

gas power plant. The bio power plant is<br />

planned to be complete toward the end of<br />

2012. This will reduce the mill’s carbon dioxide<br />

emissions by approximately 100,000<br />

tonnes per year. The bio power plant investment<br />

is being implemented by a specific<br />

company, Hämeenkyrön Voima Oy, with Pohjolan<br />

Voima as the majority shareholder and<br />

gWh <strong>2010</strong> 2009 2008<br />

use of wood-based fuels 6,924 11,216 14,096<br />

use of fossil fuels 3,153 3,702 4,701<br />

Purchased energy 2,284 1,841 2,205<br />

Purchased heat 412 54 228<br />

sources of total energy<br />

gWh Gwh <strong>2010</strong> (%) 2009 (%) 2008 (%)<br />

Wood-based 8,239 50 60 60<br />

nuclear power 3,453 21 14 14<br />

natural gas 2,284 14 11 13<br />

Coal 1,150 7 6 6<br />

Hydro power 730 4 3 3<br />

Oil 271 2 4 4<br />

Peal 212 1 1 1


the local energy company leppäkosken<br />

Sähkö Oy as a minority shareholder.<br />

finlanD’S energy policy<br />

The Finnish State decided on considerable<br />

increases in energy and waste taxes in <strong>2010</strong>,<br />

and, as a result, the taxes paid by M-real will<br />

increase in 2011. The Finnish burden of<br />

energy taxation is among the highest in<br />

Europe. In Sweden, the taxes, which have<br />

already been very low, are being decreased<br />

further.<br />

During the year under review, Finland also<br />

increased so-called feed-in tariff subsidies<br />

for electricity produced using wood fuel. At<br />

the same time, it was decided to start taxing<br />

peat burning. As a result of all this, it is more<br />

profitable than before for the energy industry<br />

to burn wood, which might reduce the availability<br />

of wood for the forest industry, thereby<br />

impairing the competitiveness and viability<br />

of the export industry. The forest industry has<br />

wood-based raw materials<br />

Wood (1,000 m3 ) 5,288<br />

Pulp (1,000 t) 263<br />

Recovered paper (1,000 t) 96<br />

other raw materials (1,000 t)<br />

Pigments 568<br />

Adhesives 110<br />

energy (Gwh)<br />

Fuel purchased outside the<br />

group 4,973<br />

Electricity (purchased) 2,284<br />

Heat (purchased) 412<br />

Process water (1,000 m 3 ) 101,900<br />

proposed that a monitoring system be established<br />

for following up on the effect of input<br />

tariff subsidies on the availability and price<br />

of wood. State subsidies for the use of wood<br />

for energy paid from overall taxation funds<br />

should be reduced if they cause problems to<br />

the non-subsidised export industry.<br />

The decision of the Finnish parliament on<br />

granting permits for two new nuclear power<br />

plants made in <strong>2010</strong> in Finland was a positive<br />

signal for the forest industry. One of the two<br />

permits was granted to Teollisuuden Voima,<br />

which provides the majority of electricity procured<br />

by M-real from outside its mills. However,<br />

soon after this permit decision, the<br />

government initiated surveys into the possibility<br />

of a uranium tax on the producers of<br />

nuclear electricity. Carbon dioxide-neutral<br />

energy production should not be burdened.<br />

Investments in new nuclear power capacity<br />

will become more uncertain than before if<br />

its profitability is weakened through political<br />

decisions.<br />

emissions to air (t)<br />

Particles 353<br />

Carbon dioxide CO (fossil fuels) 2 789,347<br />

Sulphur (as SO ) 2 1,271<br />

nitrogen oxides (as nO ) 2 6,276<br />

M-real<br />

Discharges to water systems (t)<br />

Biological oxygen demand (BOD ) 7 1,889<br />

Chemical oxygen demand (COD) 18,414<br />

Phosphorus (P) 44<br />

nitrogen (n) 286<br />

Total suspended solids 1,755<br />

waste (t)<br />

landfill waste 15,829<br />

Hazardous waste 355<br />

emiSSionS traDing<br />

During the year under review, the Commission<br />

of the European union specified its proposal<br />

for the distribution of free emission<br />

rights to the so-called carbon leakage industries<br />

during 2013–2020. According to the<br />

Commission’s proposal, free emission rights<br />

will be distributed in line with the energy<br />

efficiency of the producers. less efficient<br />

producers will need to buy a larger share of<br />

their emissions rights. According to a preliminary<br />

estimate, M-real will probably need<br />

to purchase part of the emissions rights it<br />

needs beginning in 2013. The differences<br />

between the mills in need for purchases are<br />

high, depending particularly on the type of<br />

fuel they use. The Eu will make final decisions<br />

on the distribution rules in 2011.<br />

Production<br />

Chemical (1,000t)<br />

Paper 1,459<br />

Paperboard 1,105<br />

Pulp and CTMP 1,295<br />

sustainabiLity<br />

25


26<br />

from restructuring to continuous<br />

development of the personnel<br />

m-real considers well-being at work and<br />

occupational safety as important parts of<br />

profitable operations and the building of<br />

success.<br />

sustainabiLity<br />

M-real’s personnel-related development<br />

measures were based on three focal areas,<br />

on the basis of which operations will also be<br />

developed and continued in 2011: securing<br />

future resources, ensuring the competences<br />

of existing personnel and developing wellbeing<br />

at work.<br />

On 31 December <strong>2010</strong>, the number of<br />

M-real personnel amounted to 4,538. This<br />

was approximately 365 lower than the year<br />

before, mainly due to the actions after social<br />

plan negotiations due to the closure of the<br />

Alizay pulp mill, and the operating model<br />

changes and personnel reductions carried<br />

out at the gohrsmühle, Reflex and Husum<br />

mills.<br />

The ”Sharing Best Practices within<br />

M-real” programme shares best practices<br />

related to the working areas, content of work<br />

and operating models. During the year under<br />

review, the programme was continued at the<br />

gohrsmühle and Husum mills by implementing<br />

new operating and organisation models<br />

occupational safety and well-being 2008–<strong>2010</strong>, M-real<br />

in connection with the changes implemented.<br />

The changes in operating models result in<br />

extended and more diverse job descriptions,<br />

making work more varied and motivating.<br />

Statutory labour negotiations were conducted<br />

in Finland during the year under<br />

review at the Äänekoski mill in connection<br />

with the investment to improve production<br />

efficiency and at the Simpele mill in connection<br />

with the investment in production to<br />

increase production capacity. Employees<br />

made redundant or facing redundancy were<br />

supported by training and seeking new<br />

employment as well as re-employment at<br />

the company’s other sites. The support was<br />

provided in accordance with the agreed social<br />

plan in close cooperation with representatives<br />

of the personnel and employment<br />

authorities.<br />

The employer and personnel are holding<br />

continuous discussions in regular meetings<br />

arranged at the offices and mills. In addition,<br />

representatives of the management regularly<br />

<strong>2010</strong> 2009 2008<br />

Sickness absenteeism (%) 4.7 4.8 4.7<br />

Work injury absenteeism (%)<br />

lost time accident frequency rate<br />

0.3 0.3 0.2<br />

(per million worked hours) 15.8 14.6 18.8<br />

Reported near misses (per 100 employees) 38.0 16.9 15.8<br />

Personnel by country<br />

Personnel<br />

31.12.<strong>2010</strong><br />

Personnel at<br />

31.12.2009<br />

net employment<br />

change <strong>2010</strong><br />

Average age<br />

of employees <strong>2010</strong><br />

Finland 1,783 1,824 -41 44.3<br />

germany 1,073 1,228 -155 46.0<br />

Sweden 891 980 -89 46.2<br />

France 353 396 -43 41.2<br />

Austria 197 203 -6 43.4<br />

Other Countries 241 272 -31 38.9<br />

Total 4,538 4,903 -365 44.5


take part in the personnel groups’ meetings.<br />

During the year under review, the close cooperation<br />

between the previously merged<br />

M-real and <strong>Metsä</strong>-Botnia HR organisations<br />

and their integration with the business<br />

organisations continued.<br />

An extensive personnel survey was initiated<br />

at M-real which included all M-real units<br />

except for the Hallein, gohrsmühle and Alizay<br />

mills. In 2011, the survey will cover all units.<br />

The need for improving internal communications,<br />

utilising internal development ideas<br />

better and making the Performance and<br />

Development Appraisal policy more efficient<br />

were identified on the basis of the results.<br />

The information obtained from the personnel<br />

survey has been integrated into the annual<br />

plans, and its results have been reviewed<br />

during the annual planning process in<br />

autumn <strong>2010</strong>. The implementation of the<br />

development measures agreed on the basis<br />

of the personnel survey is followed on a quarterly<br />

basis.<br />

Development of well-being at<br />

work<br />

M-real considers well-being at work and<br />

occupational safety as important parts of<br />

profitable operations and the building of success.<br />

The aim is to identify risks associated<br />

with the personnel’s well-being in a systematic<br />

and proactive way. Superiors are supported<br />

by the local HR organisations, and<br />

M-real reduces the amount of sick leave and<br />

occupational accidents through programmes<br />

monitored on a monthly basis as part of the<br />

<strong>report</strong>ing of the HR organisation.<br />

Securing future reSourceS<br />

M-real participated considerably in <strong>Metsä</strong>liitto<br />

group’s trainee programme, with 13 out<br />

of the selected 26 participants training to<br />

work for M-real. In addition, the planning of<br />

the production personnel recruitment programme<br />

that is due to commence in 2012<br />

was also started during the year under<br />

review.<br />

M-real has implemented semi-annually<br />

updated retirement forecasts where the<br />

employees who are about to retire and the<br />

competence leaving the company with them<br />

will be identified. The information obtained<br />

in this way will be combined with the results<br />

of the personnel competence surveys, and<br />

recruitment training will be developed<br />

accordingly to correspond to future competence<br />

and personnel needs. M-real also<br />

developed cooperation with schools and educational<br />

institutions in <strong>2010</strong>.<br />

The Simplifier development programme<br />

for middle-management was started during<br />

the year under review and will be continued<br />

in 2011. In addition, M-real employees participated<br />

in <strong>Metsä</strong>liitto group’s management<br />

Challenger development programme.<br />

enSuring the competence of<br />

exiSting perSonnel<br />

The reduction in personnel training resources<br />

during 2007–2009 due to the stringent financial<br />

position has been a special challenge in<br />

the immediate past. During the year under<br />

review, M-real has invested strongly in identifying<br />

the training needs of personnel,<br />

improving the quality of training and developing<br />

the training system.<br />

Personnel training needs were identified<br />

with the help of an extensive analysis tool,<br />

competence surveys, and Performance and<br />

Development Appraisals. During the year<br />

under review, M-real updated the Performance<br />

and Development Appraisal operating<br />

model, which includes support materials<br />

distributed to the employees and their superiors.<br />

Extensive competence surveys identify<br />

the areas in which the personnel require<br />

more efficient and higher-quality training.<br />

The kyro mill was the pilot site during the<br />

year under review, and the implementation<br />

has been continued at the Äänekoski paper<br />

mill. During 2011, the surveys will be<br />

extended to other mills and offices. The competence<br />

surveys provide valuable information<br />

for the development of the training system.<br />

The training system was updated during<br />

the year under review and launched on the<br />

intranet, allowing employees to enrol in the<br />

training. The implementation of supplementary<br />

training and degree-based training and<br />

production multi-skill training has been continued<br />

in joint groups with <strong>Metsä</strong>-Botnia in<br />

order to ensure an extensive participant base.<br />

sustainabiLity<br />

27


28<br />

sustainabiLity


FINANCIAL STATEMENTS<br />

REpoRT oF ThE BoARd oF dIRECToRS <strong>2010</strong> 30<br />

CoNSoLIdATEd STATEMENT oF CoMpREhENSIvE INCoME 38<br />

CoNSoLIdATEd BALANCE ShEET 39<br />

STATEMENT oF ChANgES IN ShAREhoLdERS’ EquITy 40<br />

<strong>2010</strong><br />

CoNSoLIdATEd CASh FLow STATEMENT 41<br />

NoTES To ThE FINANCIAL STATEMENT 42<br />

CALCuLATIoN oF kEy RATIoS 92<br />

pARENT CoMpANy ACCouNTS – INCoME STATEMENT 93<br />

STaTeMeNTS<br />

pARENT CoMpANy ACCouNTS – BALANCE ShEET 94<br />

pARENT CoMpANy ACCouNTS – CASh FLow STATEMENT 95<br />

pARENT CoMpANy ACCouNTINg poLICIES 96<br />

FINaNCIal<br />

NoTES To ThE pARENT CoMpANy FINANCIAL STATEMENT 97<br />

ThE BoARd’S pRopoSAL FoR ThE dISTRIBuTIoN oF pRoFITS 102<br />

AudIToR’S REpoRT 103 M-Real<br />

29


Report of the <strong>Board</strong> of directors <strong>2010</strong><br />

Market situation in <strong>2010</strong><br />

demand for all main products increased clearly in <strong>2010</strong>. demand<br />

for board products was very strong throughout the year, especially<br />

with regard to food packaging. Backed up by the solid demand outlook,<br />

M-real announced that it will increase its folding boxboard<br />

production capacity. demand for office paper deteriorated slightly<br />

towards the end of the year after a very solid first half of the year.<br />

Total deliveries of european folding boxboard producers increased<br />

by 9 percent and total deliveries of uncoated fine paper producers<br />

by 7 percent in <strong>2010</strong> compared with 2009.<br />

The price of folding boxboard was increased, and the prices of<br />

annual agreements for 2011 made at the end of the year were more<br />

than 10 percent better than the annual agreements for <strong>2010</strong>. office<br />

paper prices were increased by approximately 15 percent and speciality<br />

papers by approximately 5 percent on average. The pulp<br />

market price increased considerably during the year, reaching its<br />

peak during the second quarter. however, the average pulp price<br />

was the highest during the third quarter.<br />

There were no significant changes in production costs as a whole<br />

in <strong>2010</strong>.<br />

The average exchange rate of the euro against the US dollar, the<br />

British pound and, in particular, the Swedish krona weakened in<br />

<strong>2010</strong>.<br />

Result for the review period<br />

M-real’s sales totalled eUR 2,605 million (2009: 2,432 and 2008:<br />

3,236). Comparable sales were up 19.2 per cent. The operating result<br />

was eUR 146 million (2009: -267 and 2008: -61), and the operating<br />

result excluding non-recurring items was eUR 173 million (2009:<br />

-150 and 2008: -35). The result from continuing operations before<br />

taxes excluding non-recurring items was eUR 92 million (2009: -230<br />

and 2008:-178), and including non-recurring items eUR 48 million<br />

(2009: -358 and 2008: -204).<br />

The operating results was eUR 146 million (2009:-267 and 2008:<br />

-61). The non-recurring items recognised in the operating result<br />

Sales<br />

EuR million<br />

30 RepoRT oF The BoaRd oF dIReCToRS <strong>2010</strong><br />

4,000<br />

3,000<br />

2,000<br />

1,000<br />

Operating result<br />

EuR million<br />

amounted to eUR -27 million net (2009: -117 and 2008: -26), the<br />

most significant being:<br />

• eUR 28 million impairment of fixed assets in the Speciality papers<br />

business area<br />

• eUR 15 million impairment of fixed assets in the Market pulp and<br />

energy business area<br />

• eUR 15 million impairment of fixed assets and cost provisions in<br />

the Consumer packaging business area related to the closure of<br />

the Simpele paper machine<br />

• eUR 9 million reversal of impairment of fixed assets in the office<br />

papers business area<br />

• eUR 10 million gain and reversal of impairment loss in the Speciality<br />

papers business area connected with the partial divestment<br />

of the Reflex mill to <strong>Metsä</strong> Tissue<br />

• eUR 8 million net cost provision in the Speciality papers business<br />

area connected with the restructuring of M-real Zanders and<br />

partial divestment of the Reflex mill to <strong>Metsä</strong> Tissue<br />

• eUR 10 million income was recognised in the operating profit<br />

under other operations in connection with IT arrangements. In<br />

addition, eUR 2 million was allocated to the result for discontinued<br />

operations due to the arrangement.<br />

• eUR 8 million reversal of impairment loss under other operations<br />

associated with the sale of paper machine 2 in Kangas<br />

• eUR 6 million gain from patents sold to Sappi under other operations<br />

• eUR 4 million additional cost provision in the Market pulp and<br />

energy business area relating to the closure of the alizay pulp mill<br />

The non-recurring items recognised in the operating result for 2009<br />

amounted to eUR -117 million net, the most significant being:<br />

• eUR 134 million profit related to the <strong>Metsä</strong>-Botnia arrangement,<br />

of which eUR 18 million is allocated to Market pulp and energy<br />

and eUR 116 million to other operations.<br />

• an impairment loss of eUR 113 million according to IaS 36, of<br />

which eUR 66 million is allocated to Speciality papers and eUR<br />

Operating result, excluding<br />

non-recurring items<br />

EuR million<br />

0<br />

-300<br />

06 07 08 09 10 06 07 08 09 10 06 07 08 09 10<br />

200<br />

100<br />

0<br />

-100<br />

-200<br />

200<br />

100<br />

0<br />

-100<br />

-200


47 million to office papers. of these, eUR 33 million was recognised<br />

in goodwill.<br />

• eUR 48 million in write-downs and cost provisions in the Market<br />

pulp and energy business area connected to the plan to permanently<br />

close down the alizay pulp mill.<br />

• eUR 28 million in cost provisions and write-downs in the Speciality<br />

papers business area connected to the closure of the hallein<br />

paper mill.<br />

• eUR 22 million cost provisions and write-downs associated with<br />

the closure of the <strong>Metsä</strong>-Botnia Kaskinen mill. This total consists<br />

of eUR 16 million related to the Consumer packaging business<br />

area and eUR 6 million to the Market pulp and energy business<br />

area.<br />

• eUR 12 million cost provision in other operations associated with<br />

the terminated IT contract.<br />

• eUR 11 million cost provision related to profit improvement measures<br />

at the husum mill, of which eUR 9 million in the office papers<br />

business area and eUR 2 million in the Market pulp and energy<br />

business area.<br />

• eUR 5 million cost provision associated with the profit improvement<br />

programme of the Speciality papers business area.<br />

• eUR 12 million net in other non-recurring items, of which eUR 2<br />

million was in Consumer packaging, eUR 1 million in Speciality<br />

papers and eUR 9 million in other operations.<br />

The operating result excluding non-recurring items compared with<br />

the previous year was improved by the implemented price increases<br />

in board and paper, increased delivery volumes, cost savings and<br />

higher pulp price. The result was weakened by the strengthening of<br />

the Swedish crown against the euro, the investment shutdown at<br />

the husum mill and the Finnish stevedore strike. The operating result<br />

of the review period includes a capital gain of eUR 8 million from<br />

sold Sappi shares booked in other operating income.<br />

The total delivery volume of paper businesses in <strong>2010</strong> was<br />

1,155,000 tonnes (2009: 1,132,000 and 2008: 1,761,000). deliveries<br />

Return on capital employed<br />

%<br />

06 07 08 09 10<br />

6<br />

3<br />

0<br />

-3<br />

-6<br />

-9<br />

Earnings per share<br />

EuR<br />

by Consumer packaging totalled 1,390,000 tonnes (2009: 1,212,000<br />

and 2008: 1,345,000).<br />

Financial income and expenses totalled eUR -74 million (-75).<br />

Foreign exchange gains and losses from accounts receivable,<br />

accounts payable, financial income and expenses and the valuation<br />

of currency hedging were eUR -9 million (5). Net interest and other<br />

financial income and expenses amounted to eUR -65 million (-80).<br />

other financial income and expenses included eUR 2 million of<br />

valuation loss on interest rate derivatives (valuation gain of 10). The<br />

financial income of 2009 also included a gain of approximately eUR<br />

31 million related to repurchases of M-real’s own bonds and financial<br />

expenses included a loss of eUR 30 million related to early<br />

repayment of the vendor note by Sappi.<br />

In the year under review, the result from continuing operations<br />

before taxes was eUR 48 million (2009: -358 and 2008: -204). In addition<br />

to the non-recurring items booked in the operating result, the<br />

result includes an impairment loss of eUR -16 million, related to<br />

M-real’s holding in Myllykoski paper oy, <strong>report</strong>ed as a non-recurring<br />

item in Share of results in associated companies after the operating<br />

result. The result for year 2009 included a non-recurring item of<br />

eUR -11 million in the line Share of results in associated companies<br />

from the Sunila pulp mill divested by Myllykoski paper during the<br />

second quarter. The result from continuing operations before taxes,<br />

excluding non-recurring items, was eUR 92 million (2009: -230 and<br />

2008: -178). Income taxes, including the change in deferred tax<br />

liabilities, were eUR -21 million (2009: positive 27 and 2008: positive<br />

34).<br />

earnings per share were eUR 0.09 (2009:-1.09 and 2008: -1.58).<br />

earnings per share from continuing operations excluding nonrecurring<br />

items were eUR 0.23 (2009:-0.66 and 2008: -0.48). The<br />

return on equity was 2.8 per cent (2009: -28.6 and 2008: -10.4), and<br />

7.6 per cent (2009: -18.3 and 2008: -9.0) excluding non-recurring<br />

items. The return on capital employed was 5.7 per cent (2009: -8.9<br />

and 2008: -1.3); 7.6 per cent (2009: -4.5 and 2008: -0.5) excluding<br />

non-recurring items.<br />

0.5<br />

0<br />

-0.5<br />

-1.0<br />

-1.5<br />

Result from continuing<br />

operations before tax<br />

EuR million<br />

-2.0<br />

06 07 08 09 10 06 07 08 09 10<br />

100<br />

RepoRT oF The BoaRd oF dIReCToRS <strong>2010</strong><br />

0<br />

-100<br />

-200<br />

-300<br />

-400<br />

31


Personnel<br />

The number of personnel was 4,538 on 31 december (31 december<br />

2009: 4,903 and 31 december 2008: 6,546), of which 1,783 (2009:<br />

1,824 and 2008: 2,258) worked in Finland. In <strong>2010</strong>, M-real employed<br />

an average of 4,772 people (2009: 5,913 and 2008: 9,087). The figures<br />

for the end of 2009 no longer includes the share of <strong>Metsä</strong>-Botnia<br />

personnel due to change in the consolidation method. The figures<br />

for 2008 included 30 per cent of <strong>Metsä</strong>-Botnia personnel (2008: 553).<br />

In <strong>2010</strong> salaries and wages totalled eUR 209 million (2009: 254 and<br />

2008: 293). <strong>Metsä</strong>-Botnia’s wages are included until 8.12.2009.<br />

Investments<br />

Gross investments in January-december totalled eUR 66 million<br />

(2009: 73 and 2008: 128). The investments in 2009 included a eUR<br />

16 million share of <strong>Metsä</strong>-Botnia’s investments based on M-real’s<br />

30 per cent share of ownership and the consolidation method of<br />

<strong>Metsä</strong>-Botnia until 8 december 2009.<br />

M-real has announced that it will invest eUR 26 million in the<br />

Simpele mill to increase its folding boxboard capacity by approximately<br />

80,000 tonnes. The sheeting capacity will also be expanded<br />

at the same time. The investments will be carried out in summer<br />

2011.<br />

M-real has also announced that it will invest in the modernisation<br />

of the coating section at the Kemiart liners mill. The total value of<br />

the investment is approximately eUR 16 million. This investment will<br />

also be carried out in 2011.<br />

Structural change<br />

M-real’s structural change from a paper company to become more<br />

clearly a packaging material producer has proceeded according to<br />

the strategy. The focus has increasingly shifted from restructuring<br />

to development, as is demonstrated by the Simpele and Kemiart<br />

liners investments scheduled for 2011. efforts to solve the problems<br />

of loss-making paper units will continue, and success in this area<br />

Assets and capital employed<br />

EuR million<br />

06 07 08 09 10<br />

32 RepoRT oF The BoaRd oF dIReCToRS <strong>2010</strong><br />

8,000<br />

6,000<br />

4,000<br />

2,000<br />

0<br />

Non-current assets<br />

Inventories<br />

other current assets<br />

average<br />

would further clearly improve M-real’s profitability. The strategic<br />

review of the paper business continues.<br />

M-real’s eUR 80 million profit improvement programme for <strong>2010</strong><br />

announced in december <strong>2010</strong> was realised according to plans. The<br />

most significant measures were:<br />

• permanent closure of the alizay pulp mill in France<br />

• Closure of the speciality paper capacity of the Reflex mill in<br />

Germany<br />

• Streamlining of the organisation and management model in<br />

Zanders<br />

• a new eUR 20 million internal profit improvement programme<br />

covering all business areas<br />

In addition, the profit improvement programme includes a eUR 22<br />

million investment at the husum mill to improve its energy efficiency.<br />

The investment is proceeding according to plan.<br />

The combined profit impact of these measures and the previous<br />

years’ profit improvement programmes is expected to have been an<br />

improvement of approximately eUR 100 million in <strong>2010</strong>, divided as<br />

follows:<br />

• The profit improvement programme of <strong>2010</strong>: eUR 40 million<br />

• earlier implemented profit improvement programmes: eUR 60<br />

million<br />

The Reflex mill in Germany is developed according to the paper park<br />

concept, the target being to find industrial partners for the mill site.<br />

In october <strong>2010</strong>, M-real announced the first phase of the development:<br />

partial divestment of the Reflex mill to <strong>Metsä</strong> Tissue for<br />

approximately eUR 10 million. The agreement with <strong>Metsä</strong> Tissue<br />

covered paper machine 5 and related real estate, as well as certain<br />

infrastructure assets. The negotiations to reduce the headcount at<br />

the M-real Zanders mills concluded in June.<br />

In July, M-real exercised its option to purchase former Kangas<br />

paper mill real estate and land area from Sappi for a price of eUR<br />

13 million. The deal was part of an agreement in which M-real and


Sappi settled the issues still open related to the divestment of M-real’s<br />

Graphic papers business area in 2008. In September, the city of<br />

Jyväskylä decided to use its right of pre-emption based on law to<br />

purchase the Kangas mill real estate from M-real for an equivalent<br />

price of eUR 13 million.<br />

M-real discontinued Simpele’s speciality paper production at the<br />

end of the year. The production of corresponding products will continue<br />

at the Gohrsmühle mill in Germany. The transfer of production<br />

is expected to improve M-real’s annual operating result by approximately<br />

eUR 4 million.<br />

Research and development<br />

M-real’s R&d activity during the year under review focused on the<br />

development of high-quality lightweight packaging boards. With<br />

regard to the paper business operations, the focus was on the development<br />

and launch of new products.<br />

The efficient packaging research programme assesses the impact<br />

of lightweight yet high-performance boards on the efficiency of the<br />

entire packaging chain. The research programme yielded promising<br />

results that can be used in the development of the board business.<br />

a project to improve the print surface of cigarette packaging<br />

boards was implemented. The revised product was launched during<br />

the first quarter, and it has been received extremely positively in this<br />

demanding market.<br />

during 2011, Consumer packaging will implement investments<br />

at the Simpele and Kemi board mills and is planning to invest in<br />

Äänekoski and Kyröskoski board mills. development activity is an<br />

essential part of these investments. The Kemi mill has particularly<br />

focused on the development of coating, while Simpele has engaged<br />

in work to improve production techniques. The development of nonwoven<br />

type papers continued in wallpaper base papers.<br />

a new, lighter-than-normal SaVe! office paper was developed in<br />

the office papers business area. The lightness is partly based on<br />

BCTMp pulp. The deliveries to the markets were started during<br />

autumn <strong>2010</strong>. Speciality papers, on the other hand, has developed<br />

Equity ratio<br />

%<br />

06 07 08 09 10<br />

40<br />

30<br />

20<br />

10<br />

0<br />

Gearing ratio<br />

%<br />

several new types of double-coated flexible packaging and label<br />

papers.<br />

during the year under review, M-real was actively involved in the<br />

activity of Forest Cluster ltd. Forest Cluster’s research programmes<br />

provide resources for renewing business operations over the long<br />

term.<br />

M-real’s R&d expenditure for <strong>2010</strong> amounted to approximately<br />

eUR 5 million, or some 0.2 percent of sales (2009: 7 and 0.3 per cent,<br />

2008: 10 and 0.3 per cent). The decrease compared to the previous<br />

year is due to the end of the joint KCl research programme.<br />

Environmental factors<br />

Minimising the environmental impacts of operations and maintaining<br />

open communications are the key principles of M-real’s environmental<br />

policy. all of M-real’s mills operate certified ISo 9001 and<br />

ISo 14001 quality and environmental management systems that<br />

support the systematic improvement and follow-up of operations.<br />

Several mills also have a certified occupational and product safety<br />

system.<br />

M-real’s mills also utilise a certified energy efficient System,<br />

which systematically manages the reduction of energy consumption<br />

and carbon dioxide emissions. M-real <strong>report</strong>s openly on its environmental<br />

impacts through, for example, mill-specific eMaS (eco-<br />

Management and audit Scheme) <strong>report</strong>s. The Äänekoski paper mill<br />

and the hallein mill published their eMaS <strong>report</strong>s during the year<br />

under review.<br />

The climate impact of individual products is <strong>report</strong>ed on a customer-specific<br />

basis through carbon footprint calculations. productspecific<br />

paper profile environmental product descriptions can be<br />

found for all M-real products on the company’s website at<br />

www.m-real.com. The emissions and amounts of waste produced<br />

by M-real mills are <strong>report</strong>ed on page 124–125 of this annual Report.<br />

Several improvements that reduce environmental load and risks<br />

were implemented at M-real’s mills during the year under review.<br />

Improvements at the husum mill cut particle emissions and aimed<br />

160<br />

120<br />

80<br />

40<br />

Net gearing ratio<br />

%<br />

0<br />

06 07 08 09 10 06 07 08 09 10<br />

120<br />

100<br />

80<br />

60<br />

40<br />

20<br />

0<br />

RepoRT oF The BoaRd oF dIReCToRS <strong>2010</strong><br />

33


to reduce air emissions of nitrogen oxides. The alizay mill began to<br />

divert part of the bark boiler flue gases to a pigment plant located<br />

at the mill site for utilising the carbon dioxide in the flue gases. The<br />

use of thermal energy was made more efficient at the Joutseno<br />

chemi-thermomechanical pulp mill. The Simpele mill began to<br />

expand its landfill. In Äänekoski the noise generated by the vacuum<br />

blower and waste water treatment plant was dampened at the carton<br />

mill, and the mill’s noise pollution <strong>report</strong> was updated.<br />

Industrial air, water and noise emissions have decreased continuously<br />

due to the consistent application of Best available Techniques<br />

(BaT). M-real has systematically reduced the water consumption<br />

of its production. Water is recycled in the production processes,<br />

and it is thoroughly treated before it is discharged into water systems.<br />

The amounts of harmful substances in wastewater from board and<br />

paper production have been reduced by more effective treatment<br />

processes, reduced water consumption and personnel training.<br />

Thanks to highly effective treatment processes, wastewater emissions<br />

cause eutrophication only within a limited area at the immediate<br />

point of discharge. M-real’s production units are located in areas<br />

of plentiful water supply and therefore do not compete for water with<br />

households, agriculture or other water users. M-real has joined the<br />

UN’s Global Compact Ceo Water Mandate initiative to make water<br />

consumption and open <strong>report</strong>ing on it more efficient. M-real keeps<br />

a close eye on the development of international <strong>report</strong>ing policies<br />

on water consumption.<br />

M-real has reduced its emissions into the air by introducing lowsulphur<br />

fuels and by replacing fossil fuels with wood-based fuels.<br />

The most significant atmospheric emissions include: fuel-derived<br />

sulphur and nitrogen oxides which can cause water and soil acidification;<br />

carbon dioxide, the main driver of climate change; and<br />

particle emissions, which have a negative impact on air quality.<br />

Mill waste levels have also been reduced through efficient re-use<br />

of by-products and co-products. In addition, on-site sorting of mill<br />

waste for use as raw material or for energy production has reduced<br />

the need for landfill disposal. For example, primary fibre, highquality<br />

recycled fibre or both are used as raw materials for office<br />

paper, depending on its type. packaging plastics, metals, paper and<br />

Repayment of non-current loans<br />

(2011–2016)<br />

EuR million<br />

11 12 13 14 15 16<br />

34 RepoRT oF The BoaRd oF dIReCToRS <strong>2010</strong><br />

700<br />

600<br />

500<br />

400<br />

300<br />

200<br />

100<br />

0<br />

Investments, continuing operations<br />

% sales<br />

06 07 08 09 10<br />

board are recycled. process sludge and wood-based waste are used<br />

as fuels if they cannot be otherwise utilised. The fibre sludge generated<br />

during the recovered fibre deinking process is used in the building<br />

products industry and for energy production. ash from the mill<br />

power plant is used in earthworks construction as an alternative to<br />

gravel and other soil resources. Wood ash can also be used as a<br />

fertiliser.<br />

environmental liabilities relating to past activities have decreased<br />

in recent years following the rehabilitation measures of contaminated<br />

land areas and landfill sites. during the year under review, the rehabilitation<br />

of the old landfill sites of the Niemi sawmill and lielahti<br />

chemi-thermomechanical pulp mill was completed in Tampere.<br />

Currently, the only significant environmental liabilities relating to<br />

past activities that M-real is aware of relate to the area of the closed<br />

Wifsta mill in Sweden. provisions for environmental management<br />

were approximately eUR 2 million at the end of the year. M-real’s<br />

environmental costs totalled eUR 25 million (38) in <strong>2010</strong>. The environmental<br />

costs are mainly comprised of operating and maintenance<br />

expenses from environmental protection equipment, expenses relating<br />

to waste management and environmental insurance policies and<br />

depreciation of capitalised environmental costs.<br />

Wood Supply<br />

M-real is committed to using sustainable raw materials in its production.<br />

The most important raw material for its products is wood:<br />

a renewable, recyclable and energy-efficient raw material that<br />

originates from sustainably managed forests and is procured sustainably.<br />

M-real’s parent company <strong>Metsä</strong>liitto Cooperative is responsible<br />

for M-real’s wood supply. The bulk of the wood raw material<br />

used by M-real in Finland comes from the forests of the ownermembers<br />

of <strong>Metsä</strong>liitto Cooperative. other wood supply countries<br />

include austria, latvia, lithuania, France, Sweden, Germany, Russia<br />

and estonia. during the year under review, <strong>Metsä</strong>liitto supplied a<br />

total of 5.7 million cubic metres of wood to M-real mills.<br />

Wood procurement is governed by an environmental policy regarding<br />

wood supply and forestry, as well as the Group’s principles of<br />

corporate responsibility. These are implemented using certified<br />

10<br />

8<br />

6<br />

4<br />

2<br />

0


quality and environmental systems and an annually updated environmental<br />

programme. Wood procurement complies with local<br />

legislation and regulations issued by the authorities.<br />

Certified quality and environmental systems include a wood origin<br />

management system, ensuring that the origin of all procured<br />

wood is known. In procuring wood raw material, M-real supports<br />

forest certification that is verified by a third party. Some 55 percent<br />

of the wood raw material used by M-real came from certified forests<br />

during the year under review. during the year under review, the peFC<br />

forest certification criteria were revised in Finland, and an agreement<br />

was made on the FSC forest certification criteria, which will set<br />

conditions for FSC forest certification as well in the future.<br />

all M-real mills employ a certified Chain of Custody system, which<br />

enables them to verify the share of certified wood in their products.<br />

M-real strives to launch more forest certification labelled products<br />

on the market.<br />

Financing<br />

at the end of <strong>2010</strong>, M-real’s equity ratio was 32.1 per cent (31 december<br />

2009: 29.6 and 31 december 2008: 30,8) and the gearing ratio<br />

was 135 per cent (2009: 153 and 2008 152). The net gearing ratio was<br />

83 per cent (2009: 84 and 2008: 90). Some of M-real’s loan agreements<br />

set a 120 per cent limit on the company’s net gearing ratio<br />

and a 30 per cent limit on the equity ratio. Calculated as defined in<br />

the loan agreements, the gearing ratio at the end of the year was<br />

approximately 64 per cent (63) and the equity ratio some 38 per cent<br />

(35).<br />

The change in the fair value of investments available for sale was<br />

approximately eUR +28 million, based mainly on the increase in the<br />

value of the pohjolan Voima shares.<br />

at the end of the year, net interest-bearing liabilities totalled eUR<br />

827 million (31 december 2009: 777 and 31 december 2008: 1,254).<br />

Foreign-currency-denominated loans accounted for 9 per cent; 83<br />

per cent were floating-rate and the rest were fixed-rate. at the end<br />

of 2009, the average interest rate on loans was 5.1 per cent and the<br />

average maturity of long-term loans 2.7 years. The interest rate<br />

maturity of loans was 9.4 months at the end of the year. during the<br />

period, the interest rate maturity has varied between six and ten<br />

months.<br />

Cash flow from operations amounted to eUR 49 million (Q1-<br />

Q4/2009: 110). Working capital was up by eUR 86 million (down 140),<br />

mainly as a result of the increase in delivery volumes and prices.<br />

Turnover of operating net working capital remained on 2009 level.<br />

at the end of december, an average of 4.8 months of the net<br />

foreign currency exposure was hedged. The degree of hedging varied<br />

between four and six months during the period. approximately<br />

70 per cent of the non-euro-denominated equity was hedged at the<br />

end of december.<br />

liquidity continues at a good level. at the end of december, liquidity<br />

was eUR 415 million, of which eUR 7 million consisted of undrawn<br />

pension premium (Tyel) loans and eUR 408 million of liquid assets<br />

and investments. eUR 218 million of the liquid assets and investments<br />

are assets deposited by other <strong>Metsä</strong>liitto Group companies<br />

in M-real’s subsidiary <strong>Metsä</strong> Finance. To meet its short-term financ-<br />

ing needs, the Group also had at its disposal uncommitted domestic<br />

and foreign commercial paper programmes and credit facilities<br />

amounting to eUR 519 million.<br />

In January, M-real redeemed early a eUR 250 million item of its<br />

own bond at a 100 per cent redemption price, according to the terms<br />

of the bond, and the remaining eUR 90.05 million of the same bond<br />

in July. In June <strong>2010</strong>, M-real raised pension loans worth a total of<br />

eUR 135 million with a maturity of ten years. In december, the company<br />

raised pension loans worth a total of eUR 31 million. With these<br />

measures, M-real has extended the maturity profile of its loans and<br />

strengthened its liquidity.<br />

In august, Standard & poor’s upgraded M-real’s CCC+ credit rating<br />

to B-. The rating outlook remains stable. The upgrade has a<br />

positive impact of approximately eUR 1 million on M-real’s annual<br />

financing costs.<br />

In September, Moody’s Investors Service upgraded M-real’s Caa1<br />

rating to B3. The rating outlook was changed to positive. The upgrade<br />

has a positive impact of approximately eUR 1 million on M-real’s<br />

annual financing costs.<br />

Significant risks and uncertainty factors<br />

M-real estimates its strategic, operative, financial and insurable<br />

risks twice a year. The risk assessments carried out during <strong>2010</strong><br />

identified the following risks and uncertainties with a possible impact<br />

on M-real’s financial performance and ability to operate.<br />

Uncertainty of the general economy development<br />

In the main markets, paper and board demand mainly follows the<br />

general economic development. demand improved clearly in <strong>2010</strong><br />

as the result of the recovery of the world economy. There are still<br />

significant uncertainties connected with the development of the<br />

general economy. In particular, the development of the euro area<br />

influences the demand for and profitability of M-real’s main products.<br />

Competitive environment<br />

The balance between demand and supply has a significant impact<br />

on the prices of paper and paperboard products. In <strong>2010</strong>, the market<br />

balance was mainly normal for M-real’s main products. The demand<br />

for folding boxboard exceeded the supply in europe in <strong>2010</strong>. any<br />

decrease in demand or increase in supply in the future may have<br />

unfavourable effects on the market balance. Business cycles unfavourable<br />

to M-real or capacity increases by competitors may decrease<br />

the prices of M-real’s products. on the other hand, potential capacity<br />

closures in the industry or consolidation of the industry structure<br />

may lead to an increase in prices. The strengthening of the euro<br />

versus the US dollar in particular may result in increased imports<br />

to europe, which would further weaken the market balance in europe.<br />

Credit and other counterparty risks<br />

The management of the credit risks involved in commercial activities<br />

is the responsibility of M-real’s centralised credit control and business<br />

areas. The credit control function together with the business<br />

areas defines the internal credit limits and terms of payment for<br />

different customers. a significant part of the credit risks are trans-<br />

RepoRT oF The BoaRd oF dIReCToRS <strong>2010</strong><br />

35


ferred further to credit insurance companies by means of credit<br />

insurance contracts. M-real’s customer credit risk was at a normal<br />

level in <strong>2010</strong>. Measures are taken to reduce the risk further by intensifying<br />

internal credit control and its processes.<br />

The main principles for the company’s credit control are defined<br />

in the credit policy approved by the company’s <strong>Board</strong> of directors.<br />

Counterparty-specific, approved maximum amounts are also applied<br />

to money market investments, derivatives and borrowings in order<br />

to ensure creditworthiness and to reduce risk concentrations.<br />

Changes in consumer habits<br />

In the future, changes in new electronic communications technology,<br />

marketing channels and other consumer habits may change the<br />

demand for M-real’s paper and paperboard products.<br />

Price risks of production input costs<br />

a radical and unforeseen rise in the price and transport costs of<br />

production inputs important for M-real’s operations, such as wood,<br />

energy and chemicals, or problems with their availability may reduce<br />

profitability and threaten the continuity of operations. M-real endeavours<br />

to hedge against this risk by entering into long-term delivery<br />

agreements and related derivative contracts. depending on the eU’s<br />

decisions and emission right prices, significant additional costs may<br />

be entailed for M-real as from 2013 due to the need to purchase<br />

emission rights for its operations. Cost inflation will accelerate clearly<br />

in 2011 compared to <strong>2010</strong>, mainly due to increased prices of wood,<br />

energy and chemicals.<br />

Liability risks<br />

M-real’s business operations involve various types of liability risks,<br />

the most central of which are general operational liability risks,<br />

environmental risks and product liability risks. Measures are taken<br />

to manage these risks by improving business processes, practices,<br />

quality requirements and the transparency of operations. Some of<br />

the above-mentioned risks have been transferred to insurance companies<br />

by means of insurance contracts.<br />

Business interruption risks<br />

different kinds of large losses, major accidents, natural disasters,<br />

serious malfunctions in the key information systems, labour disputes<br />

and delivery problems of the most important raw materials may, in<br />

extreme cases, interrupt M-real’s business operations and even<br />

cause loss of customers. Continuity and recovery plans have been<br />

drawn up in the business areas and plants to mitigate these risks.<br />

In addition, some of the mill operation interruption risks have been<br />

selectively transferred to insurance companies by way of insurance<br />

contracts.<br />

Personnel<br />

M-real has paid special attention to ensuring the availability and<br />

retention of personnel by means of various development programmes<br />

and special measures. M-real endeavours to prepare for a generational<br />

shift and other risks related to personnel by means of career<br />

planning and job rotation.<br />

36 RepoRT oF The BoaRd oF dIReCToRS <strong>2010</strong><br />

Financial risks<br />

M-real’s profitability improved considerably during <strong>2010</strong>. M-real<br />

launched new profit improvement measures in January 2011, the<br />

positive effect of which on the result for 2011 with the programmes<br />

implemented during the preceding years will total approximately<br />

eUR 90 million compared to <strong>2010</strong>. M-real has good opportunities for<br />

covering the accelerating cost inflation by means of its own measures<br />

in 2011. There are uncertainties and the risk of not achieving the<br />

desired profit improvement in full associated with the implementation<br />

of the internal profit improvement measures.<br />

The main financial risks involved in business operations relate<br />

mainly to currencies, interest rates, liquidity and counterparty risks<br />

and the use of derivative instruments. The financial risks are managed<br />

in accordance with the treasury policy approved by M-real’s<br />

<strong>Board</strong> of directors. The aim is to hedge against significant financial<br />

risks, balance the cash flow and give the business units time to adjust<br />

their operations to changing conditions. M-real’s financial risks and<br />

their management are described in more detail on pages 53–57 of<br />

this annual <strong>report</strong>.<br />

Preparing for and transferring risks<br />

Identified risks are prepared for to the best of the company’s knowledge<br />

and as most appropriate for the company. M-real cooperates<br />

actively with insurance companies related to risk management; for<br />

example, by regularly executing risk evaluations in different business<br />

areas. The production plants have prepared for potential disturbances<br />

of operation by drawing up crisis management, continuity and recovery<br />

plans, for example. Some of the risks are borne by the company<br />

itself and some are selectively transferred by means of, for example,<br />

insurance contracts, derivative contracts and terms and conditions<br />

otherwise included in contracts, to be borne by insurance companies,<br />

banks and other counterparties.<br />

The most common loss risks are mainly covered by comprehensive<br />

global insurance contracts, such as:<br />

– property and business interruption insurance<br />

– general third-party and product liability insurance<br />

– liability insurance for directors and officers<br />

– credit insurance<br />

– cargo insurance.<br />

Shares<br />

In <strong>2010</strong>, the highest price for M-real’s a shares on the NaSdaQ oMX<br />

helsinki was eUR 3.64, the lowest eUR 1.93, and the average price<br />

eUR 2.85. at the end of the year, the price of the a shares was eUR<br />

2.85. at the end of 2009, the price of the a shares was eUR 1.94,<br />

while the average price in 2009 was eUR 1.52.<br />

The highest price for M-real’s B shares in <strong>2010</strong> was eUR 3.26, the<br />

lowest eUR 1.46, and the average price eUR 2.44. at the end of the<br />

year, the price of the B shares was eUR 2.54. at the end of 2009, the<br />

price of the B shares was eUR 1.53, while the average price in 2009<br />

was eUR 0.66.<br />

The trading volume of a shares was eUR 6 million, 5 per cent of<br />

the share capital. The trading volume of B shares was eUR 894 mil-


lion, 125 per cent of the share capital. The market value of a and B<br />

shares totalled eUR 845 million at the end of the year.<br />

at the end of the year, <strong>Metsä</strong>liitto Cooperative owned 38.8 per<br />

cent of the shares, and the voting rights conferred by these shares<br />

amounted to 60.5 per cent. International investors held 14 per cent<br />

of the shares.<br />

on 8 april <strong>2010</strong>, the holdings of Norway’s Central Bank (Norges<br />

Bank) in M-real dropped to 4.4 per cent of the share capital and 1.4<br />

per cent of the voting rights.<br />

The company does not hold any of its own shares.<br />

Distributable funds and dividend<br />

The distributable funds of the parent company as of 31 december<br />

<strong>2010</strong> were eUR -382,932,705.40 of which the result for the financial<br />

year is eUR -40,145,050.84. The company therefore has no distributable<br />

funds. In its meeting on 10 February 2011, the <strong>Board</strong> of directors<br />

decided to propose to the annual General Meeting in the spring 2011,<br />

to be held on 23 March 2011, that no dividend is paid for the financial<br />

year <strong>2010</strong>. No dividend was paid for 2009.<br />

<strong>Board</strong> of Directors and Auditors<br />

The annual General Meeting of March confirmed the number of<br />

members of the M-real <strong>Board</strong> of directors as nine (9). The annual<br />

General Meeting elected the following as members of the <strong>Board</strong> of<br />

directors: Mikael aminoff, M.Sc. (Forestry); Martti asunta, M. Sc.<br />

(Forestry); Kari Jordan, honorary Counsellor; Kirsi Komi, ll.M.; Kai<br />

Korhonen, M.Sc. (eng); liisa leino, Ma (education); Juha Niemelä,<br />

honorary Counsellor; antti Tanskanen, Minister; and erkki Varis,<br />

M.Sc. (eng). The term of office of the <strong>Board</strong> members expires at the<br />

end of the next annual General Meeting. at its organising meeting,<br />

the <strong>Board</strong> of directors elected Kari Jordan as its Chairman and Martti<br />

asunta as its Vice Chairman. The <strong>Board</strong> further resolved to organise<br />

the <strong>Board</strong> committees. The members of the audit Committee are<br />

Kirsi Komi, Kai Korhonen, antti Tanskanen and erkki Varis. The<br />

members of the Nomination and Compensation Committee are<br />

Mikael aminoff, Martti asunta, Kari Jordan, liisa leino and Juha<br />

Niemelä.<br />

The annual General Meeting elected authorised public accountants<br />

pricewaterhouseCoopers oy as M-real’s auditor. The term of<br />

office of the auditor expires at the end of the next annual General<br />

Meeting.<br />

a Corporate Governance Statement has been published as a<br />

separate <strong>report</strong> at the same time with the financial statements and<br />

this <strong>report</strong>.<br />

Events after the period<br />

M-real started a new eUR 70 million profit improvement programme.<br />

The programme focuses on improving profitability of the paper business,<br />

as well as decreasing the variable costs of all businesses. The<br />

earlier-announced profit improvement impact of the Simpele and<br />

Kemi board investments and the closure of speciality paper production<br />

at Simpele are included in the new profit improvement programme.<br />

The full effect of the programme on operating profit, eUR<br />

70 million, is estimated to be reached from 2012 onwards. The<br />

positive result impact in 2011 is expected to be approximately eUR<br />

30 million. Cost inflation is expected to accelerate in 2011. The combined<br />

result impact of M-real’s new profit improvement programme<br />

and the previous years’ programmes is in 2011 estimated to be eUR<br />

90 million positive, which is expected to mostly offset the cost inflation.<br />

The annual folding boxboard capacity of the Äänekoski and<br />

Kyröskoski mills is planned to be increased by a total of approximately<br />

70,000 tonnes. The total value of the planned investments is some<br />

eUR 30 million. The Kyroskoski investment is planned to be completed<br />

in late 2011 and the Äänekoski investment in spring 2012.<br />

Related to the planned investment M-real will start statutory negotiations<br />

at the Äänekoski board mill on 18 February 2011 covering<br />

the mill workers in total of about 130 people. The maximum personnel<br />

reduction need is estimated to be 10 people. Kyröskoski investment<br />

is expected to have no personnel impact. Following the planned<br />

investments, the annual production capacity is to increase to 190,000<br />

tonnes at Kyröskoski and to 240,000 tonnes at Äänekoski. production<br />

is planned to be directed to food packaging. even after these planned<br />

investments, M-real has good potential to further increase the production<br />

capacity of the Kyröskoski and Äänekoski mills should the<br />

market situation so require.<br />

Sari pajari was appointed as SVp, Business development and a<br />

member of the Corporate Management Team. her education is<br />

Master of Science, engineering. her main responsibilities are business<br />

development and Total Quality Management. pajari starts in<br />

the new position on 1 april 2011 and <strong>report</strong>s to Ceo Mikko helander.<br />

pajari is moving to M-real from the position of SVp, CIo of <strong>Metsä</strong>liitto<br />

Group which she held since 2009. prior to joining <strong>Metsä</strong>liitto Group<br />

in 2007 pajari has worked as a managing strategy consultant in pöyry,<br />

pwC Consulting and IBM.<br />

Near-term outlook<br />

The demand for board is expected to remain good during the next<br />

few months. M-real’s folding boxboard and liner prices are in excess<br />

of 10 per cent higher than at the beginning of the previous year as a<br />

result of increases implemented in europe.<br />

The demand for uncoated fine paper seems to continue stable.<br />

M-real has announced a price increase of 6–8 per cent, effective in<br />

March. The demand for speciality papers is also expected to remain<br />

stable and the price level unchanged.<br />

The average price of pulp is expected to be slightly lower in the<br />

first quarter compared with the fourth quarter of the previous year.<br />

a significant decrease in the price of pulp is not foreseen, however.<br />

Cost inflation is expected to accelerate in 2011. M-real started a<br />

new eUR 70 million profit improvement programme in January 2011.<br />

The combined result impact of the new programme and the previous<br />

years’ profit improvement programmes is in 2011 estimated to be<br />

eUR 90 million positive, which is expected to mostly offset the accelerated<br />

cost inflation.<br />

In the first quarter of 2011 M-real’s operating result, excluding<br />

non-recurring items, is expected to improve from the fourth quarter<br />

of <strong>2010</strong>.<br />

RepoRT oF The BoaRd oF dIReCToRS <strong>2010</strong><br />

37


Consolidated statement of<br />

comprehensive income<br />

eUR million<br />

Continuing operations<br />

Note 1.1. – 31.12.<strong>2010</strong> 1.1. – 31.12.2009<br />

Sales 4 2,605 2,432<br />

Change in stocks of finished goods and work in progress 7 34 -71<br />

other operating income 6 108 252<br />

Materials and services 7 -2,022 -1,801<br />

employee costs 7 -312 -406<br />

Share of profit from associated companies 15 78 2<br />

depreciation, amortization and impairment charges 4, 8 -166 -356<br />

other operating expenses 7 -179 -319<br />

Operating result 146 -267<br />

Share of profit from associated companies 15 -24 -16<br />

Net exchange gains/losses 9 -9 5<br />

other financial income 9 12 25<br />

Interest and other financial expenses 9 -77 -105<br />

Result from continuing operations before tax 48 -358<br />

Income taxes 10 -21 27<br />

Result for the period from continuing operations<br />

Discontinued operations<br />

27 -331<br />

Result for the period from discontinued operations 5 0 -23<br />

Result for the period 27 -354<br />

Other comprehensive income<br />

Cash flow hedges 11 10 26<br />

available for sale investments 11 28 -115<br />

Translation differences 11 12 5<br />

Share of profit from associated companies 11 2<br />

Income tax relating to components of other comprehensive income 11 -2 27<br />

other comprehensive income, net of tax 50 -57<br />

Total comprehensive income for the period 77 -411<br />

Attributable to:<br />

Shareholders of parent company 28 -358<br />

Non-controlling interest -1 4<br />

27 -354<br />

Total comprehensive income for the period attributable to:<br />

Shareholders of parent company 78 -412<br />

Non-controlling interest -1 1<br />

77 -411<br />

Basic and diluted earnings per share for result attributable to the shareholders<br />

of parent company, EUR 12<br />

From continuing operations 0.09 -1.02<br />

From discontinued operations 0.00 -0.07<br />

Total 0.09 -1.09<br />

The notes are an integral part of these financial statements.<br />

38 CoNSolIdaTed STaTeMeNT oF CoMpReheNSIVe INCoMe


Consolidated balance sheet<br />

eUR million Note 31.12.<strong>2010</strong> 31.12.2009<br />

ASSETS<br />

Non-current assets<br />

Goodwill 13 13 13<br />

other intangible assets 13 26 32<br />

Tangible assets 13, 37 1,063 1,130<br />

Investments in associated companies 15 265 210<br />

available for sale investments 16, 28 314 317<br />

other non-current financial assets 17, 25, 28 59 58<br />

deferred tax receivables 18 3 3<br />

derivative financial instruments 28, 29 8 5<br />

Current assets<br />

1,751 1,768<br />

Inventories 19 391 313<br />

accounts receivables and other receivables 20, 25, 28 516 497<br />

Current income tax receivables 38 38<br />

derivative financial instruments 28, 29 13 19<br />

Cash and cash equivalent 21, 25, 28 408 497<br />

1,366 1,364<br />

Total assets 3,117 3,132<br />

SHAREHOLDERS´ EQUITY AND LIABILITIES<br />

Equity attributable to shareholders of parent company 22<br />

Share capital 558 558<br />

Share premium account 667 667<br />

Translation differences 23 2<br />

Fair value and other reserves 223 194<br />

Retained earnings -477 -505<br />

994 916<br />

Non-controlling interest 5 8<br />

Total shareholders´ equity 999 924<br />

Non-current liabilities<br />

deferred tax liabilities 18 179 162<br />

post employment benefit obligations 23 85 89<br />

provisions 24, 37 35 60<br />

Borrowings 25, 28 1,016 943<br />

other liabilities 26, 28 8 12<br />

derivative financial instruments 28, 29 18 18<br />

Current liabilities<br />

1,341 1,284<br />

provisions 24, 37 7 44<br />

Current borrowings 25, 28 334 467<br />

accounts payable and other liabilities 27, 28 415 381<br />

Current income tax liabilities 3 6<br />

derivative financial instruments 28, 29 18 26<br />

777 924<br />

Total liabilities 2,118 2,208<br />

Total shareholders' equity and liabilities 3,117 3,132<br />

The notes are an integral part of these financial statements.<br />

CoNSolIdaTed BalaNCe SheeT<br />

39


Statement of changes in shareholders’ equity<br />

equity attributable to shareholders of parent company<br />

Fair value<br />

Share<br />

and<br />

Share premium Translation other Retained<br />

Non-control-<br />

eUR million Note capital account differences reserves earnings Total ling interest Total<br />

Shareholders’ equity, 1 January 2009 558 667 -9 259 -146 1,329 57 1,386<br />

Result for the period -358 -358 4 -354<br />

other comprehensive income 11<br />

Cash flow hedges 26 26 26<br />

available for sale investments -115 -115 -115<br />

Translation differences 8 8 -3 5<br />

Share of other comprehensive income<br />

of associated companies<br />

Income tax relating to components of<br />

other comprehensive income 3 24 27 0 27<br />

other comprehensive income total 11 -65 -54 -3 -57<br />

Comprehensive income total 11 -65 -358 -412 1 -411<br />

Related party transaction<br />

<strong>Metsä</strong> Botnia restructuring in Uruguay -50 -50<br />

Shareholders’ equity, 31 December 2009 558 667 2 194 -504 916 8 924<br />

Shareholders’ equity, 1 January <strong>2010</strong> 558 667 2 194 -504 916 8 924<br />

Result for the period 28 28 -1 27<br />

other comprehensive income 11<br />

Cash flow hedges 10 10 10<br />

available for sale investments 28 28 28<br />

Translation differences 12 12 12<br />

Share of other comprehensive income<br />

of associated companies 1 1 2 2<br />

Income tax relating to components of<br />

other comprehensive income 8 -10 -2 -2<br />

other comprehensive income total 21 29 50 50<br />

Comprehensive income total 21 29 28 78 -1 77<br />

Related party transaction<br />

dividends relating to 2009 -2 -2<br />

Shareholders' equity, 31 December <strong>2010</strong> 558 667 23 223 -476 994 5 999<br />

The notes are an integral part of these financial statements.<br />

40 STaTeMeNT oF ChaNGeS IN ShaReholdeRS’ eQUITy


Consolidated cash flow statement<br />

eUR million Note <strong>2010</strong> 2009<br />

Cash flow from operating activities<br />

Result for the period 27 -354<br />

adjustments to the result, total 31 108 324<br />

Interest received 12 20<br />

Interest paid -76 -114<br />

dividends received 1 1<br />

other financial items, net -39 55<br />

Income taxes paid -16 9<br />

Change in working capital 31 -86 140<br />

Net cash flow from operating activities -69 81<br />

Cash flow arising from investing activities<br />

acquisition of other shares -2 -3<br />

Capital expenditure -64 -70<br />

proceeds from disposal of joint venture, net of cash 5 0 274<br />

proceeds from disposal of shares in associated companies 33 0 46<br />

proceeds from disposal of other shares 41 3<br />

proceeds from sale of fixed assets 45 9<br />

proceeds from long-term receivables 0 1<br />

Increase in long-term receivables 0 -49<br />

Net cash flow arising from investing activities 20 211<br />

Cash flow arising from financing activities<br />

proceeds from non-current liabilities 167 71<br />

payment of non-current liabilities -389 -483<br />

proceeds from current liabilities, net 162 -134<br />

Change in current interest-bearing receivables, net 21 202<br />

dividends paid -2 0<br />

Net cash flow arising from financing activities -41 -344<br />

Change in cash and cash equivalents -90 -52<br />

Cash and cash equivalents at beginning of period 497 550<br />

Translation adjustments 1 -1<br />

Changes in cash and cash equivalents -90 -52<br />

Cash and cash equivalents at end of period 21 408 497<br />

The notes are an integral part of these financial statements.<br />

CoNSolIdaTed CaSh FloW STaTeMeNT<br />

41


Notes to the financial statement<br />

1 accounting policies<br />

The principal accounting policies to be adopted in the preparation<br />

of the consolidated financial statements are as follows.<br />

Main operations<br />

M-real Corporation and its subsidiaries comprise a forest industry<br />

group, which operations are organized into four business segments:<br />

Consumer packaging, office papers, Speciality papers and Market<br />

pulp and energy. The Group has manufacturing operations in five<br />

countries in europe. europe is also the company’s main market area,<br />

but its products are sold worldwide. The Group’s other operations<br />

are the head office along with ancillary functions that support business<br />

operations. Group’s main product areas are folding boxboard,<br />

office papers and special papers.<br />

M-real Corporation is Group’s parent company that is domiciled<br />

in helsinki. The registered address of the company is Revontulentie<br />

6, 02100 espoo Finland,<br />

The copy of the annual <strong>report</strong> can be obtained in M-real’s website<br />

www.m-real.com or parent company’s head office Revontulentie 6,<br />

02100 espoo Finland.<br />

The Group consolidated financial statements were authorized for<br />

issue by the <strong>Board</strong> of directors on 10 February 2011.<br />

according to Finnish Companies act shareholders have possibility<br />

to accept or reject the financial statements in General Meeting<br />

of shareholders after date of publication. General Meeting of shareholders<br />

also have possibility to decide to change financial statements.<br />

Accounting policies and measurement bases<br />

M-real Corporation’s consolidated financial statements have been<br />

prepared in accordance with the International Financial Reporting<br />

Standards (IFRS), applying the IaS and IFRS standards and SIC and<br />

IFRIC interpretations that were effective and approved by the eU at<br />

the date of the financial statements 31 december 2009. International<br />

Financial Reporting Standards refer to the standards and their interpretations<br />

approved for use in the eU by the Finnish accounting act<br />

and the regulations set out pursuant to it in accordance with the<br />

procedure defined in the eU decree (eC) no. 1606/2002. The notes<br />

to the consolidated financial statements also comply with the requirements<br />

of Finnish accounting and Community legislation supplementing<br />

the IFRS regulations.<br />

The consolidated financial statements are presented in millions<br />

of euros.<br />

The financial statements have been prepared based on historical<br />

costs, except for biological assets, derivative contracts and certain<br />

other financial assets and liabilities that have been measured at fair<br />

value.<br />

Management assesses that in foreseeable future group has enough<br />

resources to continue as a going concern. The group has prepared<br />

the financial statements on a going concern basis.<br />

42 NoTeS To The FINaNCIal STaTeMeNT<br />

In preparing these interim financial statements, the group has followed<br />

the same accounting policies as in the annual financial statements<br />

for 2009 except for the effect of changes required by the<br />

adoption of the following new standards, interpretations and amendments<br />

to existing standards and interpretations on 1 January <strong>2010</strong>:<br />

IFRS 3 (Revised) Business Combinations. The revised standard continues<br />

to apply the acquisition method to business combinations,<br />

with some significant changes. For example, all payments to purchase<br />

a business are to be recorded at fair value at the acquisition<br />

date, with contingent payments classified as debt subsequently remeasured<br />

through the income statement. There is a choice on an<br />

acquisition-by-acquisition basis to measure the non-controlling<br />

interest in the acquiree at fair value or at the non-controlling interest’s<br />

proportionate share of the acquiree’s net assets. all acquisitionrelated<br />

costs should be expensed. The revised standard will affect<br />

the accounting of all business combinations from 1 January <strong>2010</strong>.<br />

IaS 27 (Revised) Consolidated and Separate Financial Statements.<br />

The revised standard requires the effects of all transactions with<br />

non-controlling interests to be recorded in equity if there is no change<br />

in control and these transactions will no longer result in goodwill or<br />

gains and losses. The standard also specifies the accounting when<br />

control is lost. any remaining interest in the entity is remeasured to<br />

fair value, and a gain or loss is recognised in profit or loss. The group<br />

will apply IaS 27 (revised) prospectively to transactions with noncontrolling<br />

interests from 1 January <strong>2010</strong>.<br />

IFRIC 16 Net Investment in a Foreign operation. IFRIC 16 clarifies<br />

the accounting for the hedge of a net investment in a foreign operation<br />

in an entity’s consolidated financial statements. It eliminates<br />

the possibility of an entity applying hedge accounting for a hedge of<br />

the foreign exchange differences between the functional currency<br />

of a foreign operation and the presentation currency of the parent’s<br />

consolidated financial statements. The requirements of IaS 21, ‘The<br />

effects of changes in foreign exchange rates’, do apply to the hedged<br />

item. The interpretation does not have an impact on the consolidated<br />

financial statements.<br />

IFRIC 17 distribution of non-cash assets to owners. The interpretation<br />

is part of the IaSB’s annual improvements project published in<br />

april 2009. This interpretation provides guidance on accounting for<br />

arrangements, whereby an entity distributes non-cash assets to<br />

shareholders either as a distribution of reserves or as dividends.<br />

IFRS 5 has also been amended to require that assets are classified<br />

as held for distribution only when they are available for distribution<br />

in their present condition and the distribution is highly probable. The<br />

interpretation does not have an impact on the consolidated financial<br />

statements.<br />

IFRS 2 (amendment) Share-based payment – Group Cash-settled<br />

Share-based payment Transactions. The amendment to IFRS 2<br />

clarifies that an entity that receives goods or services from its suppliers<br />

must apply IFRS 2 even though the entity has no obligation to


make the required share-based cash payments. The interpretation<br />

does not have an impact on the consolidated financial statements.<br />

IaS 39 (amendment) Financial instruments: Recognition and measurement<br />

– eligible hedged Items’. The amendment prohibits designating<br />

inflation as a hedgeable component of a fixed rate debt. It<br />

also prohibits including time value in the one-sided hedged risk<br />

when designating options as hedges. The amendment does not have<br />

a material impact on the consolidated financial statements.<br />

IFRIC 9 and IaS 39 (amendment) Reassessment of embedded derivatives<br />

on reclassification. The amendments to IFRIC 9 and IaS 39<br />

clarify that on reclassification of a financial asset out of the ‘at fair<br />

value through profit or loss’ category all embedded derivatives have<br />

to be assessed and, if necessary, separately accounted for in financial<br />

statements. The amendments do not have an impact on the<br />

consolidated financial statements.<br />

IaSB published changes to 12 standards or interpretations in april<br />

2009 as part of the annual Improvements to IFRSs project, which<br />

were adopted by the group in <strong>2010</strong>. The following presentation<br />

includes the most relevant changes to the group.<br />

IFRS 5 (amendment) Non-current assets held for Sale and discontinued<br />

operations. The amendment clarifies that IFRS 5, ‘Noncurrent<br />

assets held for sale and discontinued operations’, specifies<br />

the disclosures required in respect of non-current assets (or disposal<br />

groups) classified as held for sale or discontinued operations. It also<br />

clarifies that the general requirements of IaS 1 still apply, particularly<br />

paragraph 15 (to achieve a fair presentation) and paragraph 125<br />

(sources of estimation uncertainty) of IaS 1. The amendments do<br />

not have a material impact on the consolidated financial statements.<br />

IaS 1 (amendment) presentation of Financial Statements. The<br />

amendment clarifies that the potential settlement of a liability by<br />

the issue of equity is not relevant to its classification as current or<br />

non-current. By amending the definition of current liability, the<br />

amendment permits a liability to be classified as non-current (provided<br />

that the entity has an unconditional right to defer settlement<br />

by transfer of cash or other assets for at least 12 months after the<br />

accounting period) notwithstanding the fact that the entity could be<br />

required by the counterparty to settle in shares at any time. The<br />

amendments do not have a material impact on the consolidated<br />

financial statements.<br />

IaS 17 (amendment) leases. The amendment deletes specific guidance<br />

regarding classification of leases of land, so as to eliminate<br />

inconsistency with the general guidance on lease classification. as<br />

a result, leases of land should be classified as either finance or<br />

operating using the general principles of IaS 17. The amendments<br />

do not have a material impact on the consolidated financial statements.<br />

IaS 36 (amendment) Impairment of assets. The amendment clarifies<br />

that the largest cash-generating unit (or group of units) to which<br />

goodwill should be allocated for the purposes of impairment testing<br />

is an operating segment as defined in IFRS 8, ‘operating segments’<br />

(that is, before the aggregation of segments with similar economic<br />

characteristics permitted by IFRS 8). The amendments do not have<br />

a material impact on the consolidated financial statements.<br />

IFRIC 16 (amendment) hedges of a net investment in a foreign<br />

operation. The amendment states that, in a hedge of a net investment<br />

in a foreign operation, qualifying hedging instruments may be<br />

held by any entity or entities within the group, including the foreign<br />

operation itself, as long as the designation, documentation and<br />

effectiveness requirements of IaS 39 that relate to a net investment<br />

hedge are satisfied. Management is assessing the impact of these<br />

changes on the financial statements of the group.<br />

New standards, interpretations and<br />

amendments to existing standards<br />

The following new standards, interpretations and amendments to<br />

existing standards and interpretations issued during the year <strong>2010</strong><br />

will be adopted by the group in 2011:<br />

IaS 24 (Revised) Related party disclosures. The revised standard<br />

simplifies the disclosure requirements for government-related entities<br />

and clarifies the definition of a related party. The revised standard<br />

still requires disclosures that are important to users of financial<br />

statements but eliminates requirements to disclose information that<br />

is costly to gather and of less value to users. It achieves this balance<br />

by requiring disclosure about these transactions only if they are<br />

individually or collectively significant. The interpretation does not<br />

have an impact on the consolidated financial statements.<br />

IaS 32 (amendment) Financial Instruments: presentation – Classification<br />

of Rights Issues. The amendment addresses the accounting<br />

for rights issues (rights, options or warrants) that are denominated<br />

in a currency other than the functional currency of the issuer.<br />

previously such rights issues were accounted for as derivative liabilities.<br />

however, the amendment requires that, provided certain<br />

conditions are met, such rights issues are classified as equity regardless<br />

of the currency in which the exercise price is denominated. The<br />

amendment does not have an impact on the consolidated financial<br />

statements.<br />

IFRIC 19 extinguishing Financial liabilities with equity Instruments.<br />

The interpretation clarifies the accounting when an entity renegotiates<br />

the terms of its debt with the result that the liability is extinguished<br />

by the debtor issuing its own equity instruments to the<br />

creditor. IFRIC 19 requires a gain or loss to be recognised in profit<br />

or loss when a liability is settled through the issuance of the entity’s<br />

own equity instruments. The amount of the gain or loss recognised<br />

in profit or loss will be the difference between the carrying value of<br />

the financial liability and the fair value of the equity instruments<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

43


issued. The interpretation does not have an impact on the consolidated<br />

financial statements.<br />

IFRIC 14 (amendment) prepayments of a Minimum Funding Requirement.<br />

The amendment is aimed at correcting an unintended consequence<br />

of IFRIC 14. as a result of the interpretation, entities are in<br />

some circumstances not permitted to recognise some prepayments<br />

for minimum funding contributions as an asset. The amendment<br />

remedies this unintended consequence by requiring prepayments<br />

in appropriate circumstances to be recognised as assets. The interpretation<br />

does not have an impact on the consolidated financial<br />

statements.<br />

IaSB published changes to 7 standards or interpretations in July<br />

<strong>2010</strong> as part of the annual Improvements to IFRSs project, which<br />

will be adopted by the group in 2011. The following presentation<br />

includes the most relevant changes to the group. The changes are<br />

still subject to endorsement by the european Union.<br />

IFRS 3 (amendments)<br />

a) Transition requirements for contingent consideration from a business<br />

combination that occurred before the effective date of the<br />

revised IFRS<br />

b) Measurement of non-controlling interests<br />

c) Un-replaced and voluntarily replaced share-based payment awards<br />

a) Clarifies that the amendments to IFRS 7, ‘Financial instruments:<br />

disclosures’, IaS 32, ‘Financial instruments: presentation’, and<br />

IaS 39, ‘Financial instruments: Recognition and measurement’,<br />

that eliminate the exemption for contingent consideration, do not<br />

apply to contingent consideration that arose from business combinations<br />

whose acquisition dates precede the application of IFRS 3.<br />

b) The choice of measuring non-controlling interests at fair value or<br />

at the proportionate share of the acquiree’s net assets applies only<br />

to instruments that represent present ownership interests and<br />

entitle their holders to a proportionate share of the net assets in<br />

the event of liquidation. all other components of non-controlling<br />

interest are measured at fair value unless another measurement<br />

basis is required by IFRS.<br />

c) The application guidance in IFRS 3 applies to all share-based payment<br />

transactions that are part of a business combination, including<br />

unreplaced and voluntarily replaced share-based payment<br />

awards.The amendment does not have an impact on the consolidated<br />

financial statements.<br />

IFRS 7 (amendment) Financial instruments: Financial statement<br />

disclosures. The amendment emphasizes the interaction between<br />

quantitative and qualitative disclosures about the nature and extent<br />

of risks associated with financial instruments. Management is<br />

assessing the impact of these changes on the financial statements<br />

of the Group.<br />

44 NoTeS To The FINaNCIal STaTeMeNT<br />

IaS 34 (amendment) Interim financial <strong>report</strong>ing. The change provides<br />

guidance to illustrate how to apply disclosure principles in IaS 34<br />

and add disclosure requirements around:<br />

The circumstances likely to affect fair values of financial instruments<br />

and their classification; Transfers of financial instruments between<br />

different levels of the fair value hierarchy; Changes in classification<br />

of financial assets; and Changes in contingent liabilities and assets.<br />

Management is assessing the impact of these changes on the financial<br />

statements of the Group.<br />

The following standards, interpretations and amendments will be<br />

adopted in 2012 or later:<br />

IFRS 9 Financial assets – Classification and Measurement. The<br />

standard represents the first milestone in the IaSB’s planned replacement<br />

of IaS 39. It addresses classification and measurement of<br />

financial assets. The next steps involve reconsideration and reexposure<br />

of the classification and measurement requirements for<br />

financial liabilities, impairment testing methods for financial assets,<br />

and development of enhanced guidance on hedge accounting. Management<br />

is currently assessing the impact of the standard on the<br />

financial statements of the Group.<br />

IFRS 9 Financial liabilities – Classification and Measurement. The<br />

second part of IFRS 9 was published in october <strong>2010</strong>. It complements<br />

previously issued IFRS 9, ‘Financial instruments’ to include guidance<br />

on financial liabilities. The accounting and presentation for financial<br />

liabilities shall remain the same except for those financial liabilities<br />

for which fair value option is applied. Management is currently<br />

assessing the impact of the standard on the financial statements of<br />

the Group.<br />

IFRS 7 (amendment) disclosures – Transfers of financial assets. The<br />

amendment adds disclosure requirements related to risk exposures<br />

derived from transferred assets. additional disclosures, where<br />

financial assets have been derecognised but the entity is still exposed<br />

to certain risks and rewards associated with the transferred asset,<br />

are required. The amendment can increase the disclosures in the<br />

notes to financial statements in the future. Management is currently<br />

assessing the impact of the standard on the financial statements of<br />

the Group.<br />

Principles of consolidation<br />

Subsidiaries<br />

Subsidiaries include all companies (including units established for<br />

a specific purpose) in which the Group has the right to control the<br />

principles of finances and operations. This is usually based on holding<br />

shares conferring more than one half of the votes. When evaluating<br />

whether the Group has control over another company, the<br />

existence and impact of potential voting power that can be realised<br />

at the time of the review by exercising the right or performing an<br />

exchange. Subsidiaries are consolidated in the consolidated financial


statements in their entirety starting on the day on which the Group<br />

obtains control in them. The consolidation stops when the control<br />

ceases.<br />

Mergers of business operations are processed using the acquisition<br />

method. Consideration paid for the purchase of a subsidiary is<br />

determined as the fair value of paid assets, assumed liabilities and<br />

equity shares issued by the Group. The assigned consideration<br />

includes the fair value of an asset or liability arising as the result of<br />

a conditional consideration arrangement. acquisition-related costs<br />

are recognised as expenses as they materialise. Identifiable assets<br />

obtained in a business merger and assumed liabilities and conditional<br />

liabilities are valued at fair value at the date of acquisition. The holding<br />

of non-controlling shareholders in the target of the acquisition<br />

is recognised on an acquisition-specific basis either at fair value or<br />

an amount corresponding to the proportion of the net assets of the<br />

target of the acquisition held by non-controlling shareholders.<br />

The amount by which the sum of paid consideration, proportion<br />

of non-controlling shareholders in the target and previously owned<br />

proportion exceed the Group’s proportion of the fair value of the<br />

acquired net assets is <strong>report</strong>ed on the balance sheet as goodwill. If<br />

the total amount of consideration, proportion of non-controlling<br />

shareholders and previously owned portion is lower than the fair<br />

value of the net assets and the transaction is a beneficial one, the<br />

difference is recognised in the income statement.<br />

Business transactions, receivables and liabilities between the<br />

Group companies and unrealised profits are eliminated. Unrealised<br />

losses are also eliminated. The accounting principles followed by<br />

subsidiaries have been amended to correspond to the principles<br />

followed by the Group as necessary.<br />

Transactions with non-controlling shareholders<br />

Business transactions with non-controlling shareholders are processed<br />

in the same way as those with Group shareholders. When<br />

shares are purchased from non-controlling shareholders, the difference<br />

between the consideration paid and the proportion of the<br />

net assets in the subsidiary purchased is recognised in equity. also,<br />

profit or loss from sale of shares to non-controlling shareholders is<br />

recognised in equity.<br />

The non-controlling interest in the accumulated losses is recognised<br />

in the consolidated financial statements up to the amount of<br />

the investment.<br />

Associated companies<br />

associated companies include all companies in which the Group has<br />

considerable influence but no control. Usually, significant influence<br />

is based on a shareholding conferring 20–50 per cent of the votes.<br />

Investments in associated companies are processed using the equity<br />

method, and they are initially entered at cost. The Group’s shares in<br />

associated companies also include the goodwill measured at the<br />

time of acquisition less any impairment.<br />

The Group’s share of profits or losses of associated companies<br />

following the acquisition is recognised in the income statement, and<br />

its proportion of changes in equity after the acquisition is recognised<br />

in equity. The book value of the investment is adjusted for changes<br />

accumulated after the acquisition. If the Group’s share of associated<br />

companies’ losses is as large or larger than its share of the associated<br />

company including any other unsecured receivables, the Group<br />

will not recognise additional losses unless it has commitments concerning<br />

the associated companies and it has not made payments on<br />

behalf of it.<br />

a proportion corresponding to the Group’s shareholding is eliminated<br />

from unrealised profits between the Group and its associated<br />

companies. Unrealised losses are also eliminated unless the transaction<br />

indicates an impairment of the value of the asset. The accounting<br />

principles followed by associated companies have been amended<br />

to correspond to the principles followed by the Group as necessary.<br />

profits or losses from investments in associated companies due to<br />

the dilution effect are recognised in the income statement.<br />

Joint ventures<br />

The Group’s holdings in jointly controlled units are processed in the<br />

consolidated financial statements using proportional consolidation.<br />

The Group’s proportion of the joint venture’s individual income items,<br />

expenses, assets and liabilities and cash flows are consolidated in<br />

the corresponding items of the consolidated financial statements.<br />

For assets sold to a joint venture, the proportion of profits of losses<br />

belonging to third parties is recognised. The Group does not recognise<br />

its share of a joint venture’s profits or losses arising from assets<br />

purchased from it by the Group before the assets have been sold<br />

further to an independent party. however, a loss incurred by business<br />

transactions will be recognised immediately if it indicates a decrease<br />

in the net realisation value or impairment of current assets.<br />

oy <strong>Metsä</strong>-Botnia ab, Äänevoima oy and Ääneverkko oy have been<br />

consolidated on a proportionate basis line by line. after <strong>Metsä</strong> Botnia<br />

transaction in december 2009 <strong>Metsä</strong>-Botnia is handled as an associated<br />

company from 8 december 2009 on.<br />

Transactions in foreign currency<br />

The figures concerning the profit and financial position of the Group<br />

units are presented in the currency that is used in the primary operating<br />

environment of the unit in question. The consolidated financial<br />

statements are presented in euros, which is the parent company’s<br />

operating and <strong>report</strong>ing currency. Business transactions denominated<br />

in foreign currencies are recognised in the operating currency<br />

using the rate of the transaction date. Monetary items denominated<br />

in foreign currencies are translated into the operating currency using<br />

the rate of the closing date. Non-monetary items in foreign currencies<br />

recognised at fair value have been translated into the operating<br />

currency using the rate of the date on which the value was determined.<br />

otherwise, non-monetary items have been recognised using<br />

the rate of the transaction date.<br />

any gains or losses resulting from transactions in foreign currencies,<br />

and from the translation of monetary items, are recognised<br />

under financial income and expenses with the exception of liabilities<br />

classified as hedges for net investment in a foreign entity, for which<br />

the currency gains and losses are entered for the part of hedge<br />

proven effective in the translation differences in other comprehensive<br />

income.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

45


The income statements of Group companies whose <strong>report</strong>ing<br />

currencies are other than euro are translated into euros using average<br />

exchange rates for the <strong>report</strong>ing period, and their balance sheets<br />

at the exchange rates prevailing at the balance sheet date. Translation<br />

differences arising on translation and on applying the purchase<br />

method of consolidation are entered in other comprehensive income.<br />

In conjunction with divestments of subsidiaries, either by selling or<br />

by dissolving, translation differences accumulated by the time of<br />

divestment are entered in the income statement as part of the gain<br />

or loss from the divestment.<br />

Financial assets<br />

Financial assets have been classified according to the IaS standards<br />

as follows: 1) Financial assets at fair value through profit or loss, 2)<br />

held-to-maturity investments, 3) loans and other receivables and<br />

4) available-for-sale financial assets. Categorisation depends on the<br />

purpose for which the assets were acquired and is made at the time<br />

they were originally recorded. Financial assets are initially recognised<br />

at fair value. Transaction costs are included in the fair value unless<br />

the item is measured at fair value through profit and loss. Financial<br />

assets are derecognised when the Group has lost the contractual<br />

right to receive cash flows or it has transferred substantially risks<br />

and rewards of ownership to outside the Group. Financial asset<br />

purchases and sales are recorded at the settlement date.<br />

Investments acquired for trading have been classified as financial<br />

assets at fair value through profit or loss. These may include, for<br />

example, short-term and long-term money market deposits, commercial<br />

papers and bonds. Financial assets held for trading have<br />

been recognized at fair value based on price quotations in the market.<br />

Unrealised and realised gains and losses due to changes in fair<br />

value are recognized immediately in the income statement during<br />

the financial period in which they are incurred.<br />

derivatives not included in hedge accounting are also classified<br />

as financial assets held for trading. Their accounting principles and<br />

principles of determining their fair value are described below.<br />

held-to-maturity investments include those investments with a<br />

specific date of maturity which the Group has full intention and ability<br />

to retain until the date of their maturity. The Group has no heldto-maturity<br />

investments. loans and other receivables are nonderivative<br />

financial assets with fixed or determinable payments that<br />

are not quoted in an active market.<br />

held-to-maturity investments include those investments which<br />

the Group has full intention and ability to retain until the date of their<br />

maturity. loans and other receivables comprise external and<br />

<strong>Metsä</strong>liitto Group’s internal accounts, loan and other receivables.<br />

Financial assets designated in these categories are carried at amortised<br />

cost using the effective interest method.<br />

available-for-sale financial assets are publicly quoted and<br />

unquoted shares. They are valued at fair value, or if fair value cannot<br />

be reliably determined, at cost less impairment. The fair values of<br />

publicly quoted shares are based on the share price at the date of<br />

the financial statements. If there are no quoted prices for availablefor-sale<br />

financial assets, the Group applies different types of valuation<br />

in their valuation, such as recent transactions and discounted<br />

46 NoTeS To The FINaNCIal STaTeMeNT<br />

cash flow. In this valuation, information received from the market is<br />

usually used, and factors specified by the Group itself are used as<br />

little as possible. Changes in fair value are recognised under other<br />

comprehensive income and presented in the fair value reserve, taking<br />

the tax effect into account. accumulated changes in fair value<br />

are transferred from equity to profit and loss as a correction of classification<br />

when the investment is divested or its value has impaired<br />

so that an impairment loss is to be recognised for the investment.<br />

an impairment of financial assets must be charged, if the book<br />

value of the financial asset exceeds the amount of money obtainable<br />

for it, the assessment of which is based on, for example, the debtor’s<br />

financial difficulties, neglect of payment or disappearance of an<br />

active market for the item in question.<br />

Cash and cash equivalents comprise cash in hand, deposits held<br />

at call with banks and other short-term highly liquid investments.<br />

Cash and cash equivalents include items with original maturities of<br />

three months or less from the date of acquisition.<br />

The Group assesses at each balance sheet date whether there is<br />

objective evidence of impairment of a financial asset or group of<br />

financial assets. objective evidence of impairment of available-forsale<br />

financial assets includes a significant or long-term decrease of<br />

the value of the investment under the acquisition cost. If the fair<br />

value of investments has substantially gone under acquisition cost<br />

and exceeded the period of time defined by the Group, it shall indicate<br />

that the value of the investment may be impaired. If there is evidence<br />

of impairment, the accumulated losses recognised in fair value<br />

reserve shall be transferred to profit and loss. Impairment losses of<br />

equity instruments classified as available for sale financial assets<br />

shall not be reversed through profit and loss.<br />

The criteria for determining whether there is objective evidence<br />

of impairment of loans and other receivables include:<br />

- significant financial problems of the issuer or debtor;<br />

- breach of contractual terms and conditions, such as defaults on<br />

interest or capital payments;<br />

- concessions given by the Group to the debtor due to its financial<br />

or legal reasons related to its financial problems that it would not<br />

otherwise contemplate giving<br />

- probability of the debtor’s bankruptcy<br />

- the financial asset in question no longer having an active market<br />

due to financial problems.<br />

Impairment testing of trade receivables is described below in more<br />

detail with regard to the relevant accounting principles.<br />

The amount of the impairment loss is determined as the difference<br />

between the carrying amount of the financial asset and the<br />

current value of the estimated cash flows of the financial asset discounted<br />

using the original effective interest rate (excluding any nonrealised<br />

future credit losses). Impairment of financial assets has to<br />

be recorded if the carrying amount of the financial asset exceeds its<br />

recoverable amount. The carrying amount of the asset is decreased<br />

and the loss is entered in the consolidated income statement. If the<br />

amount of the impairment loss decreases during a subsequent period<br />

and the decrease can be objectively linked to an event realised after


the recording of the impairment (such as the debtor’s credit rating<br />

improving), the impairment loss is reversed in the income statement.<br />

Financial liabilities<br />

The Group has classified all financial liabilities under “other liabilities”.<br />

When a financial liability is entered in the accounts, it is measured<br />

at cost, which is equal to the fair value of the consideration<br />

received for it. Transaction costs are included in the original carrying<br />

amount of all financial liabilities. Subsequently, all financial liabilities<br />

are measured at amortized cost using the effective interest method.<br />

derivative contracts for which hedge accounting is not applied are<br />

classified as ”Financial liabilities at fair value through profit or loss”.<br />

Financial assets and liabilities are classified according to IaS 39 and<br />

fair values are presented in the Note 28.<br />

Derivative financial instruments and hedge accounting<br />

derivative financial instruments are initially recognized in the balance<br />

sheet as fair value, which equals to it’s cost and thereafter<br />

during their term-to-maturity are revalued at their fair value. Gains<br />

and losses resulting from recognition at fair value are treated in<br />

accounting as required with regard to the intended use of the derivative<br />

in question. derivatives are initially classified either as 1) hedges<br />

of the exposure to changes in fair value of receivables, liabilities or<br />

firm commitments, 2) hedges of the cash flow from a highly probable<br />

forecast transaction, 3) hedges of a net investment in a foreign<br />

entity, 4) derivatives to which it has been decided not to apply hedge<br />

accounting or 5) derivatives used for trading. derivatives that do not<br />

qualify for hedge accounting are classified as financial assets or<br />

financial liabilities at fair value through profit or loss.<br />

When applying hedge accounting, at the inception of a hedging<br />

relationship the Group has documented the relationship between<br />

the hedged item and the hedging instruments as well as the hedging<br />

strategy observed. To meet the requirements of hedge accounting,<br />

the Group has also continuously carried out effectiveness testing<br />

to verify that changes in the fair value of the hedging instrument<br />

for each hedging relationship cover effectively enough, with respect<br />

to the hedged risk, any changes in the fair value of the hedged item.<br />

Changes in the fair value of derivatives that meet the criteria for<br />

fair value hedging are recognised through profit and loss. Changes<br />

in the fair value of a hedged asset or liability item are presented<br />

similarly in terms of the hedged risk. Changes in the fair value of<br />

the effective portion of derivative instruments that meet the criteria<br />

for cash flow hedging are recognised directly in a hedging reserve<br />

in equity. The gains and losses recognised in equity are transferred<br />

to the income statement in the period in which the hedged item is<br />

entered in the income statement. When the criteria for hedge<br />

accounting are no longer fulfilled, a hedging instrument matures or<br />

is sold or when the gain or loss accrued from hedging the cash flow<br />

remain in equity until the forecast transaction takes place. however,<br />

if the forecast hedged transaction is no longer expected to occur, the<br />

gain or loss accrued in equity is recognised immediately in the income<br />

statement. The fair value of derivatives is disclosed in current noninterest-bearing<br />

receivables or liabilities. The fair values of derivatives<br />

classified in accordance with the applied accounting practice<br />

are presented in Notes to the accounts no. 29. The maturity analysis<br />

of cash flow hedge accounting is presented in Notes to the accounts<br />

no. 30.<br />

Currency hedging<br />

To hedge its foreign currency exposure, the Group has partly applied<br />

hedge accounting in accordance with IaS 39 as so-called cash flow<br />

hedge. a separately defined portion of the highly probable forecast<br />

cash flow of sales in USd, GBp and SeK is the object of hedge<br />

accounting. a change in the fair value of a derivative hedge (currency<br />

forward contracts) proven effective is entered directly in shareholders’<br />

equity in the fair value reserve, and only after the realisation of<br />

the forecasted sales transaction it is entered in the income statement<br />

as an adjustment of the hedged sales. Changes in the fair value of<br />

other currency derivatives to hedge foreign currency exposure are<br />

recognized under financial items in the income statement. The fair<br />

values of forward foreign exchange contracts are based on forward<br />

prices prevailing at the balance sheet date, and currency options are<br />

stated at market rates in accordance with the Black&Scholes model’s<br />

fair value.<br />

The hedging of a net investment in a foreign entity is dealt with<br />

in the books like cash flow hedge. Changes in the fair value of a<br />

derivative and loan hedge proven effective are recognized directly<br />

against the translation differences accumulated in shareholders’<br />

equity. The ineffective portion of the hedge as well as the effect of<br />

the interest rate element of forward exchange contracts are recorded<br />

in financial income and expenses in the income statement.<br />

Interest hedging<br />

To hedge the fair value of separately defined loans with derivatives<br />

contracts (interest rate swaps and currency swaps), the Group has<br />

applied hedge accounting in accordance with IaS 39 as so-called fair<br />

value hedge. Changes in the fair value of both defined loans and<br />

derivative contracts that meet the criteria for effective hedge accounting<br />

are recognized in financial income and expenses through profit<br />

and loss. The fair value of loans is calculated in respect of interest<br />

rate risk and currency risk elements, but any changes in the company’s<br />

credit risk premium have not been taken into account.<br />

Moreover, to hedge its interest rate exposure, the Group has partly<br />

applied hedge accounting in accordance with IaS 39 to hedging of<br />

contractual cash flows of floating interest rates of loans as so-called<br />

cash flow hedge. a change in the fair value of derivative contracts<br />

(interest rate swaps) is entered directly in shareholders’ equity in<br />

fair value reserve.<br />

all other interest rate derivatives, to which hedge accounting is<br />

not applied, are stated at their fair value, and changes in fair value<br />

are recognized under financial items in the income statement. The<br />

fair values of forward rate agreements, interest rate futures and<br />

options are based on quoted market rates at the balance sheet date,<br />

and interest rate swaps and currency swaps are measured at the<br />

present value of future cash flows, with the calculation based on<br />

market interest rate yield curve.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

47


Commodity risk hedging<br />

To hedge its electricity price risk exposure, the Group has partly<br />

applied hedge accounting in accordance with IaS 39 as so-called<br />

cash flow hedge. a separately defined portion of the highly probable<br />

forecast cash flow of electricity purchases in Finland and Sweden is<br />

the object of hedge accounting. a change in the fair value of a derivative<br />

hedge (forward electricity contracts) proven effective is entered<br />

directly in shareholders’ equity in fair value reserve, and only after<br />

the realisation of the forecast electricity purchases sales it is entered<br />

in the income statement as an adjustment of the hedged purchases<br />

or sales. The ineffective part of electricity derivatives classified to<br />

hedge accounting and other commodity derivatives hedging commodity<br />

price risk are recognized at market rates at the balance sheet<br />

date, and changes in fair value are entered in the income statement<br />

under ”other income and expenses”.<br />

embedded derivatives are valued at fair value, and changes in<br />

fair value are entered under financial items in the income statement.<br />

The amount of embedded derivatives at the M-real Group is insignificant.<br />

Segment <strong>report</strong>ing<br />

The Group’s operating segments are comprised of the Group’s business<br />

areas. The business areas produce different products and<br />

services, and they are managed as separate units.<br />

The operating segments are <strong>report</strong>ed uniformly with internal<br />

<strong>report</strong>ing submitted to the chief operational decision-maker. The<br />

Corporate Management Team has been appointed as the chief<br />

operational decision-maker in charge of allocating resources to the<br />

operating segments and evaluating their performance.<br />

The same accounting policies are applied in segment <strong>report</strong>ing<br />

as for the Group as a whole. Transactions between segments are<br />

based on market prices. all sales and other transactions between<br />

segments are eliminated on consolidation.<br />

Non-current assets held for sale and discontinued<br />

operations<br />

an asset item/operation is classified as held for sale when the amount<br />

corresponding to its carrying value will be generated primarily from<br />

sale of the asset item.<br />

asset items classified as held for sale are measured at the lower<br />

of their carrying amount and fair value less costs to sell. asset items<br />

classified as held for sale are not depreciated or amortized.<br />

a discontinued operation is one which the Group has disposed of<br />

or that is classified as held for sale and represents a separate major<br />

line of business or geographical area of operations. The profit or<br />

loss from discontinued operations after tax is shown as a separate<br />

item in the consolidated income statement.<br />

Recognition of income<br />

Sales include income from the sale of products and services as well<br />

as raw materials and supplies corrected for indirect taxes, discounts<br />

and other sales adjustment items. Income from the sale of goods is<br />

recognised as income when the risks and benefits associated with<br />

the ownership of the product are transferred to the buyer and the<br />

48 NoTeS To The FINaNCIal STaTeMeNT<br />

Group no longer has rights of possession or control on the product.<br />

Usually, this refers to the moment on which the product has been<br />

delivered to the customer in accordance with the agreed terms of<br />

delivery.<br />

The Group’s terms of delivery are based on the Incoterms 2000<br />

delivery terms, a compilation of definitions of delivery terms published<br />

by the International Chamber of Commerce. The Group’s most<br />

common delivery terms concerning sales are:<br />

- d terms, according to which the Group has to deliver the products<br />

to the agreed destination. The sale is concluded at the moment of<br />

delivery to the buyer at the agreed destination at the agreed time.<br />

- C terms, according to which the seller arranges and pays for<br />

transport to the agreed destination and certain other expenses.<br />

however, the Group’s responsibility for the products ends after the<br />

products have been handed over to the carrier in accordance with<br />

the term used. The sale is concluded at the moment when the<br />

seller hands the goods over to the carrier for transport to the<br />

agreed destination.<br />

- F terms, according to which the buyer arranges for the transport<br />

and is responsible for it. The sale is concluded when the products<br />

have been delivered to the buyer’s carrier.<br />

If local rules result in invoicing that deviates from the rules specified<br />

above, the impact of such income has been calculated and adjusted.<br />

Revenue from the sale of services is recorded when the services<br />

have been rendered. dividend income is recognised when the right<br />

to receive a payment is established. Interest income is recognised<br />

by applying the effective interest rate method.<br />

Delivery and handling costs<br />

Costs arising from the delivery and handling of goods are recorded<br />

in materials and services in the income statement.<br />

Research and development expenditure<br />

Research and development expenditure is recognized as an expense<br />

at the time it is incurred. development expenditure is capitalized if<br />

it is probable that a development project will generate future economic<br />

benefit and the costs can be measured reliable. Capitalized<br />

development costs are amortised over their expected useful future<br />

lives. To date, M-real does not have capitalized development expenditure.<br />

Borrowing costs<br />

Borrowing costs are generally recognized as an expense in the period<br />

in which they are incurred. When an item of property, plant and<br />

equipment is involved in a major and long-term investment project,<br />

the borrowing costs directly due to the acquisition and construction<br />

of the asset are included in the asset’s cost.<br />

Income taxes<br />

Tax expense in the income statement is comprised of the current<br />

tax and deferred taxes. Current tax and deferred tax that relates to<br />

items that are recognised in comprehensive income shall be recog-


nised in comprehensive income. Income taxes are recorded on an<br />

accrual basis for the taxable income of each <strong>report</strong>ing unit, applying<br />

the tax rate in force in each country at that time. Taxes are adjusted<br />

for any taxes for previous periods.<br />

deferred taxes and tax assets are calculated on all the temporary<br />

differences between the accounting value and the tax base. deferred<br />

tax liabilities are not recognised when the asset or liability in question<br />

is one that is originally entered at the carrying amount and does<br />

not concern the merging of business operations, and the recognition<br />

of such an asset or liability does not have an impact on the accounting<br />

result or taxable income at the date of the transaction. No deferred<br />

taxes are recognised for non-deductible goodwill, and no deferred<br />

taxes are recognised for undistributed profits of subsidiaries to the<br />

extent that the difference will not likely realise in the predictable<br />

future.<br />

The greatest temporary differences result from impairment on<br />

property, plant and equipment, fair value of available-for-sale financial<br />

assets and derivative instruments, defined benefit plans, unused<br />

tax losses and measurement at fair value in connection with acquisitions.<br />

deferred taxes have been calculated by applying the tax rates in<br />

force by the balance sheet date. Tax assets are recognized to the<br />

extent that it is probable that taxable profit will be available against<br />

which a deductible temporary difference can be utilized.<br />

Intangible assets<br />

Goodwill<br />

Goodwill is the amount by which the cost exceeds the Group’s share<br />

of the identifiable net assets of the acquired subsidiary at the date<br />

of acquisition. Goodwill arising from the acquisition of subsidiaries<br />

is included in intangible assets. Goodwill is tested annually for impairment<br />

and recognised on the balance sheet at cost less accumulated<br />

impairment losses. Impairment losses from goodwill are not cancelled.<br />

The book value of goodwill associated with a divested company<br />

influences the capital gain or loss.<br />

Goodwill is allocated to cash-generating units for impairment<br />

testing. Goodwill is allocated to those units or groups of units which<br />

are expected to benefit from the merger of business operations<br />

where the goodwill has emerged, specified by <strong>report</strong>ing segments.<br />

Other intangible assets<br />

Computer software<br />

expenditure on developing and building significant new computer<br />

software programs are recognized in the balance sheet as an intangible<br />

asset and amortized over its useful life, which is not to exceed<br />

five years. direct expenses to be capitalized include consultancy and<br />

expert advisory fees paid to outside parties, software licences<br />

obtained for the application, staff costs to the extent that they can<br />

be allocated directly to the project as well as other direct costs.<br />

Maintenance and operating expenditure related to computer software<br />

and edp applications is recorded as an expense in the <strong>report</strong>ing<br />

period in which it has been incurred.<br />

Emission rights<br />

allowances received by the governments free of charge have initially<br />

been recognised as intangible assets and the corresponding government<br />

grant as advance payment in liabilities based on fair value at<br />

the date of initial recognition. allowances are measured at its cost<br />

or at their fair value if less. allowances are not amortized. The emissions<br />

produced are recognised as cost and as liability together with<br />

the corresponding government grant as income both based on the<br />

value at the date of initial recognition. So rights consumed that are<br />

within the original range have no positive or negative effect on profit<br />

for the period. The costs of purchasing additional rights to cover<br />

excess emissions or the sale of unused rights have effect on profit.<br />

Other intangible assets<br />

The cost of patents, licences and trademarks having a finite useful<br />

life is capitalized in the balance sheet under intangible assets and<br />

amortized on a straight-line basis over their useful lives in 5–10<br />

years.<br />

The estimated economic lives of intangible assets are reviewed<br />

at each balance sheet date and if they differ significantly from previous<br />

estimates, the depreciation periods are altered accordingly.<br />

Property, plant and equipment<br />

property, plant and equipment is measured at original cost. The<br />

property, plant and equipment of acquired subsidiaries is measured<br />

at fair value at the time of the purchase. property, plant and equipment<br />

is presented in the balance sheet at cost less accumulated<br />

depreciation and impairment losses. For investments in property,<br />

plant and equipment requiring a long construction time, the interest<br />

incurred during construction is capitalized in the balance sheet as<br />

part of the asset for the time that is necessary for bringing the asset<br />

to working condition for its intended use.<br />

property, plant and equipment is depreciated on a straight-line<br />

basis over the following expected useful lives:<br />

Buildings and constructions 20–40 years<br />

Machinery and equipment<br />

heavy power plant machinery 20–40 years<br />

other heavy machinery 15–20 years<br />

lightweight machinery and equipment 5–15 years<br />

other tangible assets 5–20 years<br />

land and water areas are not depreciated. If the significant parts of<br />

an item of property, plant and equipment have useful lives of differing<br />

length, each part is depreciated separately.<br />

The estimated economic lives are reviewed at each balance sheet<br />

date and if they differ significantly from previous estimates, the<br />

depreciation periods are altered accordingly.<br />

Subsequent costs of an item of property, plant and equipment<br />

shall be recognised as an asset if and only if it is probable that future<br />

economic benefits associated with the item will flow to the entity<br />

and the cost of the item can be measured reliably. The carrying<br />

amount of a component which has been replaced with new a com-<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

49


ponent shall be derecognised. all other repair and maintenance<br />

expenditures are recognised in profit and loss as incurred.<br />

Gains and losses arising on the sale and decommissioning of<br />

items of property, plant and equipment are calculated as the difference<br />

between the net revenue obtained and the carrying amount.<br />

Capital gains and losses are included in operating profit in the income<br />

statement.<br />

When a non-current item of property, plant and equipment is<br />

classified as held for sale, the recording of depreciation on said asset<br />

is discontinued. a non-current asset held for sale is measured at<br />

the lower of the carrying amount or the fair value less the expenses<br />

necessary to make the sale.<br />

Government grants<br />

Government grants received for the purpose of purchasing property,<br />

plant and equipment and similar are entered as deferred income in<br />

balance sheet liabilities and recognized in other operating income<br />

during the actual useful life of the asset. other grants are recorded<br />

as other operating income in the income statement for the financial<br />

periods during which they are matched with the corresponding<br />

expenses.<br />

Leases<br />

leases on property, plant and equipment for which the Group<br />

assumes substantially all the risks and rewards incident to ownership<br />

of the asset are classified as finance lease agreements. a finance<br />

lease agreement is recognized in the balance sheet at an amount<br />

equal at the inception of the lease to the fair value of the leased<br />

property or, if lower, at the present value of the minimum lease payments.<br />

The corresponding lease payment liability is recorded in<br />

interest-bearing liabilities under other non-current liabilities. an<br />

asset obtained on a finance lease is depreciated over the useful life<br />

of the asset or, if shorter, the lease term. lease payments are split<br />

between financial expenses and a reduction in the lease liabilities.<br />

lease agreements in which the risks and rewards incident to<br />

ownership remain with the lessor are treated as other lease agreements<br />

(operating leases). lease payments under an operating lease<br />

are recognized as an expense in the income statement on a straightline<br />

basis over the lease term.<br />

Impairment of assets not included in financial assets<br />

No depreciation is recognised for assets with an unlimited useful<br />

life, such as goodwill; they are annually tested for impairment.<br />

depreciated assets are always tested for impairment when events<br />

or changes in conditions indicate that it is possible that the monetary<br />

amount corresponding to the book value of the assets might not be<br />

recoverable. The amount by which the book value of the asset exceeds<br />

the recoverable amount is recognised as an impairment loss. The<br />

recoverable amount is the higher of the fair value of the asset less<br />

expenses arising from its sale or its service value. assets are classified<br />

for testing for impairment to the lowest levels at which the<br />

cash flows can be separately identified (cash-generating units).<br />

assets not included in financial assets, apart from goodwill, for which<br />

impairment losses are recognised, are reviewed at the end of each<br />

50 NoTeS To The FINaNCIal STaTeMeNT<br />

financial period with regard to any reasons for cancelling the impairment.<br />

Biological assets<br />

Biological assets (living trees) are measured at fair value less the<br />

estimated expenses of making a sale. The fair value of a stand of<br />

trees, excluding young seedlings, is based on the present value of<br />

expected cash flows (revenue and expenses). The calculations take<br />

into account the future growth of the stand as well as the environmental<br />

protection-related limits on the forests. The calculation of<br />

income from fellings and silvicultural costs is based on the prevailing<br />

price level as well as the company’s view of the future trend in<br />

prices and costs. Changes in the fair value of a stand of trees are<br />

included in operating profit during the financial period. at 31 december<br />

M-real has no biological assets any more.<br />

Inventories<br />

Inventories are measured at the lower of cost and net realizable<br />

value. The cost of finished and semi-finished products comprises<br />

raw materials, direct labour expenses, other direct expenses as well<br />

as an appropriate share of fixed and variable production overheads.<br />

The normal capacity of the production facilities is used as the divisor<br />

in allocating overheads to the different production units.<br />

The value of inventories is determined using the FIFo (first-in,<br />

first-out) method or, alternatively, the weighted average cost method<br />

depending on the nature of the inventories. Net realizable value is<br />

the estimated selling price that is obtainable less the costs of completion<br />

and the costs necessary to make the sale.<br />

Accounts receivables<br />

accounts receivables are measured at the expected net realizable<br />

value, which is the original invoicing value less estimated impairment<br />

provisions on the receivables. Impairment test is carried for all<br />

receivables at bankruptcy or overdue over 180 days, when there is<br />

a justifiable reason to assume that the Group will not receive payment<br />

for the invoiced amount according to the original terms.<br />

Provisions<br />

a provision is recognized in the balance sheet when the Group has<br />

a legal or constructive obligation as a result of a past event and it is<br />

probable that settlement of the obligation will require a financial<br />

payment or cause a financial loss, and a reliable estimate can be<br />

made of the amount of the obligation. Where the effect of the time<br />

value of money is material, the amount of a provision is the present<br />

value of the expenditures expected to be required to settle the obligation.<br />

If some or all of the expenditure required to settle a provision<br />

is expected to be reimbursed by another party, the reimbursement<br />

is recorded in the balance sheet as a separate asset, but only if it is<br />

virtually certain that reimbursement will be received.<br />

Restructuring<br />

a restructuring provision is recorded for the financial period when<br />

the Group has incurred a legal or constructive obligation to make a<br />

payment. Termination payments are recorded when a detailed plan


has been made of the restructuring and the main points of the plan<br />

have been communicated to the employees who are affected by the<br />

arrangement.<br />

Onerous contracts<br />

a provision is recognised for an onerous contract, when the unavoidable<br />

costs of meeting the obligations under the contract exceed the<br />

economic benefits expected to be received under it.<br />

Environmental obligations<br />

Costs arising from environmental remediation which do not increase<br />

present or future revenue are recorded as annual expenses. environmental<br />

liabilities are recorded in accordance with present environmental<br />

protection laws and regulations when it is probable that<br />

the obligation which has arisen and its amount can be estimated<br />

reasonably.<br />

Employee benefits<br />

Pension benefits<br />

pension plans are classified as either defined benefit or defined<br />

contribution plans. Under a defined contribution plan, the Group<br />

pays fixed contributions to a separate unit. The Group has no legal<br />

or constructive obligation to pay further contributions if the recipient<br />

of the payments is not able to pay the pension benefits in question.<br />

all plans that do not meet these requirements are considered defined<br />

contribution plans. Contributions paid to defined contribution pension<br />

plans are expensed in the period to which they relate.<br />

The Group’s obligations associated with defined benefit pension<br />

plans have been calculated separately for each plan using the projected<br />

Unit Credit Method. pension expenditure is expensed for the<br />

employees’ period of service based on calculations made by authorised<br />

actuaries. In calculating the current value of the pension obligation,<br />

the market return of high-quality bonds issued by the company<br />

is used as the discount rate. The maturity of the bonds and treasury<br />

bills essentially corresponds to the maturity of the calculated pension<br />

obligation. The pension plan assets measured at fair value at<br />

the balance sheet date, unrecognised actuarial gains and losses and<br />

retroactive work performance are deducted from the present value<br />

of the pension obligation to be recognised in the balance sheet.<br />

actuarial gains and losses are recognised in the income statement<br />

over the expected average remaining working lives of the<br />

employees to the extent that such gains and losses exceed the greater<br />

of 10 per cent of the present value of the benefit obligation and 10<br />

per cent of the fair value of any plan assets.<br />

expenditure based on retroactive work performance is charged<br />

to the income statement in fixed instalments over the period during<br />

which they are paid-up. If the benefits are paid-up immediately, they<br />

are immediately charged to the income statement.<br />

Gains and losses resulting from the restriction of a defined benefit<br />

plan or performance of the obligation are recognised at the time<br />

of the restriction or fulfilment.<br />

Share-based payment<br />

a share-based incentive programme in which the payments are<br />

made either with equity instruments or cash has been established<br />

for the company’s top executives. The benefits issued in connection<br />

with the scheme are measured at fair value at the date of granting<br />

them and charged to the income statement evenly during the vesting<br />

period. In schemes where the payments are made in cash, the<br />

entered liability and change in its fair value is correspondingly scheduled<br />

as expenses. The effect of the schemes on profit is presented<br />

under employee costs.<br />

Earnings per share<br />

Undiluted earnings per share are calculated using the weighted<br />

average number of shares during the <strong>report</strong>ing period. In calculating<br />

earnings per share adjusted for the effect of dilution, the average<br />

number of shares is adjusted for the dilution effect of any equity<br />

instruments that have been issued. In calculating earnings per share,<br />

earnings are taken to be the <strong>report</strong>ed earnings attributable to the<br />

parent company’s shareholders. earnings, both undiluted and<br />

adjusted for the effect of dilution, are calculated separately for continuing<br />

and discontinued operations.<br />

Dividends payable<br />

dividends payable by the company are recorded as a decrease in<br />

equity in the period during which shareholders, in a general meeting,<br />

have approved the dividend for payment.<br />

Comparative figures<br />

Where necessary, comparative figures have been classified to conform<br />

to changes in presentation in the current year.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

51


2 Key accounting estimates applied in the financial<br />

statements and discretion used in the accounting<br />

principles<br />

preparing IRFS-compliant financial statements requires the use of<br />

certain key accounting estimates. In addition, it requires the management<br />

to use its discretion in applying the accounting principles.<br />

The estimates made and discretion-based decisions are continuously<br />

evaluated, and they are based on prior experience and other factors,<br />

such as expectations concerning future events. The expectations are<br />

considered to be reasonable, taking the circumstances into account.<br />

The topics that are associated with key assumptions and estimates<br />

in terms of consolidated financial statements and areas that require<br />

significant discretion are described below.<br />

Key accounting estimates<br />

Impairment testing<br />

TThe Group annually tests the goodwill and intangible assets not yet<br />

ready for impairment. Testing for impairment is carried out for other<br />

long-term assets if there are indications that the value of the assets<br />

might be impaired. The recoverable amounts of cash-generating<br />

units are based on calculations of value in use. These calculations<br />

require that estimates are made. The Zanders cash-generating unit<br />

that is included in the Speciality papers operating segment generated<br />

an impairment loss of eUR 28 million in <strong>2010</strong>. The carrying<br />

amount of the units were reduced to correspond to their recoverable<br />

amount. In office papers’ husum papermill some eUR 9 million<br />

impairment loss made earlier was reversed. a sensitivity analysis<br />

of the substantial assumptions used in the impairment testing and<br />

the impact of changes in them on the amount of impairment is presented<br />

in Note 8.<br />

Pension plans<br />

The current value of the pension obligations depends on various<br />

factors that are determined using various actuarial assumptions.<br />

The discount rate is also included in the assumptions used in determining<br />

the net expenditure (or income) arising from pension plans.<br />

Changes in these assumptions have an effect on the carrying amount<br />

of the pension obligations.<br />

The appropriate discount rate is determined at the end of each<br />

year. This is a rate that should be used in determining the current<br />

value of the future cash flows estimated to be required to fulfil the<br />

pension obligations. In determining the appropriate discount rate,<br />

the interest rates of long-term treasury notes or similar instruments<br />

are taken into consideration. other key assumptions concerning<br />

pension obligations are based on the current market conditions.<br />

Share-based reward scheme<br />

The share-based incentive arrangements granted to the Group’s<br />

key employees are measured at fair value at the time of granting.<br />

The fair value is charged to the income statement over the vesting<br />

period during which all the requirements for the right to arise must<br />

52 NoTeS To The FINaNCIal STaTeMeNT<br />

be fulfilled. The expense measured at the time of granting the shares<br />

is based on an estimate of the number of shares to which a right is<br />

believed to arise at the end of the vesting period. Changes in the<br />

estimates are recognised in the income statement. a total of eUR<br />

0.2 million was recognised as an expense on the financial period<br />

ended on 31 december <strong>2010</strong>.<br />

Financial instruments at fair value<br />

a fair value is determined for financial instruments not traded on an<br />

open market using valuation methods. discretion is used in selecting<br />

the various methods and making assumptions based primarily<br />

on the market conditions prevailing at the end date of each <strong>report</strong>ing<br />

period. The greatest item at fair value not traded on an open market<br />

is the investment in pohjolan Voima shares, <strong>report</strong>ed under available-for-sale<br />

financial assets. Their price is determined based on<br />

realised transactions and an analysis of discounted cash flows. The<br />

carrying amount of available-for-sale financial assets would be<br />

estimated to be eUR 11 million lower or eUR 8 million higher should<br />

the rate used for discounting the cash flows differ by 10 per cent<br />

from the rate estimated by the management. The carrying amount<br />

of available-for-sale financial assets would be estimated to be eUR<br />

37 million higher or eUR 38 million lower, if energy prices used for<br />

calculating the fair value differ by 10 per cent from prices estimated<br />

by the management.<br />

Provisions<br />

a provision is recorded when the Group has a legal or constructive<br />

obligation as a result of a previous event and it is probable that the<br />

liability for payment will realise. The provisions are determined based<br />

on previous experience. a provision for restructuring is made when<br />

M-real has composed a detailed restructuring plan and communicated<br />

about the matter. a recorded provision illustrates the management’s<br />

best estimate of the current value of future expenses, but<br />

actual expenditure may differ from the estimate. provisions amounted<br />

to eUR 42 million on M-real’s balance sheet on 31 december <strong>2010</strong>.<br />

Income taxes<br />

The management’s discretion is required for determining the taxes<br />

based on the result for the period, deferred tax assets and liabilities<br />

and the extent to which deferred tax assets are recorded. The Group’s<br />

balance sheet at 31 december <strong>2010</strong> did not include any deferred tax<br />

assets recognised for confirmed losses. The Group is subject to<br />

income taxation in several countries. estimating the total amount<br />

of income taxes at the level of the entire Group requires significant<br />

discretion. The final amount of tax is uncertain in terms of several<br />

business operations and calculations. The Group forecasts future<br />

tax audits and recognises liabilities based on estimates on whether<br />

further taxes will need to be paid. If the associated final tax differs<br />

from the originally recorded amounts, the difference has an effect<br />

on both the tax assets and liabilities based on the taxable income<br />

for the period and deferred tax assets and liabilities in the period<br />

during which they are observed.


Key discretion-based decisions in applying the accounting<br />

policies<br />

Inventories<br />

The Group regularly reviews its inventories for situations where the<br />

inventories exceed their real value, contain downgraded items or<br />

their market value falls below the acquisition cost, and records a<br />

deduction item that reduces the carrying amount of the inventories<br />

in the case of such deductions. The management must make estimates<br />

of the future demand for the products for the purpose of such<br />

review. any changes in these estimates might lead to an adjustment<br />

in the carrying amount of the inventories in future periods. M-real’s<br />

balance sheet included inventories amounting to eUR 391 million<br />

on 31 december <strong>2010</strong>.<br />

Accounts receivables<br />

accounts receivables are recognised according to the original invoiced<br />

amount less impairment losses and refunds due to returns. Impairment<br />

losses are recognised on a case-by-case basis and based on<br />

previous experience when there is objective proof that the receivable<br />

cannot be collected in full. If the customers’ financial position weakens<br />

so that it affects their solvency, further impairment losses might<br />

need to be recognised for future periods. M-real’s balance sheet at<br />

31 december <strong>2010</strong> included trade receivables amounting to eUR<br />

360 million and impairment losses recorded for trade receivables<br />

amounting to eUR 2 million.<br />

Impairment of equity investments classified as<br />

available-for-sale financial assets<br />

The question when the value of available-for-sale equity investments<br />

is impaired is solved according to the guidelines of IaS 39. This<br />

requires the use of significant discretion, e.g., in terms of for how<br />

long and to what extent the fair value of the investment has been<br />

lower than the acquisition cost. In addition, it is necessary to estimate<br />

the financial position of the investment object regarding the nearfuture<br />

outlook of the business operations, such as the profitability<br />

of the industry and sector, to find out whether there is objective proof<br />

of impairment. Should it be considered that the reduction of the fair<br />

value to below the acquisition cost is entirely or partially significant<br />

and prolonged, an additional after tax loss of eUR 209 million would<br />

be recognised in the financial statements for <strong>2010</strong> when the changes<br />

in fair value associated with impaired available-for-sale financial<br />

assets recognised under equity are charged to the income statement.<br />

3 Management of financial risks<br />

The financial risks associated with business operations are managed<br />

in accordance with the financial policy endorsed by the <strong>Board</strong> of<br />

directors and the senior management of the company. The policy<br />

defines focal instructions on the management of foreign currency,<br />

interest rate, liquidity and counterparty risks, and for the use of<br />

derivative financial instruments. Correspondingly, commodity risks<br />

are managed according to the company’s commodity risk policy. The<br />

purpose is to protect the company against major financial and commodity<br />

risks, to balance the cash flow and to allow the business units<br />

time to adjust their operations to changing conditions.<br />

<strong>Metsä</strong> Group Financial Services oy (<strong>Metsä</strong> Finance) is specialized<br />

in finance and functions as the Group’s internal bank. M-real’s holding<br />

in <strong>Metsä</strong> Finance is 51 per cent and <strong>Metsä</strong>liitto Cooperative’s<br />

holding is 49 per cent. Financial operations have been centralised<br />

to <strong>Metsä</strong> Finance, which is in charge of managing the Group companies’<br />

financial positions according to the strategy and financial<br />

policy, providing necessary financial services and acting as an advisor<br />

in financial matters.<br />

Foreign currency risk<br />

The Group’s foreign currency exposure consists of the risks associated<br />

with foreign currency flows, translation risk of net investments<br />

in foreign entities and economic currency exposure. Most of the<br />

Group’s costs are incurred in the euro zone and to some extent in<br />

Sweden, but a significant part of the sales is in other currencies.<br />

Sales revenue may therefore vary because of changes in exchange<br />

rates, while production costs remain unchanged. product prices are<br />

also often quoted in currencies other than the home currency. The<br />

foreign currency transaction exposure is consisting of foreign currency<br />

denominated sales revenue and costs. The exposure is including<br />

foreign currency denominated balance sheet exposure consisting<br />

of sales receivables and accounts payable and a quarter share<br />

of the annual contracted or estimated net currency cash flow.<br />

The main currencies of the Group’s foreign currency transaction<br />

exposure are the US dollar, the British pound and the Swedish korma.<br />

a strengthening of the dollar and the pound has a positive impact<br />

on the financial result and a weakening a negative impact. a weakening<br />

of the Swedish krona has a positive impact on the result. other<br />

significant currencies are aUd, Cad, ChF, dKK and NoK. The hedging<br />

policy is to keep an amount corresponding to three months’ cash<br />

flows of all contractual or estimated currency flows consistently<br />

hedged. The hedging policy is to keep the balance sheet exposure<br />

and a quarter of annual cash flow of contracted or estimated currency<br />

flows consistently hedged. The hedging level can, however<br />

vary between 0–12 months as the financial policy has defined separate<br />

risk mandates for deviating from the norm hedging. The <strong>Board</strong><br />

of directors decides on significant changes in the hedging level if<br />

they see a reason to deviate from the norm set out in the financial<br />

policy. The amount of currency-specific hedging depends on current<br />

exchange rates and market expectations, on the interest rate differences<br />

between the currencies and the significance of the exchange<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

53


ate risk for the financial result. The transaction exposure is mainly<br />

hedged by forward transactions but also by the use of foreign currency<br />

loans and currency options.<br />

hedge accounting in accordance with IaS 39 is applied partially<br />

to the hedging of the currency transaction exposure, which allows<br />

fair value changes of hedges designated to hedge accounting to be<br />

entered directly in shareholders’ equity in fair value reserve. at the<br />

end of the <strong>report</strong>ing period, the foreign exchange transaction exposure<br />

had been hedged 4.8 months on average (2009 4.9). during the<br />

<strong>report</strong>ing period, the hedging level has varied between 4 and 6 months<br />

(3–5). The dollar’s hedging level was 4.5 months (7.2), of which the<br />

portion of hedge accounting was 1.4 months (1.8). The Swedish<br />

krona’s hedging level was 5.5 months (4.7), of which the portion of<br />

hedge accounting was 3.2 months (3.6). The pound’s hedging level<br />

was 4.9 months (2.5), of which the portion of hedge accounting was<br />

3.0 months (1.4). hedges allocated to hedge accounting have been<br />

used to hedge the portion of highly probable forecast sales of the<br />

currency transaction exposure.<br />

The translation risk of a net investment in a foreign entity is generated<br />

from the consolidation of the equity of subsidiaries and associated<br />

companies outside the euro area into euros in the consolidated<br />

financial statements. according to the updated financial policy, 0–100<br />

per cent (50–100) of equity should be hedged. The translation risk<br />

of equity has been hedged through the use of forward transactions<br />

and foreign currency loans and major exposures have been mostly<br />

kept hedged. during the <strong>report</strong>ing period, on average 79 per cent<br />

(93) of the equity position was hedged and at the end of the <strong>report</strong>ing<br />

period 70 per cent (96). hedge accounting in accordance with IaS is<br />

applied to the hedging of the equity exposure. This allows the<br />

exchange gains and losses of effective hedging to be entered into<br />

the equity offsetting translation differences.<br />

The Group applies the Value-at-Risk method to assess the risk<br />

of its open foreign currency positions. The VaR is calculated on the<br />

deviation from the balance sheet exposure plus the quarter of annual<br />

foreign currency exposure hedge norm defined in the financial<br />

policy. a 99 per cent confidence level on one month period is applied<br />

to the VaR risk figure, i.e., the VaR indicates that with a 1 per cent<br />

probability the market value of the open foreign currency position<br />

Exchange rate trends Interes rate trends<br />

%<br />

54 NoTeS To The FINaNCIal STaTeMeNT<br />

1.6<br />

1.4<br />

1.2<br />

1.0<br />

0.8<br />

depreciates more than the amount of the risk figure in a month. The<br />

risk mandates regarding hedging decisions have been defined by<br />

restricting the company management’s powers by linking them to<br />

maximum currency-specific hedging level changes and to a VaR<br />

limit. possible strategic decisions which exceed the policy risk limits<br />

are made by the <strong>Board</strong> of directors. The limit set for the M-real<br />

Group’s foreign currency risk is eUR 12 million (25) and the VaR is<br />

at the end of the <strong>report</strong>ing period eUR 1.9 million (7.9). average during<br />

the period has been eUR 2.9 million (8.8). The Value-at-Risk<br />

method has also been used to assess the market risk of <strong>Metsä</strong><br />

Finance’s trading operations. Trading volume has been relatively low<br />

during the <strong>report</strong>ing year: <strong>Metsä</strong> Finance’s average VaR (of one day<br />

at 99%) was only eUR 0.07 million in <strong>2010</strong> (0.34). The volumes and<br />

fair values of derivatives used in the management of foreign currency<br />

risks are presented in Notes no. 29.<br />

Interest rate risks<br />

The interest rate risk is related mainly in the interest bearing receivables<br />

and loans and currency hedging. Interest bearing receivables<br />

and loans are presented in Notes no. 25. The most significant currencies<br />

in risk management are the euro, the US dollar, the British<br />

pound and the Swedish krona. The objective of the interest rate risk<br />

policy is to minimise the negative impact of interest rate changes on<br />

the result and the financial position, and to optimise financing costs<br />

within the framework of risk limits. The effect of interest rate changes<br />

on financial costs depends on the average interest fixing time of<br />

interest bearing assets and liabilities, which is measured in the Group<br />

by duration. as duration diminishes the rise of interest rates affects<br />

more quickly the interest expenses of financial liabilities. The maturity<br />

of the loan portfolio can be influenced, e.g., by adjusting between<br />

floating-rate and fixed-rate loans and by using interest rate derivatives.<br />

The Group uses in its interest rate risk management interest<br />

rate swaps, interest rate futures and interest rate options.<br />

The average interest duration norm based on the Group’s financial<br />

policy is 6 months. The duration can, however, deviate from the<br />

hedging policy norm so that the decision of a deviation exceeding<br />

four months has to be made by the <strong>Board</strong> of directors. The average<br />

duration of loans was 9.4 (6.4) months at the end of the year. during<br />

0.6<br />

2006 2007 2008 2009 <strong>2010</strong> 2006 2007 2008 2009 <strong>2010</strong><br />

eUR/USd eUR/GBp euribor 3 months USd 3 months GBp 3 months<br />

7<br />

6<br />

5<br />

4<br />

3<br />

2<br />

1<br />

0


the <strong>report</strong>ing period duration has varied between 6 and 10 months<br />

(2–7). at the end of <strong>2010</strong>, an increase of one per cent in interest rates<br />

would increase interest rate costs of the next 12 months by eUR 3.7<br />

million (3.4).<br />

The Group is exposed to a risk of change in the value of derivatives<br />

due to a change in market prices when using interest rate<br />

derivatives, since according to IaS 39 derivatives must be valued to<br />

their fair value in the balance sheet. however, the partial application<br />

of hedge accounting will balance the effects of changes in the market<br />

value of derivatives on the financial result. The Group is applying<br />

fair value hedge accounting in accordance with IaS 39 to fixed-rate<br />

loans which have been converted by interest rate and currency swaps<br />

to floating-rate financing. In addition, the Group is applying cash flow<br />

hedge accounting in accordance with IaS 39 to the major part of the<br />

interest rate swaps by which floating-rate financing has been converted<br />

to fixed-rate financing. The gross nominal volume of interest<br />

rate derivatives at the time of financial statements (including currency<br />

swap contracts) is eUR 1,304 million (1,033), of which the<br />

portion of reversed contracts is eUR 490 million (300). of the derivatives<br />

portfolio, eUR 637 million (534) is allocated to hedge accounting,<br />

and the portion of derivatives recognized in the balance sheet<br />

through profit or loss is eUR 177 million (199). The maturity of interest<br />

rate swap and currency swap contracts varies between 1–10<br />

years (1–5).<br />

Commodity risk<br />

In the hedging of commodity risks the Group applies risk management<br />

policies defined separately for each selected commodity.<br />

according to the policy, the management of commodity risks with<br />

regard to financial hedges is accomplished by <strong>Metsä</strong> Finance based<br />

on the strategy approved by <strong>Board</strong> of directors of M-real. So far the<br />

commodity hedging policy has been applied to the management of<br />

the price risks of electricity and natural gas and also transactions<br />

related to emission rights have been managed by <strong>Metsä</strong> Finance.<br />

The pulp price risk hedging policy has been adopted during <strong>2010</strong>.<br />

M-real’s target in managing the electricity price risk is to balance<br />

the effect of changes in the price of electricity on the Group’s result<br />

and financial position. The main principle is to hedge the electricity<br />

purchase exposure, which consists of the difference of factoryspecific<br />

electricity consumption estimates and power plant production<br />

shares in the possession of the Group. With regard to the Finnish<br />

and Swedish electricity procurement, the hedge strategy is<br />

implemented in cooperation with <strong>Metsä</strong>liitto energy service unit<br />

centralized through <strong>Metsä</strong> Finance. The hedges of electricity price<br />

risk in Central europe are implemented according to instructions<br />

and by <strong>Metsä</strong>liitto energy in co-operation with local production units<br />

either by physical contracts or by financial contracts through <strong>Metsä</strong><br />

Finance. M-real hedges the electricity price risk actively by setting<br />

the hedging norm at 80 per cent-, 40 per cent-, 20 per cent- and<br />

0 per cent- share of the estimated net position (80%, 50%, 30% and<br />

20%) during the first, second, third and fourth successive 12-month<br />

periods. hedge accounting in accordance with IaS 39 has been applied<br />

partially to electricity hedging. Consequently the fair value of hedges<br />

allocated to hedge accounting is entered in equity in fair value reserve<br />

and only after the realisation of electricity purchases in the income<br />

statement as an adjustment of the purchases.<br />

approximately a quarter of M-real’s mills’ purchase of fuel is<br />

based on natural gas. The hedging of natural gas price risks has<br />

been done with physical, fixed-price contracts. In Finland only the<br />

oil-related portion of the contract has been fixed. The prices of<br />

natural gas have typically been fixed to Fuel-oil and/or Gas-oil prices.<br />

In addition, the prices of gas supply to Finland have been fixed to the<br />

development of coal import price and the energy price index. The<br />

premise of natural gas price risk hedging is, however, to hedge only<br />

the oil-related part of the contract by using oil derivatives and fixedpriced<br />

physical supply contracts. The hedging strategy is based on<br />

a risk policy according to which <strong>Metsä</strong>liitto energy makes the hedging<br />

decisions with the support of <strong>Metsä</strong> Finance, and the Group <strong>Board</strong><br />

of directors makes significant strategic decisions.<br />

approximately 70 per cent of electricity hedges (70) have been<br />

carried out by using physical supply contracts and 30 per cent (30)<br />

as so-called financial hedges by using electricity derivatives. at the<br />

end of the year, about 90 per cent (90) of financial hedges have been<br />

designated to hedge accounting. all natural gas price risk hedges<br />

have so far been implemented by using physical supply contracts.<br />

according to the pulp price risk hedging policy a Group company<br />

may selectively hedge its price risk either by financial hedges through<br />

<strong>Metsä</strong> Finance or fixed-price physical contracts. hedge accounting<br />

in accordance with IaS is applied within the pulp price risk management.<br />

There are no valid price risk hedges at the end of <strong>2010</strong> within<br />

M-real Group.<br />

The volumes and fair values of derivatives used in the management<br />

of commodity risks are presented in Notes no. 29.<br />

Liquidity risk<br />

liquidity risk is defined as the risk that funds and available funding<br />

become insufficient to meet business needs, or that extra costs are<br />

incurred in arranging the necessary financing. liquidity risk is<br />

monitored by estimating the need for liquidity needs 12–24 months<br />

ahead and ensuring that the total liquidity available will cover a main<br />

part of this need. according to the financial policy, the liquidity reserve<br />

must at all times cover 80–100 per cent of the Group´s liquidity<br />

requirement for the first 12 months and 50–100 per cent of the following<br />

12–24 months liquidity requirement. The objective is that at<br />

the most 20 per cent of the Group’s loans, including committed credit<br />

facilities, are allowed to mature within the next 12 months and at<br />

least 35 per cent of the total debt must have a maturity in excess of<br />

four years. When the financial markets are functioning normally<br />

from the company’s point of view, the target is to avoid keeping extra<br />

liquidity as liquid funds and instead maintain a liquidity reserve as<br />

committed credit facilities outside the balance sheet.<br />

The cornerstone of liquidity risk management is to manage the<br />

Group’s operative decisions in such a way that targets concerning<br />

indebtedness and sufficient liquidity reserve can be secured in all<br />

economic conditions. liquidity risk is also managed by diversifying<br />

the use of capital and money markets to decrease dependency on<br />

any single financing source. The optimisation of the maturity structure<br />

of loans is also emphasized in financial decisions. during the<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

55


last years liquidity and especially the capital structure of the Group<br />

has been strengthened through the change in the ownership structure<br />

of <strong>Metsä</strong>-Botnia and other divestments.<br />

liquidity continues at a good level. The available liquidity was eUR<br />

415 million (776) at the end of the <strong>report</strong>ing period, of which eUR 7<br />

million (279) was committed credit facilities and eUR 408 million<br />

(497) liquid funds and investments. eUR 218 million of liquid assets<br />

and investments are assets deposited by other <strong>Metsä</strong>liitto Group’s<br />

businesses in M-real’s subsidiary <strong>Metsä</strong> Finance. The raising of<br />

pension loans and pension insurance arrangements have reduced<br />

the amount of committed credit facilities. In addition the Group had<br />

other interest-bearing receivables eUR 116 million (136). The Group<br />

had also at its disposal short-term, uncommitted commercial paper<br />

programmes and credit lines amounting to eUR 519 million (529).<br />

at the end of <strong>2010</strong>, the liquidity reserve covers fully the forecasted<br />

financing need of <strong>2010</strong> and also the major part of financing need of<br />

2011 and 2012. on the longer term the re-financing need is crucially<br />

affected by the cash flow development, investments and possible<br />

future divestments. 10 per cent (25) of long-term loans and committed<br />

facilities fall due in a 12 month period and 13 per cent (24) have<br />

a maturity of over four years. The average maturity of long-term<br />

loans is 2.7 years (2.4). The share of short-term financing of the<br />

Group’s interest bearing liabilities is 16 per cent (4).<br />

Counterparty risk<br />

Financial instruments carry the risk that the Group may incur losses<br />

should the counterparty be unable to meet its commitments. Such<br />

risk is managed by entering into financial transactions only with<br />

most creditworthy counterparties and within pre-determined limits.<br />

during the <strong>report</strong>ing period, credit risks of financial instruments did<br />

not result in any losses. Cash at bank and in hand, and other investments<br />

have been spread to several banks and commercial papers<br />

of several institutions. Counterparty limits have been revised during<br />

the year by taking into account the needs of the company and the<br />

view on the financial position of the used counterparties. derivatives<br />

trading is regulated by the standardised ISda contracts made with<br />

the counterparties.<br />

The Group’s sales receivables carry a counterparty risk that the<br />

Group may incur losses should the counterparty be unable to meet<br />

its commitments. Credit risk attached to sales receivables is managed<br />

on the basis of the credit risk management policies approved<br />

by operative management. accounts receivable performance is followed<br />

monthly by Corporate Risk Management Team and Corporate<br />

Credit Committee. Credit quality of customers is assessed at regular<br />

intervals based on the customers’ financial statements, payment<br />

behaviour, credit agencies and credit ratings agencies. Individual<br />

credit limits are reviewed at least annually. From time to time, as<br />

deemed necessary by management, letters of Credits, bank and<br />

parent company guarantees and Credit insurance are used to mitigate<br />

credit risk. Credit limits are approved according to credit risk<br />

management policy with approval limits of varying values across the<br />

Group. due to the ongoing challenging economic environment, credit<br />

limits have been reviewed on a more regular basis than in previous<br />

years. Customers have generally been cooperating by providing<br />

56 NoTeS To The FINaNCIal STaTeMeNT<br />

interim financial statements. The Corporate Credit Committee<br />

reviews and sets all major credit limits which are not supported by<br />

credit insurance and/ or other security.<br />

M-real implements regular impairment tests for customer<br />

accounts receivables. Credit loss impairment is booked when a customer<br />

enters legal bankruptcy, or becomes past due for more than<br />

6 months (180 days) without a valid payment plan or other valid<br />

reasons. Credit loss provisions for the year were eUR 1.6 million<br />

(2009 5.8), below the historical annual average from 2000 to 2009 of<br />

eUR 3.6 million (excluding discontinued business in Graphics, eUR<br />

1.4 million). approximately eUR 1 million of credit loss provisions<br />

made in 2009 were reversed due to payments made or dividends<br />

received from bankruptcies. The portion of overdue client receivables<br />

of all sales receivables is at the time of financial statements 8.2 per<br />

cent (8.3), of which 0.4 per cent (0.6) is overdue between 90–180 days<br />

and 0.1 per cent (0.4) over 180 days. The specification of doubtful<br />

receivables is in Notes no. 20.<br />

The geographical structure of the accounts receivable is diversified<br />

and is reflecting the external sales structure presented in the<br />

Segment information. largest sources of credit risk exist in Great<br />

Britain, Belgium, Germany, Italy and France (54 per cent of total<br />

receivables). The share of largest individual customer (individual<br />

companies or groups of companies under common ownership) credit<br />

risk exposure of M-real at the end of <strong>2010</strong> represented 19 per cent<br />

(15) of total accounts receivable. 41 per cent (42) of accounts receivable<br />

was owed by ten largest customer groups (individual companies<br />

or groups of companies under common ownership).<br />

The improvement in customer payment behaviour that begun in<br />

the 4th quarter of 2009, continued in <strong>2010</strong> and was at an acceptable<br />

level throughout the year. The decline in credit insurance credit<br />

limits first <strong>report</strong>ed in 2008 and which continued to worsen in 2009<br />

was reversed from the second quarter of <strong>2010</strong> as the insurers recognised<br />

that many of their earlier assessments in forest products<br />

related manufacturing and distribution had been incorrect. at the<br />

end of <strong>2010</strong>, more than 95 per cent of M-real’s trade receivables (64)<br />

were again covered by credit insurance limits (excluding energy).<br />

M-real’s internal analysis of the real risk of customer solvency continued<br />

to support the reinstatement of credit insurance to allow sales<br />

while controlling credit risk where credit insurance was not granted.<br />

Managing the capital<br />

Terms capital and capital structure are used to describe investments<br />

made in the company by its owners and retained earnings (together<br />

equity) and debt capital (liabilities) as well as the relation between<br />

them. In managing its capital structure, the Group aims at maintaining<br />

an efficient capital structure that ensures the Group’s operational<br />

conditions in financial and capital markets in all circumstances<br />

despite the fluctuations typical to the sector. The company has a<br />

credit rating for its long-term financing. Certain central target values,<br />

which correspond to standard requirements set by financing and<br />

capital markets, have been defined for the capital structure. No<br />

target level has been defined for the credit rating. The Group’s<br />

capital structure is regularly assessed by the Group’s <strong>Board</strong> of directors<br />

and its audit Committee. The Group monitors the development


of its capital structure through a key ratio that describes net gearing.<br />

The objective of the Group is to maintain its net gearing ratio below<br />

the level of 100 per cent on average over the trade cycle.<br />

The key ratios describing the capital structure and the capital<br />

amounts used for the calculation of the key ratio were on 31.12.<strong>2010</strong><br />

and 31.12.2009 the following:<br />

<strong>2010</strong> 2009<br />

Net gearing ratio, % 83 84<br />

Interest-bearing borrowings 1,350 1,410<br />

./. liquid funds 408 497<br />

./. Interest-bearing current receivables 115 136<br />

827 777<br />

equity attributable to shareholders of parent company<br />

994 916<br />

+ Non-controlling interest 5 8<br />

999 924<br />

In the company’s certain loan contracts a minimum limit of 30 per<br />

cent has been set for the Group’s equity ratio and a maximum limit<br />

of 120 per cent for the Group’s net gearing ratio. With regard to<br />

defining the equity, the calculation formula of key ratios as defined<br />

in the loan contracts deviates from the calculation formulas presented<br />

in the annual Report. This is due to the fact that in loan contracts<br />

business value and deferred tax liabilities are taken into account<br />

when calculating the key ratio. also the formula for calculating net<br />

gearing in the loan contracts deviates from the formula presented<br />

in the annual <strong>report</strong>. This is caused by a eUR 300 million nonrecurring<br />

write-off exclusion in the calculation of the key ratio. other<br />

covenants in the Group’s loan agreements are customary terms and<br />

conditions including for example a negative pledge, restrictions on<br />

major asset disposals, limitations on subsidiary indebtedness, restrictions<br />

on changes of business and mandatory prepayment obligations<br />

upon a change of control of the Group. The Group has been in compliance<br />

with its covenants during the accounting periods <strong>2010</strong> and<br />

2009.<br />

The capital structure’s key ratios calculated according to what is<br />

specified in the loan contracts were on 31.12.<strong>2010</strong> and 31.12.2009<br />

approximately the following:<br />

<strong>2010</strong> 2009<br />

equity ratio, % 38 35<br />

Net gearing ratio, % 64 63<br />

In case the company could not meet its obligations as defined by the<br />

above mentioned key ratios and in order to avoid a breach of contract<br />

that could have and adverse effect on the company’s financial position,<br />

it would need to renegotiate its financial arrangements, payback<br />

its loans or get its debtors to give up their claims to meet these<br />

obligations.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

57


Hedging of foreign exchange transaction exposure 31 Dec. <strong>2010</strong><br />

Currency breakdown for loans Foreign currency breakdown<br />

for currency exposure<br />

58 NoTeS To The FINaNCIal STaTeMeNT<br />

eUR 91%<br />

USd 8%<br />

others 1%<br />

annual transaction exposure<br />

USd GBp SeK NoK dKK aUd<br />

Transaction exposure, net (mill. currency units) 567 239 -3,237 183 195 51<br />

Transaction exposure,net (eUR million) 427 278 -359 23 26 39 16 -1 1,170 952<br />

Transaction exposure hedging (eUR million) -162 -113 164 -6 -6 -14 -4 0 -469 -388<br />

hedging at the end of the year (months) 4.5 4.9 5.5 2.8 2.9 4.3 3.2 2.2 4.8 4.9<br />

average hedging in <strong>2010</strong> (months) 5.2 4.6 5.4 3.8 2.7 4.1 3.2 2.4 4.9 4.3<br />

Hedging of net investments in a foreign entity 31 Dec. <strong>2010</strong><br />

USd 37%<br />

GBp 24%<br />

SeK 31%<br />

aUd 3%<br />

NoK 2%<br />

others 3%<br />

equity exposure<br />

other<br />

long<br />

other<br />

short<br />

GBp SeK other<br />

equity exposure (mill. currency units) 7 2,931<br />

equity exposure (eUR million) 8 327 13 348 263<br />

equity hedging (eUR million) -8 -236 0 -244 -259<br />

hedging at the end of the year, (%) 100 72 0 70 99<br />

average hedging in <strong>2010</strong>, (%) 97 79 34 79 93<br />

Interest rate risk/duration and re-pricing structure of loans (incl. Interest rate derivatives)<br />

31.12.<strong>2010</strong> 31.12.2009<br />

Re-pricing structure of interest rates of loans<br />

loan amount<br />

(eUR million)<br />

duration<br />

(months)<br />

average<br />

interest rate<br />

(%)<br />

Interest rate<br />

sensitivity *)<br />

(eUR million)<br />

1–4/2011 5–8/2011 9–12/2011 2012 2013 2014 –>2014<br />

loan amount<br />

(eUR million)<br />

duration<br />

(months)<br />

<strong>2010</strong><br />

Total<br />

<strong>2010</strong><br />

Total<br />

average<br />

interest rate<br />

(%)<br />

1,350 9.4 5.1 3.7 850 204 60 27 31 130 48 1,410 6.4 6.0 3.4<br />

*) Interest rate sensitivity is an estimate of the effect of an interest rate change of one percent in one direction on net interest cost based on year end exposure<br />

2009<br />

Total<br />

2009<br />

Total<br />

Interest rate<br />

sensitivity *)<br />

(eUR million)<br />

Hedging of electricity price risk exposure<br />

31.12.<strong>2010</strong> 31.12.2009<br />

GWh GWh<br />

electricity exposure, net 2011 1,160 1,110<br />

electricity hedging 2011 985 991<br />

hedging at the end of the year (%) 85 89<br />

electricity price risk is hedged based on defined risk management policy on a time horizon of four years either by physical contracts or by financial contracts.<br />

The table is applying only to the hedging of electricity price risk of the following year. The net electricity exposure has been calculated by taking into account<br />

the own and associated companies´ electricity production.


Market risk sensitivity at 31 Dec. <strong>2010</strong> 31.12.<strong>2010</strong> Impact on equity exposure and annual transaction exposure 31.12.<strong>2010</strong><br />

eUR million<br />

Impact on<br />

financial<br />

assets and<br />

liabilities<br />

Impact on<br />

net equity<br />

of foreign entities<br />

Impact on<br />

net equity of<br />

foreign entities<br />

incl. hedging<br />

Impact on<br />

annual<br />

transaction<br />

exposure<br />

(cash flow)<br />

Impact on annual<br />

transaction<br />

exposure<br />

(cash flow)<br />

incl. hedging<br />

Interest rate risk (100 bp rise in interest rates)<br />

effect on profit 1.1 -3.7 -2.5<br />

effect on other change in equity 0.2<br />

Commodity risk (electricity price + 20%)<br />

effect on profit 0.4 -6.0 1.6<br />

effect on other change in equity 7.2<br />

FX risk (USD - 10%)<br />

effect on profit 5.2 -42.4 -26.3<br />

effect on other change in equity 4.7<br />

FX risk (GBP - 10%)<br />

effect on profit -0.4 -27.8 -16.5<br />

effect on other change in equity 7.7 -0.8<br />

FX risk (SEK - 10%)<br />

effect on profit -1.8 36.1 19.7<br />

effect on other change in equity 14.2 -32.7 -9.1<br />

Market risk sensitivity at 31 Dec. 2009 31.12.2009 Impact on equity exposure and annual transaction exposure 31.12.2009<br />

eUR million<br />

Impact on<br />

financial<br />

assets and<br />

liabilities<br />

Impact on<br />

net equity<br />

of foreign entities<br />

Impact on<br />

net equity of<br />

foreign entities<br />

incl. hedging<br />

Impact on<br />

annual<br />

transaction<br />

exposure<br />

(cash flow)<br />

Impact on annual<br />

transaction<br />

exposure<br />

(cash flow)<br />

incl. hedging<br />

Interest rate risk (100 bp rise in interest rates)<br />

effect on profit 1.1 -3.4 -1.9<br />

effect on other change in equity<br />

Commodity risk (electricity price + 20%)<br />

0.5<br />

effect on profit 0.3 -3.6 3.8<br />

effect on other change in equity<br />

FX risk (USD - 10%)<br />

7.1<br />

effect on profit 9.0 -31.0 -12.4<br />

effect on other change in equity<br />

FX risk (GBP - 10%)<br />

4.5<br />

effect on profit -3.5 -22.0 -17.5<br />

effect on other change in equity<br />

FX risk (SEK - 10%)<br />

3.6 -1.0<br />

effect on profit 2.6 31.9 19.5<br />

effect on other change in equity 15.3 -24.8<br />

Items with + sign = positive effect = increase of assets / decrease of liabilities / increase of cash flow<br />

Items with – sign = negative effect = decrease of assets / increase of liabilities / decrease of cash flow<br />

IFRS 7 requires an entity to disclose a sensitivity analysis for each type of<br />

market risk to which the entity is exposed at the <strong>report</strong>ing date, showing how<br />

profit or loss and equity would have been affected by changes in the relevant<br />

risk variable that were reasonably possible at that date. The Group has recognized<br />

interest rates, electricity prices and foreign exchange rates as its<br />

key market risks and has set 1 per cent interest rate rise, 20 per cent rise in<br />

electricity price and 10 per cent weakening of USd, GBp and SeK as reasonably<br />

possible risk variables. These currencies represent about 80 per cent<br />

of Group’s annual transaction exposure. The nature of the market price risk<br />

is relatively linear so that the size of effects of opposite market price changes<br />

do not essentially differ from the presented figures.<br />

The scenarios have been calculated by using regular principles of calculating<br />

market values of financial instruments described in the Group accounting<br />

policies. Figures at the <strong>report</strong>ing date reflect quite well the average<br />

market risk conditions throughout the <strong>report</strong>ing period. additionally, the<br />

Group is presenting figures describing the effects of the risk variables to its<br />

equity exposure and annual transaction exposure (cash flow) to present a<br />

broader picture about market risks of interest rates, electricity prices and<br />

foreign exchange rates. annual cash flows are based on estimates, but not<br />

existing commercial contracts. The impact on net equity has reduced due to<br />

sale of Botnia´s operations in Uruguay. Including equity hedging the impact<br />

is minor. The weakening of USd and GBp has a negative impact on annual<br />

cash flow and the weakening of SeK has a positive impact. hedges reduce<br />

this impact depending on hedging strategy. The rise of electricity price has<br />

a negative impact on cash flow. as according to hedging policy the electricity<br />

price risk of the nearest year has mostly been hedged, the impact including<br />

hedges remains minor. When the cash flow of the nearest year and all electricity<br />

hedges have been taken into account, the calculatory impact is slightly<br />

positive.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

59


4 Segment information<br />

The Corporate Management Team is the chief operational decisionmaker.<br />

The Corporate Management Team has determined that the<br />

operating segments are based on the <strong>report</strong>s used by the management<br />

team in strategic decision-making. The Corporate Management<br />

Team monitors the business operations based on the operating segments.<br />

The sales of the <strong>report</strong>ing segments are mainly generated<br />

by sales of board and paper, but the sales of the Market pulp and<br />

energy operating segment includes sales of pulp to external customers<br />

and sales of energy from the pulp mills and through energy<br />

companies owned by M-real.<br />

The accounting principles for the segment information are equal<br />

to those of the Group. all inter-segment sales are based on market<br />

prices and eliminated in consolidation.<br />

The <strong>report</strong>ing result is operating result. Segment assets and<br />

liabilities are capital items directly used by the segments in their<br />

business operations or items that based on reasonable ground can<br />

be allocated to the segments. The goodwill arising from business<br />

combination have been allocated to the operating segments based<br />

on matching principle. Unallocated capital items consist of tax and<br />

financial items and other common group items. Investments consist<br />

of additions of tangible and intangible assets used over a longer<br />

period than one year and acquisition of shares.<br />

Reportable segments<br />

Consumer packaging<br />

office papers<br />

Speciality papers<br />

Market pulp and energy<br />

other operation<br />

The Group has not aggregated segments when identifying the <strong>report</strong>able<br />

segments.<br />

Segment sales from external customers by geographical area<br />

are based on the geographical location of the customer and segment<br />

assets and capital expenditure by geographical location of the assets.<br />

60 NoTeS To The FINaNCIal STaTeMeNT<br />

Consumer Packaging business area is an innovative supplier of<br />

high-performance primary fibre-based paperboards, speciality<br />

papers and related packaging services. It serves carton printers,<br />

converters, brand owners and merchants for end-uses such as<br />

beautycare, cigarettes, consumer durables, foods, healthcare, graphics<br />

and wallcoverings.<br />

Office Papers business area is one of the european leading office<br />

paper producers. It produces, markets and sells a range of high<br />

quality uncoated fine papers for use in offices and homes. office<br />

papers’ products are used for printing and copying, as well as for<br />

forms, envelopes, manuals and various business communications.<br />

Speciality Papers business area is a leading european speciality<br />

paper producer. The core of the business is formed by the Zanders<br />

mills, Reflex and Gohrmühle, in Germany. M-real’s speciality papers<br />

are used e.g. for brochures, direct mail, annual <strong>report</strong>s, catalogues,<br />

art books, posters, calendars and labels. The costumers are printers,<br />

publishers, advertising agencies and paper merchants.<br />

Market Pulp and Energy <strong>report</strong>ing unit includes mainly pulp sales<br />

to external parties. additionally, a minor part of the entity consists<br />

of energy sales from the pulp mills or through M-real energy holdings.<br />

Other operation includes head office, Sales net-operation, Group<br />

IT services and hedge accounting of sales revenue.<br />

Sales by operating segment<br />

<strong>2010</strong> 2009<br />

eUR million external Internal Total external Internal Total<br />

Consumer packaging 1,174 1 1,175 968 0 968<br />

office papers 658 0 658 542 1 543<br />

Speciality papers 302 1 303 352 0 352<br />

Market pulp and energy 434 0 434 508 0 508<br />

other operations 37 161 198 62 127 189<br />

elimination -163 -163 -128 -128<br />

Continuing operations 2,605 2,605 2,432 2,432


Operating result and return on capital employed by operating segment<br />

<strong>2010</strong> 2009<br />

Return on<br />

Return on<br />

operating<br />

capital operating<br />

capital<br />

eUR million<br />

result<br />

employed, % result<br />

employed, %<br />

Consumer packaging 135 19.4 51 6.9<br />

office papers 14 2.8 -104 -21.1<br />

Speciality papers -54 -49.1 -151 -55.8<br />

Market pulp and energy 36 6.0 -91 -12.2<br />

other operations 15 28<br />

Continuing operations, total 146 5.7 -267 -8.9<br />

Share of results from associated companies -24 -16<br />

Finance costs, net -74 -75<br />

Income taxes -21 27<br />

discontinued operations 0 -23<br />

Result for the period 27 -354<br />

other operations include in <strong>2010</strong> gain of disposal of Sappi ltd’s shares eUR<br />

8 million and eUR 6 million gain from patents sold to Sappi ltd. Speciality<br />

papers include eUR 7 million gain related to partial divestment of Reflex mill<br />

to <strong>Metsä</strong> Tissue and office papers include some eUR 7 million gain related<br />

to electricity cerficates disposed.<br />

Speciality papers include eUR 8 million cost provision connected with the<br />

restructuring of M-real Zanders and partial divestment of the Reflex mill to<br />

<strong>Metsä</strong> Tissue. Market pulp and energy include eUR 4 million additional cost<br />

provision relating to the closure of alizay pulp. other operations include eUR<br />

10 million gain related to reversal of provision in connection with IT arrangement.<br />

M-real’s joint venture <strong>Metsä</strong>-Botnia sold in december 2009 its Uruguay<br />

business to UpM-Kymmene oyj. M-real’s share (30%) of the gain on sale was<br />

Assets, liabilities and goodwill by operating segment<br />

assets liabilities Goodwill<br />

eUR million <strong>2010</strong> 2009 <strong>2010</strong> 2009 <strong>2010</strong> 2009<br />

Consumer packaging 911 833 200 157 5 5<br />

office papers 679 552 122 121 8 8<br />

Speciality papers 183 255 119 121<br />

Market pulp and energy 691 644 61 77<br />

other operations 342 546 185 252<br />

elimination -46 -119 -46 -119<br />

Unallocated 357 421 1,477 1,599<br />

Total 3,117 3,132 2,118 2,208 13 13<br />

Capital expenditure, depreciation and impairment charges by operating segment<br />

Capital expenditure depreciation Impairment charges<br />

eUR million <strong>2010</strong> 2009 <strong>2010</strong> 2009 <strong>2010</strong> 2009<br />

Consumer packaging 25 11 54 77 11 12<br />

office papers 20 22 38 58 -9 47<br />

Speciality papers 6 11 11 20 25 66<br />

Market pulp and energy 14 19 26 38 15 32<br />

other operations 1 10 3 6 -8 0<br />

Total 66 73 132 199 34 157<br />

assets and liabilities of segments have been changed according to the renewed allocation of <strong>Metsä</strong>-Botnia.<br />

Segment assets include goodwill, other intangible assets, tangible assets,<br />

biological assets, investments in associated companies, inventories, accounts<br />

receivables and prepayments and accrued income (excl. interest and income<br />

tax items) Segment liabilities include non-interest-bearing liabilities (excl.<br />

interest and income tax items).<br />

some eUR 76 million, which was recorded in other operations´operating<br />

result. eUR 7 million of hedging gain was also recognised as income. at the<br />

same time <strong>Metsä</strong>-Botnia disposed 77 per cent of its shares in pohjolan Voima<br />

oy. Market pulp and energy´s 2009 operating profit includes M-real’s share<br />

(30%) of realised fair value and capital gain of the deal, eUR 18 million.<br />

Market pulp and energy included in 2009 eUR 14 million connected to<br />

the plan to permanently close down the alizay pulp mill and eUR 4 million<br />

associated with the closure of the <strong>Metsä</strong>-Botnia Kaskinen mill. office papers<br />

include eUR 9 million related to profit improvement measures at the husum<br />

mill. Speciality papers include eUR 8 million related to profit improvement<br />

programme at the Zanders’ Reflex mill. other oparations include eUR 12<br />

million cost provision associated with the terminated IT contract.<br />

Capital employed is segment assets less segment liabilities. The formula<br />

for calculation of return on capital employed: Segment: operating profit/<br />

Capital employed (average) *100. Group: profit from continuing operations<br />

before tax + interest expenses, net exchange gains/losses and other financial<br />

expenses/Total assets ./. non-interest-bearing liabilities (average)*100.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

61


In the following tables are presentented information of sales, assets and investments by geographical areas.<br />

Geographical segments<br />

external sales by<br />

Total non-current<br />

Capital expenditure<br />

destination<br />

assets by country<br />

by country<br />

eUR million <strong>2010</strong> 2009 <strong>2010</strong> 2009 <strong>2010</strong> 2009<br />

Germany 445 410 71 103 4 5<br />

Belgium 264 226 0 0<br />

Great Britain 233 218 0 0 1<br />

Finland 212 263 1,212 1,218 31 23<br />

France 146 153 20 21 4 11<br />

Italy 132 99 0 0<br />

Russia 90 94 0 0<br />

Switzerland 88 70 0 0<br />

austria 77 55 69 91 4 5<br />

The Netherlands 73 90 0 0<br />

Sweden 69 63 366 326 23 15<br />

Spain 65 56 0 0<br />

poland 52 35 0 0<br />

other europe 191 197 1 0<br />

USa 114 103 0 0<br />

Uruguay 0 4 0 0 13<br />

asia 255 152 0 0<br />

other countries 99 144 0 0<br />

Total 2,605 2,432 1,739 1,759 66 73<br />

Non-current assets include other assets but derivatives, deferred tax receivables and assets related to defined benefit pension plans.<br />

Personnel at year end by country<br />

<strong>2010</strong> 2009<br />

Finland 1,783 1,824<br />

Germany 1,073 1,228<br />

Sweden 891 980<br />

France 353 396<br />

austria 197 203<br />

Great Britain 45 44<br />

The Netherlands 22 45<br />

other countries 174 380<br />

Group total 4,538 4,903<br />

62 NoTeS To The FINaNCIal STaTeMeNT<br />

Personnel by business segment, average<br />

<strong>2010</strong> 2009<br />

Consumer packaging 1,512 1,517<br />

office papers 1,264 1,424<br />

Speciality papers 1,138 1,550<br />

Market pulp and energy 301 271<br />

<strong>Metsä</strong>-Botnia - 501<br />

other operations 557 650<br />

Group total 4,772 5,913<br />

Market pulp and energy’s personnel include in <strong>2010</strong> personnel at hallein<br />

pulp mill and personnel at Kaskinen pulp mill. 2009’s figures have been<br />

restated respectively. personnel average in 2009 include M-real’s share 30<br />

per cent of <strong>Metsä</strong>-Botnia’s personnel.<br />

Group’s income from one customer exceeded to some eUR 540 (536)<br />

million or some 21 (22 ) per cent of total sales. The sales included in Market<br />

pulp and energy, office paper, Consumer packaging, Speciality paper segments<br />

and other operations.


5 disposed and discontinued operations<br />

There were no acquisitions or disposals during <strong>2010</strong>. M-real disposed in<br />

december 2008 the Graphic papers businesses for eUR 750 million. Graphic<br />

papers business has been accounted as a discontinued operations and it´s<br />

post-tax profit and loss on disposal have been recognised as a separate item<br />

after continued operations. during <strong>2010</strong> the net costs in discontinued operations<br />

related sold Graphic papers-business were eUR 0 million, some eUR<br />

+ 2 million related to IT arrangements and some eUR - 2 million related to<br />

logistics arrangements.<br />

In 2009 the adjustment on the selling price and other items had a negative<br />

effect of eUR 26 million on the result of discontinued operations.<br />

Discontinued operations, result<br />

<strong>2010</strong> 2009<br />

Graphic papers<br />

adjustment on the selling price and other items 0 -23<br />

Income statement, total 0 -23<br />

6 other operating income<br />

eUR million <strong>2010</strong> 2009<br />

Gains on disposal 32 143<br />

Rental income 3 3<br />

Service revenue 26 37<br />

Government grants 17 22<br />

other allowances and subsidies 2 2<br />

other operating income 28 45<br />

Total 108 252<br />

The most signifigant gains on disposals were the gain of eUR 8 million of<br />

shares in Sappi ltd, some eUR 6 million gain related to patents sold to Sappi,<br />

eUR 7 million profit on sale in Speciality papers related to partial divestment<br />

of Reflex mill and some 7 million in office papers in husum related to electricity<br />

cerficates disposed.<br />

In 2009 M-real’s joint venture <strong>Metsä</strong>-Botnia disposed its Uruguay business.<br />

M-real’s share of gain on sale was eUR 83 million. at the same time<br />

<strong>Metsä</strong>-Botnia’s ownership was restructured, in which M-real’s ownership<br />

rose from 30 percent to 33 per cent. M-real sold three per cent to its parent<br />

company <strong>Metsä</strong>liitto and recorded some eUR 33 million profit on sale. In<br />

addition <strong>Metsä</strong>-Botnia sold 77 per cent of its shares in pohjolan Voima oy.<br />

M-real recorded 30 per cent share of the profit or eUR 18 million.<br />

7 operating expenses<br />

eUR million <strong>2010</strong> 2009<br />

Change in stocks of finished goods and<br />

work in progress 34 -71<br />

Materials and services<br />

purchases during the financial period 1,685 1,377<br />

Change in inventories -18 24<br />

logistics expenses 278 299<br />

external services 77 101<br />

2,022 1,801<br />

Employee costs<br />

Wages and salaries 209 254<br />

Social security costs<br />

pension costs<br />

defined contribution plans 4 0<br />

defined benefit plans 20 23<br />

other employee costs 79 129<br />

103 152<br />

employee costs, total 312 406<br />

Share of profit from associated companies<br />

Share of <strong>Metsä</strong>-Botnia’s net result 78 2<br />

Other operating expenses<br />

Rents 12 17<br />

purchased services 96 107<br />

other operating expenses 71 195<br />

Total 179 319<br />

external services include production related services and logistics expenses<br />

of sold products. In 2009 logistics expenses of sold products were partly<br />

showed in other operating expenses. 2009’s figures have been restated to<br />

match new grouping. other operatin expenses include among others other<br />

than production related services, energy costs, real estate costs and administration<br />

costs.<br />

The research and development costs in continuing operations during the<br />

financial period <strong>2010</strong> were eUR 5 million and in 2009 eUR 7 million.<br />

Main auditors fees<br />

The fees paid to pricewaterhouseCoopers are shown in the table below. The<br />

audit fees are paid for the audit of the annual and quarterly financial statements<br />

for the group <strong>report</strong>ing purposes as well as the audit of the local<br />

statutory financial statements. Tax consultancy fees are the fees paid for tax<br />

consultancy services and the like.<br />

eUR million <strong>2010</strong> 2009<br />

audit fees 1 1<br />

Tax consultancy 0 0<br />

other fees 0 1<br />

Total 1 2<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

63


The remuneration paid to the members of the <strong>Board</strong> of Directors and<br />

the Corporate Management Team<br />

The remuneration paid to the members of the <strong>Board</strong> of directors and shareholding.<br />

64 NoTeS To The FINaNCIal STaTeMeNT<br />

Shareholding<br />

<strong>2010</strong><br />

eUR<br />

2009<br />

eUR<br />

Kari Jordan<br />

Chairman - 86,616.49 32,125<br />

Martti asunta<br />

Vice chairman 23,900 73,514.04 28,625<br />

Mikael aminoff 22,095 55,299.34 -<br />

Kirsi Komi 9,400 56,299.34 -<br />

Kai Korhonen 126,860 59,799.34 75,905<br />

liisa leino 96,715 59,299.34 56,305<br />

Juha Niemelä 96,715 59,799.34 79,405<br />

antti Tanskanen 96,715 58,799.34 76,905<br />

erkki Varis 54,800 59,299.34 57,805<br />

Total 527,200 568,725.91 407,075<br />

Former members of the <strong>Board</strong><br />

heikki asunmaa - 18,100<br />

erkki Karmila 3,000.00 77,905<br />

Rainer lillandt 3,500.00 25,100<br />

arimo Uusitalo - 1,500<br />

6,500.00 122,605<br />

Total 575,225.91 529,680<br />

M-real’s annual General Meeting held on 12 March 2009 decided that one<br />

half of the remuneration will be paid in cash while the other half is paid in<br />

the company’s B-series shares to be acquired from the stock exchange<br />

between 16 and 20 March 2009. <strong>Board</strong> members Kari Jordan, Martti asunta<br />

and Runar lillandt, who all receive remuneration from largest shareholder<br />

<strong>Metsä</strong>liitto Cooperative, renounced their right to the annual remuneration.<br />

Salaries and emoluments paid to The Corporate Management Team were<br />

eUR 3,406,419.41 (2009 eUR 2,655,301.27). Ceo Mikko helander’s salary<br />

including benefits was 1,429,370.95 (eUR 756,261.28).<br />

according to the M-real’s pay scheme, executives can be paid a performance-related<br />

reward amounting to not more than 6 months’ salary. In addition<br />

to salaries and bonuses they are also entitled to participate in the<br />

company´s share based incentive program. Currently 9 executives are<br />

included in the program. The expenses recognised for share based payments<br />

were eUR 0.2 million (2009 none) (note 35).<br />

Chairman of the <strong>Board</strong> Kari Jordan and Ceo Mikko helander are taking<br />

part in the shareholding system of <strong>Metsä</strong>liitto Group’s executive Management<br />

via <strong>Metsä</strong>liitto Management oy (Note 35). The number of M-real’s B-shares<br />

allocated via <strong>Metsä</strong>liitto Management oy to Chairman of the <strong>Board</strong> Kari<br />

Jordan is 1,763,867 and to Ceo Mikko helander is 881,933. other members<br />

of The Corporate Management Team own 62,959 M-real’s shares.<br />

Pension commitments to management<br />

The Ceo of the parent company has the right to retire on a pension at the<br />

age of 62 years. The cost of lowering the retirement age or supplementing<br />

statutory pension security are generally covered by voluntary pension insurance.<br />

The expenses of the Management Team member´s defined pension<br />

plans were eUR 0.3 million (2009 eUR 0.1 million) and the expenses of their<br />

defined contribution plans were eUR 0.6 million (eUR 0.6 million). The Group<br />

has no off balance sheet pension liabilities on behalf of management.<br />

When the service contract of the Ceo is terminated by the <strong>Board</strong>, the Ceo<br />

is entitled to receive discharge compensation equal to his 18-month salary.<br />

In addition, in case the Company or its business is divested, the Ceo is entitled<br />

to resign from his assignment against discharge compensation equal to<br />

his 24-month salary. The period of notice is six months. The period of notice<br />

for other members of The Corporate Management Team is six months. For<br />

other members of The Corporate Management Team, the period of additional<br />

severance compensation varies from six to eighteen months in case of severance<br />

due to other reasons than member related<br />

The parent company has no commitments on behalf of persons belonging<br />

to the above-mentioned bodies or those who have previously belonged<br />

to them. at 31 december <strong>2010</strong>, the Company´s Ceo, the deputy Ceo or the<br />

members of the <strong>Board</strong> had no loans outstanding from the Company or its<br />

subsidiares.


8 depreciation, amortization and<br />

impairment charges<br />

eUR million <strong>2010</strong> 2009<br />

Depreciation<br />

other intangible assets 7 10<br />

Buildings 22 31<br />

Machinery and equipment 100 155<br />

other tangible assets 3 3<br />

Total 132 199<br />

Impairment charges<br />

Goodwill 33<br />

other intagible assets 1<br />

Buildings 36 36<br />

Machinery and equipment -3 85<br />

other tangible assets 1 2<br />

Total 34 157<br />

depreciation and impairment charges, total 166 356<br />

Goodwill impairments by segment<br />

Speciality papers 33<br />

Total 33<br />

Other Impairments by segment<br />

Consumer packaging 11 12<br />

office papers -9 47<br />

Speciality papers 25 33<br />

Market pulp and energy 15 32<br />

other operations -8<br />

Total 34 124<br />

Impairment charges made at closure of Kangas’ paper machine 2 were partly<br />

reversed (eUR 8 million) in June based on sales agreement of paper machine<br />

2. Impairment charges made in M-real Zanders’ Reflex paper mill were<br />

reversed (eUR 3 million) based on agreement to sell the mill partly to <strong>Metsä</strong><br />

Tissue in September.<br />

In december some eUR 9 million reversal of impairment charge in office<br />

papers and some eUR 28 million impairment charge in Speciality papers<br />

were recognised because of impairment test. In addition in december an<br />

impairment charge of eUR 15 million was recognised in Market pulp and<br />

energy due to fact that some buildings were retired from active use permanently<br />

and an impairment charge of some eUR 11 was recognised in Consumer<br />

packaging related to closure of paper machine in Simpele.<br />

due to impairment test in 2009 impairment charges of eUR 113 million<br />

were recognised, eUR 33 million on goodwill in Speciality papers and eUR<br />

80 million other impairment, of which eUR 33 million in Speciality papers’<br />

Zanders paper mill in Germany and eUR eUR 47 million in office papers’<br />

alizay paper mill in France. In 2009 testing all accumulated utility values are<br />

based on the cash flow against the asset or CGU.<br />

In 2009 in alizay pulp mill an impairment of eUR 28 million was recognised<br />

related to the planned permanent closure of alizay pulp mill. In <strong>Metsä</strong>-<br />

Botnia’s Kaskinen mill an impairment of eUR 16 million was recognised<br />

related to the closure of the mill based on M-real’s 30 per cent share. of<br />

these, eUR 12 million was recognised in Consumer packaging and eUR 32<br />

million in Market pulp and energy.<br />

Impairment of Assets<br />

M-real carries out a full impairment test at least once a year, during the last<br />

quarter based on the situation of 30 September. In addition, a sensitivity<br />

analysis is made each quarter. Should the sensitivity analysis indicate impairment,<br />

a full test will be initiated. The audit Committee reviews the sensitivity<br />

analyses or impairment testing results quarterly.<br />

Testing principles<br />

The accounting values of asset items or cash generating units are evaluated<br />

for possible value depreciation. Cash generating units are <strong>report</strong>ing segments<br />

or smaller units to which a utility value can be defined to. In <strong>2010</strong> the cash<br />

generating units are the same as in 2009 testing, except for Simpele paper.<br />

The paper machine in Simpele was closed down in december <strong>2010</strong>. If there<br />

are indications of value depreciation of an asset item or cash-generating<br />

unit, or if the unit’s accounting value includes or it has been allocated goodwill,<br />

it is evaluated how much money the asset item or CGU can accumulate.<br />

The sum that can be accumulated is the utility value based on the cash flow<br />

against the asset item or CGU, or its net sales price. In <strong>2010</strong> testing all accumulated<br />

utility values are based on the cash flow against the asset or CGU,<br />

except for Myllykoski paper, which is tested based on its net sales price.<br />

The cash flow that the CGUs under testing can accumulate is based on<br />

five-year forecasts and the evenly-growing cash flows that follows them.<br />

The essential testing assumptions are M-real management’s estimates<br />

and projections as well as 3rd party forecasts.The key factors affecting the<br />

projections are development of average paper and board prices, delivery<br />

volumes, foreign exchange rates, and capacity utilisation rates, cost development<br />

of key raw materials such as wood, pulp,chemicals and energy, the<br />

development of personnel costs and other fixed costs as well as the discount<br />

rate. The key factors are similar to those used in 2009 testing. Furthermore<br />

the realisation of savings and efficiency improvement measures as well as<br />

decided renewal investments have a significant impact on projected cash<br />

flows.<br />

M-real’s share of the cash flow and accounting value of <strong>Metsä</strong>-Botnia are<br />

allocated to CGUs in the proportion of their pulp purchases.<br />

For the situation on 30 September <strong>2010</strong> and for previous goodwill impairment<br />

tests the cash flows consequent to the 5-year projected cash flows are<br />

based on a 2 per cent fixed annual growth rate. average values for the key<br />

assumptions (price, volume, variable costs) during the projection period have<br />

been used as initial point for the cash flows following the forecast period.<br />

The fixed costs are based on the projected costs for the fifth year.<br />

The discount rate used is M-real’s Weighted average Cost of Capital<br />

(WaCC). When calculating WaCC the cost of debt takes into account market<br />

based view on M-real’s risk premium. Both the cash flows and the discount<br />

rate are calculated after tax, which means that the established discounted<br />

cash flows and utility values are before tax as set out in IaS 36. For testing<br />

carried out concerning situation 30 September <strong>2010</strong>, the WaCC after taxes<br />

was 6.25 per cent (2009: 7.83%) and for Botnia 6.08 per cent (6.67%). Management’s<br />

view is that the risk factors regarding future cash flows do not<br />

differ materially from one CGU to another.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

65


The goodwill impairment test results are evaluated by comparing the<br />

recoverable amount (V) with the carrying amount of the CGU (B) as follows:<br />

Ratio<br />

V < B<br />

V 0–5% > B<br />

V 5–10% > B<br />

V 10–15% > B<br />

V 15–20% > B<br />

V 20–50% > B<br />

V 50% > B<br />

The most important CGUs of M-real Group, the goodwill allocated to them<br />

as of 31 december <strong>2010</strong> as well as their testing result as of 30 September<br />

<strong>2010</strong>:<br />

Cash Generating Unit<br />

Goodwill<br />

(eUR million) Test result (V-B)/B<br />

Folding boxboard mills 1) 15 over 50%<br />

Kemiart liners 1) 11 over 50%<br />

Kyro paper 1) 1 20–50%<br />

husum pM6 & pM7 8 over 50%<br />

alizay 1) 1 0–5%,<br />

husum pM8 & Äänekoski paper 1) 3 over 50%<br />

Zanders 0


9 Financial income and expenses<br />

eUR million <strong>2010</strong> 2009<br />

Exchange differences<br />

Commercial items 2 1<br />

hedging/hedge accounting not applied -7 3<br />

The ineffectiveness from hedges of<br />

net investment in foreign operations -3 0<br />

other items -1 1<br />

Total -9 5<br />

Other financial income<br />

Interest income on loans, other receivables<br />

and cash and cash equivalents 12 25<br />

dividend income 0 0<br />

12 25<br />

Valuation of financial assets and liabilities<br />

Gains and losses on financial assets or liabilities at<br />

fair value through profit or loss (held for trading) 0 1<br />

Impairment charges from financial assets 0 -30<br />

Impairment charges from financial liabilities 0 31<br />

Gains and losses on derivatives/hedge accounting<br />

not applied -2 3<br />

Gains and losses on hedging instrument in fair<br />

value hedges 6 13<br />

Fair value adjustments of hedged item in fair value<br />

hedges -5 -6<br />

Total -1 12<br />

Interest expenses from financial liabilities carried at<br />

amortized cost using the effective interest method -74 -109<br />

other financial expenses -2 -8<br />

Interest and other financial expenses, total -76 -80<br />

Valuation of financial assets and liabilities and<br />

interest and other financial expenses, total -77 -105<br />

M-real repurchased in 2009 from the market its own senior floating rate<br />

notes in the total par value of eUR 60 million. a gain of approximately eUR<br />

31 million was booked in financial income in 2009.<br />

In connection with divestment of Graphic papers in december 2008, M-real<br />

received eUR 220 million in interest-bearing vendor notes from Sappi. In<br />

august 2009 M-real agreed with Sappi that Sappi will repay the vendor notes<br />

at the price of 86.5 per cent of their nominal value. This early repayment<br />

resulted in an approximately eUR 30 million loss that was booked in financial<br />

expenses in 2009.<br />

10 Income taxes<br />

eUR million <strong>2010</strong> 2009<br />

Income taxes for the financial period 14 3<br />

Income taxes for previous periods 0 -2<br />

Change in deferred taxes 7 -27<br />

other 0 -1<br />

Total 21 -27<br />

Income tax reconciliation<br />

Result before taxes 48 -358<br />

Computed tax at Finnish statutory rate of 26% 13 -93<br />

difference between Finnish and foreign rates 0 0<br />

Tax exempt income 0 -33<br />

Non-deductible expenses 3 2<br />

Impairment of goodwill 0 8<br />

previous years tax losses used during the period -8 0<br />

Tax losses with no tax benefit 27 88<br />

Share of profit from associated companies -14 4<br />

Income taxes for previous periods 0 -2<br />

other 0 -1<br />

Income tax expense 21 -27<br />

effective tax rate, % 43.8 7.5<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

67


11 other items of comprehensive income<br />

eUR million<br />

68 NoTeS To The FINaNCIal STaTeMeNT<br />

Recorded in<br />

other items of<br />

Comprehensive<br />

income<br />

<strong>2010</strong><br />

Reclassification<br />

Total<br />

Cash flow hedges<br />

Currency flow hedges<br />

recorded in equity 6<br />

transferred to income statement's<br />

sales -6<br />

Interest flow hedges<br />

recorded in equity 0<br />

transferred to income statement's<br />

financial items 0<br />

Commodity hedges<br />

recorded in equity 10<br />

transferred to income statement's<br />

purchases 0<br />

Total 16 -6 10<br />

available for sale investments<br />

recorded in equity<br />

Share of result in associated<br />

companies<br />

transferred to income statement’s<br />

other operating income -7<br />

Total 36 -7 29<br />

Translation differences 42<br />

Share of result in associated<br />

companies 1<br />

Net invest hedge -30<br />

Total 13 13<br />

Total 65 -13 52<br />

Income tax relating to components<br />

of other comprehensive income <strong>2010</strong><br />

eUR million Before taxes Taxes after taxes<br />

Cash flow hedges 10 -3 7<br />

available for sale investments 29 -7 22<br />

Translation differences 13 8 21<br />

Total 52 -2 50<br />

In <strong>2010</strong> available for sale investments after taxes (22) include share of profit<br />

from associated companies eUR 1 million and translation differences after<br />

taxes (21) eUR 1 million.<br />

35<br />

1<br />

eUR million<br />

Recorded in<br />

other items of<br />

Comprehensive<br />

income<br />

2009<br />

Reclassification<br />

Total<br />

Cash flow hedges<br />

Currency flow hedges<br />

recorded in equity 7<br />

transferred to income statement's<br />

sales 15<br />

Interest flow hedges<br />

recorded in equity -1<br />

transferred to income statement's<br />

financial items 0<br />

Commodity hedges<br />

recorded in equity 3<br />

transferred to income statement's<br />

purchases 2<br />

Total 9 17 26<br />

available for sale investments<br />

recorded in equity -97<br />

transferred to income statement’s<br />

other operating income -18<br />

Total -97 -18 -115<br />

Translation differences 17<br />

Net invest hedge -12<br />

Total 5 5<br />

Total -83 -1 -84<br />

Income tax relating to components<br />

of other comprehensive income 2009<br />

eUR million Before taxes Taxes after taxes<br />

Cash flow hedges 26 -7 19<br />

available for sale investments -115 30 -85<br />

Translation differences 5 4 9<br />

Total -84 27 -57<br />

12 earnings per share<br />

Result for the period, eUR million <strong>2010</strong> 2009<br />

from continuing operations 28 -335<br />

from discontinued operations 0 -23<br />

Total 28 -358<br />

adjusted number of shares (average) in thousands 328,166 328,166<br />

Basic and diluted earnings per share, eUR<br />

from continuing operations 0.09 -1.02<br />

from discontinued operations 0.00 -0.07<br />

Total 0.09 -1.09


13 Intangible and tangible assets<br />

Intangible assets<br />

other Intangible Construction in<br />

eUR million Goodwill<br />

assets<br />

progress Total<br />

acquisition costs, 1 Jan. <strong>2010</strong> 13 180 193<br />

Translation differences<br />

Increase<br />

1 1<br />

decrease -8 -8<br />

Transfers between items 1 1<br />

acquisition costs, 31 dec. <strong>2010</strong> 13 174 187<br />

accumulated depreciation and impairment charges, 1 Jan. <strong>2010</strong> -148 -148<br />

Translation differences -1 -1<br />

accumulated depreciation on deduction and transfers 8 8<br />

depreciation for the period -7 -7<br />

accumulated depreciation and impairment charges, 31 dec. <strong>2010</strong> -148 -148<br />

Book value, 1 Jan. <strong>2010</strong> 13 32 45<br />

Book value, 31 dec. <strong>2010</strong> 13 26 39<br />

acquisition costs, 1 Jan. 2009 51 197 0 248<br />

Translation differences 0 0 0 0<br />

Increase 0 10 0 10<br />

decrease -5 -27 -32<br />

Transfers between items 0 0 0 0<br />

acquisition costs, 31 dec. 2009 46 180 0 226<br />

accumulated depreciation and impairment charges, 1 Jan. 2009 -146 -146<br />

Translation differences 0 0 0<br />

accumulated depreciation on deduction and transfers 0 9 9<br />

depreciation for the period 0 -10 -10<br />

Impairment charges -33 -1 -34<br />

accumulated depreciation and impairment charges, 31 dec. 2009 -33 -148 -181<br />

Book value, 1 Jan. 2009 51 51 0 102<br />

Book value, 31 dec. 2009 13 32 0 45<br />

In 2009 goodwill in Speciality papers was impaired by eUR 33 million.<br />

The carrying value and the fair value of emission rights included in intangible assets was on 31 december eUR 11 million (10). In addition intangible assets<br />

include among others computer software, patents and licenses.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

69


Tangible assets<br />

land and<br />

Machinery and other tangible Construction in<br />

eUR million<br />

water areas Buildings equipment assets progress Total<br />

acquisition costs, 1 Jan. <strong>2010</strong> 60 859 3,730 75 9 4,733<br />

Translation differences 17 143 4 1 165<br />

Increase 2 28 0 33 63<br />

decrease -10 -66 0 0 -76<br />

Transfers between items -3 1 0 -8 -10<br />

acquisition costs, 31 dec. <strong>2010</strong> 60 865 3,836 79 35 4,875<br />

accumulated depreciation and impairment charges,<br />

1 Jan. <strong>2010</strong> -34 -593 -2,929 -47 -3,603<br />

Translation differences -14 -104 -3 -121<br />

accumulated depreciation on deduction and transfers 19 51 1 71<br />

depreciation for the period -22 -100 -3 -125<br />

Impairment charges and reversed impairment charges -36 3 -1 -34<br />

accumulated depreciation and impairment charges,<br />

31 dec. <strong>2010</strong> -34 -646 -3,079 -53 3,812<br />

Book value, 1 Jan. <strong>2010</strong> 26 266 801 28 9 1,130<br />

Book value, 31 dec. <strong>2010</strong> 26 219 757 26 35 1,063<br />

land and<br />

Machinery and other tangible Construction in<br />

eUR million<br />

water areas Buildings equipment assets progress Total<br />

acquisition costs, 1 Jan. 2009 113 1,048 4,158 87 28 5,434<br />

Translation differences 7 57 2 0 66<br />

Increase 7 3 47 1 11 69<br />

decrease -60 -194 -547 -15 -15 -831<br />

Transfers between items -5 15 0 -15 -5<br />

acquisition costs, 31 dec. 2009 60 859 3,730 75 9 4,733<br />

accumulated depreciation and impairment charges,<br />

1 Jan. 2009 -34 -601 -2,941 -50 -3,626<br />

Translation differences -6 -41 -1 -48<br />

accumulated depreciation on deduction and transfers 81 293 9 383<br />

depreciation for the period -31 -155 -3 -189<br />

Impairment charges and reversed impairment charges -36 -85 -2 -123<br />

accumulated depreciation and impairment charges,<br />

31 dec. 2009 -34 -593 -2,929 -47 -3,603<br />

Book value, 1 Jan. 2009 79 447 1,217 37 28 1,808<br />

Book value, 31 dec. 2009 26 266 801 28 9 1,130<br />

Impairment charges made at closure of Kangas’ paper machine 2 were partly<br />

reversed (eUR 8 million) in June based on sales agreement of paper machine<br />

2. Impairment charges made in M-real Zanders’ Reflex paper mill were<br />

reversed (eUR 3 million) based on agreement to sell the mill partly to <strong>Metsä</strong><br />

Tissue in September.<br />

In december some eUR 9 million reversal of impairment charge in office<br />

papers and some eUR 28 million impairment charge in Speciality papers<br />

were recognised because of impairment test. In addition in december an<br />

impairment charge of eUR 15 million was recognised in Market pulp and<br />

energy due to fact that some buildings were retired from active use permanently<br />

in hallein and an impairment charge of some eUR 11 was recognised<br />

in Consumer packaging related to closure of papermachine in Simpele.<br />

70 NoTeS To The FINaNCIal STaTeMeNT<br />

due to impairment test in 2009 impairment charges of eUR 113 million<br />

were recognised, eUR 33 million on goodwill in Speciality papers and eUR<br />

80 million other impairment, of which eUR 33 million in Speciality papers’<br />

Zanders paper mill in Germany and eUR eUR 47 million in office papers’<br />

alizay paper mill in France. In 2009 testing all accumulated utility values are<br />

based on the cash flow against the asset or CGU.<br />

In 2009 in alizay pulp mill an impairment of eUR 28 million was recognised<br />

related to the planned permanent closure of alizay pulp mill. In <strong>Metsä</strong>-<br />

Botnia’s Kaskinen mill an impairment of eUR 16 million was recognised<br />

related to the closure of the mill based on M-real’s 30 per cent share. of<br />

these, eUR 12 million was recognised in Consumer packaging and eUR 32<br />

million in Market pulp and energy.<br />

pledges and real estate mortgages for loans from financial institutions,<br />

pension loans and other lliabilities amounted to eUR 135 million (109).<br />

The capitalization of interest expenses in <strong>2010</strong> was eUR 0 million (0).


at 31 december <strong>2010</strong> tangible assets include assets acquired under finance<br />

lease agreements<br />

eUR million<br />

Machinery<br />

and<br />

equipment Total<br />

acquisition costs 39 39<br />

accumulated depreciation -21 -21<br />

Book value, 1 Jan. <strong>2010</strong> 21 21<br />

Book value, 31 dec. <strong>2010</strong> 18 18<br />

at 31 december 2009 tangible assets include assets acquired under finance<br />

lease agreements<br />

eUR million<br />

Machinery<br />

and<br />

equipment Total<br />

acquisition costs 39 39<br />

accumulated depreciation -18 -18<br />

Book value, 1 Jan. 2009 24 24<br />

Book value, 31 dec. 2009 21 21<br />

additions include assets of eUR 0 million (eUR 1 million) acquired under<br />

finance lease agreements.<br />

14 Biological assets<br />

Biological assets, forest assets, have been recognised at fair value. The<br />

change in fair value will be recognised yearly as income/cost in income statement.<br />

due the restructuring of M-real’s joint venture <strong>Metsä</strong>-Botnia in december,<br />

M-real changed <strong>Metsä</strong>-Botnia’s consolidation method from IaS 31<br />

(Interests in Joint Ventures) to IaS 28 (Investments in associated). From<br />

8.12.2009 on M-real has not anymore biological assets. M-real had forest<br />

assets in Finland and in Uruguay.<br />

eUR million <strong>2010</strong> 2009<br />

at 1 Jan. 57<br />

purchases during the period 8<br />

Sales during the period -1<br />

harvested during the period -5<br />

Gains and losses arising from changes in fair values -1<br />

disposal -54<br />

decrease 0<br />

Translation differences -4<br />

at 31 dec. 0<br />

15 Investments in associated<br />

eUR million <strong>2010</strong> 2009<br />

at 1 Jan. 210 63<br />

Share of results in associated companies 54 -14<br />

dividend received -1 0<br />

Increases 0 162<br />

decreases 0 -1<br />

Translation differences 1 0<br />

at 31 dec. 265 210<br />

Share of results from associated companies includes an impairment loss of<br />

eUR -16 million related to M-real’s holding on Myllykoski paper oy. In 2009<br />

the result included a loss of eUR -11 million from the Sunila pulp mill divested<br />

by Myllykoski paper.<br />

due the restructuring of M-real’s joint venture <strong>Metsä</strong>-Botnia in december<br />

2009, M-real changed <strong>Metsä</strong>-Botnia’s consolidation method from IaS 31<br />

(Interests in Joint Ventures) to IaS 28 (Investments in associated). line<br />

increases includes the effect of <strong>Metsä</strong>-Botnia’s changed consolidation method<br />

in 2009.<br />

Unamortized amount of goodwill for associated companies at 31 dec <strong>2010</strong><br />

was eUR 32 million (45). The decrease of goodwill comes from impairment<br />

of Myllykoski paper.<br />

Biggest associated companies<br />

liabil- Gain/ owner-<br />

Country assets ities Sales loss ship, %<br />

<strong>Metsä</strong>-Botnia Group<br />

Kirkniemen Kartano<br />

Finland 996 325 1,365 272 30<br />

oy Finland 7 2 0 0 48<br />

Myllykoski paper oy Finland 137 141 275 -24 35<br />

plastirol oy Finland 22 6 26 2 39<br />

other 2 0 4 0<br />

Total 1,164 474 1,670 250<br />

None of the associated companies were listed.<br />

Transaction and balances with associated companies<br />

eUR million <strong>2010</strong> 2009<br />

Sales 0 1<br />

purchases 2 4<br />

Interest income 0 0<br />

Interest expenses 0 0<br />

Receivables<br />

Current receivables 8 7<br />

liabilities<br />

Current liabilities 2 2<br />

Transactions with <strong>Metsä</strong>-Botnia include in transactions with sister companies<br />

(Note 36).<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

71


16 available for sale investments<br />

eUR million <strong>2010</strong> 2009<br />

available for sale financial assets<br />

Shares in other companies<br />

listed companies 0 39<br />

other companies 314 278<br />

314 317<br />

Total 314 317<br />

Fair value hierarchy of financial assets and liabilities <strong>2010</strong><br />

Note level1 level2 level3 Total<br />

Financial assets at fair value through profit or loss, non-current 16<br />

available for sale financial assets 16 0 314 314<br />

Financial assets at fair value through profit or loss, current 20 1 1<br />

derivative financial assets 29 8 13 21<br />

derivative financial liabilities 29 0 36 36<br />

2009<br />

Note level1 level2 level3 Total<br />

Financial assets at fair value through profit or loss, non-current 16<br />

available for sale financial assets 16 39 278 317<br />

Financial assets at fair value through profit or loss, current 20 1 1<br />

derivative financial assets 29 2 22 24<br />

derivative financial liabilities 29 3 41 44<br />

Financial assets and liabilities measured at fair value based on Level 3<br />

eUR million <strong>2010</strong> 2009<br />

opening balance 278 408<br />

Total gains and losses in profit or loss 0 18<br />

Total gains and losses in other comprehensive<br />

income 35 -121<br />

purchases 1<br />

Settlements 0 -27<br />

Closing balance 314 278<br />

72 NoTeS To The FINaNCIal STaTeMeNT<br />

assets have been categorised according to IFRS 7 paragraph 27 a and 27 B.<br />

level 1 is including assets valued based on quoted prices in active markets<br />

level 2 is including assets valued based on inputs that are observable for the<br />

asset either directly or undirectly<br />

level 3 is including inputs that are not based on observable market data<br />

available for sale financial assets consist of listed companies and other<br />

companies. The fair value of listed companies are based on public quotation<br />

for shares at the Balance sheet date. The most significant ownership of listed<br />

companies was some two percentage stake of South african company Sappi<br />

limited, which M-real received as a part of the Graphic papers business<br />

disposal in 2008. These shares were disposed in <strong>2010</strong>. The realised fair value<br />

and capital gain was some eUR 8 million. The fair value of these shares in<br />

previous year was eUR 38 million.


The most important shareholding of not quoted companies (level 3)<br />

consists of 2.5 per cent stake in Finnish energy company pohjolan Voima oy.<br />

pohjolan Voima oy produces electricity and heat for its shareholders in Finland.<br />

pohjolan Voima trades with its shareholders and the prices paid to<br />

pohjolan Voima oy for energy are based on production costs, which generally<br />

are lower than the market prices. The Group has right for some 6.4 per cent<br />

proportion in olkiluoto nuclear power plant (pohjolan Voima´s B shares),<br />

some 6.4 percentage proportion in Meripori coal-fired power plant (C2 shares).<br />

Group has some 1.8 per cent proportion in new nuclear power plant under<br />

construction at olkiluoto. The group also have some 88 per cent right to use<br />

energy produced by hämeenkyron Voima oy (pohjolan Voima’s G10 shares).<br />

The ownership in pohjolan Voima oy is measured (by series of shares) at fair<br />

value quarterly by using the weighted average of discounted cash flow method<br />

and the valuation based on earlier transactions. The fair value of the comparative<br />

year was measured based on discounted cash flow method. The<br />

WaCC used was 4.66 (4.67) percentage. 12 months rolling averages have<br />

been used for the energy price estimates, which evens out the short-term<br />

energy price fluctuations. The changes in fair value less deferred tax calculated<br />

with Finnish tax rate are recorded in fair value reserve in equity. The<br />

acquisition value of shares in pohjolan Voima oy is eUR 28 million (26) and<br />

the fair value eUR 310 million (273). The fair value of nuclear power shares<br />

(B and B2 shares) was some eUR 312 (277) million, of which eUR 283 (255)<br />

million B shares and eUR 29 (22) million B2 shares and coal-fired power<br />

shares (C2 shares) some eUR -4 (-4) million and G shares some eUR 2 million<br />

(0).<br />

The shareholder agreement prevents free selling of shares with others<br />

than shareholders.<br />

M-real’s joint venture <strong>Metsä</strong>-Botnia disposed in december 2009 77 per<br />

cent of its pohjolan Voima Shares as part of restructuring of <strong>Metsä</strong>-Botnia.<br />

a realised fair value and capital gain from the sale of eUR 18 million (30<br />

percent share) was recorded.<br />

other shares in not quoted companies, where the fair value cannot be<br />

measured reliably are carried at cost less any impairment losses.<br />

17 Non-current financial assets<br />

eUR million <strong>2010</strong> 2009<br />

Interest-bearing receivables<br />

loans from Group companies 49 49<br />

loans from associated companies 0<br />

other loan receivables 5 4<br />

54 53<br />

Non-interest bearing receivables<br />

loans from Group companies 4 4<br />

loans from associated companies 0 0<br />

other loan receivables 0 0<br />

defined benefit pension plans (Note 23) 1 1<br />

5 5<br />

Total 59 58<br />

In connection with divestment of Graphic papers in december 2008, M-real<br />

received eUR 220 million in interest-bearing vendor notes from Sappi. In<br />

august 2009 M-real agreed with Sappi that Sappi will repay the vendor notes<br />

at the price of 86.5 per cent of their nominal value. This early repayment<br />

resulted in an approximately eUR 30 million loss that was booked in financial<br />

expenses in 2009.<br />

loans from Group companies are loans granted to parent company<br />

<strong>Metsä</strong>liitto and to other subsidiaries of <strong>Metsä</strong>liitto.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

73


18 deferred taxes<br />

Reconciliation of deferred tax assets and liabilities during the period in <strong>2010</strong><br />

Charged in<br />

income<br />

eUR million As at 1 Jan. <strong>2010</strong> statement<br />

74 NoTeS To The FINaNCIal STaTeMeNT<br />

Translation<br />

differences<br />

Charged in<br />

other items of<br />

comprehensive income<br />

As at 31 Dec.<br />

<strong>2010</strong><br />

deferred tax assets<br />

pension obligation and other provisions 1 0 1<br />

Intercompany margins 2 0 2<br />

Unused tax losses and tax credit 10 -10 0<br />

other temporary differences 5 0 5<br />

deferred tax assets, total 18 -10 8<br />

Netting against liabilities -15 10 -5<br />

deferred tax assets in Balance sheet 3 0 3<br />

deferred tax liabilities<br />

appropriations 102 -5 7 104<br />

available for sale financial assets recorded at<br />

fair value 66 7 73<br />

equity hedging 8 -8<br />

other temporary differences 9 -6 1 3 7<br />

deferred tax liabilities, total 177 -3 8 2 184<br />

Netting against assets -15 10 0 -5<br />

deferred tax liabilities in Balance sheet 162 7 8 2 179<br />

deferred tax liabilities, net -159 -7 -8 -2 -176<br />

other temporary differences in deferred tax assets comes mostly from finance lease arrangements.<br />

Reconciliation of deferred tax assets and liabilities during the period in 2009<br />

Charged in<br />

income<br />

eUR million As at 1 Jan. 2009 statement disposals<br />

Translation<br />

differences<br />

Charged in<br />

other items of<br />

comprehensive income<br />

As at 31 Dec.<br />

2009<br />

deferred tax assets<br />

pension obligation and other provisions 2 -1 1<br />

Intercompany margins 3 -1 2<br />

Unused tax losses and tax credit 10 10<br />

other temporary differences 14 0 -3 0 -6 5<br />

deferred tax assets, total 29 -1 -4 0 -6 18<br />

Netting against liabilities -24 3 0 6 -15<br />

deferred tax assets in Balance sheet 5 2 -4 0 0 3<br />

deferred tax liabilities<br />

appropriations 150 -30 -21 3 102<br />

available for sale financial assets recorded at<br />

fair value 97 -1 -30 66<br />

equity hedging 3 -3<br />

other temporary differences 9 -1 1 0 0 9<br />

deferred tax liabilities, total 256 -28 -21 3 -33 177<br />

Netting against assets -24 3 0 6 -15<br />

deferred tax liabilities in Balance sheet 232 -25 -21 3 -27 162<br />

deferred tax liabilities, net -227 27 17 -3 27 -159<br />

deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and<br />

when the deferred income tax relates to the same taxation authority on either the same taxable entity or different taxable entity, which intend to settle current<br />

tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously. on 31 december <strong>2010</strong> the net operating loss carryforwards<br />

amounted to eUR 0 (35) million, for which tax assets have been recognised. In 2009 some eUR 10 million tax asset has been recognised. The operating<br />

loss carry-forwards mainly in Germany, France, austria and Finland for which deferred tax assets have not been recognised due to uncertainty of the<br />

utilization of these loss carry-forwards amounted to appr. eUR 1,060 (1,040) million. These loss carry-forwards do not expire. The deferred tax assets for<br />

these non recognised loss carry-forwards amounted to appr. eUR 300 (290) million. other temporary differences in deferred tax assets comes mostly from<br />

finance lease arrangements. Some eUR 46 million of the losses will expire in 2019–20. The rest do not expire.


19 Inventories<br />

eUR million <strong>2010</strong> 2009<br />

Raw materials and consumables 144 114<br />

Work in progress 16 15<br />

Finished goods and goods for sale 223 181<br />

advance payments 8 3<br />

391 313<br />

The cost of inventories recognised as expense and included in materials and<br />

services was eUR 1 million (0).<br />

20 accounts receivables and other receivables<br />

eUR million <strong>2010</strong> 2009<br />

Financial assets at fair value through profit or loss<br />

(current)<br />

at 1 Jan. 1 16<br />

Increses 1 0<br />

Changes in fair values 0 0<br />

decrease -1 -15<br />

at 31. dec. 1 1<br />

Financial assets at fair value through profit or loss are mainly bonds, classified<br />

entirely as held for trading.<br />

Interest-bearing loan receivables<br />

loans from Group companies 54 75<br />

loans from associated companies 7 7<br />

other loan receivables 1 1<br />

62 83<br />

Accounts receivables and other non-interestbearing<br />

receivables<br />

From Group companies<br />

accounts receivables 12 3<br />

other receivables 0 26<br />

prepayment and accrued income 16 3<br />

28 32<br />

From associated companies<br />

accounts receivables 0 0<br />

0 0<br />

From others<br />

accounts receivables 360 300<br />

other receivables 50 57<br />

prepayment and accrued income 15 24<br />

425 381<br />

accounts receivables and other receivables 516 497<br />

Receivables from the Group companies are receivables from parent company<br />

<strong>Metsä</strong>liitto and from other subsidiaries of <strong>Metsä</strong>liitto.<br />

There are no loan receivables from the managing directors of the Group<br />

companies, members of the <strong>Board</strong> of directors and their deputies as well as<br />

persons belonging to similar bodies. <strong>Metsä</strong>liitto Management oy has been<br />

established for the shareholding programme of the members of <strong>Metsä</strong>liitto<br />

Group’s executive Management (The note 35).<br />

<strong>Metsä</strong>liitto Management oy has been established for the shareholding<br />

programme of the members of <strong>Metsä</strong>liitto Group’s executive Management<br />

(see note 35).<br />

Doubtful accounts receivables<br />

accounts receivables are recorded net of the following allowances for doubtful<br />

accounts:<br />

eUR million <strong>2010</strong> 2009<br />

at 1 Jan. 7 5<br />

Increases 1 9<br />

decreases -2 -7<br />

at 31 dec. 6 7<br />

Accounts receivables, overdue<br />

No overdue 329 275<br />

overue<br />

less than 90 days 30 22<br />

between 90–180 days 1 2<br />

more than 180 days 0 1<br />

Total 360 300<br />

Prepayment and accrued income<br />

Current<br />

employee costs 1 0<br />

Interest 4 2<br />

Insurance 0 0<br />

others 10 22<br />

Total 15 24<br />

21 Cash and cash equivalents<br />

eUR million <strong>2010</strong> 2009<br />

Current investments 259 256<br />

Cash at bank and in hand 149 241<br />

Total 408 497<br />

Current investments are certificates of deposits and time deposits with<br />

original maturities less than three months.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

75


22 Shareholders´ equity<br />

Changes in share capital<br />

Share capital Share premium account Total<br />

eUR million Series a Series B<br />

at 1 Jan. 2009<br />

2009 no changes<br />

62 496 667 1,225<br />

at 31 dec. 2009<br />

<strong>2010</strong> no changes<br />

62 496 667 1,225<br />

at 31 dec. <strong>2010</strong> 62 496 667 1,225<br />

each series a share entitles its holder to twenty (20) votes at a General Meeting of Shareholders, and each series B share entitles the holder to one (1) vote.<br />

all shares carry the same right to receive a dividend. M-real’s a shares can be converted to B shares if shareholder or representative of the nominee registered<br />

shares makes a written request of the conversion to the company. The conversion does not include additional consideration.<br />

Number of shares<br />

Series a Series B Total<br />

at 1 Jan. 2009<br />

2009 no changes<br />

36,339,550 291,826,062 328,165,612<br />

at 31 dec. 2009<br />

<strong>2010</strong> no changes<br />

36,339,550 291,826,062 328,165,612<br />

at 31 dec. <strong>2010</strong> 36,339,550 291,826,062 328,165,612<br />

The annual General Meeting on 13 March 2008 resolved to delete from the company’s articles of association the section concerning the par value of the company’s<br />

shares. all shares are paid-in.<br />

Fair value and other reserves<br />

eUR million <strong>2010</strong> 2009<br />

Fair value reserve 221 192<br />

legal reserve and reserves stipulated by the articles<br />

of association 2 2<br />

Total 223 194<br />

Share premium account<br />

The amount exceeding the par value of shares received by the company in<br />

connection with share issue are recognised in share premium account.<br />

Legal reserve and reserves stipulated by the Articles of Association<br />

legal reserve and reserves stipulated by the articles of association have<br />

been created and accumulated as a result of resolution by the General Meeting<br />

of Shareholders.<br />

Fair value reserve<br />

The reserve include the effective portion of fair value based on hedge accounting<br />

applied to interest, currency and commodity derivatives and the fair value<br />

change of available for sale financial assets less deferred tax.<br />

Translation differences<br />

Translation differences include translation differences arising on translation<br />

of subsidiaries in other currencies than euro and gains and losses arising<br />

on hedging of net investments in these subsidiaries less deferred tax, when<br />

requirements of hedgeaccounting have been fulfilled.<br />

Dividends<br />

after Balance sheet day The <strong>Board</strong> of directors has not proposed any dividend<br />

to pay.<br />

76 NoTeS To The FINaNCIal STaTeMeNT<br />

23 post-employment benefits<br />

M-real operates a number of defined benefit pension plans and defined<br />

contribution plans in different countries, which are arranged in accordance<br />

with local regulations and practices. Most of them are defined contribution<br />

plans.<br />

The most significant pension plan in Finland is the statutory Finnish<br />

employee pension scheme (Tyel) according to which benefits are linked<br />

directly to the employee´s earnings.<br />

In Finland there are pension schemes which are funded by contributors<br />

to insured schemes or to <strong>Metsä</strong>liitto employees’ pension Foundation. The<br />

<strong>Metsä</strong>liitto employees’ pension Foundation scheme is a defined benefit plan.<br />

There are other defined contribution pension plans in Finland, too.<br />

Pension and other post-employment benefits<br />

eUR million <strong>2010</strong> 2009<br />

defined benefit pension plans 73 74<br />

defined contribution pension plans 11 14<br />

Net liability 84 88<br />

overfunded plan shown as asset 1 1<br />

Total liability in balance sheet 85 89


Defined benefit pension plans<br />

eUR million <strong>2010</strong> 2009<br />

The amounts recognised in the balance sheet<br />

present value of funded obligations 45 42<br />

present value of unfunded obligations 67 67<br />

112 109<br />

Fair value of plan assets -40 -36<br />

Unrecognised actuarial gains and losses 2 1<br />

Net liability in balance sheet 74 74<br />

The amounts recognised in the income statement<br />

Current service cost 3 3<br />

Interest cost 5 6<br />

expected return on plan assets -2 -2<br />

Net actuarial losses (gains) recognised in year -2 -7<br />

profit/loss curtailment 0 0<br />

Total included in employee costs 4 0<br />

The actual return on plan assets was eUR 4 million in <strong>2010</strong> (2009 eUR 6 million)<br />

Changes in the present value of defined benefit obligations<br />

defined benefit obligation as at 1 Jan. 109 112<br />

Current service cost 3 3<br />

Interest cost 5 6<br />

Contribution by plan participations 1 0<br />

actuarial losses (gains) recognised in year 1 0<br />

disposals 0 0<br />

Curtailments and settlements 0 0<br />

Benefits paid -7 -11<br />

other adjustments -1 0<br />

Translation differences 1 -1<br />

defined benefit obligation as at 31 dec. 112 109<br />

Changes in the fair value of plan assets<br />

Fair value of plan assets as at 1 Jan. 36 31<br />

expected return on plan assets 2 2<br />

actuarial losses (gains) recognised in year 2 4<br />

Contribution by plan participants 1 1<br />

Contribution by the employer 0 1<br />

disposals 0 0<br />

Settlements 0 0<br />

Benefits paid -2 -2<br />

Translation differences 1 -1<br />

Fair value of plan assets as at 31 dec. 40 36<br />

Group expects to contribute eUR 2 million to its defined benefit pension plans<br />

in 2011.<br />

Major categories of plan assets as a percentage of total plan assets, %<br />

equity securities 38 38<br />

debt securities 21 20<br />

Real estate 14 15<br />

Bonds 17 18<br />

others 10 9<br />

Total 100 100<br />

Amounts for the current and previous periods<br />

present value of defined benefit obligations -112 -109<br />

Fair value of plan assets 40 36<br />

Funded status -72 -73<br />

experience adjustments on plan liabilities 1 0<br />

experience adjustments on plan assets 2 -2<br />

The principal actuarial assumptions used:<br />

2009 2009<br />

Finland<br />

discount rate % 4.25 4.75<br />

expected return on plan assets % 5.7 3.5<br />

Future salary increases % 0.0 0.0<br />

Future pension increases % 1.4 2.1<br />

expected average remaining working years of staff 0 0<br />

UK<br />

discount rate % 5.4 5.7<br />

expected return on plan assets % 6.84 6.80<br />

Future salary increases % 4.5 4.3<br />

Future pension increases % 3.5 3.3<br />

expected average remaining working years of staff 12 13<br />

Germany<br />

discount rate % 5.3 5.8<br />

expected return on plan assets % n/a n/a<br />

Future salary increases % 2.5 2.5<br />

Future pension increases % 2.0 2.0<br />

expected average remaining working years of staff 12 12<br />

Austria<br />

discount rate % 5.1 5.0<br />

expected return on plan assets % n/a n/a<br />

Future salary increases % 2.02 0<br />

Future pension increases % 2 2.11<br />

expected average remaining working years of staff 19 20<br />

Switzerland<br />

discount rate % 3.0 3.3<br />

expected return on plan assets % 3.5 3.5<br />

Future salary increases % 1.5 1.5<br />

Future pension increases % 0.5 0.5<br />

expected average remaining working years of staff 6 7<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

77


24 provisions<br />

environmental<br />

other<br />

eUR million Restructuring<br />

obligations<br />

provisions Total<br />

at 1 Jan. <strong>2010</strong> 87 1 16 104<br />

Translation differences 2 0 0 2<br />

Increases 21 1 4 26<br />

decreases -67 0 -4 -71<br />

Unused amounts reversed -20 0 0 -20<br />

effect of discounting 1 0 0 1<br />

at 31 dec. <strong>2010</strong> 24 2 16 42<br />

The most significant increase in provision was eUR 16 million cost provision<br />

in the Speciality papers business area related to the planned closure of two<br />

machines at the Reflex mill and to the reorganisation of the Reflex and<br />

Gohrsmühle organisations. eUR 8 million release of the provision was recognised<br />

in September as a result of partial divestment of the Reflex mill to<br />

<strong>Metsä</strong> Tissue and lower reorganisation expenses at Gohrsmühle. eUR 12<br />

million release of cost provision related to IT arrangements made earlier<br />

was recognised in March. eUR 4 million additional cost provision in Market<br />

pulp and energy business area relating to the closure of the alizay pulp mill<br />

was recognised in July.<br />

other provisions include provisions related leases, taxes, guarantees and<br />

legal action. The non-current portion of total provision was some eUR 35<br />

million and current portion some eUR 7 million. The non-current portion will<br />

mostly be paid during year 2012.<br />

78 NoTeS To The FINaNCIal STaTeMeNT<br />

25 Borrowings<br />

eUR million <strong>2010</strong> 2009<br />

Non-current interest-bearing financial liabilities<br />

Bonds 687 729<br />

loans from financial institutions 47 73<br />

pension loans 204 61<br />

Finance lease liabilities 25 27<br />

other liabilities 53 53<br />

Total 1,016 943<br />

Current interest-bearing financial liabilities<br />

Current portion of long-term debt 111 406<br />

Short-term loans 3 3<br />

Bill of exchange payable 2 2<br />

other liabilities 218 56<br />

Total 334 467<br />

Interest-bearing financial liabilities, total 1,350 1,410<br />

Interest-bearing financial assets<br />

Non-current<br />

loan receivables 53 53<br />

53 53<br />

Current<br />

Financial assets at fair value through profit or loss 1 1<br />

loan receivables and other receivables 62 83<br />

Current investments at amortized cost 259 256<br />

Cash at bank and in hand 149 241<br />

470 580<br />

Interest-bearing financial assets, total 523 633<br />

Interest-bearing net liabilities, total 827 777


Maturity of repayment and interest payment of financial liabilities 31.12.<strong>2010</strong><br />

eUR million Book value 2011 2012 2013 2014 2015 2016-<br />

Bonds and debentures 739<br />

Repayment -51 -103 -494 -91 0 0<br />

Interest payment -61 -56 -30 -4 0 0<br />

loans from financial institutions 74<br />

Repayment -28 -24 -20 -2 0 0<br />

Interest payment -1 -1 0 0 0 0<br />

pension loans 233<br />

Repayment -29 -28 -39 -29 -20 -88<br />

Interest payment -14 -12 -10 -7 -6 -12<br />

Finance lease liabilities 28<br />

Repayment -3 -2 -2 -1 -1 -19<br />

Interest payment 0 0 0 0 0 0<br />

other non-current interest-bearing liabilities 53<br />

Repayment 0 0 -49 0 0 -4<br />

Interest payment -1 -1 -1 0 0 0<br />

Non-current interest-bearing liabilities, total 1,127<br />

Repayments in 2011 -111<br />

Non-current interest-bearing liabilities in<br />

balance sheet 1,016<br />

Total<br />

Repayment -111 -157 -604 -123 -21 -111<br />

Interest payment -77 -70 -41 -11 -6 -12<br />

Current interest-bearing liabilities 223<br />

Repayment -223<br />

Interest payment<br />

accounts payables and other liabilities 426<br />

Repayment -418 -3 -2 -1 -2<br />

Total liabilities 1,776<br />

Repayment -752 -160 -606 -124 -21 -113<br />

Interest payment -77 -70 -41 -11 -6 -12<br />

Guarantees agreements<br />

derivative financial instrument liabilities 36<br />

Interest rate swaps, interest payment 13 13 7 1 1 1<br />

Currency derivatives, interest payment -2,095 -1 0 0 0 0<br />

Commodity derivatives, interest payment 0 0 0 0 0 0<br />

Derivative financial instrument liabilities total -2,082 12 7 1 1 1<br />

derivative financial instrument assets 20<br />

Interest rate swaps, interest payment 0 0 0 0 0 0<br />

Currency derivatives, interest payment 2,087 2 0 0 0 0<br />

Commodity derivatives, interest payment 5 3 0 0 0 0<br />

Derivative financial instrument assets total 2,092 5 0 0 0 0<br />

derivative financial instrument net of cash 10 17 7 1 1 1<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

79


Maturity of repayment and interest payment of financial liabilities 31.12.2009<br />

eUR million Book value <strong>2010</strong> 2011 2012 2013 2014 2015-<br />

Bonds and debentures 1,068<br />

Repayment -339 -52 -101 -492 -84 0<br />

Interest payment -70 -62 -57 -31 -4 0<br />

loans from financial institutions 98<br />

Repayment -25 -28 -25 -20 0 0<br />

Interest payment -1 -1 0 0 0 0<br />

pension loans 99<br />

Repayment -39 -11 -20 -20 -10 0<br />

Interest payment -7 -5 -4 -2 0 0<br />

Finance lease liabilities 31<br />

Repayment -3 -3 -2 -1 -1 -20<br />

Interest payment -1 -1 -1 0 0 -1<br />

other non-current interest-bearing liabilities 53<br />

Repayment 0 0 0 -49 0 -4<br />

Interest payment 0 -1 -1 -1 0 0<br />

Non-current interest-bearing liabilities, total 1,349<br />

Repayments in <strong>2010</strong> -406<br />

Non-current interest-bearing liabilities in<br />

balance sheet 943<br />

Total<br />

Repayment -406 -94 -148 -582 -95 -24<br />

Interest payment -79 -70 -63 -34 -4 -1<br />

Current interest-bearing liabilities 61<br />

Repayment -61<br />

Interest payment 0<br />

accounts payables and other liabilities 399<br />

Repayment -387 -9 0 0 -1 -2<br />

Total liabilities 1,809<br />

Repayment -854 -103 -148 -582 -96 -26<br />

Interest payment -79 -70 -63 -34 -4 -1<br />

Guarantees agreements<br />

derivative financial instrument liabilities 44<br />

Interest rate swaps, interest payment 10 11 12 6 0 0<br />

Currency derivatives, interest payment -2,652 -3 -1 0 0 0<br />

Commodity derivatives, interest payment -1 -3 1 0 0 0<br />

Derivative financial instrument liabilities total -2,643 5 12 6 0 0<br />

derivative financial instrument assets 24<br />

Interest rate swaps, interest payment 0 0 0 0 0 0<br />

Currency derivatives, interest payment 2,639 4 2 0 0 0<br />

Commodity derivatives, interest payment 1 0 0 0 0 0<br />

Derivative financial instrument assets total 2,640 4 2 0 0 0<br />

derivative financial instrument net of cash -3 9 14 6 0 0<br />

80 NoTeS To The FINaNCIal STaTeMeNT


Bonds<br />

eUR million Interest % <strong>2010</strong> 2009<br />

2002–2012 9.20 103 101<br />

2002–2014 9.40 90 84<br />

2004–2011 3.325 30 30<br />

2004–2011 3.506 10 10<br />

2004–2011 3.58 12 12<br />

2006–<strong>2010</strong> 5.59 0 339<br />

2006–2013 8.75 494 492<br />

739 1,068<br />

Maturity of finance lease liabilities<br />

Minimum<br />

The present value<br />

of minimum<br />

lease payments lease payments<br />

eUR million <strong>2010</strong> 2009 <strong>2010</strong> 2009<br />

Not later than 1 year 3 4 3 3<br />

1–2 years 2 3 2 3<br />

2–3 years 2 2 2 2<br />

3–4 years 2 2 1 1<br />

4–5 years 1 2 1 1<br />

later than 5 years 19 21 19 21<br />

29 34 28 31<br />

Future finance charges 1 3<br />

The present value of<br />

minimum lease payments<br />

28 31<br />

The most significant finance lease agreements are power plant Äänevoima<br />

oy´s power plants. Äänevoima´s contract periods vary between 10 and 15<br />

years. all finance lease liabilities will be due in 2017 at the latest. These<br />

leases contain renewal and purchase options.<br />

26 other non-current liabilities<br />

eUR million <strong>2010</strong> 2009<br />

Non-current liabilities to Group companies 0 0<br />

Non-current liabilities to others<br />

accruals and deferred income 1 0<br />

other liabilities 7 12<br />

Total non-interest-bearing non-current liabilities 8 12<br />

liabilities to Group companies are liabilities to parent company <strong>Metsä</strong>liitto and<br />

other subsidiaries of <strong>Metsä</strong>liitto.<br />

Non-current accruals and deferred income<br />

others 1 0<br />

Total 1 0<br />

27 accounts payable and other liabilities<br />

eUR million <strong>2010</strong> 2009<br />

Current liabilities to Group companies<br />

accounts payable 58 36<br />

other liabilities 1 15<br />

Current liabilities to associated companies<br />

accounts payable 2 2<br />

other liabilities 0 0<br />

Current liabilities to others<br />

advance payments 6 6<br />

accounts payable 137 115<br />

other liabilities 68 115<br />

accruals and deferred income 143 92<br />

Total 415 381<br />

liabilities to Group companies are liabilities to parent company <strong>Metsä</strong>liitto and<br />

other subsidiaries of <strong>Metsä</strong>liitto.<br />

Current accruals and deferred income<br />

periodizations of employee costs 46 42<br />

Interests 14 15<br />

accruals of purchases 46 30<br />

others 37 5<br />

Total 143 92<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

81


28 Financial assets and liabilities classified according to IaS 39 and fair values<br />

Financial assets 31.12.<strong>2010</strong><br />

eUR million Note<br />

82 NoTeS To The FINaNCIal STaTeMeNT<br />

Fair value<br />

through<br />

profit & loss<br />

available<br />

for sale<br />

fin. assets<br />

loans and<br />

receivables<br />

derivatives<br />

at hedge<br />

accounting<br />

amortised<br />

cost<br />

Total book<br />

value Fair value<br />

Non-current investments 16 314 314 314<br />

other non-current financial assets 17 59 59 61<br />

accounts receivables and other<br />

receivables 20 1 515 516 516<br />

Cash and cash equivalent 21 408 408 408<br />

derivative financial instruments 29 14 7 21 21<br />

Total 15 314 982 7 1,317 1,320<br />

Financial liabilities<br />

Non-current interest-bearing<br />

financial liabilities 25 1,016 1,016 1,072<br />

other non-current financial liabilities<br />

26 8 8 8<br />

Current interest-bearing financial<br />

liabilities 25 334 334 336<br />

accounts payable and other financial<br />

liabilities 27 363 363 363<br />

derivative financial instruments 29 12 24 36 36<br />

Total 12 24 1,722 1,758 1,816<br />

Financial assets 31.12.2009<br />

Fair value<br />

through<br />

profit & loss<br />

available<br />

for sale<br />

fin. assets<br />

derivatives<br />

at hedge<br />

accounting<br />

loans and<br />

amortised Total book<br />

eUR million Note<br />

receivables<br />

cost value Fair value<br />

Non-current investments 16 317 317 317<br />

other non-current financial assets<br />

accounts receivables and other<br />

17 58 58 58<br />

receivables 20 1 496 497 497<br />

Cash and cash equivalent 21 497 497 497<br />

derivative financial instruments 29 24 24 24<br />

Total 25 317 1,051 1,393 1,393<br />

Financial liabilities<br />

Non-current interest-bearing<br />

financial liabilities 25 943 943 830<br />

other non-current financial liabilities<br />

26 12 12 12<br />

Current interest-bearing financial<br />

liabilities 25 467 467 458<br />

accounts payable and other financial<br />

liabilities 27 333 333 333<br />

derivative financial instruments 29 18 26 44 44<br />

Total 18 26 1,755 1,799 1,677<br />

accounts receivables and other receivables do not include advance payments,<br />

deferred tax assets and periodizations of employee costs (note 20). accounts<br />

payable and other financial liabilities do not include advance payments,<br />

deferred tax liabilities and periodizations of employee costs (note 27).<br />

In M-real Group all interest-bearing liabilities are valued in the balance<br />

sheet at amortised cost based on effective interest method. Fair values in<br />

the table are based on present value of cash flow of each liability or assets<br />

calculated by market rate. The discount rates applied are between 0.8–6.6<br />

per cent (2009 0.4–21.2). of interest bearing liabilities 83 per cent (84) is<br />

subject to variable rates and the rest to fixed rates. The average interest rate<br />

of interest-bearing liabilities at the end of <strong>2010</strong> was 5.1 per cent (2009: 6.0<br />

per cent). The fair values of accounts and other receivables and accounts<br />

payables and other liabilities are not essentially deviating from the carrying<br />

amounts in ther balance sheet.


29 derivatives<br />

Derivatives<br />

Nominal<br />

value Fair value<br />

eUR million<br />

<strong>2010</strong><br />

assets liabilities Total<br />

Fair value<br />

hedges<br />

Cash flow<br />

hedges<br />

equity<br />

hedges<br />

derivatives/<br />

hedge<br />

accounting<br />

not applied<br />

derivatives<br />

held for<br />

trading<br />

Interest forward agreements 8.5 0.1 -0.1 -0.1<br />

Interest rate options<br />

Interest rate swaps 1,239.7 4.8 9.0 -4.2 -4.3 -0.6 1.1 -0.3<br />

Interest rate derivatives 1,248.2 4.8 9.1 -4.3 -4.3 -0.6 1.1 -0.4<br />

Currency forward agreements 2,074.9 8.1 17.4 -9.3 5.1 -15.7 1.2<br />

Currency option agreements 17.5 0.1 -0.1 -0.1<br />

Currency swap agreements 56.1 8.9 -8.9 -8.9<br />

Currency derivatives 2,148.5 8.1 26.4 -18.3 -8.9 5.1 -15.7 1.1<br />

electricity derivatives. 76.1 7.4 7.4 6.6 0.8<br />

pulp derivatives<br />

other commodity derivatives 7.1 0.1 0.3 -0.2 -0.2<br />

Commodity derivatives 83.2 7.5 0.3 7.2 6.6 0.6<br />

Derivates total 3,479.9 20.4 35.8 -15.4 -13.2 11.1 -15.7 2.8 -0.4<br />

Nominal value also includes closed contracts to a total amount of eUR 1,787 million.<br />

2009<br />

Interest forward agreements 4.0 -0.1 0.1 0.1<br />

Interest rate options<br />

Interest rate swaps 976.5 3.9 7.3 -3.4 -5.0 -1.2 2.8<br />

Interest rate derivatives 980.5 3.9 7.2 -3.3 -5.0 -1.2 0.0 2.9<br />

Currency forward agreements 2,634.9 18.6 24.0 -5.4 5.5 -12.6 1.7<br />

Currency option agreements 118.5 0.1 -0.1 -0.1 -0.1<br />

Currency swap agreements 52.1 9.3 -9.3 -9.3<br />

Currency derivatives 2,805.5 18.6 33.4 -14.8 -9.3 5.5 -12.6 1.6 -0.1<br />

electricity commodity egreements 174.9 1.6 2.8 -1.2 -3.3 2.1<br />

pulp commodity agreements.<br />

other commodity agreements 7.9 0.3 -0.3 -0.3<br />

Commodity derivativesl 182.8 1.6 3.1 -1.5 -3.3 1.8<br />

Derivates total 3,968.8 24.1 43.7 -19.6 -14.3 1.0 -12.6 6.3<br />

Nominal value also includes closed contracts to a total amount of eUR 2,159 million.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

83


30 Maturity analysis of cash flow hedge accounting<br />

Result of the hedging instrument is booked to the income statement at the<br />

realization of the cash flow. Contractual maturities of hedging instruments<br />

equals to the hedged cash flow.<br />

eUR million 31.12.<strong>2010</strong><br />

periods when the forecasted<br />

cash flow are expected to occur<br />

highly probable<br />

foreign currency<br />

cash flows<br />

84 NoTeS To The FINaNCIal STaTeMeNT<br />

Contractual<br />

interest<br />

cash flows<br />

highly probable<br />

commodity<br />

cash flows<br />

Q 1 98.9 -0.1 -4.8<br />

Q 2 75.6 -0.1 -4.8<br />

Q 3 36.0 0.0 -4.8<br />

Q 4 0.0 0.0 -4.8<br />

Total in 2011 210.5 -0.2 -19.2<br />

2012 -1.9<br />

2013 -0.8<br />

2014<br />

Cash flows total 210.5 -0.2 -29.7<br />

Total nominal values of<br />

derivatives directed to<br />

hedge accounting 210.5 30.0 29.7<br />

31 Notes to Consolidated cash flow statement<br />

eUR million <strong>2010</strong> 2009<br />

Adjustments to the profit<br />

Taxes 21 26<br />

depreciation, amortization and impairment charges 166 356<br />

Share of results in associated companies -54 14<br />

Gains and losses on sale of fixed assets -32 -148<br />

Finance costs, net 73 74<br />

provisions -66 2<br />

108 324<br />

Change in working capital<br />

Inventories -78 122<br />

accounts receivables and other receivables -33 116<br />

accounts payable and other liabilities 25 -98<br />

-86 140<br />

Disposals of subsidiaries<br />

M-real did not dispose any subsidiaries in <strong>2010</strong> or 2009.<br />

eUR million 31.12.2009<br />

periods when the forecasted<br />

cash flow are expected to occur<br />

highly probable<br />

foreign currency<br />

cash flows<br />

Contractual<br />

interest<br />

cash flows<br />

highly probable<br />

commodity<br />

cash flows<br />

Q 1 63.8 -0,1 -1.9<br />

Q 2 59.9 -0,1 -5.0<br />

Q 3 26.6 -0,1 -5.0<br />

Q 4 16.3 0,0 -1.9<br />

Total in <strong>2010</strong> 166.5 -0,3 -13.8<br />

2011 -0,2 -18.3<br />

2012 -7.3<br />

2013<br />

Cash flows total 166.5 -0,4 -39.5<br />

Total nominal values of<br />

derivatives directed to<br />

hedge accounting 166.5 30.0 39.5


32 The principal Subsidiaries 31 december <strong>2010</strong><br />

Country Group’s holding, % Number of shares<br />

Shares and participations owned by the Group<br />

<strong>Metsä</strong>liitto Cooperative Finland 179,171<br />

Shares in subsidiaries<br />

In Finland<br />

alrec Boiler oy *) Finland 24.92 899<br />

oy hangö Stevedoring ab Finland 100.00 150<br />

Kemiart liners oy Finland 100.00 2,000,000<br />

logisware oy Finland 100.00 4,500<br />

ooo peterbox Russia 100.00<br />

M-real International oy Finland 100.00 10,000<br />

<strong>Metsä</strong> Group Financial Services oy Finland 51.00 25,500<br />

In other countries<br />

M-real deutsche holding Gmbh Germany 100.00<br />

M-real Fine B.V. The Netherlands 100.00 1,000<br />

M-real holding France SaS France 100.00 520,000<br />

M-real IBp deals americas ltd USa 100.00 50<br />

M-real IBp deals europe S.a. Belgium 100.00 1,000<br />

M-real Nl holding B.V. The Netherlands 100.00 15,350<br />

M-real Reinsurance aG Switzerland 100.00 19,997<br />

M-real Sverige ab Sweden 100.00 10,000,000<br />

M-real UK holdings ltd Great Britain 100.00 146,750,000<br />

* Consolidation as a subsidiary under shareholders’ agreement.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

85


Subgroups in Finland<br />

86 NoTeS To The FINaNCIal STaTeMeNT<br />

Country Group’s holding, % Number of shares<br />

M–real International Oy<br />

M-real Benelux B.V. The Netherlands 100.00 2,000<br />

M-real Benelux n.v./s.a Belgium 100.00 2,921<br />

M-real <strong>Board</strong> and paper ooo Russia 100.00 100<br />

M-real CZ, s.r.o. Czech Republic 100.00<br />

M-real deutschland Gmbh Germany 100.00 1<br />

M-real France SaS France 100.00 8,211<br />

M-real hellas ltd Greece 51.00 306<br />

M-real hong Kong ltd hong Kong 100.00 100<br />

M-real Shanghai ltd China 100.00<br />

M-real Ibéria S.a. Spain 100.00 147,871<br />

M-real Ireland ltd Ireland 100.00 5,000<br />

M-real Italia s.r.l. Italy 100.00 100,000<br />

M-real Kft hungary 100.00 30<br />

M-real ( Middle east & North africa) ltd Cyprus 100.00 742,105<br />

M-real polska Sp. Z o.o. poland 100.00 232<br />

M-real Nordic a/S denmark 100.00 36<br />

M-real Nordic aB Sweden 100.00 1,000<br />

M-real Singapore pte ltd Singapore 100.00 10,000<br />

M-real Schweiz aG Switzerland 100.00 100<br />

M-real UK ltd Great Britain 100.00 2,400<br />

M-real USa Corporation USa 100.00 180<br />

Subgroups in other countries<br />

M-real holding France SaS<br />

M-real alizay SaS France 100.00 3,203,210<br />

M-real alizay SNC France 100.00 40,000,000<br />

M-real deutsche holding Gmbh<br />

M-real Zanders Gmbh Germany 100.00 2,800,000<br />

M-real New Jersey Service Co. USa 100.00<br />

BGe eisenbahn Verkehr Gmbh 1) Germany 40.00<br />

<strong>Metsä</strong>liitto energie Gmbh Germany 80.00<br />

M-real hallein aG austria 98.60 69<br />

M-real Nl holding B.V<br />

M-real IBp deals (China) ltd China 100.00<br />

M-real IBp hK ltd hong Kong 100.00 7,009,900<br />

M-real UK holdings ltd<br />

M-real UK Services ltd Great Britain 100.00 115,800,001<br />

1) Consolidation as a subsidiary according to agreement


33 Joint ventures<br />

Joint ventures have been consolidated using line-by-line method proportionate<br />

to the M-real Group’s holding. Group’s consolidated Income statement<br />

and Balance sheet included assets, liabilities, income and costs as follows:<br />

eUR million <strong>2010</strong> 2009<br />

Non-current assets 22 24<br />

Current assets 5 4<br />

assets total 27 28<br />

Non-current liabilities 25 26<br />

Current liabilities 4 3<br />

liabilities total 29 29<br />

Sales 15 345<br />

expenses 16 293<br />

The profit for the period -1 55<br />

Significant joint ventures: Group’s holding, %<br />

oy <strong>Metsä</strong>-Botnia ab 30.0<br />

Äänevoima oy 56.25 56.25<br />

In december 2009 <strong>Metsä</strong>-Botnia’s ownership was restructured. <strong>Metsä</strong>-<br />

Botnia acquired some 9.2 per cent of its own shares. M-real’s ownership rose<br />

by three per cent to 33 per cent.<br />

M-real sold three per cent to its parent company <strong>Metsä</strong>liitto and recorded<br />

some eUR 33 million profit on sale.<br />

at balance sheet day M-real owns 30 per cent of <strong>Metsä</strong>-Botnia. M-real<br />

changed the whole <strong>Metsä</strong>-Botnia’s consolidation method from IaS 31 (Interests<br />

in Joint Ventures) to IaS 28 (Investments in associated) from 8 december<br />

2009 on.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

87


34 Contingent liabilities<br />

eUR million <strong>2010</strong> 2009<br />

For own liabilities<br />

liabilities secured by pledges<br />

pension loans 100 0<br />

pledges granted 52 0<br />

liabilities secured by mortgages<br />

loans from financial institutions 0 31<br />

pension loans 126 75<br />

other liabilities 6 0<br />

Real estate mortgages 132 106<br />

liabilities secured by chattel mortgages<br />

loans from financial institutions 3 3<br />

Chattel mortgages 3 3<br />

on behalf of Group companies<br />

pledged assets 13 0<br />

on behalf of associated companies<br />

Guarantee liabilities 0 0<br />

on behalf of others<br />

Guarantee liabilities 1 2<br />

other liabilities<br />

as security for other commitments 0 0<br />

leasing liabilities<br />

payments due in following 12 months 2 2<br />

payments later than the following 12 months 3 2<br />

Total<br />

pledges 65 0<br />

Real estate mortgages 135 109<br />

Guarantees 1 2<br />

promissory notes 0 0<br />

other liabilities 0 0<br />

leasing liabilities 5 4<br />

Total 206 115<br />

pledges granted are sister company’s shares (<strong>Metsä</strong>-Botnia)<br />

other lease commitments<br />

M-real leases various offices and warehouses under non-cancellabe operating<br />

lease agreements. Some contracts are renewable at the end of the lease<br />

period.<br />

88 NoTeS To The FINaNCIal STaTeMeNT<br />

eUR million <strong>2010</strong> 2009<br />

Unconditional purchase agreement<br />

Tangible assets<br />

payments due in following 12 months 0 0<br />

payments due later 2 1<br />

2 1<br />

other purchases<br />

payments due in following 12 months 1 1<br />

payments due later 0 0<br />

1 1<br />

Joint ventures<br />

proportionate interest in joint ventures unconditional purchase agreement,<br />

tangible assets, was eUR 0 million (0).<br />

35 Share based payment<br />

Share incentive scheme 2008–<strong>2010</strong><br />

on 16 January 2008, M-real’s <strong>Board</strong> of directors decided to adopt a share<br />

incentive scheme for 2008–<strong>2010</strong>. The scheme offers target groups the possibility<br />

to be awarded M-real Corporation’s B-shares for achieving the goals<br />

set for three incentive periods, each of one calendar year. The size of the<br />

bonus awarded under the share incentive scheme is linked to the Group’s<br />

operating profit (eBIT, 50 per cent weight) and the return on capital employed<br />

(RoCe, 50 per cent weight). The size of the bonus awarded for vesting period<br />

2009 is linked to adjusted cashflow (cashflow 2) and for <strong>2010</strong> to eBIT and<br />

adjusted cashflow (cashflow 2). The bonus payable under the share incentive<br />

scheme is paid in the form of M-real Corporation’s B-shares. In addition, an<br />

amount corresponding at maximum to the value of the shares is paid in cash<br />

to cover taxes. The achievement of the target set for the period involved<br />

determines how large a share of the maximum bonus is paid to key personnel.<br />

The bonus is not paid if the person concerned ceases to be employed<br />

before the award is paid. The person concerned must also continue to own<br />

the shares at least two years after the date of the award payment.<br />

on 16 of december <strong>2010</strong> the <strong>Board</strong> of directors of M-real Corporation has<br />

resolved on a new share-based incentive plan directed to the M-real Corporation<br />

executives. The plan includes three three-year earning periods, calendar<br />

years 2011—2013, 2012—2014 and 2013—2015. The <strong>Board</strong> of directors<br />

will decide on the earnings criteria and on targets to be established for them<br />

at the beginning of each earning period. The potential reward from the plan<br />

for the earning period 2011—2013 will be based on the M-real Corporation’s<br />

equity Ratio and the development of Return on Capital employed (RoCe) and<br />

earnings before Interest and Taxes (eBIT). each earning period is followed<br />

by subsequent two-year restriction period during which the participant is not<br />

entitled to transfer or dispose of the shares. The potential reward from the<br />

earning period 2011—2013 will be paid partly in M-real Corporation series<br />

B shares and partly in cash in 2014. The proportion to be paid in cash will<br />

cover taxes and tax-related costs arising from the reward. In the starting<br />

point the plan concerns 9 people including the members of the M-real Corporate<br />

Management Team. The rewards to be paid on the basis of the plan<br />

for the first earning period are in total maximum of approximately 1,000,000<br />

M-real Corporation series B shares.


date of issue<br />

Instrument<br />

Share incentive scheme 2008–<strong>2010</strong><br />

Issued by <strong>Board</strong>’s decision<br />

16.1.2008<br />

equity-based reward scheme<br />

2008 *) 2009 *) <strong>2010</strong> *) Total<br />

Maximum number of shares 90,000 70,000 82,500 242,500<br />

Maximum number of shares in cash 90,000 70,000 82,500 242,500<br />

exercise date 16.1.2008 5.2.2009 3.2.<strong>2010</strong><br />

Vesting period starts 1.1.2008 1.1.2009 1.1.<strong>2010</strong><br />

Vesting period ends 31.12.2008 31.12.2009 31.12.<strong>2010</strong><br />

obligation to hold shares, years 2 2 2<br />

Conditions of vesting requirements obligation to work obligation to work obligation to work<br />

Criteria eBIT,RoCe Cashflow2 eBIT,Cashflow2<br />

date of vesting requirement 1.1.2011 1.1.2012 1.1.2013<br />

Maximum validity, years 3 3 3<br />

payment shares and cash<br />

Binding time left, years 0 1 2<br />

Number of key personnel (31.12.<strong>2010</strong>) 0 7 6<br />

Realisationprice, eur 0 0 0<br />

Fair value measuring**)<br />

Share price at grant date, eUR 2.54 0.45 1.80<br />

Fair value of share at grant date*) eUR 2.42 0.45 1.80<br />

assumed dividends 0.12 0.00 0.00<br />

Share price at the end of financial period**), eUR 0.69 2.38 2.54<br />

Fair value at end of financial period 0 142,588 124,775 267,363<br />

Effect on result and financial position<br />

expense for <strong>2010</strong>, share based payment 69,757 38,970 108,727<br />

expense for <strong>2010</strong>, share based payment, settled as equity 9,967 16,163 26,130<br />

at the end 38,970 38,970<br />

amounts 1.1.<strong>2010</strong><br />

outstanding at the beginning of period 70,000 0 70,000<br />

Changes during the period<br />

Shares granted 82,500 82,500<br />

Shares forfeited 25,000 25,000<br />

Shares exercised 52,061 52,061<br />

Shares expired 17,939 17,939<br />

amounts 31.12.<strong>2010</strong><br />

outstanding at the end of period 52,061 57,500 109,561<br />

exercisable at the end of the period 0 57,500 57,500<br />

*) The amounts in the table reflect the numbers of shares to be given on the<br />

base of sharebased payment. M-real has also committed not to pay more<br />

than the value of shares in cash (tax-portion).<br />

**) The fair value of the share-settled part at exercise date was the market<br />

price of M-real’s B-share less any dividend paid before the payment of the<br />

reward. Correspodningly, the fair value of the cash-settled part is estimated<br />

on every balance sheet date until the end of incentive period. The fair value<br />

of share-based payment is recognised to the amount based on best possible<br />

estimate of the reward, which is believed to be granted. The expense recognised<br />

for share based payments was eUR 0.1 million (0).<br />

<strong>Metsä</strong>liitto Management Oy<br />

<strong>Metsä</strong>liitto Management oy has been established for the shareholding programme<br />

of the members of <strong>Metsä</strong>liitto Group’s executive Management. The<br />

members of the executive Management own the entire stock of the company.<br />

The company is consolidated in <strong>Metsä</strong>liitto Group (not M-real Group) as a<br />

unit established for a special purpose. The purpose of <strong>Metsä</strong>liitto Management<br />

oy is to acquire M-real Corporation B shares from the market or<br />

members of the executive Management at market prices. The share acquisitions<br />

have been financed using capital inputs of a total of eUR 3,850,000,<br />

of which the capital input of Kari Jordan, Chairman of the <strong>Board</strong> of M-real is<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

89


eUR 1 million and president and Ceo Mikko helander’s eUR 500,000, and a<br />

loan of eUR 15,400,000 granted by <strong>Metsä</strong>liitto Cooperative. Shares have been<br />

purchased for Kari Jordan for approximately eUR 5 million and for Mikko<br />

helander for approximately eUR 2.5 million.<br />

The loan granted by <strong>Metsä</strong>liitto Cooperative will be repaid in its entirety<br />

by 31 March 2014. If the validity of the arrangement is continued one year at<br />

a time in 2013, 2014, 2015 or 2016, the loan period will be extended correspondingly.<br />

<strong>Metsä</strong>liitto Management oy has the right to repay the loan prematurely<br />

at any time. <strong>Metsä</strong>liitto Management oy is obligated to repay the<br />

loan prematurely by selling the M-real Corporation B shares it holds if the<br />

stock exchange price of M-real Corporation B share exceeds a certain level<br />

defined in the arrangement for an extended period of time.<br />

The arrangement will remain in force until the end of 2013 and beginning<br />

of 2014, at which time the intention is to dismantle the arrangement in a<br />

manner to be decided later. The arrangement can be dismantled by merging<br />

the company with M-real Corporation or selling the M-real Corporation B<br />

shares held by the company to <strong>Metsä</strong>liitto, a party designated by <strong>Metsä</strong>liitto<br />

or a third party and liquidating the company or by selling the shares of the<br />

company to <strong>Metsä</strong>liitto. The arrangement will be extended one year at a time<br />

if, in october–November 2013, 2014, 2015 or 2016, the stock exchange price<br />

of the M-real Corporation B share is lower than the average price at which<br />

<strong>Metsä</strong>liitto Management oy acquired the M-real Corporation B shares it<br />

owns.<br />

The assignment of the M-real Corporation B shares owned by <strong>Metsä</strong>liitto<br />

Management oy is restricted during the validity of the arrangement. as a<br />

rule, the ownership of members of the executive Management in <strong>Metsä</strong>liitto<br />

Management oy will remain in force until the dismantling of the arrangement.<br />

In the M-real Group, the arrangement is processed as a share incentive<br />

scheme. Valuation is performed once after the essential terms and conditions<br />

of the arrangement have been agreed upon.<br />

In <strong>2010</strong>, eUR 0.1 million was recognised as expense in the Group’s income<br />

statement in connection with <strong>Metsä</strong>liitto Management oy’s share ownership<br />

programme.<br />

90 NoTeS To The FINaNCIal STaTeMeNT<br />

36 Related party transactions<br />

M-real´s ultimate parent company is Finnish <strong>Metsä</strong>liitto Cooperative. at 31<br />

december <strong>2010</strong> <strong>Metsä</strong>liitto owned 38.8 per cent of M-real´s shares and 60.5<br />

per cent of the voting rights.<br />

The significant other subsidiaries of <strong>Metsä</strong>liitto with whom M-real had business<br />

activities are as follows:<br />

<strong>Metsä</strong> Tissue Group<br />

<strong>Metsä</strong>-Botnia Group<br />

<strong>Metsä</strong>liitto Sverige ab<br />

<strong>Metsä</strong>liitto France<br />

The principal subsidiaries of M-real are listed in the Note 32.<br />

In december 2009 <strong>Metsä</strong>-Botnia’s ownership was restructured. <strong>Metsä</strong>-<br />

Botnia acquired some 9.2 per cent of its own shares. M-real’s ownership rose<br />

by three per cent to 33 per cent. M-real sold three per cent to its parent<br />

company <strong>Metsä</strong>liitto for eUR 49 million and recorded some eUR 33 million<br />

profit on sale in other operating income.<br />

at balance sheet day M-real owns 30 per cent (30 per cent) and <strong>Metsä</strong>liitto<br />

53 per cent (53 per cent) of the shares in <strong>Metsä</strong>-Botnia. <strong>Metsä</strong>-Botnia has<br />

been consolidated using line-by-line method proportionate to the M-real´s<br />

and <strong>Metsä</strong>liitto´s holding according to IaS 31, Interests in Joint Ventures,<br />

(income statement till 8 december 2009. From 8 december 2009 on M-real<br />

consolidates <strong>Metsä</strong>-Botnia according to IaS 28 (Investments in associated).<br />

Related party transactions with <strong>Metsä</strong>-Botnia include from 8 december 2009<br />

on in transactions with sister companies.<br />

The total wood purchases from <strong>Metsä</strong>liitto were eUR 101 million in <strong>2010</strong><br />

(192). The price used was market price.<br />

M-real Zanders partly disposed Rexlex mill to <strong>Metsä</strong> Tissue. The capital<br />

gain was some eUR 7 million and was recognised in other operating income.<br />

<strong>Metsä</strong> Group Financial Services oy owned by M-real (51 per cent) and<br />

<strong>Metsä</strong>liitto (49 per cent) is Group’s internal bank. The interest rates are<br />

market based.<br />

Transactions with Transactions with<br />

eUR million<br />

parent company sister companies<br />

<strong>2010</strong> 2009 <strong>2010</strong> 2009<br />

Sales 3 14 36 8<br />

other operating income 4 35 10 2<br />

purchases 126 192 713 136<br />

Interest income 7 -1 2 2<br />

Interest expenses 0 2 1 0<br />

Receivables<br />

Non-current receivables 49 49 4 4<br />

Current receivables 26 29 56 78<br />

liabilities<br />

Non-current liabilities 0 0 0 0<br />

Current liabilities 5 16 272 90<br />

There are no doubtful receivables in the receivables from group companies.<br />

and no bad debt was recognised during the period. No security has been<br />

given for group liabilities.<br />

The compensations paid to management are presented in the Note 7 and<br />

35. The new shareholding system of members of <strong>Metsä</strong>liitto Group’s executive<br />

Management, <strong>Metsä</strong>liitto Management oy (see Note 35). The parent<br />

company has no commitments on behalf of management nor receivables<br />

from management. Transactions with associated companies are presented<br />

in the Note 15. Joint ventures are presented in the Note 33.


37 environmental affairs<br />

eUR million <strong>2010</strong> 2009<br />

Income statement<br />

Materials and services 10 18<br />

employee costs<br />

Wages and fees 2 4<br />

other employee costs 1 1<br />

depreciation 9 13<br />

other operating expenses 3 2<br />

25 38<br />

Balance sheet<br />

Tangible assets<br />

acquisition costs, 1 Jan. 320 406<br />

Increases 7 5<br />

decreases -91<br />

depreciation -239 -223<br />

Book value, 31 dec. 88 97<br />

Provisions<br />

environmental obligations 2 1<br />

CO 2 emission allowances, continuing operations<br />

possession of emission allowances, 1,000 tonnes 819 836<br />

emission produced (2009 verified), 1,000 tonnes 778 867<br />

The sales of emission allowances (eUR million) 6.5 7.0<br />

only additional identifiable costs that are primarily intended to prevent, reduce<br />

or repair damage to the environment are included environmental costs.<br />

environmental expenditures are capitalised if they have been incurred to<br />

prevent or reduce future damage or conserve resources and bring future<br />

economic benefits.<br />

2009 figures include M-real’s share (30%) of <strong>Metsä</strong>-Botnia’s emission<br />

allowances till 8 december only.<br />

38 events after the Balance sheet date<br />

M-real started a new eUR 70 million profit improvement programme. The<br />

programme focuses on improving profitability of the paper business, as well<br />

as decreasing the variable costs of all businesses. The earlier-announced<br />

profit improvement impact of the Simpele and Kemi board investments and<br />

the closure of speciality paper production at Simpele are included in the new<br />

profit improvement programme. The full effect of the programme on operating<br />

profit, eUR 70 million, is estimated to be reached from 2012 onwards.<br />

The positive result impact in 2011 is expected to be approximately eUR 30<br />

million. Cost inflation is expected to accelerate in 2011. The combined result<br />

impact of M-real’s new profit improvement programme and the previous<br />

years’ programmes is in 2011 estimated to be eUR 90 million positive, which<br />

is expected to mostly offset the cost inflation.<br />

The annual folding boxboard capacity of the Äänekoski and Kyröskoski<br />

mills is planned to be increased by a total of approximately 70,000 tonnes.<br />

The total value of the planned investments is some eUR 30 million. The<br />

Kyroskoski investment is planned to be completed in late 2011 and the Äänekoski<br />

investment in spring 2012. Related to the planned investment M-real<br />

will start statutory negotiations at the Äänekoski board mill on 18 February<br />

2011 covering the mill workers in total of about 130 people. The maximum<br />

personnel reduction need is estimated to be 10 people. Kyröskoski investment<br />

is expected to have no personnel impact. Following the planned investments,<br />

the annual production capacity is to increase to 190,000 tonnes at<br />

Kyröskoski and to 240,000 tonnes at Äänekoski. production is planned to be<br />

directed to food packaging. even after these planned investments, M-real<br />

has good potential to further increase the production capacity of the Kyröskoski<br />

and Äänekoski mills should the market situation so require.<br />

NoTeS To The FINaNCIal STaTeMeNT<br />

91


Calculation of key ratios<br />

profitability<br />

Return on equity (%) =<br />

Return on capital employed (%) =<br />

Financial position<br />

equity ratio (%) =<br />

Gearing ratio (%) =<br />

Net gearing ratio (%) =<br />

Covenant equity ratio (%) =<br />

Covenant gearing ratio (%) =<br />

Share performace indicators<br />

earnings per share =<br />

Shareholders´equity per share =<br />

dividend per share =<br />

dividend per profit (%) =<br />

dividend yield (%) =<br />

price/earnings ratio (p/e ratio) (%) =<br />

p/BV (%) =<br />

adjusted average share price =<br />

92 CalCUlaTIoN oF Key RaTIoS<br />

profit from continuing operations before tax – direct taxes<br />

Shareholders’ equity (average)<br />

profit from continuing operations before tax + interest expenses, net exchange gains/losses and<br />

other financial expenses<br />

Total equity + interest-bearing borrowings (average)<br />

Shareholders’ equity<br />

Total assets – advance payments received<br />

Interest-bearing borrowings<br />

Shareholders’ equity<br />

Interest-bearing borrowings – liquid funds – interest-bearing receivables<br />

Shareholders’ equity<br />

Shareholders’ equity + deferred tax liabilities<br />

Total assets – advance payments received<br />

Interest-bearing borrowings – liquid funds – interest-bearing receivables<br />

Shareholders’ equity + cumulative impairment losses (max eUR 300 million)<br />

profit attributable to shareholders of parent company<br />

adjusted number of shares (average)<br />

equity attributable to shareholders of parent company<br />

adjusted number of shares at 31 december<br />

dividends<br />

adjusted number of shares at 31 december<br />

dividend per share<br />

earnings per share<br />

dividend per share<br />

Share price at 31 december<br />

adjusted share price at 31 december<br />

earnings per share<br />

adjusted share price at 31 december<br />

Shareholders’ equity per share<br />

Total traded volume per share (eUR)<br />

average adjusted number of shares traded during the financial year<br />

Market capitalization = Number of shares x market price at 31 december<br />

other key figures<br />

Internal financing of capital<br />

expenditure (%)<br />

Interest cover =<br />

Net cash flow arising from operating<br />

activities<br />

=<br />

Net cash flow arising from operating activities<br />

Gross capital expenditure<br />

Net cash flow arising from operating activities + net interest expenses<br />

Net interest expenses<br />

= Net cash flow arising from operating activities in the cash flow statement


parent company accounts (Finnish accounting standards, FAS)<br />

Income statement<br />

eUR million Note 1.1–31.12 .<strong>2010</strong> 1.1–31.12 .2009<br />

Sales (1) 1,181 942<br />

Change in stocks of finished goods<br />

and in work 21 -3<br />

other operating income (2) 61 95<br />

Materials and services<br />

Raw materials and consumables<br />

purchases during the financial period -743 -584<br />

Change in inventories 3 -3<br />

external services (3) -162 -125<br />

-902 -712<br />

employee costs (4)<br />

Wages and salaries -58 -54<br />

Social security expenses<br />

pension expenses -15 -16<br />

other social security expenses -32 -31<br />

-105 -101<br />

depreciation, amortisation and impairment charges (5)<br />

depreciation according to plan -61 -66<br />

Impairment charges -11<br />

-72 -66<br />

other operating expenses -94 -137<br />

Operating result 90 18<br />

Financial income and expenses (6, 7)<br />

Interest income from non-current investments<br />

Income from Group companies 7 2<br />

Income from associated companies 225<br />

other interest and similar income<br />

other interest and similar income 29 43<br />

Net exchange gains/losses -36 -15<br />

Write-downs on non-current investments -119 -332<br />

other interest and similar expenses -86 -112<br />

-205 -189<br />

Loss before extraordinary items -115 -171<br />

extraordinary income and expenses (8)<br />

extraordinary income 13<br />

13<br />

Loss before appropriations and taxes -102 -171<br />

appropriations<br />

Change in depreciation differences 62 50<br />

Income taxes (9)<br />

Loss for the financial period -40 -121<br />

paReNT CoMpaNy aCCoUNTS (FINNISh aCCoUNTING STaNdaRdS, FaS)<br />

93


parent company accounts<br />

Balance sheet<br />

eUR million Note 31.12.<strong>2010</strong> 31.12.2009<br />

ASSETS<br />

Non-current assets<br />

Intangible assets (10)<br />

Intangible rights 13 18<br />

other capitalized expenditure 4 5<br />

17 23<br />

Tangible assets (11)<br />

land and water areas 12 13<br />

Buildings 124 135<br />

Machinery and equipment 333 378<br />

other tangible assets 4 4<br />

advance payment and construction in<br />

progress 15 2<br />

488 532<br />

Investments (12)<br />

Shares in Group companies 626 626<br />

Receivables from Group companies 84 84<br />

Shares in associated companies 98 158<br />

other shares and holdings 30 60<br />

838 928<br />

1,343 1,483<br />

Current assets<br />

Inventories<br />

Raw materials and consumables 36 32<br />

Work in progress 2 2<br />

Finished goods and goods for resale 92 72<br />

advance payment 4 2<br />

134 108<br />

Receivables (13, 14, 15, 16)<br />

Current<br />

accounts receivables 157 123<br />

Receivables from Group companies 596 879<br />

Receivables from associated companies 7 7<br />

other receivables 18 21<br />

prepayment and accrued income 41 41<br />

819 1,071<br />

Cash and cash equivalents 7 2<br />

Total assets 2,303 2,664<br />

94 paReNT CoMpaNy aCCoUNTS<br />

eUR million Note 31.12.<strong>2010</strong> 31.12.2009<br />

EQUITY AND LIABILITIES<br />

Shareholders´equity (17)<br />

Share capital 558 558<br />

Share premium account 664 664<br />

Retained earnings -343 -222<br />

loss for the financial period -40 -121<br />

839 879<br />

Appropriations<br />

accumulated depreciation difference 139 200<br />

Provisions (18)<br />

provisions for pensions 9 10<br />

other provisions 17 50<br />

26 60<br />

Liabilities<br />

Non-current (19, 20, 21)<br />

Bond loans 691 736<br />

loans from financial institutions 41 63<br />

pension loans 198 61<br />

other liabilities 2 4<br />

932 864<br />

Current (19, 20, 22, 23)<br />

Bond loans 52 339<br />

loans from financial institutions 22 22<br />

pension loans 29 39<br />

advance payments 4 3<br />

accounts payable 57 49<br />

payables to Group companies 131 148<br />

payables to associated companies 1 1<br />

other liabilities 10 9<br />

accruals and deferred income 61 51<br />

367 661<br />

1,299 1,525<br />

Total equity and liabilities 2,303 2,664


parent company accounts<br />

Cash flow statement<br />

eUR million <strong>2010</strong> 2009<br />

Cash flow from Operating Activities<br />

operating profit 90 18<br />

adjustments to operating profit a) 11 16<br />

Change in net working capital b) -40 4<br />

Interest -56 -66<br />

dividends received 7 227<br />

other financial items -104 -22<br />

Taxes 0<br />

Net cash flow from operations -92 177<br />

Investments<br />

purchase of shares -2 -365<br />

purchase of other fixed assets -26 -16<br />

Sale of shares 41 142<br />

Sale of other fixed assets 28 8<br />

Increase in other non-current investments<br />

decrease in other non-current investments 255<br />

Total cash used in investments 41 24<br />

Cash flow before financing -51 201<br />

Financing<br />

Increase in non-current liabilities 160 60<br />

decrease in non-current liabilities -386 -423<br />

Increase (-) or decrease (+) in interest-bearing non-current receivables 299 -341<br />

Increase (-) or decrease (+) in interest-bearing current receivables -30 90<br />

dividends paid<br />

Group contribution 13 16<br />

Total financing 56 -598<br />

Change in liquid funds 5 -397<br />

liquid funds at 1 Jan. 2 399<br />

Liquid funds at 31 Dec. 7 2<br />

a) adjustments to operating profit<br />

depreciation 72 66<br />

Gains (+) or losses (-) on sale of fixed assets -26 -43<br />

Change in provisions -35 -7<br />

Total 11 16<br />

b) Change in net working capital<br />

Increase (-) or decrease (+) in stocks -27 15<br />

Increase (-) or decrease (+) in non-interest bearing receivables -46 64<br />

Increase (+) or decrease (-) in non-interest bearing current liabilities 33 -75<br />

Total -40 4<br />

paReNT CoMpaNy aCCoUNTS<br />

95


parent company accounting policies<br />

M-real Corporation’s financial statements have been prepared in<br />

accordance with Finnish accounting standards (FaS).<br />

Sales<br />

Sales are calculated after deduction of indirect sales taxes, trade<br />

discounts and other items adjusting sales.<br />

Exchange rate differences<br />

Foreign exchange gains and losses have been booked to net exchange<br />

gains/losses under financial income and expense. open and actual<br />

foreign exchange differences hedging sales are recorded immediately<br />

to financial income and expenses in the income statement.<br />

Transactions in foreign currency<br />

Transactions in foreign currency have been booked at the exchange<br />

rate on the day of the transaction.<br />

at the balance sheet date, receivables and liabilities denominated<br />

in foreign currency have been translated into euros at the exchange<br />

rate quoted by the european Central Bank at the balance sheet date.<br />

Pensions and pension funding<br />

Statutory pension security is handled by pension insurance companies<br />

outside the Group. In addition to statutory pension security,<br />

some salaried employees have supplementary pension arrangements<br />

which are either insured, arranged through the <strong>Metsä</strong>liitto<br />

employees’ pension Foundation or are an unfunded liability of the<br />

company. The <strong>Metsä</strong>liitto employees’ pension Foundation is fully<br />

funded based on the current value of its assets.<br />

pension insurance premiums have been periodized to correspond<br />

to the accrual-based wages and salaries given in the financial statements.<br />

Research and development expenditure<br />

Research and development expenditure is recorded as an expense<br />

in the relevant financial period.<br />

Inventories<br />

Inventories are measured at the lower of cost or net realizable value.<br />

In measuring inventories, the FIFo principle is observed or, alternatively,<br />

the weighted average price method.<br />

96 paReNT CoMpaNy aCCoUNTING polICIeS<br />

Property, plant and equipment and depreciation<br />

The carrying values of property, plant and equipment are based on<br />

original acquisition costs less depreciation according to plan and<br />

impairment losses.<br />

Straight-line depreciation according to plan is based on the estimated<br />

useful life of the asset as follows:<br />

Buildings and constructions 20–40 years<br />

heavy power plant machinery 20–40 years<br />

other heavy machinery 15–20 years<br />

lightweight machinery and equipment 5–15 years<br />

other items 5–10 years<br />

depreciation is not recorded on the purchase cost of land and water<br />

areas.<br />

Leasing<br />

lease payments are treated as rental expenses.<br />

Environmental expenditure<br />

environmental expenditure comprises the specifiable expenses of<br />

environmental protection measures aiming primarily at combating,<br />

remedying or alleviating environmental damage.<br />

Extraordinary income and expenses<br />

Group contribution, paid and received, are presented in the income<br />

statement as extraordinary items, only. The tax effect of extraordinary<br />

items is presented in the notes to the financial statements.<br />

Appropriations<br />

Finnish tax legislation offers the possibility to deduct expenses prematurely<br />

from the profit for the financial year and to transfer them<br />

to the balance sheet as provisions. The items are taken into account<br />

in tax filings only if they have been entered in the accounts. These<br />

items are presented in the appropriations in the income statement.<br />

among such items are depreciation on property, plant and equipment<br />

in excess of plan, which is stated as a depreciation difference in the<br />

balance sheet and as a change in the depreciation difference in the<br />

income statement.<br />

Provisions<br />

Future costs and losses to which the Group is committed and which<br />

are likely to be realized are included in the income statement under<br />

the appropriate expense heading and in the balance sheet under<br />

provisions for future costs whenever the precise amount and the<br />

time of occurrence are not known and in other cases they are included<br />

in accrued liabilities. These can be, for example, the pension liability<br />

or costs of discontinued operations and restructuring costs.


Notes to the parent company<br />

financial statements<br />

eUR million <strong>2010</strong> 2009<br />

1. Sales<br />

owing to the Group structure, the sales of the parent company<br />

has not been broken down by segments and market.<br />

2. Other operating income<br />

Rental income 2 2<br />

Gains on disposal of fixed assets 26 43<br />

Service revenue 6 7<br />

Government grants 1 2<br />

other allowances and subsidies 16 21<br />

other 10 20<br />

61 95<br />

3. External services<br />

logistics expenses 111 82<br />

other external services 51 43<br />

162 125<br />

external services include production related services and logistics<br />

expenses of sold products. In 2009 logistics expenses of sold<br />

products were partly showed in other operating expenses. 2009’s<br />

figures have been restated to match new grouping. other operating<br />

expenses include among others other than production related<br />

services, energy costs, real estate costs and administration costs.<br />

4. Empoyee costs<br />

Wages and salaries for working hours 58 54<br />

pension expenses 15 16<br />

other social security expenses 32 31<br />

105 101<br />

Salaries and emoluments paid to management<br />

Managing director and their alternates 1.4 0.8<br />

Members of the <strong>Board</strong> and deputies 0.6 0.5<br />

2.0 1.3<br />

Main auditors fees<br />

Fees paid to pricewaterhouse Coopers were as<br />

follows:<br />

audit fees 0.3 0.2<br />

Tax consultancy<br />

other fees 0.0 0.2<br />

0.3 0.4<br />

The audit fees are paid for the audit of the annual and quarterly financial<br />

statements. Tax consultancy fees are the fees paid for the consultancy<br />

services and the like.<br />

5. Depreciation according to plan and impairment charges<br />

depreciation according to plan<br />

Intangible rights 4 6<br />

Goodwill<br />

other capitalized expenditure 1 1<br />

Buildings and constructions 9 9<br />

Machinery and equipment 46 49<br />

other tangible assets 1 1<br />

Total depreciation according to plan 61 66<br />

Impairment changes<br />

Machinery 11<br />

depreciation difference -56 -50<br />

Total depreciation 16 16<br />

eUR million <strong>2010</strong> 2009<br />

6. Financial income and expenses<br />

dividend income 7 227<br />

Interest income from non-current investments 11 17<br />

other interest income 18 26<br />

Write-downs on non-current investments -119 -332<br />

Interest expenses -84 -106<br />

other financial expenses -2 -6<br />

-169 -174<br />

Net exchange differences -36 -15<br />

Financial income and expenses, total -205 -189<br />

7. Exchange differences in Income statement<br />

exchange differences on sales 4 1<br />

exchange differences on purchases 0<br />

exchange differences on financing -40 -16<br />

Exchange differences, total -36 -15<br />

8. Extraordinary income and expenses<br />

extraordinary income 0<br />

Group contribution received 13 0<br />

13<br />

9. Income taxes<br />

Income taxes for the financial period 0 0<br />

Income taxes for previous periods<br />

0 0<br />

Income taxes on ordinary operations 0 0<br />

Income taxes on extraordinary items 0 0<br />

10. Intangible assets<br />

Intangible rights<br />

acquisition costs, 1 Jan. 109 111<br />

Increases 5 5<br />

Transfers between items<br />

decreases -10 -7<br />

acquisition costs, 31 dec. 104 109<br />

accumulated depreciation, 1 Jan. -91 -85<br />

accumulated depreciation on deduction and<br />

transfers 4<br />

depreciation for the period -4 -6<br />

accumulated depreciation, 31 dec. -91 -91<br />

Book value, 31 dec. 13 18<br />

Goodwill<br />

acquisition costs, 1 Jan. 20 20<br />

acquisition costs, 31 dec. 20 20<br />

accumulated depreciation, 1 Jan. -20 -20<br />

depreciation for the period<br />

accumulated depreciation, 31 dec. -20 -20<br />

Book value, 31 dec.<br />

NoTeS To The paReNT CoMpaNy FINaNCIal STaTeMeNTS<br />

97


eUR million <strong>2010</strong> 2009<br />

Other capitalized expenditure<br />

acquisition costs, 1 Jan. 15 15<br />

Increases<br />

decreases<br />

acquisition costs, 31 dec. 15 15<br />

accumulated depreciation, 1 Jan. -10 -9<br />

accumulated depreciation on<br />

deduction and transfers<br />

depreciation for the period -1 -1<br />

accumulated depreciation, 31 dec. -11 -10<br />

Book value, 31 dec. 4 5<br />

11. Tangible assets<br />

Land and water areas<br />

acquisition costs, 1 Jan. 13 12<br />

Increases 1<br />

decreases -1<br />

acquisition costs, 31 dec. 12 13<br />

Book value, 31 dec. 12 13<br />

Buildings<br />

acquisition costs, 1 Jan. 262 261<br />

Increases 1 1<br />

Transfers between items<br />

decreases<br />

acquisition costs, 31 dec. 263 262<br />

accumulated depreciation, 1 Jan. -127 -117<br />

accumulated depreciation on<br />

deduction and transfers<br />

depreciation for the period -12 -10<br />

accumulated depreciation, 31 dec. -139 -127<br />

Book value, 31 dec. 124 135<br />

Machinery and equipment<br />

acquisition costs, 1 Jan. 1,201 1,190<br />

Increases 11 8<br />

Transfers between items 1 3<br />

decreases -6<br />

acquisition costs, 31 dec. 1,207 1,201<br />

accumulated depreciation, 1 Jan. -823 -773<br />

accumulated depreciation on<br />

deduction and transfers<br />

depreciation for the period -51 -50<br />

accumulated depreciation, 31 dec. -874 -823<br />

Book value, 31 dec. 333 378<br />

production machinery and equipment, 31 dec. 324 370<br />

98 paReNT CoMpaNy aCCoUNTING polICIeS<br />

eUR million <strong>2010</strong> 2009<br />

Other tangible assets<br />

acquisition costs, 1 Jan. 9 9<br />

Increases<br />

decreases 0<br />

acquisition costs, 31 dec. 9 9<br />

accumulated depreciation, 1 Jan. -5 -5<br />

accumulated depreciation on<br />

deduction and transfers<br />

depreciation for the period 0<br />

accumulated depreciation, 31 dec. -5 -5<br />

Book value, 31 dec. 4 4<br />

Construction in progress<br />

acquisition costs, 1 Jan. 2 3<br />

Increases 15 3<br />

Transfers between items -2 -3<br />

decreases -1<br />

acquisition costs, 31 dec. 15 2<br />

Book value, 31 dec. 15 2<br />

The undepreciated portion of capitalized interest expenses under the<br />

balance sheet item ”Buildings and constructions” at 31 dec. <strong>2010</strong> was<br />

eUR 0.0 million (2009: eUR 0.0 million) and under the balance sheet item<br />

”Machinery and equipment” it was eUR 1.7 million (2009: eUR 2,1 million).<br />

There were no capitalized interest expenses during the <strong>2010</strong> financial year<br />

(2009 eUR 0,0 million).<br />

12. Investments<br />

Shares in Group companies<br />

acquisition costs, 1 Jan. 626 590<br />

Increases 362<br />

decreases -1<br />

Write-down -325<br />

acquisition costs, 31 dec. 626 626<br />

Book value, 31 dec. 626 626<br />

Shares in associated companies<br />

acquisition costs, 1 Jan. 158 255<br />

Write-down -60<br />

decreases -97<br />

acquisition costs, 31 dec. 98 158<br />

Book value, 31 dec. 98 158<br />

Other shares and holdings<br />

acquisition costs, 1 Jan. 60 60<br />

Increases 2 3<br />

decreases -32 -3<br />

acquisition costs, 31 dec. 30 60<br />

Book value, 31 dec. 30 60


eUR million <strong>2010</strong> 2009<br />

Receivables from group companies<br />

acquisition costs, 1 Jan. 84 119<br />

Increases 988<br />

decreases -1,023<br />

Transfers between items<br />

acquisition costs, 31 dec. 84 84<br />

Book value, 31 dec. 84 84<br />

Receivables from associated companies<br />

acquisition costs, 1 Jan.<br />

Increases<br />

decreases<br />

Transfers between items<br />

acquisition costs, 31 dec.<br />

Book value, 31 dec.<br />

Other receivables<br />

acquisition costs, 1 Jan. 220<br />

Increases<br />

Transfers between items -220<br />

acquisition costs, 31 dec.<br />

Book value, 31 dec.<br />

Investment, total<br />

acquisition costs, 1 Jan. 928 1,244<br />

Increases 2 1,353<br />

decreases -32 -1,344<br />

Transfers between items<br />

Write-down -60 -325<br />

acquisition costs, 31 dec. 838 928<br />

Book value, 31 dec. 838 928<br />

13. Loan receivables from management<br />

There are no loan receivables from the managing directors, members of the<br />

<strong>Board</strong> of directors and their deputies as well as persons belonging to<br />

similar bodies.<br />

eUR million <strong>2010</strong> 2009<br />

14. Current receivables<br />

Receivables from Group companies<br />

accounts receivables 15 5<br />

loan receivables 553 333<br />

other receivables 18 524<br />

prepayment and accrued income 10 17<br />

Receivables from associated companies<br />

accounts receivables<br />

loan receivables 7 7<br />

accrued income<br />

other receivables<br />

accounts receivables 157 123<br />

loan receivables<br />

other receivables 18 21<br />

prepayment and accrued income 41 41<br />

819 1,071<br />

15. Prepayment and accrued income<br />

Insurance<br />

Taxes 37 37<br />

others 4 4<br />

41 41<br />

16. Interest-bearing receivables<br />

loan receivables and other non-current assets 84 84<br />

liquid funds and other current assets 567 861<br />

651 945<br />

17. Shareholders’ equity<br />

Share capital, 1 Jan.<br />

Series a shares 62 62<br />

Series B shares 496 496<br />

Share capital, 31 dec. 558 558<br />

Share premium account, 1 Jan./31 dec. 664 664<br />

Restricted equity, total 1,222 1,222<br />

Retained earnings, 1 Jan. -343 -222<br />

dividends paid<br />

loss for the period -40 -121<br />

Retained earnings, 31 dec. -383 -343<br />

Unrestricted equity, total -383 -343<br />

Shareholders’ equity, total 839 879<br />

paReNT CoMpaNy aCCoUNTING polICIeS<br />

99


eUR million 1.1. Increase decrease 31.12.<br />

18. Provisions<br />

provisions for pension 2 1 3<br />

provisions for unemployment<br />

pension costs 8 3 -5 6<br />

Restructuring 32 2 -24 10<br />

provision for rental costs 5 1 -1 5<br />

other provisions 13 1 -12 2<br />

60 8 -42 26<br />

eUR million <strong>2010</strong> 2009<br />

19. Liabilities<br />

Non-current<br />

Non-interest-bearing 2 4<br />

Interest-bearing 930 860<br />

932 864<br />

Current<br />

Non-interest-bearing 188 155<br />

Interest-bearing 179 506<br />

367 661<br />

Bonds Interest-% eUR million<br />

2002–2012 9.20 103 101<br />

2002–2014 9.40 91 85<br />

2004–2011 3.33 30 30<br />

2004–2011 3.51 10 10<br />

2004–2011 3.58 12 13<br />

2006–<strong>2010</strong> 5.59 339<br />

2006–2013 9.25 497 497<br />

Total 743 1,075<br />

100 paReNT CoMpaNy aCCoUNTING polICIeS<br />

eUR million <strong>2010</strong><br />

20. Non-current debts with amortization plan<br />

Bonds<br />

2011 52<br />

2012 103<br />

2013 497<br />

2014 91<br />

2015<br />

2016<br />

Total, at the end of the financial period 743<br />

loans from financial institutions<br />

2011 22<br />

2012 23<br />

2013 18<br />

2014<br />

2015<br />

2016<br />

Total, at the end of the financial period 63<br />

pension loans<br />

2011 29<br />

2012 28<br />

2013 39<br />

2014 28<br />

2015 18<br />

2016 84<br />

Total, at the end of the financial period 226<br />

Total<br />

2011 103<br />

2012 154<br />

2013 555<br />

2014 119<br />

2015 18<br />

2016 84<br />

Total, at the end of the financial period 1,033<br />

21. Non-current liabilities <strong>2010</strong> 2009<br />

other liabilities<br />

Bonds 691 736<br />

loans from financial institutions 41 63<br />

pension loans 198 61<br />

other liabilities 2 4<br />

932 864<br />

22. Current liabilities<br />

liabilities from Group companies 131 148<br />

liabilities from associated companies 1 1<br />

other liabilities<br />

Bonds 52 339<br />

loans from financial institutions 22 22<br />

pension loans 29 39<br />

advance payment 4 3<br />

accounts payable 57 49<br />

other liabilities 10 9<br />

accruals and deferred income 61 51<br />

367 661


eUR million <strong>2010</strong> 2009<br />

23. Accruals and deferred income<br />

Current<br />

Insurance 4 4<br />

personnel expenses 16 15<br />

Interests 12 13<br />

accruals of purchases 4 11<br />

Freight costs 1 1<br />

discounts 15 13<br />

others 9 -6<br />

61 51<br />

24. Contingent liabilities<br />

For own liabilities<br />

liabilities secured by pledges<br />

pension loans 100<br />

pledges granted 52<br />

liabilities secured by mortgages<br />

loans from financial institutions 31<br />

pension loans 126 75<br />

other liabilities 6<br />

Real estate mortgages 132 106<br />

on behalf of Group companies<br />

pledges 13<br />

Guarantees 1,338 1,557<br />

on behalf of others<br />

Guarantees 1<br />

leasing commitments<br />

payments due in the following year 1 1<br />

payments due in subsequent years 2 1<br />

Total<br />

Real estate mortgages 132 106<br />

pledges 65<br />

Guarantees 1,338 1,559<br />

leasing liabilities 3 2<br />

1,538 1,666<br />

eUR million <strong>2010</strong> 2009<br />

25. Environmental items<br />

Income statement<br />

Materials and consumables 4 3<br />

employees costs<br />

Wages and salaries 1 1<br />

Social security costs<br />

depreciation 3 3<br />

other operating charges 2 2<br />

10 9<br />

Balance sheet<br />

Intangible and tangible assets<br />

acquisition costs, 1 Jan. 69 69<br />

Increases 1 1<br />

decreases -1<br />

depreciation -33 -29<br />

Book value, 31 dec. 37 40<br />

provisions<br />

other provisions 2 1<br />

only additional identifiable costs that are primarily intended to prevent, reduce<br />

or repair damage to the environment are included environmental costs.<br />

environmental expenditures are capitalised if they have been incurred to<br />

prevent or reduce future damage or conserve resources and bring future<br />

economic benefits.<br />

paReNT CoMpaNy aCCoUNTING polICIeS<br />

101


The <strong>Board</strong>´s proposal for<br />

the distribution of profits<br />

The distributable funds of the parent company are eUR -382,932,705.40 of which the result for the period is eUR -40,145,050.84. The <strong>Board</strong><br />

of directors proposes to the annual General Meeting that no dividend to be paid and the result for the period to be transferred to the retained<br />

earnings account.<br />

No material changes have been taken place in respect of the company´s financial position after the balance sheet date. The liquidity of the<br />

company is good.<br />

102 The BoaRd´S pRopoSal FoR The dISTRIBUTIoN oF pRoFITS<br />

espoo, 10 February 2011<br />

Kari Jordan Martti asunta Mikael aminoff<br />

Kirsi Komi Kai Korhonen liisa leino<br />

Juha Niemelä antti Tanskanen erkki Varis<br />

Mikko helander<br />

Ceo


Auditor’s Report (Translation from the Finnish original)<br />

To the <strong>Annual</strong> General Meeting of<br />

M-real Corporation<br />

We have audited the accounting records, the<br />

financial statements, the <strong>report</strong> of the <strong>Board</strong><br />

of directors and the administration of M-real<br />

Corporation for the year ended 31 december,<br />

<strong>2010</strong>. The financial statements comprise the<br />

consolidated statement of financial position,<br />

statement of comprehensive income, statement<br />

of changes in equity and statement of<br />

cash flows, and notes to the consolidated<br />

financial statements, as well as the parent<br />

company’s balance sheet, income statement,<br />

cash flow statement and notes to the financial<br />

statements.<br />

Responsibility of the <strong>Board</strong> of<br />

Directors and the Managing Director<br />

The <strong>Board</strong> of directors and the Managing<br />

director are responsible for the preparation<br />

of consolidated financial statements that give<br />

a true and fair view in accordance with International<br />

Financial Reporting Standards<br />

(IFRS) as adopted by the eU, as well as for<br />

the preparation of financial statements and<br />

the <strong>report</strong> of the <strong>Board</strong> of directors that give<br />

a true and fair view in accordance with the<br />

laws and regulations governing the preparation<br />

of the financial statements and the <strong>report</strong><br />

of the <strong>Board</strong> of directors in Finland. The<br />

<strong>Board</strong> of directors is responsible for the<br />

appropriate arrangement of the control of<br />

the company’s accounts and finances, and<br />

the Managing director shall see to it that the<br />

accounts of the company are in compliance<br />

with the law and that its financial affairs have<br />

been arranged in a reliable manner.<br />

Auditor’s Responsibility<br />

our responsibility is to express an opinion on<br />

the financial statements, on the consolidated<br />

financial statements and on the <strong>report</strong> of the<br />

<strong>Board</strong> of directors based on our audit. The<br />

auditing act requires that we comply with<br />

the requirements of professional ethics. We<br />

conducted our audit in accordance with good<br />

auditing practice in Finland. Good auditing<br />

practice requires that we plan and perform<br />

the audit to obtain reasonable assurance<br />

about whether the financial statements and<br />

the <strong>report</strong> of the <strong>Board</strong> of directors are free<br />

from material misstatement, and whether<br />

the members of the <strong>Board</strong> of directors of the<br />

parent company or the Managing director<br />

are guilty of an act or negligence which may<br />

result in liability in damages towards the<br />

company or whether they have violated the<br />

limited liability Companies act or the articles<br />

of association of the company.<br />

an audit involves performing procedures<br />

to obtain audit evidence about the amounts<br />

and disclosures in the financial statements<br />

and the <strong>report</strong> of the <strong>Board</strong> of directors. The<br />

procedures selected depend on the auditor’s<br />

judgment, including the assessment of the<br />

risks of material misstatement, whether due<br />

to fraud or error. In making those risk<br />

assessments, the auditor considers internal<br />

control relevant to the entity’s preparation of<br />

financial statements and <strong>report</strong> of the <strong>Board</strong><br />

of directors that give a true and fair view in<br />

order to design audit procedures that are<br />

appropriate in the circumstances, but not for<br />

the purpose of expressing an opinion on the<br />

effectiveness of the company’s internal control.<br />

an audit also includes evaluating the<br />

appropriateness of accounting policies used<br />

and the reasonableness of accounting estimates<br />

made by management, as well as<br />

evaluating the overall presentation of the<br />

financial statements and the <strong>report</strong> of the<br />

<strong>Board</strong> of directors.<br />

We believe that the audit evidence we have<br />

obtained is sufficient and appropriate to provide<br />

a basis for our audit opinion.<br />

Opinion on the Consolidated Financial<br />

Statements<br />

In our opinion, the consolidated financial<br />

statements give a true and fair view of the<br />

financial position, financial performance, and<br />

cash flows of the group in accordance with<br />

International Financial Reporting Standards<br />

(IFRS) as adopted by the eU.<br />

Opinion on the Company’s Financial<br />

Statements and the Report of the<br />

<strong>Board</strong> of Directors<br />

In our opinion, the financial statements and<br />

the <strong>report</strong> of the <strong>Board</strong> of directors give a<br />

true and fair view of both the consolidated<br />

and the parent company’s financial performance<br />

and financial position in accordance<br />

with the laws and regulations governing the<br />

preparation of the financial statements and<br />

the <strong>report</strong> of the <strong>Board</strong> of directors in Finland.<br />

The information in the <strong>report</strong> of the<br />

<strong>Board</strong> of directors is consistent with the<br />

information in the financial statements.<br />

Other Opinions<br />

We support that the financial statements and<br />

the consolidated financial statements should<br />

be adopted. The proposal by the <strong>Board</strong> of<br />

directors regarding the consideration of the<br />

annual result and the payment of dividend is<br />

in compliance with the limited liability Companies<br />

act. We support that the Members of<br />

the <strong>Board</strong> of directors and the Managing<br />

director of the parent company should be<br />

discharged from liability for the financial<br />

period audited by us.<br />

espoo, 28 February 2011<br />

pricewaterhouseCoopers oy<br />

authorised public accountants<br />

Johan Kronberg<br />

authorised public accountant<br />

aUdIToR’S RepoRT (TRaNSlaTIoN FRoM The FINNISh oRIGINal)<br />

103


Corporate Governance statement<br />

this statement describing the corporate governance<br />

of m-real Corporation (m-real or<br />

Company) has been issued as a separate<br />

statement pursuant to section 6 of Chapter<br />

2 of the securities markets act and is published<br />

concurrently with the Company’s<br />

financial statements and <strong>report</strong> of the <strong>Board</strong><br />

of Directors.<br />

m-real is a Finnish public limited company<br />

whose a and B series shares are subject to<br />

public trading on the mid Cap list of nasDaQ<br />

omX Helsinki Ltd. (Helsinki stock exchange).<br />

m-real’s administration is governed by Finnish<br />

laws and the regulations and rules set<br />

out pursuant to such laws. m-real also follows<br />

the rules and recommendations of the<br />

Helsinki stock exchange as applicable to<br />

listed companies.<br />

m-real prepares its financial statements<br />

and interim <strong>report</strong>s according to the International<br />

Financial <strong>report</strong>ing standards<br />

(IFrs). the financial statement documents<br />

are prepared and published in Finnish and<br />

english.<br />

m-real’s headquarters are located in<br />

espoo, Finland. the Company’s registered<br />

domicile is Helsinki.<br />

M-real’s administration and<br />

governance structure<br />

the Company’s statutory bodies include the<br />

General meeting of shareholders, the <strong>Board</strong><br />

Corporate Governance in M-real<br />

INSIDER GUIDELINES<br />

104 Corporate GovernanCe statement<br />

Financial and<br />

Audit Committee<br />

SHAREHOLDERS’ MEETING<br />

DEPUTY TO CEO<br />

BOARD OF DIRECTORS<br />

BOARD COMMITTEES<br />

Nomination and<br />

Compensation Committee<br />

CEO<br />

of Directors, the Ceo and the Deputy Ceo.<br />

In addition, a Corporate management team<br />

assists the Ceo in the operative management<br />

of the Company and coordinating its operations.<br />

the tasks and responsibilities of the<br />

different bodies are specified pursuant to the<br />

Finnish Companies act.<br />

In m-real’s existing organisation, business<br />

areas are defined such that each business<br />

area is responsible for its own sales as well<br />

as production, and thus has a clear profit<br />

responsibility. m-real’s business areas are<br />

Consumer packaging, office papers, speciality<br />

papers, and market pulp and energy.<br />

Application of the Finnish Corporate<br />

Governance Code<br />

as a Finnish listed company, m-real applies<br />

the Finnish Corporate Governance Code<br />

(www.cgfinland.fi). this statement is compliant<br />

with recommendation 51 of the code.<br />

m-real deviates from recommendation 26 of<br />

the code as follows: erkki varis, member of<br />

the audit Committee, is the former managing<br />

Director of the Company’s associated company<br />

oy metsä-Botnia ab (until 2008) and is<br />

thus not independent of the Company in<br />

terms of an overall evaluation. the <strong>Board</strong> of<br />

Directors considers it important for the audit<br />

Committee to have specific know-how and<br />

competence in the Company’s industry in the<br />

prevailing circumstances.<br />

CORPORATE<br />

MANAGEMENT<br />

TEAM<br />

INTERNAL AUDITING | AUDITING<br />

General Meeting<br />

the General meeting of shareholders is the<br />

Company’s highest decision-making body<br />

where shareholders use their decision-making<br />

power. each shareholder is entitled to<br />

participate in a General meeting by following<br />

the procedure described in the notice to the<br />

General meeting.<br />

according to the Finnish Companies act, the<br />

General meeting decides on the following<br />

matters, among others:<br />

• amending the articles of association<br />

• approving the financial statements<br />

• profit distribution<br />

• mergers and demergers<br />

• acquisition and transfer of own shares<br />

• appointing the members of the <strong>Board</strong> and<br />

specifying their compensation and the<br />

compensation for <strong>Board</strong> committee members<br />

• appointing the auditor and specifying its<br />

compensation.<br />

shareholders are entitled to put forward a<br />

matter pertaining to the General meeting to<br />

be addressed when the shareholder delivers<br />

a written request to this effect so well in<br />

advance that the matter can be included in<br />

the notice to the meeting. In addition, the<br />

shareholder has a right to present questions


on the items on the agenda of the General<br />

meeting.<br />

a shareholder is entitled to participate in<br />

a General meeting when he/she is included<br />

in the register of shareholders eight (8) working<br />

days before the General meeting. an<br />

annual General meeting takes place each<br />

year in June at the latest.<br />

an extraordinary General meeting will<br />

convene if the <strong>Board</strong> finds it necessary, or if<br />

the auditor or shareholders representing at<br />

least 10 per cent of all shares deliver a written<br />

request to this effect in order to process<br />

a specified matter.<br />

<strong>Board</strong> of Directors<br />

the <strong>Board</strong> of Directors is responsible for the<br />

Company’s administration and arranging the<br />

Company’s operations properly according to<br />

applicable laws, the articles of association<br />

and good corporate governance. taking into<br />

account the scope and quality of the Company’s<br />

operations, the <strong>Board</strong> takes care of<br />

matters that are far-reaching and unusual,<br />

and do not belong to the Company’s day-today<br />

business operations. the <strong>Board</strong> supervises<br />

m-real’s operations and management<br />

and decides on the corporate strategy, major<br />

investments, the Company’s organisation<br />

structure and significant financing matters.<br />

the <strong>Board</strong> supervises the proper arrangement<br />

of the Company’s operations, and it<br />

ensures that accounting and asset management<br />

control, financial <strong>report</strong>ing and risk<br />

management have been organised in an<br />

appropriate manner.<br />

For its operations, the <strong>Board</strong> of m-real has<br />

a written working order. In accordance with<br />

its working order, the <strong>Board</strong>’s functions<br />

include:<br />

• appointing the Ceo and accepting the<br />

appointment of Corporate management<br />

team members, and ensuring that the<br />

Ceo takes care of the company’s day-today<br />

administration according to the regulations<br />

and guidelines given by the <strong>Board</strong><br />

• appointing members to the audit, nomination<br />

and Compensation Committees and<br />

accepting their working orders<br />

• processing and accepting the corporate<br />

strategy and its main policies<br />

• accepting the annual operational plan<br />

• monitoring how company accounting,<br />

asset management and risk control are<br />

arranged<br />

• deciding on significant investments, business<br />

acquisitions, divestments and closures<br />

of operations<br />

• deciding on considerable investments and<br />

financing arrangements<br />

• deciding on the transfer and pledging of<br />

the Company’s significant real property<br />

• deciding on the granting of donations, or<br />

on the Ceo’s authority concerning them<br />

• granting and cancelling the right to represent<br />

the Company and the authority to<br />

sign on behalf of the Company<br />

• monitoring that the company’s articles of<br />

association are complied with; convening<br />

the General meeting and monitoring that<br />

the decisions made by the General meeting<br />

are implemented<br />

• signing and presenting the annual financial<br />

statements to the annual General<br />

meeting for approval, and preparing a proposal<br />

for the use of profits<br />

• approving the essential policies, regulations<br />

and guidelines governing the business<br />

operations<br />

• deciding on who are permanent insiders<br />

in the company and accepting the Company’s<br />

insider rules<br />

• publishing or authorizing the Ceo to publish<br />

all such information that is likely to<br />

have an impact on the Company’s share<br />

value, or which otherwise has to be made<br />

public according to the Finnish securities<br />

markets act.<br />

the working order of the <strong>Board</strong> of Directors<br />

is presented in full on the m-real website<br />

(www.m-real.com/lnvestor relations/Corporate<br />

Governance). the <strong>Board</strong> can delegate<br />

matters in its general responsibility to the<br />

Ceo and correspondingly take charge of<br />

decision-making regarding a task of the Ceo.<br />

on an annual basis, the <strong>Board</strong> assesses<br />

its own operations and the Company’s administration<br />

principles and decides on necessary<br />

changes (if any).<br />

the <strong>Board</strong> convenes on a regular basis.<br />

In the financial year <strong>2010</strong>, the <strong>Board</strong> held a<br />

total of 15 meetings, four of which were<br />

phone meetings. the attendance rate of the<br />

members was 93 per cent (97 in 2009).<br />

Composition and independence of the<br />

<strong>Board</strong> of Directors<br />

the composition and number of members<br />

of the <strong>Board</strong> of Directors must facilitate effective<br />

fulfilment of the <strong>Board</strong>’s tasks. the composition<br />

of the <strong>Board</strong> of Directors takes into<br />

account the development phase of the Company,<br />

the special requirements of the industry<br />

and the needs of the Company’s operations.<br />

Both sexes are represented in the<br />

<strong>Board</strong> of Directors. a member of the <strong>Board</strong><br />

must possess the competence required by<br />

the task and the opportunity to allocate sufficient<br />

time for the task.<br />

according to the articles of association,<br />

a minimum of five and a maximum of ten<br />

regular members shall be appointed to the<br />

<strong>Board</strong> of Directors by the shareholders by<br />

the annual General meeting for a one-year<br />

period at a time. the number of consecutive<br />

terms is not limited. at present, the <strong>Board</strong><br />

has nine regular members. the <strong>Board</strong><br />

appoints a Chairman and a vice Chairman<br />

from among its members. the annual General<br />

meeting of <strong>2010</strong> appointed the following<br />

persons as members of the <strong>Board</strong> of Directors:<br />

mr Kari Jordan, born 1956, Chairman, m.sc.<br />

(econ.)<br />

mr martti asunta, born 1955, vice Chairman,<br />

m.sc. (For.)<br />

mr mikael aminoff, born 1951, m.sc. (For.)<br />

ms Kirsi Komi, born 1963, independent member,<br />

L.L.m.<br />

mr Kai Korhonen, born 1951, independent<br />

member, m.sc. (eng.)<br />

ms Liisa Leino, born 1960, independent<br />

member, m.sc. (nutrition)<br />

mr Juha niemelä, born 1946, independent<br />

member, m.sc. (econ.)<br />

mr antti tanskanen, born 1946, independent<br />

member, ph.D. (econ.)<br />

mr erkki varis, born 1948, independent of<br />

significant shareholders, m.sc. (eng.)<br />

the nomination and Compensation Committee<br />

has proposed to the annual General<br />

meeting of 2011 that all current <strong>Board</strong> members<br />

be re-elected.<br />

Corporate GovernanCe statement<br />

105


a majority of the members of the <strong>Board</strong><br />

of Directors are independent of both the<br />

Company and its significant shareholders.<br />

<strong>Board</strong> member antti tanskanen has acted<br />

as member (independent of operative management)<br />

continuously for more than 12<br />

years. tanskanen is a known <strong>Board</strong> professional<br />

who enjoys a reputation of trust<br />

throughout the society and has several other<br />

positions of trust outside the Company.<br />

therefore, the <strong>Board</strong> of Directors has deemed<br />

tanskanen independent of the Company and<br />

its significant shareholders based on an overall<br />

evaluation.<br />

to assess the independence and impartiality<br />

of the members of the <strong>Board</strong> of Directors,<br />

the members shall notify the Company<br />

of circumstances that may have an impact<br />

on the member’s ability to act without conflict<br />

of interest. In situations where the <strong>Board</strong> of<br />

Directors processes a business or other contractual<br />

relationship or connection with<br />

metsäliitto Cooperative or its other subsidiary,<br />

the <strong>Board</strong> of Directors acts, if necessary,<br />

without those of its members who are<br />

dependent of metsäliitto Cooperative.<br />

<strong>Board</strong> committees<br />

<strong>Board</strong> committees provide assistance to the<br />

<strong>Board</strong> of Directors, preparing matters for<br />

which the <strong>Board</strong> is responsible. the <strong>Board</strong><br />

of Directors appoints an audit Committee<br />

and a nomination and Compensation Committee<br />

from among its members. every year<br />

after the annual General meeting, the <strong>Board</strong><br />

of Directors appoints each committee’s chairman<br />

and members. the <strong>Board</strong> of Directors<br />

and its committees can also seek assistance<br />

from external advisors.<br />

Final decisions concerning matters<br />

related to the tasks of the committees are<br />

made by the <strong>Board</strong> of Directors on the basis<br />

of committee proposals, excluding proposals<br />

made directly to the General meeting by the<br />

nomination and Compensation Committee.<br />

Audit Committee<br />

the audit Committee is responsible for<br />

assisting the <strong>Board</strong> of Directors in ensuring<br />

that the Company’s financial <strong>report</strong>ing, calculation<br />

methods, annual financial statements<br />

and other financial information made<br />

public by the Company are correct, balanced,<br />

transparent and clear. on a regular basis,<br />

106 Corporate GovernanCe statement<br />

the audit Committee reviews the internal<br />

control and management systems and monitors<br />

the progress of financial risk <strong>report</strong>ing<br />

and the auditing of the accounts. the audit<br />

Committee assesses the efficiency and scope<br />

of internal auditing, the company’s risk management,<br />

key risk areas and compliance with<br />

applicable laws and regulations. the committee<br />

gives a recommendation to the <strong>Board</strong><br />

concerning the appointment of auditors to<br />

the Company. the audit Committee also<br />

processes the annual plan for internal auditing<br />

and the <strong>report</strong>s prepared on significant<br />

auditing.<br />

the audit Committee consists of four<br />

<strong>Board</strong> members of whom three are independent<br />

of the Company and its significant<br />

shareholders. since the annual General<br />

meeting of <strong>2010</strong>, Kai Korhonen has been<br />

chairman of the audit Committee, with Kirsi<br />

Komi, antti tanskanen and erkki varis as<br />

members.<br />

the committee members must have adequate<br />

expertise in accounting and financial<br />

statement policies. the audit Committee<br />

convenes on a regular basis, at least four<br />

times a year, including a meeting with the<br />

Company’s auditor. the committee chairman<br />

provides the <strong>Board</strong> with a <strong>report</strong> on every<br />

meeting of the audit Committee. the tasks<br />

and responsibility areas have been specified<br />

in the committee’s working order which the<br />

<strong>Board</strong> has approved.<br />

When necessary, the following persons<br />

are also represented in the audit Committee<br />

meetings as summoned by the Committee:<br />

the auditor, Chief executive officer and Chief<br />

Financial officer as well as other management<br />

representatives and external advisors.<br />

the audit Committee convened five times<br />

during <strong>2010</strong> and the attendance rate of the<br />

members was on average 95 per cent (100<br />

per cent in 2009).<br />

Nomination and Compensation<br />

Committee<br />

the task of the nomination and Compensation<br />

Committee is to assist the <strong>Board</strong> of<br />

Directors in matters related to the appointment<br />

and compensation of the Company’s<br />

Ceo, the Deputy Ceo and the senior management<br />

and prepare matters related to the<br />

reward schemes for employees. In addition,<br />

the Committee prepares for the annual Gen-<br />

eral meeting a proposal on the number of<br />

<strong>Board</strong> members, <strong>Board</strong> composition and<br />

<strong>Board</strong> member compensation. the Committee<br />

also recommends, prepares and proposes<br />

to the <strong>Board</strong> the Ceo’s (and the Deputy<br />

Ceo’s) nomination, salary and compensation,<br />

and further evaluates and provides the <strong>Board</strong><br />

and the Ceo with recommendations concerning<br />

management rewards and compensation<br />

systems.<br />

the Committee consists of five <strong>Board</strong><br />

members. It convenes on a regular basis at<br />

least once a year. the Committee chairman<br />

provides the <strong>Board</strong> with the proposals issued<br />

by the Committee. the tasks and responsibilities<br />

of the nomination and Compensation<br />

committee have been specified in the committee’s<br />

working order, which the <strong>Board</strong><br />

approves.<br />

since the annual General meeting of <strong>2010</strong>,<br />

Kari Jordan has been chairman of the nomination<br />

and Compensation Committee, with<br />

mikael aminoff, martti asunta, Liisa Leino<br />

and Juha niemelä as members.<br />

the nomination and Compensation Committee<br />

convened five times during <strong>2010</strong> and<br />

the attendance rate of the members was on<br />

average 83 per cent (90 per cent in 2009).<br />

CEO<br />

Ceo mikko Helander, born 1960, m.sc.(eng.),<br />

is responsible for the daily management of<br />

the Company’s administration according to<br />

the guidelines and instructions given by the<br />

<strong>Board</strong>. In addition, the Ceo is responsible for<br />

ensuring that the Company’s accounting has<br />

been carried out according to applicable laws<br />

and that asset management has been organised<br />

in a reliable manner. the Ceo manages<br />

the Company’s daily business and is responsible<br />

for controlling and steering the business<br />

areas.<br />

the Ceo has a written Ceo contract<br />

approved by the <strong>Board</strong>. the <strong>Board</strong> monitors<br />

the Ceo’s performance and provides a performance<br />

evaluation once a year.<br />

the contractual retirement age of the Ceo<br />

is 62 years. the Company has commissioned<br />

an additional pension insurance policy for<br />

the Ceo, covering the period between the<br />

contractual retirement and the statutory<br />

retirement age of 63 years and entitling the<br />

Ceo to receive a pension compensation equal<br />

to 60 per cent of his salary at the time of


etirement. according to Finnish pension<br />

legislation, a person has the option to retire<br />

between the ages of 63 to 68.<br />

the <strong>Board</strong> appoints and discharges the<br />

Ceo. the <strong>Board</strong> can discharge the Ceo without<br />

a specific reason. the Ceo can also<br />

resign from his assignment. the mutual term<br />

of notice is six months. the <strong>Board</strong> may, however,<br />

decide to discharge the Ceo without a<br />

period of notice.<br />

When the service contract of the Ceo is<br />

terminated by the <strong>Board</strong>, the Ceo is entitled<br />

to receive discharge compensation equal to<br />

his 18-month salary. In addition, in case the<br />

Company is divested, the Ceo is entitled to<br />

resign from his assignment against a discharge<br />

compensation equal to his 24-month<br />

salary.<br />

Deputy to the CEO<br />

mika Joukio, executive vice president of the<br />

Consumer packaging business area, also<br />

acts as Deputy to the Ceo. the Deputy to the<br />

Ceo is responsible for carrying out the Ceo’s<br />

tasks when the Ceo is unable to perform his<br />

duties.<br />

Corporate Management Team<br />

In the operative management of m-real, the<br />

Ceo is assisted by the Corporate manage-<br />

Corporate<br />

Management Team<br />

Mika Joukio<br />

svp<br />

Consumer packaging<br />

Deputy to the Ceo<br />

Sari Pajari<br />

senior vice president,<br />

Business Development*<br />

Mika Paljakka<br />

Hr<br />

Seppo Puotinen<br />

svp<br />

office papers<br />

Mikko Helander<br />

Ceo<br />

ment team, which consists of mikko<br />

Helander, Ceo, together with business area<br />

executives mika Joukio (Consumer packaging),<br />

seppo puotinen (office papers), Heikki<br />

Husso (speciality papers) and soili Hietanen<br />

(market pulp and energy) who <strong>report</strong> to<br />

Helander. In addition, the Corporate management<br />

team includes matti mörsky, CFo, and<br />

mika paljakka, svp, Hr. mikko Helander acts<br />

as Chairman to the Corporate management<br />

team. ms sari pajari, m.sc. (eng.) has been<br />

appointed as member of the Corporate management<br />

team as of april 1, 2011 with<br />

responsibility for business development.<br />

each Corporate management team member<br />

has a written employment or service<br />

contract. With the exception of the Ceo,<br />

members of the Corporate management<br />

team have no special pension arrangements<br />

which would deviate from applicable pension<br />

legislation. With the exception of the Ceo,<br />

the term of notice of Corporate management<br />

team members is six months.<br />

the Corporate management team’s tasks<br />

and responsibilities include planning investments,<br />

specifying and preparing the Company’s<br />

strategic guidelines, allocating<br />

resources, controlling routine functions and<br />

preparing matters to be reviewed by the<br />

<strong>Board</strong>.<br />

Matti Mörsky<br />

CFo<br />

Heikki Husso<br />

svp<br />

specialty papers<br />

Soili Hietanen<br />

svp<br />

market pulp and energy<br />

the Corporate management team convenes<br />

at the Chairman’s invitation once a<br />

month, as a rule, and also otherwise when<br />

necessary.<br />

on 31 December <strong>2010</strong>, neither <strong>Board</strong><br />

members nor the Ceo or the Deputy to the<br />

Ceo had monetary loans from the Company<br />

or its subsidiaries, and no security arrangements<br />

existed between them.<br />

Internal control, internal auditing and<br />

risk management<br />

profitable business requires that operations<br />

are monitored continuously and with adequate<br />

efficiency. m-real’s internal management<br />

and control procedure is based on the<br />

Finnish Companies act, regulations and recommendations<br />

for listed companies, the<br />

articles of association and the company’s<br />

own approved principles and policies. the<br />

functionality of the company’s internal control<br />

is evaluated by the company’s internal<br />

auditing. Internal control is carried out<br />

throughout the organisation. Internal control<br />

methods include internal guidelines and<br />

<strong>report</strong>ing systems.<br />

the following describes the principles,<br />

objectives and responsibilities of m-real’s<br />

internal control, risk management and internal<br />

auditing.<br />

*as of 1.4.2011<br />

Corporate GovernanCe statement<br />

107


Internal control<br />

Being a listed company, m-real’s internal<br />

control is steered by the Finnish Companies<br />

act and securities market act, other laws<br />

and regulations applicable to the operations<br />

and the rules and recommendations of the<br />

Helsinki stock exchange, including the Corporate<br />

Governance Code. external control is<br />

carried out by m-real’s auditor and the<br />

authorities.<br />

In m-real, internal control covers financial<br />

<strong>report</strong>ing and other monitoring. Internal control<br />

is implemented by the <strong>Board</strong> and operative<br />

management as well as the entire personnel.<br />

Internal control aims to ensure<br />

achieving the goals and objectives set for the<br />

company; economical, appropriate and efficient<br />

use of resources; correct and reliable<br />

financial information and other management<br />

information; adherence to external regulations<br />

and internal policies; security of operations,<br />

information and property in an adequate<br />

manner; and the arrangement of<br />

adequate and suitable manual and It systems<br />

to support operations.<br />

Internal control is divided into (i) proactive<br />

control, such as the specification of corporate<br />

values, general operational and business<br />

principles; (ii) daily control, such as operational<br />

systems and work instructions related<br />

to operational steering and monitoring; and<br />

(iii) subsequent control, such as management<br />

evaluations and inspections, comparisons<br />

and verifications with the aim of ensuring<br />

that the goals are met and that the agreed<br />

operational and control principles are followed.<br />

the corporate culture, governance<br />

and the approach to control together create<br />

the basis for the entire process of internal<br />

control.<br />

Monitoring of the financial <strong>report</strong>ing<br />

process, credit control and<br />

authorisation rights<br />

the financial organisations of the business<br />

areas and the central administration are<br />

responsible for financial <strong>report</strong>ing. the units<br />

and business areas <strong>report</strong> the financial figures<br />

each month. the business areas’ control<br />

functions check their units’ monthly performance<br />

and <strong>report</strong> them further to central<br />

administration. Business area profitability<br />

development and business risks and opportunities<br />

are discussed in monthly meetings<br />

108 Corporate GovernanCe statement<br />

attended by senior management of the Company<br />

and of the business area in question.<br />

the result will be <strong>report</strong>ed to the <strong>Board</strong> and<br />

the Corporate management team each<br />

month. the Company’s internal guidelines<br />

provide detailed descriptions on the <strong>report</strong>ing<br />

and control rules and the <strong>report</strong>ing procedure.<br />

Credit control in m-real has been centralised<br />

under a Credit Committee, which convenes<br />

at least each quarter. the development<br />

of trade receivables is monitored in each<br />

sales company by credit controllers under<br />

the supervision of the Group vp of Credits.<br />

Counterparty-specific credit limits are set<br />

within the boundaries of the credit policy<br />

confirmed by the <strong>Board</strong> in cooperation with<br />

centralised credit control and business area<br />

management.<br />

authorisation rights concerning expenses,<br />

significant contracts and investments have<br />

been specified continuously for different<br />

organisation levels according to the decisionmaking<br />

authority policy confirmed by the<br />

<strong>Board</strong> and the authority separately granted<br />

by the Ceo and other management personnel.<br />

Investment follow-up is carried out by<br />

the Group’s financial administration according<br />

to the investment policy confirmed by the<br />

<strong>Board</strong>. after pre-approval, investments are<br />

taken to the management teams of the business<br />

areas and the Corporate management<br />

team within the framework of the annual<br />

investment plan. most significant investments<br />

are separately submitted for <strong>Board</strong><br />

approval. Investment follow-up <strong>report</strong>s are<br />

compiled each quarter.<br />

Internal auditing<br />

Internal auditing assists the <strong>Board</strong> and Ceo<br />

with their control tasks by evaluating the<br />

quality of internal control maintained in order<br />

to achieve the Company’s objectives. In addition,<br />

internal auditing supports the organisation<br />

by evaluating and ensuring the functionality<br />

of business processes, risk management<br />

and the management and administration<br />

systems.<br />

the key task of internal auditing is to<br />

assess the efficiency and suitability of internal<br />

control concerning the company’s functions<br />

and units. In its assignment, internal<br />

auditing evaluates how well the operational<br />

principles, guidelines and <strong>report</strong>ing systems<br />

are adhered to, how property is protected<br />

and how efficiently resources are used. Internal<br />

auditing also acts as an expert in development<br />

projects related to its task area and<br />

prepares special <strong>report</strong>s at the request of<br />

the audit Committee or operative management.<br />

Internal auditing operates under the<br />

supervision of the audit Committee and the<br />

Ceo. audit observations, recommendations<br />

and the progress of measures are <strong>report</strong>ed<br />

to the management of the target audited, the<br />

company management and the auditor. every<br />

six months, internal auditing <strong>report</strong>s its<br />

auditing measures, plans and operations to<br />

the audit Committee.<br />

the action plan of internal auditing is prepared<br />

for one calendar year at a time. the<br />

aim is to allocate the auditing to all functions<br />

and units at certain intervals. auditing is<br />

annually allocated to areas that are in a key<br />

position regarding the evaluated risk and the<br />

company’s objectives at the time. the topicality<br />

and appropriateness of the action plan are<br />

processed with the Company’s management<br />

every six months.<br />

the scope and coordination of the auditing<br />

operations are ensured through regular communication<br />

and information exchange with<br />

other internal assurance functions and the<br />

auditor. When necessary, internal auditing<br />

uses external service providers for temporary<br />

additional resourcing or special expertise for<br />

carrying out demanding evaluation tasks.<br />

Risk management<br />

risk management is an essential part of<br />

m-real’s standard business planning and<br />

leadership. risk management belongs to<br />

daily decision-making, operations follow-up<br />

and internal control, and it promotes and<br />

ensures that the objectives set by the Company<br />

are met.<br />

Linking business management efficiently<br />

with risk management is based on the operational<br />

principles confirmed by the <strong>Board</strong>;<br />

the aim of the principles is to maintain risk<br />

management as a process that is well<br />

defined, understandable and sufficiently<br />

practical. risks and their development are<br />

<strong>report</strong>ed on a regular basis to the <strong>Board</strong>’s<br />

audit Committee. Centralised risk management<br />

also takes care of the coordination and


competitive bidding of m-real’s insurance<br />

coverage.<br />

the most crucial objective of risk management<br />

is to identify and evaluate those risks,<br />

threats and opportunities which may have<br />

an impact on the implementation of the strategy<br />

and on how short-term and long-term<br />

objectives are met. a separate risk review is<br />

also included in the most significant investment<br />

proposals.<br />

the business areas regularly evaluate and<br />

monitor the risk environment and related<br />

changes as part of their normal operational<br />

planning. the risks identified and their control<br />

is <strong>report</strong>ed to the company’s management,<br />

audit Committee and the <strong>Board</strong> at least<br />

twice a year. Business risks also involve<br />

opportunities, and they can be utilised within<br />

the boundaries of the agreed risk limits.<br />

Conscious risk-taking decisions must always<br />

be based on an adequate evaluation of the<br />

risk-bearing capacity and the profit/loss<br />

potential, among other things.<br />

risk management responsibilities in<br />

m-real are divided among different functions.<br />

the <strong>Board</strong> is responsible for the Company’s<br />

risk management and confirms the Company’s<br />

risk management policy; the audit<br />

Committee evaluates the adequacy of the<br />

Company’s risk management and the essential<br />

risk areas and provides the <strong>Board</strong> with<br />

related proposals. the Ceo and the management<br />

team are responsible for the specification<br />

and adoption of the risk management<br />

principles. they are also responsible for<br />

ensuring that the risks are taken into account<br />

in the company’s planning processes and<br />

that risk <strong>report</strong>ing is adequate and appropriate.<br />

the vice president of risk management<br />

<strong>report</strong>s to the CFo and is responsible for the<br />

Company’s risk management process development,<br />

coordination, the implementation<br />

of risk evaluation and the essential insurance<br />

decisions. Business areas and support functions<br />

identify and evaluate the essential risks<br />

related to their own areas of responsibility<br />

in their planning processes, prepare for<br />

them, take necessary preventive action and<br />

<strong>report</strong> on the risks as agreed.<br />

m-real’s essential risk management elements<br />

include implementing a comprehensive<br />

corporate risk management process that<br />

supports the entire business, protecting<br />

property and ensuring business continuity,<br />

corporate security and its continuous development,<br />

as well as crisis management and<br />

continuity and recovery plans. according to<br />

the risk management policy and principles,<br />

adequate risk management forms a necessary<br />

part of the preliminary review and implementation<br />

stages of projects which are financially<br />

or otherwise significant.<br />

the tasks of m-real’s risk management are to<br />

• ensure that all identified risks with an<br />

impact on personnel, customers, products,<br />

property, information assets, corporate<br />

image, corporate responsibility and operational<br />

capacity are controlled according<br />

to applicable laws and on the basis of best<br />

available information and financial aspects<br />

• ensure that the company’s objectives are<br />

met<br />

• fulfil the expectations of stakeholders<br />

• protect property and ensure disruptionfree<br />

business continuity<br />

• optimise the profit/loss possibility ratio<br />

• ensure the management of the company’s<br />

overall risk exposure and minimise the<br />

overall risks.<br />

the most significant risks and uncertainties<br />

that the company is aware of are described<br />

in the <strong>report</strong> of the <strong>Board</strong> of Directors.<br />

Audit<br />

according to m-real’s articles of association,<br />

the Company has one auditor who shall be<br />

an auditing firm authorised by the Central<br />

Chamber of Commerce of Finland. the General<br />

meeting appoints the auditor each year.<br />

according to the decision made by the annual<br />

General meeting in spring 2009, the Company’s<br />

auditor is pricewaterhouseCoopers<br />

oy which appointed Johan Kronberg, apa,<br />

as the auditor with main responsibility. the<br />

audit committee controls the appointment<br />

procedure of the auditors and provides the<br />

<strong>Board</strong> and the General meeting with a recommendation<br />

for the appointment of the<br />

auditor.<br />

In <strong>2010</strong>, pricewaterhouseCoopers oy<br />

received eUr 359,000 (eUr 279,000 in 2009)<br />

in auditing compensation, pricewaterhouse-<br />

Coopers internationally altogether eUr<br />

876,000 (eUr 1.1 million) and other auditing<br />

firms outside Finland were paid eUr 117,000<br />

(eUr 46,000). In addition, pricewaterhouse-<br />

Coopers has received eUr 350,000 (eUr 1.1<br />

million) for services not related to the actual<br />

auditing of the accounts.<br />

Corporate GovernanCe statement<br />

109


Salary and remuneration <strong>report</strong><br />

this salary and remuneration <strong>report</strong> of<br />

m-real Corporation (m-real or the Company)<br />

has been issued pursuant to recommendation<br />

47 of the Finnish Corporate Governance<br />

Code of June 15, <strong>2010</strong> and it has been published<br />

on the Company’s website on march<br />

1, 2011. In accordance with the Company’s<br />

practice the salary and remuneration <strong>report</strong><br />

is updated two times every calendar year as<br />

a starting point, however, always in march in<br />

connection with the annual Corporate Governance<br />

statement.<br />

Decision-making and principles of<br />

remuneration<br />

the purpose of the management’s compensation<br />

system is to compensate the management<br />

in a fair and competitive way for a successful<br />

and profitable implementation of the<br />

Company’s strategy. the objective of remuneration<br />

is also to encourage management<br />

in the development of the Company’s strategy<br />

and business to thereby act for the benefit<br />

the Company.<br />

the <strong>Board</strong> approves the salary and compensation<br />

of the Ceo and the principles<br />

applied in the compensation of other Corporate<br />

management team members. the <strong>Board</strong><br />

further approves the structures and basis for<br />

the Company’s remuneration and incentive<br />

schemes. the nomination and Compensation<br />

Committee assists the <strong>Board</strong> in matters<br />

relating to management remuneration, conditions<br />

of employment and engagement of<br />

management members as well as prepares<br />

<strong>Board</strong> decisions relating to management<br />

remuneration.<br />

the Ceo decides on matters related to<br />

the compensation of other senior management<br />

members in accordance with the principles<br />

approved and guidance issued by the<br />

<strong>Board</strong>.<br />

Financial benefits<br />

<strong>Board</strong> of Directors<br />

the annual General meeting <strong>2010</strong> resolved<br />

to maintain the remuneration of the members<br />

of the <strong>Board</strong> of Directors unchanged.<br />

thus, the Chairman receives an annual<br />

remuneration of eUr 76,500, the vice Chairman<br />

eUr 64,500 and members eUr 50,400.<br />

one half of the remuneration was decided to<br />

be paid in cash while the other half was to<br />

110 saLary anD remUneratIon <strong>report</strong><br />

be paid in the Company’s B series shares to<br />

be acquired from the stock exchange between<br />

1 and 30 april <strong>2010</strong>. as a result, the Chairman<br />

received 14,300, the vice Chairman 12,100<br />

and each <strong>Board</strong> member 9,400 B-series<br />

shares. the amount of the cash consideration<br />

corresponds to the estimated withholding<br />

tax. In addition, the annual General meeting<br />

resolved to pay to the members a fee of eUr<br />

500 per each attended <strong>Board</strong> and committee<br />

meeting. the nomination and Compensation<br />

Committee of the <strong>Board</strong> of Directors has<br />

proposed to the annual General meeting<br />

convening on march 23, 2011 that the <strong>Board</strong><br />

remuneration be kept unchanged and also<br />

that the practice of paying the remuneration<br />

in shares and in cash be continued. <strong>Board</strong><br />

remuneration has been paid in shares and<br />

cash since 2009.<br />

Managing Director<br />

the Ceo has a written service contract<br />

approved by the <strong>Board</strong>. the <strong>Board</strong> monitors<br />

the Ceo’s performance and provides a performance<br />

evaluation once a year. the <strong>Board</strong><br />

appoints and discharges the Ceo. the <strong>Board</strong><br />

can discharge the Ceo without a specific<br />

reason. the Ceo can also resign from his<br />

assignment. the mutual term of notice is six<br />

months. the <strong>Board</strong> may, however, decide to<br />

discharge the Ceo without a period of notice.<br />

When the service contract of the Ceo is terminated<br />

by the <strong>Board</strong>, the Ceo is entitled to<br />

receive discharge compensation equal to his<br />

18-month salary. In addition, in case the<br />

Company or its business is divested, the Ceo<br />

is entitled to resign from his assignment<br />

against discharge compensation equal to his<br />

24-month salary.<br />

the contractual retirement age of the Ceo<br />

is 62 years. the Company has commissioned<br />

an extra pension insurance policy for the<br />

Ceo, covering the period between the contractual<br />

and statutory retirement age of 63<br />

years and entitling the Ceo to receive pension<br />

compensation equal to 60 per cent of his<br />

salary at the time of retirement (calculated<br />

in accordance with Finnish pension laws).<br />

the cost to the Company of the Ceo’s pension<br />

insurance policy amounted in <strong>2010</strong> to approximately<br />

eUr 255,000 (eUr 130,000 in 2009).<br />

In case the service relationship of the Ceo is<br />

terminated prior to retirement, the Ceo is<br />

entitled to a free policy.<br />

Short-term compensation<br />

the monthly salary of Ceo mikko Helander<br />

is eUr 39,793. the salary includes car and<br />

mobile phone benefits. In addition, the <strong>Board</strong><br />

may, in accordance with the managing director’s<br />

service contract, decide that the Ceo<br />

receives bonus pay based on his overall performance<br />

and corresponding to his six-month<br />

salary. In <strong>2010</strong>, the Ceo received a total of<br />

eUr 1,429,371 in salary, bonuses and other<br />

benefits, of which eUr 497,849 was fixed<br />

compensation and eUr 931,522 was bonus<br />

pay, including bonus pay in accordance with<br />

the Ceo’s service contract as well as a separate<br />

compensation approved by the <strong>Board</strong><br />

of Directors in august <strong>2010</strong> and relating to<br />

the Ceo’s withdrawal from the Company’s<br />

<strong>2010</strong> share bonus system and the simultaneous<br />

joining to metsäliitto Group’s management<br />

share ownership scheme.<br />

Long-term compensation<br />

the Ceo takes part in the management ownership<br />

scheme of metsäliitto Group’s executive<br />

management, through which he indirectly<br />

owns shares in the Company. as a consequence,<br />

Helander is not entitled to the share<br />

bonus for the <strong>2010</strong> financial period under the<br />

Company’s own share bonus system.<br />

Helander has in august <strong>2010</strong> invested<br />

approximately eUr 500,000 of his own funds<br />

in metsäliito’s new management holding<br />

company, in which he is a co-owner together<br />

with other metsäliitto Group’s executive management<br />

members. the holding company<br />

entitled metsäliitto management Ltd. has in<br />

august <strong>2010</strong> purchased m-real’s B series<br />

shares using its own capital and additional<br />

debt capital obtained from metsäliitto Cooperative.<br />

altogether 881,933 B shares purchased<br />

for the aggregate purchase price of<br />

approximately eUr 2.5 million have been<br />

indirectly allocated to the Ceo. Helander is<br />

tied to the holding company and, as a result,<br />

to an indirect ownership of m-real’s shares<br />

until the end of 2013, at which time the management<br />

ownership system is planned to be<br />

terminated and dismantled. the system will,<br />

however, be extended for one year at a time<br />

if, in october–november 2013, 2014, 2015 or<br />

2016, the price of m-real’s B shares is lower<br />

than the average price at which metsäliitto<br />

management Ltd. originally acquired such<br />

shares. Upon dismantling of the system, the


loan granted by metsäliitto Cooperative to<br />

the management holding company becomes<br />

due. the remaining funds will be distributed<br />

to the participating shareholders in accordance<br />

with the shareholdings. the management<br />

holding company also has the right to<br />

prematurely repay the loan.<br />

should Helander prior to the above point<br />

in time either resign or his service relationship<br />

with the Company is terminated by the<br />

<strong>Board</strong> of Directors, he is entitled to receive<br />

from the management holding company the<br />

funds he has personally invested in such<br />

company, however, no possible value<br />

increase. the transfer of m-real’s B shares<br />

owned by metsäliitto management Ltd. is<br />

restricted during the entire validity of the<br />

system.<br />

Corporate Management Team<br />

also other Corporate management team<br />

members have written employment contracts.<br />

the term of notice of Corporate<br />

management team members is six months.<br />

termination of employment without cause<br />

entitles members of the Corporate management<br />

team to receive discharge compensation<br />

equal to their 6 to 18-month salary.<br />

excluding the Ceo, Corporate management<br />

team members have no extraordinary<br />

pension arrangements which would deviate<br />

from applicable pension legislation. according<br />

to Finnish pension legislation, a person<br />

has the option to retire between the ages of<br />

63 to 68. the Finnish tyeL pension system<br />

provides for a retirement benefit based on<br />

years of service and earnings according to<br />

the prescribed statutory system. For purposes<br />

of the Finnish pension system earnings<br />

include salary, bonuses and fringe benefits<br />

but exclude share or stock option based<br />

income.<br />

Short-term compensation<br />

In <strong>2010</strong>, other Corporate management team<br />

members received a total of eUr 1,977,048<br />

(eUr 1,899,040 in 2009) in salary and bonuses<br />

of which eUr 1,469,132 (eUr 1,544,139) were<br />

fixed salaries and benefits (car and mobile<br />

phone) and eUr 507,917 (eUr 354,901)<br />

bonuses. the members of the Corporate<br />

management team are entitled to bonus pay<br />

corresponding to a maximum of their respec-<br />

tive 6-month salaries. the bonus pay is<br />

defined and decided by the <strong>Board</strong> and was in<br />

the financial year 2019 based on the Company’s<br />

and its business areas’ (business area<br />

heads) operating results (eBIt) and cash flow<br />

development. the 2011 bonus pay will be<br />

determined on the basis of the Company’s<br />

and its business areas’ operating results<br />

(eBIt), as determined by the <strong>Board</strong> of Directors.<br />

Long-term compensation<br />

m-real has implemented a share-based<br />

reward system for its senior management<br />

for the years 2008–<strong>2010</strong>. the possible annual<br />

reward produced by the system has been<br />

based on m-real’s operating results (eBIt)<br />

and cash flow development as decided by the<br />

<strong>Board</strong> of Directors. the possible reward is<br />

partially paid in m-real’s B-shares and partially<br />

in cash. the amount of cash compensation<br />

corresponds to the amount of withholding<br />

tax. the maximum amount of shares<br />

available for <strong>2010</strong> was 165,000 B-shares<br />

(140,000 in 2009). In <strong>2010</strong>, the targets defined<br />

by the <strong>Board</strong> materialized in the level of 100<br />

per cent (73 per cent in 2009 and zero in 2008)<br />

entitling a full share based remuneration in<br />

the same proportion. the shares include a<br />

lock-up condition restricting their transfer<br />

for two years following the end of the earning<br />

period. the system covered in <strong>2010</strong> the Company’s<br />

management team members excluding<br />

the managing director.<br />

In December <strong>2010</strong>, the <strong>Board</strong> of Directors<br />

resolved on a new share-based incentive<br />

plan. the aim of the plan is to combine the<br />

objectives of shareholders and executives in<br />

order to increase the value of the Company,<br />

to commit the executives to perform the<br />

mutual strategy, and to offer them a competitive<br />

reward plan based on share ownership.<br />

the plan consists of three three-year<br />

earning periods, calendar years 2011–2013,<br />

2012–2014 and 2013–2015. at the beginning<br />

of each period, the <strong>Board</strong> of Directors will<br />

decide on the earnings criteria and define<br />

targets. the potential reward from the plan<br />

for the earning period 2011–2013 will be<br />

based on m-real Group’s equity ratio and the<br />

development of return on capital employed<br />

(roCe) and earnings before interest and<br />

taxes (eBIt). each earning period is followed<br />

by a two-year restriction period during which<br />

a participant is not entitled to transfer or<br />

dispose of the shares.<br />

the potential reward from the earning<br />

period 2011–2013 will be paid in 2014 partly<br />

in the company’s B series shares and partly<br />

in cash. the proportion to be paid in cash will<br />

cover taxes and tax-related costs. at the<br />

beginning the plan concerns 9 people, including<br />

members of the Corporate management<br />

team. the maximum reward to be paid for<br />

the first earning period corresponds to the<br />

purchase price of approximately 1,000,000<br />

B series shares.<br />

saLary anD remUneratIon <strong>report</strong><br />

111


<strong>Board</strong> of directors<br />

Kari Jordan<br />

b. 1956<br />

M.Sc. (Econ)<br />

Chairman of the <strong>Board</strong> (2005–)<br />

• president and Ceo of the <strong>Metsä</strong>liitto<br />

Group (2006–)<br />

• Ceo of <strong>Metsä</strong>liitto Cooperative (2004–)<br />

• Vice Chairman of the <strong>Board</strong> of <strong>Metsä</strong>liitto<br />

Cooperative (2006–)<br />

• Chairman of the <strong>Board</strong> of <strong>Metsä</strong> Tissue<br />

Corporation (2004–)<br />

• Member of the <strong>Board</strong> of oy<br />

<strong>Metsä</strong>-Botnia ab (2004–) and Chairman<br />

of the <strong>Board</strong> (2006–)<br />

• Member of the <strong>Board</strong> of Confederation<br />

of Finnish Industries eK (2005–) and<br />

Vice Chairman of the <strong>Board</strong> (2009–)<br />

• Vice Chairman of the <strong>Board</strong> of Finnish<br />

Forest Industries Federation and<br />

member of Federation’s Working Group<br />

(2005–) and Chairman of the <strong>Board</strong><br />

(2009–)<br />

• Member of the Supervisory <strong>Board</strong><br />

of Varma Mutual pension Insurance<br />

Company (2006–)<br />

holds several positions of trust in foundations<br />

and non-profit associations.<br />

112 BoaRd oF dIReCToRS<br />

Kari<br />

Jordan<br />

Shares owned in M-real Corporation<br />

31.12.<strong>2010</strong>: directly 0, through <strong>Metsä</strong>liitto<br />

Management oy 1,763,867 B shares<br />

Martti Asunta<br />

b. 1955<br />

M.Sc. (Forestry)<br />

Member of the <strong>Board</strong> and Vice Chairman of<br />

the <strong>Board</strong> (2008–)<br />

• Chairman of the <strong>Board</strong> of <strong>Metsä</strong>liitto<br />

Cooperative (2008–)<br />

• Member of the <strong>Board</strong> of Vapo oy (2008–<br />

2009)<br />

• Member of the <strong>Board</strong> of oy <strong>Metsä</strong>-<br />

Botnia ab (2008–)<br />

• Member of the <strong>Board</strong> of <strong>Metsä</strong> Tissue<br />

Corporation (2008–)<br />

• Member of the <strong>Board</strong> of pellervo-Seura<br />

(2008–), Chairman of the <strong>Board</strong> (<strong>2010</strong>–)<br />

Shares owned in M-real Corporation<br />

31.12.<strong>2010</strong>: 23,900 B shares<br />

Mikael<br />

aminof<br />

Mikael Aminoff<br />

b. 1951<br />

M.Sc. (Forestry)<br />

Agriculture and Forestry entrepreneur<br />

Member of the <strong>Board</strong> (<strong>2010</strong>–)<br />

• Member of the Supervisory <strong>Board</strong> of<br />

<strong>Metsä</strong>liitto Cooperative (2001–)<br />

• Member of the <strong>Board</strong> of directors of<br />

<strong>Metsä</strong>liitto Cooperative (2008–)<br />

• Member of the delegation of pellervo-<br />

Seura (2009–)<br />

• Vice Chairman of the <strong>Board</strong> of Rannikko<br />

Forestry Centre<br />

Shares owned in M-real Corporation<br />

31.12.<strong>2010</strong>: 22,095 B shares<br />

Kirsi Komi<br />

b. 1963<br />

LL.M, Master of Laws<br />

Member of the <strong>Board</strong> (<strong>2010</strong>–)<br />

Independent <strong>Board</strong> member<br />

• Finnish Red Cross Blood Service,<br />

member of the <strong>Board</strong> (<strong>2010</strong>–)<br />

Martti<br />

asunta<br />

• Nokia Siemens Networks, General<br />

Counsel, member of the executive<br />

<strong>Board</strong> (2007–<strong>2010</strong>)<br />

Nokia Corporation:<br />

• Vice president, legal & member of<br />

Networks Business Group (”NeT”)<br />

leadership Team and other NeT senior<br />

management forums (1999–2007)<br />

• Senior legal Counsel & head of european<br />

practice Group (1998)<br />

• Vice president, Contracts (dallas, USa)<br />

(1995–1996)<br />

• legal Counsel (1992–1995, 1997)<br />

Shares owned in M-real Corporation<br />

31.12.<strong>2010</strong>: 9,400 B shares<br />

Kai Korhonen<br />

b. 1951<br />

M.Sc. (Eng), eMBA<br />

Member of the <strong>Board</strong> (2008–)<br />

Independent <strong>Board</strong> Member<br />

• Senior executive Vice president, Stora<br />

enso (1998–2007)<br />

• Member of the Supervisory <strong>Board</strong> of<br />

Ilmarinen Mutual pension Insurance<br />

Company (2006–2008)<br />

Kirsi<br />

Komi


• Vice Chairman of the <strong>Board</strong> of Finnish<br />

Forest Industries Federation (2006–<br />

2007)<br />

• Member of the <strong>Board</strong> of american<br />

Forest & paper association (2000–2003)<br />

• Member of the <strong>Board</strong> of German pulp<br />

and paper association (1995–2000)<br />

Shares owned in M-real Corporation<br />

31.12.<strong>2010</strong>: 126,860 B shares<br />

Liisa Leino<br />

b. 1960<br />

M.Sc. (Nutrition)<br />

Member of the <strong>Board</strong> (2009–)<br />

• Full-time Chairwoman of the <strong>Board</strong> of<br />

directors of leinovalu oy (2006–<br />

• Member of the <strong>Board</strong> of Confederation<br />

of Finnish Industries eK (2011–)<br />

• Member of the <strong>Board</strong> of the Federation<br />

of Finnish Technology Industries (2011–)<br />

• deputy member of the <strong>Board</strong> of Varma<br />

Mutual pension Insurance Company<br />

(2011–)<br />

• Member of the <strong>Board</strong> of Rautaruukki oyj<br />

(2007–)<br />

• Member of the <strong>Board</strong> of alko oy (2009–)<br />

antti<br />

Tanskanen<br />

• Member of the Supervisory <strong>Board</strong> of<br />

Varma Mutual pension Insurance<br />

Company (2007–)<br />

• Member of the <strong>Board</strong> of Juho leino<br />

Foundation (2008–)<br />

• Managing director of Nurmi Group &<br />

perkko oy (2003–2004)<br />

• Business director of Sitra (2002–2003)<br />

• Business director of Gillette Central<br />

east europe (1999–2002)<br />

• Managing director of Gillette/Braun<br />

(1996–1999)<br />

• Various positions in marketing of Nestlé<br />

Finland oy (1989–1996)<br />

Shares owned in M-real Corporation<br />

31.12.<strong>2010</strong>: 96,715 B shares<br />

Juha Niemelä<br />

b. 1946<br />

M.Sc. (Econ)<br />

Doctor of Sciences in Economics and<br />

Technology h.c.<br />

Member of the <strong>Board</strong> (2007–)<br />

Independent <strong>Board</strong> member<br />

• Chairman, Confederation of european<br />

paper Industries (CepI) (2000–2002)<br />

Juha<br />

Niemelä<br />

Kai<br />

Korhonen<br />

• Ceo, UpM-Kymmene Corporation<br />

(1994–2004)<br />

• Chairman of the <strong>Board</strong> of Veikkaus oy<br />

(2001–)<br />

• Member of the <strong>Board</strong> of powerflute oyj<br />

(2005–)<br />

• Member of the <strong>Board</strong> of Green<br />

Resources aS (2008–), Chairman of the<br />

<strong>Board</strong> (2009–)<br />

Shares owned in M-real Corporation<br />

31.12.<strong>2010</strong>: 96,715 B shares<br />

Antti Tanskanen<br />

b. 1946<br />

Ph.D. (Econ)<br />

Minister<br />

Member of the <strong>Board</strong> (1992–)<br />

Independent <strong>Board</strong> member<br />

• Chairman and Ceo, op Bank Group<br />

(1997–2006)<br />

• Chairman of the <strong>Board</strong> of the State<br />

pension Fund (2009–)<br />

• Chairman of the <strong>Board</strong> of the University<br />

of helsinki (<strong>2010</strong>–)<br />

Shares owned in M-real Corporation<br />

31.12.<strong>2010</strong>: 96,715 B shares<br />

liisa<br />

leino<br />

Erkki Varis<br />

b. 1948<br />

M.Sc. (Eng)<br />

Member of the <strong>Board</strong> (2009–)<br />

Independent of significant shareholders<br />

• Member of the <strong>Board</strong> of pohjolan Voima<br />

oy (2000–2009)<br />

• president and Ceo of oy <strong>Metsä</strong>-Botnia<br />

ab (1997–2008)<br />

• Member of the <strong>Metsä</strong>liitto Group<br />

executive Management Team (2002–<br />

2008)<br />

• Managing director of oy <strong>Metsä</strong>-Rauma<br />

ab (1994–1996)<br />

• deputy to Ceo of oy <strong>Metsä</strong>-Botnia ab<br />

(1990–1994)<br />

• Managing director of oy <strong>Metsä</strong>-Botnia<br />

ab, Kaskinen mill (1984–1990)<br />

• Member of a/S Baltic pulp Supervisory<br />

<strong>Board</strong> (2004–2008)<br />

• Member of the Competitiveness Committee<br />

of the Finnish Forest Industries<br />

Federation (2007–2008)<br />

• Chairman of the <strong>Board</strong> of Suomen<br />

laatukeskus ry (2005–2007)<br />

• Chairman of the <strong>Board</strong> of Botnia S.a.<br />

(2003–2008)<br />

Shares owned in M-real Corporation<br />

31.12.<strong>2010</strong>: 54,800 B shares<br />

erkki<br />

Varis<br />

BoaRd oF dIReCToRS<br />

113


Management team of M-real Corporation<br />

Mikko Helander<br />

b. 1960<br />

M.Sc. (Eng)<br />

Chief Executive Officer<br />

Joined the <strong>Metsä</strong>liitto Group in 2003 and<br />

M-real in 2006. Chairman of the M-real<br />

Corporate Management Team as of 2006.<br />

• project engineer and production<br />

Manager, Valmet (1984–1990)<br />

• Managing director, Kasten hövik<br />

(1990–1993)<br />

• head of projects, Coaters and<br />

Calanders, Valmet (1993)<br />

• head the operations, Valmet Rotomec<br />

S.p.a., Italy (1994–1997)<br />

• Vice president and Chief executive,<br />

Calander business, Valmet Corporation<br />

(1997–1999)<br />

• president, Valmet Converting Group, UK<br />

(1999–2003)<br />

• Chief executive officer, <strong>Metsä</strong> Tissue<br />

Corporation (2003–2006)<br />

• Chief executive officer and chairman of<br />

the corporate management team,<br />

M-real (2006–).<br />

Shares 31.12.<strong>2010</strong>: directly 0, through<br />

<strong>Metsä</strong>liitto Management oy 881,933<br />

B shares<br />

Mikko<br />

helander<br />

114 MaNaGeMeNT TeaM oF M-Real CoRpoRaTIoN<br />

Matti Mörsky<br />

b. 1952<br />

M.Sc. (Eng)<br />

Chief Financial Officer<br />

Joined M-real in 1981. Corporate management<br />

team member as of 2006.<br />

• product development and sales positions,<br />

oy Fiskars ab’s plastic industry<br />

(1978–1980)<br />

• duties in corporate planning, G.a.<br />

Serlachius oy (1981–1982)<br />

• project manager, Stuart edgar ltd<br />

(1982–1986)<br />

• General Manager, T-drill Inc. (1986–1987)<br />

• various positions in business<br />

development and in M&a projects in<br />

<strong>Metsä</strong>-Serla, i.e. Vice president,<br />

Business development (1987)<br />

• General Manager, hygiene division of<br />

holmen hygiene aB (1989)<br />

• General Manager, Kitchen Furniture<br />

division, <strong>Metsä</strong>-Serla (1992)<br />

• General Manager, Rantasalmi<br />

loghouses (1994)<br />

• Senior Vice president, Business<br />

development, M-real (1999–2009)<br />

• Chief Financial officer, M-real<br />

(May 2009–).<br />

Mika<br />

paljakka<br />

Shares 31.12.<strong>2010</strong>: 3,540 B shares.<br />

Mika Joukio<br />

b. 1964<br />

MSc (Tech), MBA<br />

Senior Vice President,<br />

Head of Consumer Packaging<br />

Deputy to CEO<br />

Joined M-real in 1990. Corporate management<br />

team member as of 2006.<br />

• Various positions in management and<br />

development tasks at <strong>Metsä</strong>-Serla and<br />

M-real since 1990: assistant production<br />

Manager (1990–1996), production<br />

Manager (1996–2001), <strong>Metsä</strong>-Serla Tako<br />

<strong>Board</strong> Mill<br />

• Vice president and Mill Manager, M-real<br />

Äänekoski <strong>Board</strong> Mill (2001–2004)<br />

• Senior Vice president, Corporate<br />

logistics and Supply Chain (2004–2005)<br />

• Vice president and Mill Manager, M-real<br />

Kyro <strong>Board</strong> and paper Mill (2005–2006)<br />

• Vice president and Mill Manager, M-real<br />

Kyro <strong>Board</strong> and paper Mill and M-real<br />

Tako <strong>Board</strong> Mill (2006)<br />

• Senior Vice president, head of Consumer<br />

packaging business area (2006–) and<br />

deputy to Ceo (2009–).<br />

Shares 31.12.<strong>2010</strong>: 20,395 B shares.<br />

Sari<br />

pajari<br />

Seppo Puotinen<br />

b. 1955<br />

Lic Tech<br />

Senior Vice President, Head of Office Papers<br />

Worked in <strong>Metsä</strong>-Serla in 1986–2000 and<br />

joined M-real again in 2004. Corporate<br />

management team member as of 2005.<br />

• assistant in applied mechanics,<br />

University of oulu (1981–1985)<br />

• researcher, KCl, Finland (1985–1986)<br />

• various positions in business development,<br />

marketing and operational<br />

responsibility in <strong>Metsä</strong>-Serla: i.e. Vice<br />

president, Cartons division, Corrugated<br />

and Folding Carton operations (1999)<br />

• Managing director, SCa packaging,<br />

Finland, Russia and the Baltic countries<br />

(2000–2002)<br />

• president, SCa’s Containerboard<br />

division, Brussels (2002–2004)<br />

• executive Vice president, Corporate<br />

Strategy & Sales Services, M-real<br />

(2004–2005)<br />

• Senior Vice president, head of office<br />

papers business area (2005–) and Vice<br />

president and Mill Manager, M-real<br />

husum, Sweden (2009–).<br />

Shares 31.12.<strong>2010</strong>: 1,000 a shares, 13,882<br />

B shares.<br />

Matti<br />

Mörsky


Heikki Husso<br />

b. 1961<br />

M.Sc. (Eng)<br />

Senior Vice President, Head of Speciality<br />

Papers<br />

Joined M-real in 1989. Corporate management<br />

team member as of 2009.<br />

• production and development engineer,<br />

Technical Customer Service engineer,<br />

<strong>Metsä</strong>-Serla Kangas paper Mill, Finland<br />

(1989–1991)<br />

• Quality Manager, <strong>Metsä</strong>-Serla Kangas<br />

paper Mill (1991–1992)<br />

• Sales and Marketing Manager, Speciality<br />

papers, <strong>Metsä</strong>-Serla Kangas paper Mill<br />

(1992–1997)<br />

• Sales and Marketing director, Speciality<br />

papers, Md papier, Germany (1997–<br />

2000)<br />

• Marketing director, digital printing<br />

papers, <strong>Metsä</strong>-Serla, Germany (2000)<br />

• Business development director,<br />

Zanders Feinpapiere aG, Germany<br />

(2001)<br />

• Vice president, Mill Manager,<br />

M-real Zanders Reflex mill, Germany<br />

(2001–2008)<br />

• Managing director, M-real Zanders<br />

Gmbh, Managing director, M-real<br />

deutsche holding Gmbh (2004–)<br />

• labour Relations director, M-real<br />

deutsche holding Gmbh (2004–2008)<br />

• Vice president, Mill Manager, M-real<br />

Zanders, Gohrsmühle mill (2005–2008)<br />

Mika<br />

Joukio<br />

• Senior Vice president, Zanders Speciality<br />

papers (January–June 2009)<br />

• Senior Vice president, head of Speciality<br />

papers business area (June 2009–).<br />

Shares 31.12.<strong>2010</strong>: 4,565 B shares.<br />

Soili Hietanen<br />

b. 1954<br />

Ph.D. (Tech)<br />

Senior Vice President,<br />

Head of Market Pulp and Energy<br />

Joined M-real in 1986. Corporate management<br />

team member as of 2009.<br />

• post graduate studies, research and<br />

lecturing (1979–1984)<br />

• project engineer, pI Consulting, Finland<br />

(1984–1986)<br />

• laboratory engineer, laboratory of<br />

paper Chemistry, Äänekoski, Finland,<br />

(1986–1989)<br />

• Research and development Manager,<br />

Äänekoski paper Mill (1989–1994)<br />

• production Manger, M-real Äänekoski<br />

paper Mill (1994–1997)<br />

• Research and development Coordinator,<br />

M-real paper Group, Äänekoski (1997–<br />

2001)<br />

• Research and development Coordinator,<br />

M-real paper Group, espoo, Finland<br />

(2000–2002)<br />

heikki<br />

husso<br />

• Vice president, Technology Manager,<br />

Coated Fine paper Mills (2001–2004)<br />

• Vice president, production and<br />

Technology, Commercial printing (2005)<br />

• Senior Vice president production and<br />

Technology, M-real Commercial printing<br />

(2005–2007)<br />

• Senior Vice president, production and<br />

Technology, M-real Graphic papers<br />

(2007–2009)<br />

• Senior Vice president, head of Market<br />

pulp and energy business area (2009–).<br />

Shares 31.12.<strong>2010</strong>: no ownership.<br />

Sari Pajari<br />

b. 1968<br />

M.Sc. (Tech)<br />

Senior Vice President,<br />

Business Development (as of 1.4.2011)<br />

Joined M-real in 2011. Corporate management<br />

team member as of 2011.<br />

• Various positions (Consultant, Senior<br />

Consultant, Vice president ) at Jaakko<br />

pöyry Consulting in Finland and USa<br />

(1990–2000)<br />

• principal Consultant, pwC Management<br />

Consulting (2000–2002)<br />

• principal Consultant and Business<br />

development executive, IBM Corporation<br />

(2002–2007)<br />

• director, Group ICT, <strong>Metsä</strong>liitto Group<br />

(2007–2009)<br />

Soili<br />

hietanen<br />

• CIo, Senior Vice president, <strong>Metsä</strong>liitto<br />

Group (2009–2011).<br />

Shares 31.12.<strong>2010</strong>: no ownership.<br />

Mika Paljakka<br />

b. 1968<br />

Lic Econ and BA, MSc (Educ)<br />

Senior Vice President, Human Resources and<br />

Total Quality Management<br />

Joined the <strong>Metsä</strong>liitto Group in 2000.<br />

Corporate management team member as<br />

of 2008.<br />

• human Resources development Manager,<br />

perlos Corporation (1994–2000)<br />

• human Resources development Manager<br />

and Senior Vice president, human<br />

Resources, oy <strong>Metsä</strong>-Botnia ab (2000–<br />

2002)<br />

• Vice president, Business development,<br />

M-real (2002–2003)<br />

• Senior Vice president, human<br />

Resources & Management, Finnforest<br />

Corporation (2003–2008)<br />

• Senior Vice president, human Resources<br />

and Total Quality Management, M-real<br />

(2008–) and <strong>Metsä</strong>-Botnia (2009–).<br />

Shares 31.12.<strong>2010</strong>: 19,577 B shares.<br />

Seppo<br />

puotinen<br />

MaNaGeMeNT TeaM oF M-Real CoRpoRaTIoN<br />

115


Shares and shareholders<br />

Share capital and shares<br />

at 31 December <strong>2010</strong><br />

The company’s paid-in share capital on the<br />

balance sheet date was eUR 557,881,540.40<br />

and consisted of 328,165,612 shares. The<br />

company has two series of shares. The<br />

number of series a shares was 36,339,550<br />

and the number of series B shares<br />

291,826,062. each series a share entitles its<br />

holder to twenty (20) votes at a General Meeting<br />

of Shareholders, and each series B share<br />

entitles the holder to one (1) vote. all shares<br />

carry the same right to receive a dividend.<br />

M-real’s a shares can be converted to B<br />

shares if shareholder or representative of<br />

the nominee registered shares makes a written<br />

request of the conversion to the company.<br />

The conversion does not include additional<br />

consideration.<br />

Stock Exchange listings and share<br />

price development<br />

In <strong>2010</strong>, the highest price of M-real’s B shares<br />

on the NaSdaQ oMX helsinki ltd was eUR<br />

3.26, the lowest eUR 1.46, and the average<br />

price eUR 2.44. at year-end, the price of the<br />

B share was eUR 2.54. In 2009, the average<br />

price was 0.66, and at year-end 1.53. The<br />

trading volume of B shares in <strong>2010</strong> was eUR<br />

894 million, or 125 per cent of the share<br />

capital.<br />

116 ShaReS aNd ShaReholdeRS<br />

The market value of the a and B shares<br />

totaled eUR 845 million at the year-end.<br />

at year-end, <strong>Metsä</strong>liitto Cooperative<br />

owned 38.8 per cent of M-real Corporation’s<br />

shares, and the voting rights conferred by<br />

these shares was 60.5 per cent. International<br />

investors’ holdings were 14 per cent.<br />

Flaggings in <strong>2010</strong><br />

on 8 april <strong>2010</strong>, the holdings of Norway’s<br />

Central Bank (Norges Bank) in M-real<br />

dropped to 4.4 per cent of the share capital<br />

and 1.4 per cent of the voting rights.<br />

Impact of change in control<br />

Many of M-real’s financing agreements<br />

include a clause under which its loans will<br />

mature before their stated maturity if any<br />

new party will acquire control of M-real. In<br />

addition, shareholders agreements include<br />

a provision under which M-real must offer<br />

its shares in such companies for sale to the<br />

other shareholders in such companies in<br />

case of M-real’s change of control. according<br />

to the shareholders agreement for oy <strong>Metsä</strong>-<br />

Botnia ab, the shareholders must offer their<br />

shares for sale to the other shareholders in<br />

case of their change of control. a possible<br />

decrease of the voting rights of <strong>Metsä</strong>liitto<br />

Cooperative in M-real below 50 per cent<br />

would not alone, however, obligate M-real to<br />

offer its shares in oy <strong>Metsä</strong>-Botnia ab.<br />

Changes in share capital and numbers of shares 1.1.2000– 31.12.<strong>2010</strong><br />

Numbers<br />

of shares<br />

Share capital,<br />

eUR million<br />

1999 Share capital, 31 dec.1999 138,999,425 233.8<br />

2000 Change in nominal value<br />

5 May 2000, from share premium<br />

funds 2.5<br />

Share capital, 31 dec. 2000 138,999,425 236.3<br />

2001 Rights issue 35,000,000 59.5<br />

Rights issue 5,000,000 8.5<br />

Share capital, 31 dec. 2001 178,999,425 304.3<br />

2002–2003 No changes<br />

Share capital, 31 dec. 2003 178,999,425 304.3<br />

2004 Rights issue 148,633,415 252.7<br />

Rights issue 532,772 0.9<br />

Share capital, 31 dec. 2004 328,165,612 557.9<br />

2005–<strong>2010</strong> No changes<br />

Share capital, 31 dec. <strong>2010</strong> 328,165,612 557.9<br />

Directors’ interest<br />

Shareholdings of the <strong>Board</strong> of directors and<br />

the Corporate Management Team are presented<br />

on pages 112–115.<br />

<strong>Board</strong> of Directors’ authority to issue<br />

shares<br />

The <strong>Board</strong> of directors has authority to<br />

increase the share capital through one or<br />

more rights issues and/or more issues of<br />

convertible bonds such that in the rights<br />

issue or issue of convertible bonds, according<br />

to Finnish Companies act, Chapter 10 a<br />

total maximum of 58,365,212 M-real Corporation<br />

B shares can be subscribed for, and<br />

that the company’s share capital can be<br />

increased by a total maximum of eUR<br />

99,220,860.40<br />

The authorization will confer the right to<br />

disapply shareholders’ pre-emptive right to<br />

subscribe for new share and/or issues of<br />

convertible bonds and to decide on the subscription<br />

prices and other terms and conditions.<br />

Shareholder’s preemptive subscription<br />

rights can be disapplied providing that there<br />

is a significant financial reason for the company<br />

to do so, such as strengthening of the<br />

company’s balance sheet, making possible<br />

business structuring arrangements or taking<br />

other measures for developing the company’s<br />

business operations.<br />

Dividend policy<br />

M-real’s dividend policy is stable and rewarding<br />

to shareholders, and aims at paying a<br />

dividend of at least 1/3 of the Company’s<br />

earnings per share on average over the business<br />

cycle, nonetheless taking into account<br />

the Company’s gearing target.


Major shareholders * 12/31/<strong>2010</strong> A-series B-series Total Shares Votes<br />

Shareholders No. of shares No. of shares No. of shares % %<br />

1 <strong>Metsä</strong>liitto Cooperative 25,751,535 101,677,045 127,428,580 38.83% 60.54%<br />

2 Varma Mutual pension Insurance Company 2,203,544 12,015,451 14,218,995 4.33% 5.51%<br />

3 etola erkki olavi 0 7,000,000 7,000,000 2.13% 0.69%<br />

4 <strong>Metsä</strong>liitto Management oy 0 6,790,887 6,790,887 2.07% 0.67%<br />

5 Ilmarinen Mutual pension Insurance Company 3,534,330 3,028,211 6,562,541 2.00% 7.24%<br />

6 Maa- Ja <strong>Metsä</strong>taloustuottajain Keskusliitto Mtk Ry 1,704,249 1,437,230 3,141,479 0.96% 3.49%<br />

7 Fim Forte Mutual Fund 0 2,525,040 2,525,040 0.77% 0.25%<br />

8 The State pension Fund 0 2,503,560 2,503,560 0.76% 0.25%<br />

9 Nordea Fennia Fund 0 2,018,126 2,018,126 0.62% 0.20%<br />

10 op-Focus Fund 0 2,000,000 2,000,000 0.61% 0.20%<br />

11 alfred Berg Mutual Fund 0 1,927,045 1,927,045 0.59% 0.19%<br />

12 Mutual Fund Fim Fenno 0 1,800,773 1,800,773 0.55% 0.18%<br />

13 op-Suomi pienyhtiöt 0 1,300,000 1,300,000 0.40% 0.13%<br />

14 Mutual Insurance Company pension-Fennia 0 1,205,000 1,205,000 0.37% 0.12%<br />

15 erikoissijoitusrahasto Nordea Suomi 130/30 0 1,000,000 1,000,000 0.30% 0.10%<br />

16 Gyllenberg Finlandia Fund 0 1,000,000 1,000,000 0.30% 0.10%<br />

17 Veikko laine oy 0 928,485 928,485 0.28% 0.09%<br />

18 aBN amro Small Cap Mutual Fund 0 850,000 850,000 0.26% 0.08%<br />

19 hämäläinen pertti ensio 0 712,365 712,365 0.22% 0.07%<br />

20 Gyllenberg Small Firm Fund 0 700,000 700,000 0.21% 0.07%<br />

* Shareholders in the book-entry system. does not include nominee registered shareholders<br />

M-real A-share<br />

Number of shares Number of shareholders %<br />

Number of<br />

shares % Number of votes %<br />

1–100 949 26.90 55,928 0.15 1,118,560 0.15<br />

101–500 1,462 41.44 428,845 1.18 8,576,900 1.18<br />

501–1000 567 16.07 475,057 1.31 9,501,140 1.31<br />

1001–5000 479 13.58 1,005,523 2.77 20,110,460 2.77<br />

5001–10000 35 0.99 252,590 0.70 5,051,800 0.70<br />

10001–50000 29 0.82 611,294 1.68 12,225,880 1.68<br />

50001–100000 2 0.06 190,585 0.52 3,811,700 0.52<br />

100001–500000 1 0.03 126,070 0.35 2,521,400 0.35<br />

500001– 4 0.11 33,193,658 91.34 663,873,160 91.34<br />

Total 3,528 100 36,339,550 100 726,791,000 100<br />

of which nominee registered 7 63,964 0.18 1,279,280 0.18<br />

on waiting list, total 0 0 0<br />

In joint accounts 0 0<br />

Total in special accounts 0 0<br />

Number issued 36,339,550 100 726,791,000 100<br />

M-real B-share<br />

Number of shares Number of shareholders %<br />

Number of<br />

shares % Number of votes %<br />

1–100 13,982 33.02 614,669 0.21 614,669 0.21<br />

101–500 12,194 28.80 3,241,167 1.11 3,241,167 1.11<br />

501–1000 5,483 12.95 4,487,434 1.54 4,487,434 1.54<br />

1001–5000 7,681 18.14 18,814,105 6.45 18,814,105 6.45<br />

5001–10000 1,523 3.60 11,422,279 3.91 11,422,279 3.91<br />

10001–50000 1,238 2.92 25,286,060 8.67 25,286,060 8.67<br />

50001–100000 121 0.29 8,627,414 2.96 8,627,414 2.96<br />

100001–500000 90 0.21 18,907,521 6.48 18,907,521 6.48<br />

500001– 30 0.07 200,425,413 68.68 200,425,413 68.68<br />

Total 42,342 100 291,826,062 100 291,826,062 100<br />

of which nominee registered 12 45,444,245 15.57 45,444,245 15.57<br />

on waiting list, total 0 0 0<br />

In joint accounts 0 0<br />

Total in special accounts 0 0<br />

Number issued 291,826,062 100 291,826,062 100<br />

ShaReS aNd ShaReholdeRS<br />

117


M-real Shareholders<br />

3112<strong>2010</strong><br />

Share Price Development 2008–<strong>2010</strong><br />

index<br />

M-real a M-real B Nasdaq oMX helsinki Forest industry index<br />

118 ShaReS aNd ShaReholdeRS<br />

Non-profitmaking organizations 3%<br />

Financial and insurance institutions 5%<br />

public communities 8%<br />

households 25%<br />

<strong>Metsä</strong>liitto 39%<br />

other companies 6%<br />

Non-Finnish nationals 14%<br />

2008 2009 <strong>2010</strong><br />

Earnings per share<br />

EuR<br />

06 07 08 09 10<br />

0.5<br />

0<br />

-0.5<br />

-1.0<br />

-1.5<br />

-2.0<br />

120<br />

90<br />

60<br />

30<br />

Shareholder’s equity per share<br />

EuR<br />

06 07 08 09 10<br />

0<br />

M-real Voting Rights<br />

3112<strong>2010</strong><br />

Traded volume 2009–<strong>2010</strong><br />

millions<br />

a-share B-share<br />

6<br />

5<br />

4<br />

3<br />

2<br />

1<br />

0<br />

Dividend yield<br />

%<br />

Non-profitmaking organizations 4%<br />

Financial and insurance institutions 2%<br />

public communities 14%<br />

households 12%<br />

<strong>Metsä</strong>liitto 61%<br />

other companies 2%<br />

other companies 5%<br />

1 2 3 4 5 6 7 8 9 10 11 12 1 2 3 4 5 6 7 8 9 10 11 12<br />

06 07 08 09 10*<br />

* <strong>Board</strong>’s proposal to the <strong>Annual</strong> general Meeting<br />

80<br />

60<br />

40<br />

20<br />

0<br />

2.0<br />

1.5<br />

1.0<br />

0.5<br />

0


Share performance<br />

<strong>2010</strong> 2009 2008 2007 2006<br />

adjusted prices, eUR<br />

a share high 3.64 2.40 3.40 5.80 5.67<br />

low 1.93 0.54 0.77 3.00 3.66<br />

at year end 2.85 1.94 0.83 3.40 4.81<br />

average 2.85 1.52 1.88 4.42 4.61<br />

B share high 3.26 1.57 3.28 5.94 5.62<br />

low 1.46 0.19 0.67 2.96 3.26<br />

at year end 2.54 1.53 0.69 3.25 4.79<br />

average 2.44 0.66 1.59 4.56 4.41<br />

Trading in shares, units of NaSdaQ oMX helsinki<br />

a share 1,968,018 1,513,161 1,757,960 3,060,113 1,910,151<br />

% of total no. of a shares 5.4% 4.2% 4.8 8.4 5.3<br />

B share 365,284,851 497,931,005 634,548,405 511,653,806 522,205,654<br />

% of total no. of B shares 125.2% 170.6% 217.4 175.3 178.9<br />

Number of shares at the year end<br />

a share 36,339,550 36,339,550 36,339,550 36,339,550 36,339,550<br />

B share 291,826,062 291,826,062 291,826,062 291,826,062 291,826,062<br />

Total 328,165,612 328,165,612 328,165,612 328,165,612 328,165,612<br />

adjusted number of shares at year end 328,165,612 328,165,612 328,165,612 328,165,612 328,165,612<br />

Market capitalization of shares at year end, eUR million 844.8 517.0 231.5 1,070.0 1,572.6<br />

Number of shareholders* 43,937 42,766 40,555 38,067 39,984<br />

* Shareholders in the book entry system. does not include nominee registeres shareholders<br />

Figures per share<br />

eUR million <strong>2010</strong> 2009 2008 2007 2006<br />

Calculation of earnings per share<br />

Result from continuing operations before tax 48 -358 -204 -191 -280<br />

– non-controlling interest 1 -4 -9 1 3<br />

– taxation -21 27 34 23 11<br />

+ Result from discontinued operations 0 -23 -338 -27 -130<br />

= earnings 28 -358 -517 -194 -396<br />

– adjusted number of shares (average) 328,165,612 328,165,612 328,165,612 328,165,612 328,165,612<br />

earnings per share, eUR<br />

from continuing operations 0,09 -1.02 -0.55 -0.51 -0.81<br />

from discontinuing operations 0,00 -0.07 -1.03 -0.08 -0.40<br />

earnings per share total, eUR 0,09 -1.09 -1.58 -0.59 -1.21<br />

Shareholders’ equity per share, eUR 3,03 2.79 4.05 4.93 5.62<br />

divident per share, eUR 0,00 1) 0.00 1) 0.00 1) 0.06 0.06<br />

dividend per profit, % 0,0 0.0 0.0 -10.2 -5.0<br />

Nominal value per share, eUR . - - 1.70 1.70<br />

dividend yield, %<br />

Series a 0,0 1) 0.0 1) 0.0 1) 1.8 1.2<br />

Series B 0,0 1) 0.0 1) 0.0 1) 1.8 1.3<br />

price/earning ratio (p/e ratio)<br />

Series a 31,7 -1.8 -0.5 -5.8 -4.0<br />

Series B 28,2 -1.4 -0.4 -5.5 -4.0<br />

(p/BV), %<br />

Series a 94,1 69.5 20.5 60.9 76.8<br />

Series B 83,8 54.8 17.0 58.2 76.5<br />

1) <strong>Board</strong> of directors proposes that no dividend is paid for <strong>2010</strong>.<br />

ShaReS aNd ShaReholdeRS<br />

119


quaterly data<br />

eUR million Total year Quarterly<br />

Sales <strong>2010</strong> 2009 IV/<strong>2010</strong> III/<strong>2010</strong> II/<strong>2010</strong> I/<strong>2010</strong> IV/2009 III/2009 II/2009 I/2009<br />

Consumer packaging 1,175 968 303 305 310 257 255 250 237 226<br />

office papers 658 543 181 164 153 160 132 133 131 147<br />

Speciality papers 303 352 66 75 80 82 73 80 82 117<br />

Market pulp and energy 434 508 106 107 126 95 126 132 116 134<br />

other operations 198 189 55 53 44 46 59 56 40 34<br />

Internal sales -163 -128 -46 -42 -37 -38 -39 -33 -21 -35<br />

Sales 2,605 2,432 665 662 676 602 606 618 585 623<br />

Operating result. excluding<br />

non-recurring items <strong>2010</strong> 2009 IV/<strong>2010</strong> III/<strong>2010</strong> II/<strong>2010</strong> I/<strong>2010</strong> IV/2009 III/2009 II/2009 I/2009<br />

Consumer packaging 149 69 38 34 38 39 34 31 5 -1<br />

office papers 5 -48 0 9 -4 0 0 -13 -18 -17<br />

Speciality papers -26 -51 -8 -7 -5 -6 -6 -11 -22 -12<br />

Market pulp and energy 53 -54 12 16 16 9 -9 -14 -19 -12<br />

other operations -8 -66 -5 2 -2 -3 -12 -15 -16 -23<br />

EBIT 173 -150 37 54 43 39 7 -22 -70 -65<br />

Operating result and result before taxes <strong>2010</strong> 2009 IV/<strong>2010</strong> III/<strong>2010</strong> II/<strong>2010</strong> I/<strong>2010</strong> IV/2009 III/2009 II/2009 I/2009<br />

Consumer packaging 135 51 24 34 38 39 33 31 4 -17<br />

office papers 14 -104 9 9 -4 0 -54 -15 -18 -17<br />

Speciality papers -54 -151 -31 4 -21 -6 -78 -10 -23 -40<br />

Market pulp and energy 36 -91 -1 12 16 9 -39 -15 -19 -18<br />

other operations 15 28 -5 7 6 7 86 -15 -17 -26<br />

Operating result 1) 146 -267 -4 66 35 49 -52 -24 -73 -118<br />

Share of results in associated companies<br />

-24 -16 -3 -1 -18 -2 -2 -1 -12 -1<br />

exchange gains/losses -9 5 -2 -1 0 -6 1 2 2 0<br />

other financial income and expences -65 -80 -13 -19 -17 -16 -21 -49 -14 4<br />

Result before taxes 48 -358 -22 45 0 25 -74 -72 -97 -115<br />

Operating result. (% of sales) <strong>2010</strong> 2009 IV/<strong>2010</strong> III/<strong>2010</strong> II/<strong>2010</strong> I/<strong>2010</strong> IV/2009 III/2009 II/2009 I/2009<br />

Consumer packaging 11.5 5.3 7.9 11.1 12.3 15.2 12.9 12.4 1.7 -7.5<br />

office papers 2.1 -19.2 5.0 5.5 -2.6 0.0 -40.9 -11.3 -13.7 -11.6<br />

Speciality papers -17.8 -42.9 -47.0 5.3 -26.3 -7.3 -106.8 -12.5 -28.0 -34.2<br />

Market pulp and energy 8.3 -17.9 -0.9 11.2 12.7 9.5 -31.0 -11.4 -16.4 -13.4<br />

M-real 5.6 -11.0 -0.6 10.0 5.2 8.1 -8.6 -3.9 -12.5 -18.9<br />

1) <strong>Metsä</strong>-Botnia’s net result is included in operating result starting from 8 december 2009<br />

120 QUaTeRly daTa


1,000 tonnes Full year Quarterly<br />

Deliveries <strong>2010</strong> 2009 IV/<strong>2010</strong> III/<strong>2010</strong> II/<strong>2010</strong> I/<strong>2010</strong> IV/2009 III/2009 II/2009 I/2009<br />

Consumer packaging 1,390 1,212 344 353 372 321 327 315 296 274<br />

office papers 909 790 248 212 212 237 198 199 190 203<br />

Speciality papers 246 342 49 57 66 74 68 76 80 118<br />

paper businesses total 1,155 1,132 297 269 278 311 266 275 270 321<br />

Market pulp and energy 690 1,155 168 167 194 161 246 295 327 287<br />

Production <strong>2010</strong> 2009 IV/<strong>2010</strong> III/<strong>2010</strong> II/<strong>2010</strong> I/<strong>2010</strong> IV/2009 III/2009 II/2009 I/2009<br />

Consumer packaging 1,420 1,232 362 353 363 342 342 323 275 292<br />

office papers 910 795 238 228 209 235 213 181 202 199<br />

Speciality papers 235 297 46 52 67 70 63 69 69 96<br />

paper mills total 1,145 1,092 284 280 276 305 276 250 271 295<br />

<strong>Metsä</strong>-Botnia's pulp 1) 652 863 164 160 164 164 203 219 210 231<br />

M-real's pulp 1,295 1,120 327 331 308 329 316 263 264 277<br />

1) Corresponds to M-real’s ownership share of 30% in <strong>Metsä</strong>-Botnia<br />

QUaTeRly daTa<br />

121


production capacities<br />

BOARD MILLS<br />

1,000 tonnes Country Machines Folding boxboard linerboard Total<br />

Tampere Finland 2 205 205<br />

Kyröskoski Finland 1 150 150<br />

Äänekoski Finland 1 210 210<br />

Simpele *) Finland 1 220 220<br />

Kemi Finland 1 375 375<br />

Total 6 785 375 1,160<br />

*) The investment, to be finalised in the summer of 2011 will increase the annual folding boxboard capacity of the mill by approximately 80,000 tonnes.<br />

PAPER MILLS<br />

Coated Coated Uncoated Speciality<br />

1,000 tonnes Country Machines magazine paper fine paper fine paper papers Total<br />

Äänekoski Finland 1 190 190<br />

Kyröskoski Finland 1 105 105<br />

Bergisch Gladbach Germany 2 120 120 240<br />

düren Germany 3 20 20<br />

husum Sweden 3 275 435 710<br />

alizay France 1 310 310<br />

Total 11 275 190 865 245 1,575<br />

PULP MILLS<br />

1,000 tonnes Country<br />

Chemical<br />

pulp BCTMp Total<br />

husum Sweden 690 690<br />

hallein austria 160 160<br />

Joutseno Finland 290 290<br />

Kaskinen Finland 300 300<br />

Total 850 590 1,440<br />

METSÄ-BOTNIA **)<br />

1,000 tonnes Country<br />

Chemical<br />

pulp Total<br />

Äänekoski Finland 500 500<br />

Kemi Finland 590 590<br />

Rauma Finland 630 630<br />

Joutseno Finland 650 650<br />

Total 2,370 2,370<br />

**) M-real’s share of production capacity is 30%.<br />

OTHER SHAREHOLDINGS<br />

Coated magazine paper 230 Myllykoski paper oyj, (share 35%), Finland<br />

Uncoated magazine paper 370 Myllykoski paper oyj, (share 35%), Finland<br />

122 pRodUCTIoN CapaCITIeS


Ten years in figures<br />

<strong>2010</strong> 2009 2008 2007 2006 2005 2004 2003 2002 2001<br />

Income statement, EUR million<br />

Sales 2,605 2,432 3,236 3,499 3,698 3,342 5,522 6,044 6,564 6,923<br />

- change % 7.1 -24.8 -7.5 -5.4 10.7 n/a -8.6 -7.9 -5.2 14.8<br />

exports from Finland 1,179 1,073 1,216 1,084 1,068 875 1,696 1,653 1,714 1,743<br />

exports and foreign subsidiaries 2,396 2,232 3,068 3,274 3,459 3,160 5,182 5,652 6,173 6,438<br />

operating profit 146 -267 -61 -49 -172 11 28 74 324 389<br />

- % of sales 5.6 -11.0 -1.9 -1.4 -4.6 0.3 0.5 1.2 4.9 5.6<br />

profit from continuing operations before tax 1) 48 -358 -204 -191 -280 -117 -108 -80 134 154<br />

- % of sales 1.8 -14.7 -6.3 -5.5 -7.6 -3.5 -2.0 -1.3 2.0 2.2<br />

Result for the period from continuing operations 2) 27 -331 -170 -168 -270 -130 -125 -95 279 337<br />

- % of sales 1.0 -13.6 -5.3 -4.8 -7.3 -3.9 -2.3 -1.6 4.2 4.9<br />

Balance sheet, EUR million<br />

Balance sheet total 3,117 3,132 4,505 5,481 6,458 6,580 6,486 7,106 7,410 8,005<br />

Shareholders´ equity 994 916 1,329 1,830 2,055 2,459 2,393 2,245 2,461 2,341<br />

Non-controlling interest 5 8 58 52 63 45 37 19 75 60<br />

Interest-bearing net liabilities 827 777 1,254 1,867 2,403 2,205 2,183 3,109 3,019 3,482<br />

Dividends and figures per share<br />

dividends, eUR million 0 3) 0 0 19.7 19.7 39.4 39.4 53.7 107.4 107.4<br />

dividend per share, eUR 0 3) 0 0 0.06 0.06 0.12 0.12 0.25 0.51 0.51<br />

dividend/profit, % 0 3) 0 0 -10.2 -5.0 -48.0 63.2 -58.8 166.7 109.1<br />

earnings per share, eUR 0.09 -1.09 -1.58 -0.59 -1.21 -0.25 0.19 -0.43 0.30 0.46<br />

Shareholders´equity per share, eUR 3.03 2.79 4.05 5.58 6.26 7.49 7.29 10.56 11.57 11.01 4)<br />

Key figures – Profitability<br />

Return on capital employed, total % 5.7 -8.9 -1.3 -0.8 -5.5 0.9 0.9 1.6 5.8 6.9<br />

Return on equity, % 2.8 -28.6 -10.4 -8.5 -14.8 -4.0 -5.7 -3.8 3.0 4.7 4)<br />

Key figures – Financial position<br />

equity ratio, % 32.1 29.6 30.8 34.4 32.8 38.1 37.5 31.9 34.2 30.0 4)<br />

Gearing ratio, % 135 153 152 124 132 101 103 151 133 162 4)<br />

Net gearing ratio, % 83 84 90 99 113 88 89 137 119 145 4)<br />

Net cash flow arising from operating activities -69 81 -97 127 223 136 217 417 521 608<br />

Internal financing on capital expenditure; eUR million -105 111 -76 50 53 31 89 105 168 82<br />

Net interest expenses, eUR million 6) 64 92 156 148 109 81 130 166.9 142.3 194.3<br />

Interest cover 6) -0.1 1.9 0.4 1.9 3.0 2.7 2.7 3.5 4.7 4.1<br />

Other key figures<br />

Gross capital expenditure, eUR million 66 73 128 259 428 452 245 397 310 740<br />

- % of sales 5) 2.5 3.0 3.2 5.9 9.9 11.9 4.4 6.6 4.7 10.7<br />

R&d expenditure, eUR million 6) 5 7 10 14 18 22 28 27 26 27<br />

- % of sales 5) 0.2 0.3 0.3 0.4 0.5 0.6 0.5 0.4 0.4 0.4<br />

personnel, average 6) 4,772 5,913 6,849 8,267 9,849 10,429 16,532 20,372 21,070 22,237<br />

- of whom in Finland 1,842 2,173 2,437 2,824 3,344 3,423 5,263 6,178 6,328 6,406<br />

* The 2004–<strong>2010</strong> figures are calculated according to International Financial Reporting Standards (IFRS) and 2001–2003 according to Finnish accounting Standards (FaS),<br />

but 2001–2004 figures have not been restated due to disposal of Map Merchant Group and the Graphic papers Business.<br />

1) The 2001–2003 figures profit before extraordinary items<br />

2) The 2001–2003 figures profit before taxes and minority interest<br />

3) <strong>Board</strong> of directors proposes that no dividend is paid for <strong>2010</strong><br />

4) The convertible subordinated capital notes are included in liabilities<br />

5) The key ratio for 2005–<strong>2010</strong> has been calculated for continuing operations only<br />

6) From continuing operations for 2005–<strong>2010</strong><br />

Calculation of key ratios is presented on page 92<br />

TeN yeaRS IN FIGUReS<br />

123


Corporate responsibility data<br />

per production unit<br />

124 CoRpoRaTe ReSpoNSIBIlITy daTa peR pRodUCTIoN UNIT<br />

personnel production 1000 t/a emissions to air t/a<br />

<strong>Board</strong><br />

Co2 Sulphur NoX 31.12.<strong>2010</strong> lTa FR pulp and paper particulates fossil (So2 ) (No2 )<br />

alizay, France 326 28 240 9.4 4,444 8.3 227<br />

Gohrsmühle, Germany 688 5.5 185 6.1 260,181 541 430<br />

hallein, austria 197 13 133 12 7,547 81 236<br />

husum, Sweden 864 17 655 670 244 69,669 355 1,334<br />

Joutseno BCTMp, Finland 50 49 259 0 20,806 0 10<br />

Kaskinen BCTMp, Finland 80 15 247 73 4,191 32 243<br />

Kemiart liners, Finland 98 13 353 0 1,339 0 0.59<br />

Kyro, Finland 244 17 230 0 154,894 0.075 155<br />

Reflex, Germany 319 8.1 84 0 63,872 0 74<br />

Simpele, Finland 359 23 267 6.3 78,412 234 215<br />

Tako <strong>Board</strong>, Finland 206 26 188 0 75,595 0.034 74<br />

Äänekoski <strong>Board</strong>, Finland 167 15 206 1.1 3,501 8.2 46<br />

Äänekoski paper, Finland 248 33 175 1.2 4,853 11 52<br />

lTa FR (lost time accident Frequency Rate): accidents at work/million working hours<br />

* ISo 14001 standard includes the energy efficiency System (eeS)


discharges to water t/a Waste t/a Management system Chain of Custody<br />

Cod Bod1 phos-<br />

Total<br />

suspended landfill hazardous ISo ISo<br />

ISo<br />

phorus Nitrogen solids waste (dry) waste 9001 14001* eMaS ohSaS 22000 peFC FSC<br />

158 16 2.8 32 59 1,396 74 x x x x<br />

156 52 1.9 6.2 53 77 90 x x x x x x<br />

4,519 580 6.4 17 458 626 9 x x x x x<br />

9,866 694 25 170 701 135 900 x x x x<br />

439 5.0 0.28 4.4 7.5 225 16 x x x x x<br />

1,173 65.4 1.09 10.9 74 4,707 0 x x x x x<br />

426 33 1.2 18 73 195 18 x x x x x x<br />

327 0.83 1.0 12 40 14 13 x x x x x x<br />

68 27 1.4 0 27 69 64 x x x x x<br />

349 17 1.6 14 30 8,291 21 x x x x x x<br />

159 73 0.9 1.2 29 92 40 x x x x x x<br />

542 218 0.83 9.9 167 48 4.6 x x x x x x<br />

286 119 0.26 2.7 83 88 4.7 x x x x x x<br />

CoRpoRaTe ReSpoNSIBIlITy daTa peR pRodUCTIoN UNIT<br />

125


Financial <strong>report</strong>ing<br />

M-real does not comment on its financial<br />

performance or similar issues from the close<br />

of each <strong>report</strong>ing period up to the publication<br />

of the <strong>report</strong> for said period, except for information<br />

on a change in the market situation<br />

and the rectification of incorrect information.<br />

Financial Information<br />

Financial <strong>report</strong>s are published in english<br />

and Finnish. annual <strong>report</strong>s and other<br />

publications can be ordered from M-real<br />

Corporation by e-mail:<br />

corporate.communications@m-real.com.<br />

M-real’s internet site www.m-real.com material<br />

for investors is collected under the heading<br />

Investor Relations. Stock exchange<br />

releases, interim <strong>report</strong>s and financial information<br />

on these web pages are updated in<br />

real time. M-real company presentation on<br />

the site is updated when financial <strong>report</strong>s are<br />

published. Information on subjects such as<br />

M-real’s products, customer cases, sales<br />

network and environmental issues and<br />

organization can be found on the web pages.<br />

also, feedback can be sent through the company<br />

site. M-real’s general e-mail address<br />

is corporate.communications@m-real.com.<br />

Shares<br />

The company has total of 328,165,612 shares.<br />

Information on M-real Corporation’s shares<br />

is given in this <strong>report</strong> on pages 116–119.<br />

M-real’s shares series a and B are quoted<br />

on the Mid Cap list of NaSdaQ oMX helsinki<br />

ltd. The trading codes of the shares are<br />

MRlaV and MRlBV, respectively.<br />

126 FINaNCIal RepoRTING<br />

Investor relations<br />

M-real is committed to generating shareholder<br />

value. M-real is set to improve its cost<br />

efficiency and profitability and to intensify its<br />

operations and organization. M-real offers<br />

up-to-date and easily utilizable information<br />

on the company regularly and openly. The<br />

company aims to produce reliable and factual<br />

information concerning its operations and<br />

financial position as well as the near-term<br />

outlook. all investors are treated equally.<br />

M-real has described the general guidelines<br />

and defined the responsibilities with reference<br />

to handling material information and<br />

contacts with the financial market in its IR<br />

policy. The policy can be found in M-real’s<br />

web pages www.m-real.com.<br />

For shareholders’ information<br />

M-real Corporation will publish financial<br />

<strong>report</strong>s in the year 2011 as follows.<br />

Thursday 10 February 2011<br />

Financial results for <strong>2010</strong><br />

Wednesday 4 May 2011<br />

Interim <strong>report</strong> January–March 2011<br />

Thursday 4 august 2011<br />

Interim <strong>report</strong> January–June 2011<br />

Wednesday 2 November 2011<br />

Interim <strong>report</strong> January–September 2011<br />

Closed window Financial <strong>report</strong> Publication date<br />

1 January to 10 February 2011 Financial results for <strong>2010</strong> Thu 10 February 2011<br />

1 april to 4 May 2011 Interim <strong>report</strong> January–March Wed 4 May 2011<br />

1 July to 4 august 2011 Interim <strong>report</strong> January–June Thu 4 august 2011<br />

1 october to 2 November 2011 Interim <strong>report</strong> January–September Wed 2 November 2011<br />

<strong>Annual</strong> General Meeting<br />

The annual General Meeting of M-real will<br />

be held at Finlandia-talo, helsinki hall, Mannerheimintie<br />

13e helsinki, on Wednesday 23<br />

March 2011 at 4 p.m. eeT. Shareholders<br />

wishing to take part in the annual General<br />

Meeting and to exercise their right to vote<br />

must be registered on 11 March 2011 on the<br />

shareholders’ register of the company held<br />

by euroclear Finland ltd. a shareholder has<br />

to give prior notice to the company not later<br />

than by 10 a.m. on 18 March 2011 on the<br />

company’s website at www.m-real.com; by<br />

e-mail to aGM2011@m-real.com; by telephone<br />

to +358 10 4654190 on weekdays<br />

between 1 p.m. and 3 p.m.; or by mail to<br />

M-real Corporation, legal Services/<br />

Kansanen, p.o. Box 20, FI-02020 <strong>Metsä</strong>.<br />

possible proxy documents should be<br />

delivered in originals to the above address<br />

before the last date of registration. The <strong>Board</strong><br />

of directors presents that no divident is paid<br />

for the year <strong>2010</strong>.


Share register<br />

Shareholder’s address, name and ownership<br />

changes are requested to be informed to that<br />

book-entry register which holds their book<br />

entry account.<br />

Contact information<br />

eQUITy INVeSToRS<br />

Matti Mörsky<br />

Tel. +358 10 465 4913<br />

Fax +358 10 465 5232<br />

matti.morsky@m-real.com<br />

eQUITy INVeSToRS aNd CoMMUNICaTIoNS<br />

Juha laine<br />

Tel. +358 10 465 4335<br />

Fax +358 10 465 5232<br />

juha.laine@m-real.com<br />

corporate.communications@m-real.com<br />

deBT INVeSToRS aNd BaNKeR<br />

RelaTIoNShIpS<br />

ari-pekka latti<br />

Tel. +358 10 465 4255<br />

Fax +35810 465 4695<br />

ari-pekka.latti@metsafinance.com<br />

Ilkka punkari<br />

Tel. +358 10 465 5226<br />

Fax +358 10 456 4695<br />

ilkka.punkari@metsafinance.com<br />

General questions and comments on investor<br />

relations can be e-mailed to investor.<br />

relations@m-real.com<br />

www.m-real.com<br />

FINaNCIal RepoRTING<br />

127


Contact information<br />

M-real Corporation<br />

head office<br />

po Box 20<br />

02020 <strong>Metsä</strong>, Finland<br />

Revontulentie 6<br />

02100 espoo, Finland<br />

Tel. +358 10 4611<br />

Telefax +358 10 465 5232<br />

Business Id 0635366–7<br />

www.m-real.com<br />

128 CoNTaCT INFoRMaTIoN<br />

BUSINESS AREAS<br />

Consumer Packaging<br />

hallituskatu 1<br />

33200 Tampere<br />

Finland<br />

Tel. +358 10 4611<br />

Fax +358 10 463 3158<br />

Mills (in Finland)<br />

Joutseno<br />

Kaskinen<br />

Kemiart liners<br />

Kyro<br />

Simpele<br />

Tako<br />

Äänekoski<br />

Office Papers<br />

Van Boshuizenstraat 12<br />

1083 Ba amsterdam<br />

Netherlands<br />

Tel. +31 20 572 7500<br />

Fax +31 20 572 7570<br />

Mills (Country)<br />

alizay (France)<br />

husum (Sweden)<br />

Speciality Papers<br />

an der Gohrsmühle<br />

51465 Bergisch Gladbach<br />

Germany<br />

Tel. +49 2202 15 0<br />

Fax +49 2202 15 2806<br />

Mills (Country)<br />

Gohrsmühle (Germany)<br />

Reflex (Germany)<br />

Market Pulp and Energy<br />

Revontulentie 6<br />

02100 espoo<br />

Finland<br />

Tel. +358 1046 11<br />

Fax +358 1046 54148<br />

Mills (Country)<br />

hallein (austria)<br />

Kaskinen (Finland)<br />

Sales network (Country, city)<br />

argentina and Uruguay (Buenos aires)<br />

australia (Melbourne)<br />

Belgium (Brussels)<br />

Brazil (São paulo)<br />

Bulgaria (Sofia)<br />

Chile (Santiago)<br />

China (hong Kong, Shanghai)<br />

Costa Rica (San José)<br />

Cyprus (paphos)<br />

Czech Republic (prague)<br />

Finland (espoo, Tampere)<br />

France (paris)<br />

Germany (Bergisch Gladbach, Frankfurt)<br />

Greece (athens)<br />

Iceland (Reykjavik)<br />

India (Mumbai)<br />

Ireland (dublin)<br />

Israel (Tel aviv)<br />

Italy (Milan)<br />

Japan (Tokyo)<br />

Jordan (amman)<br />

lebanon (Beirut)<br />

Malta (San Gwann)<br />

Mexico (México)<br />

Netherlands (amsterdam)<br />

peru (lima)<br />

poland (Warsaw)<br />

Romania (Bucharest)<br />

Serbia (Belgrad)<br />

Singapore (Singapore)<br />

South africa (Cape Town, durban)<br />

Spain (Madrid, Badajoz)<br />

Syria (damascus)<br />

Turkey (Istanbul)<br />

United Kingdom (Chatham, Maidenhead)<br />

Ukraine (Kiev)<br />

hungary (Budapest)<br />

Russia (Moscow)<br />

United States (Norwalk, CT)<br />

To locate contact details of local M-real sales<br />

offices, please visit company website<br />

www.m-real.com


Publication information<br />

Papers<br />

Cover: galerie Art silk 300 g/m 2<br />

<strong>Annual</strong> Report: galerie Art silk 130 g/m 2<br />

financial statements:<br />

galerie Art silk 115 g/m 2<br />

graphic design and layout:<br />

Zeeland branding Oy<br />

Photos: Jari Riihimäki<br />

3d visualization: 3d Render Ltd<br />

Printer: Lönnberg Print<br />

Additional copies:<br />

M-real Corporation<br />

Communications<br />

P.O. box 20<br />

02020 METsÄ<br />

finland<br />

E-mail:<br />

corporate.communications@m-real.com<br />

Also available as Pdf: www.m-real.com<br />

The <strong>Annual</strong> Report is available in English<br />

and finnish.

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!