Annual Report 2009 - Finnlines
Annual Report 2009 - Finnlines
Annual Report 2009 - Finnlines
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annual report<br />
<strong>2009</strong>
sHIPPIng and sea TransPOrT servICes, Page 10<br />
Passenger servICes, Page 12<br />
POrT OPeraTIOns, Page 14<br />
<strong>Finnlines</strong> is one oF the biggest shipping operators of<br />
ro-ro and passenger services in northern europe.<br />
the company is listed on the nasDaQ oMX helsinki ltd<br />
and a part of the italian grimaldi group, one of the world’s<br />
largest operators of the Motorways of the sea in europe for<br />
both passengers and freight. this affiliation enables<br />
<strong>Finnlines</strong> to offer liner services to and from any destina-<br />
tion in the Mediterrannean, West africa as well as the<br />
atlantic Coast of both north and south america.<br />
the sea transportation of the company is concentraded<br />
in the baltic and north sea. in addition to cargo, the<br />
company transports passengers on board of 13 ro-pax<br />
vessels between five countries and eight ports.<br />
the company has subsidiaries or sales offices in<br />
germany, belgium, the united Kingdom, sweden, Denmark,<br />
poland and russia. besides sea transportation the<br />
company provides port services in Finland in the ports of<br />
helsinki, turku and Kotka, which are the most important<br />
seaports in Finland.<br />
Content<br />
<strong>Finnlines</strong> in <strong>2009</strong> 2<br />
CEO’s review 4<br />
Business concept, values and goals 6<br />
Business environment 8<br />
Shipping and Sea Transport Services 10<br />
Passenger Services 12<br />
Port Operations 14<br />
Environment and Safety 16<br />
Human resources 19<br />
Financial Statements<br />
Board of directors’ report 22<br />
Consolidated statement of<br />
comprehensive income 28<br />
Consolidated balance sheet 29<br />
Consolidated statement of<br />
changes in equity 30<br />
Consolidated statement of cash flows 31<br />
Profit and loss account,<br />
parent company 32<br />
Balance sheet, parent company 33<br />
Cash flow statement, parent company 34<br />
Five-year key figures 35<br />
Calculation of key ratios 36<br />
Quarterly data 37<br />
Board’s proposal 38<br />
Auditor’s report 39<br />
Corporate governance statement 40<br />
Board of Directors 44<br />
Management Board 45<br />
<strong>Finnlines</strong> fleet 46<br />
Shares and shareholders 48<br />
Information for shareholders 50<br />
Contact information 51<br />
The Grimaldi Group 52
eUr<br />
million<br />
2<br />
<strong>Finnlines</strong> in <strong>2009</strong><br />
revenue 2005–<strong>2009</strong>,<br />
eUr million<br />
800<br />
600<br />
400<br />
200<br />
0<br />
Operating profit<br />
2005–<strong>2009</strong>, eUr million<br />
05* 06* 07* 08* 09* 05* 06* 07* 08* 09* Shipping and sea transport<br />
Port operations<br />
* IFRS * IFRS<br />
70<br />
60<br />
50<br />
40<br />
30<br />
20<br />
10<br />
0<br />
-10<br />
-20<br />
<strong>2009</strong><br />
IFrs<br />
2008<br />
IFRS<br />
Revenue<br />
Result before tax, depreciation and amortisation<br />
494.4 735.7<br />
(EBITDA) 37.4 98.1<br />
Result before interest and taxes (EBIT) -23.6 35.4<br />
Result for reporting period -41.7 1.0<br />
Earnings per share (EPS), EUR -0.96 0.01<br />
Dividend per share, EUR 0.00* 0.00<br />
Equity ratio, % 29.4 28.5<br />
Gearing, %<br />
* The proposal of the Board of Directors<br />
198.3 205.5<br />
Breakdown<br />
of revenue <strong>2009</strong><br />
90%<br />
10%<br />
SPAIN<br />
Bilbao<br />
Hull<br />
Immingham<br />
UK<br />
FRANCE<br />
Antwerp<br />
BELGIUM<br />
Århus<br />
Travemünde<br />
Lübeck<br />
Amsterdam<br />
NORWAY<br />
GERMANY<br />
Wallhamn<br />
Göteborg<br />
Halmstad<br />
Malmö<br />
Sassnitz<br />
Rostock<br />
K
apellskär<br />
Gdynia<br />
SWEDEN<br />
POLAND<br />
Rauma Kotka<br />
Naantali Helsinki<br />
Turku<br />
ESTONIA<br />
LITHUANIA<br />
FINLAND<br />
LATVIA<br />
BELARUS<br />
St. Petersburg<br />
RUSSIA<br />
Moscow<br />
year <strong>2009</strong><br />
• <strong>Finnlines</strong> has carried out numerous changes in different routes in order to optimise the<br />
utilisation of its fleet. From the beginning of June <strong>2009</strong>, the Company started a set of new,<br />
fast and comfortable Motorways of the Sea for freight and passengers between Finland<br />
and Poland (Helsinki–Gdynia–Helsinki) and between Poland and Germany (Gdynia–<br />
Travemünde–Gdynia). At the beginning of December, the Star-class vessels trading between<br />
Helsinki and Gdynia and Travemünde also started calling at Rostock. Additionally,<br />
from May <strong>2009</strong>, <strong>Finnlines</strong> offers all its freight customers a wide range of destinations in<br />
13 Mediterranean countries. This is done in cooperation with the Grimaldi Group.<br />
• The fleet capacity was adjusted because of a sharp decline in cargo volumes. With this<br />
measure the company was able to generate considerable savings. During the year nine<br />
chartered vessels were re-delivered to the owners. In April, <strong>Finnlines</strong> Plc’s subsidiary<br />
Hanseatic Shipping sold MS Finnhansa to the Grimaldi Group at the market price of EUR<br />
40 million with a call option for repurchase the vessel at the same price.<br />
• A new purchasing department, which performs and manages all group purchases was established.<br />
During the whole year, there have been temporary layoffs in the ports where the<br />
Company is operating and the number of employees has been reduced in the offices.<br />
• <strong>Finnlines</strong> Plc´s President and CEO, Mr. Christer Antson, resigned on 23 March.<br />
Mr. Emanuele Grimaldi, member of the Board, acted as temporary President and CEO for<br />
the Company from 24 March until the end of June.<br />
• Mr. Uwe Bakosch was appointed new President/CEO on 24 March. He joined <strong>Finnlines</strong><br />
at the end of June <strong>2009</strong>. Mr. Bakosch, aged 51, is a German citizen. Amongst his previous<br />
positions are e.g. the Managing Director of ATG Autotransport Logistic GmbH (100 per<br />
cent subsidiary of Deutsche Bahn), Executive Vice President of DB Intermodal, Scandlines<br />
AG - Member of the Board, Managing Director of Scandlines Deutschland GmbH,<br />
as well as Scandlines Danmark AS, Commercial Director at United European Car Carriers<br />
A/S, as well as various managerial functions in Volkswagen AG and in Island View<br />
Shipping in South Africa.<br />
• At the end of March, <strong>Finnlines</strong> issued a hybrid bond in order to strengthen the Group’s<br />
capital structure.The principal amount of the bond was EUR 21 million and the coupon of<br />
the bond was 12 per cent per annum. The bond had no maturity but it included an option<br />
for the Company to redeem the bonds after three years or at any time in certain events including<br />
issue of new shares. The bond was subscribed for by the Company’s two main<br />
shareholders. Following the successful share issue in June, the Company redeemed the<br />
hybrid bond together with accrued interest in early August.<br />
• The <strong>Annual</strong> General Meeting held in April decided the company’s Board of Directors to<br />
have six members. The following Board Members were re-elected: Mr Emanuele Grimaldi,<br />
Mr Gianluca Grimaldi, Mr Diego Pacella, Mr Antti Pankakoski, Mr Olav K. Rakkenes<br />
and Mr Jon-Aksel Torgersen. No dividend for 2008 was paid. The Board of Directors was<br />
authorised to resolve on the issuance of shares in one or several instalments, so that the<br />
aggregate number of shares to be issued shall not exceed 20,000,000 shares.<br />
• In order to repay the hybrid bond the company launched a rights issue in May. In this<br />
rights issue 6,129,079 shares were subscribed. The amount corresponds to 90.4 per cent<br />
of the offered shares. The gross proceeds raised by <strong>Finnlines</strong> Plc in the rights issue were<br />
EUR 33,709,935. Following the registration of the new shares, the number of <strong>Finnlines</strong><br />
Plc’s shares amounts to 46,821,037 shares and share capital to EUR 93,642,074.<br />
• The County Administrative Board of Southern Finland appointed Hannu Niilekselä (APA)<br />
to perform a special audit of the accounts and administration regarding certain specific<br />
matters of <strong>Finnlines</strong> Plc for the reporting period from 1 January 2007 to 31 December<br />
2007. Mr. Hannu Niilekselä issued in September <strong>2009</strong> his report addressed to the<br />
General Meeting of Shareholders of <strong>Finnlines</strong> Plc. The report, which will be presented<br />
to the shareholders of <strong>Finnlines</strong> Plc at the <strong>Annual</strong> General Meeting of Shareholders in<br />
spring 2010, does not include anything that gives the Company any reason to change its<br />
earlier view according to which the measures taken have had commercial grounds and<br />
that the Company has in all respects acted in the best interests of the Company and its<br />
shareholders.<br />
FINNLINES 2008<br />
3
4<br />
CEO’S REVIEW<br />
neW horizons<br />
<strong>Finnlines</strong> – the MoDern, reliable anD innovative shipping CoMpany<br />
after giving its first signals in summer 2008, the global economic crisis hit ill-prepared <strong>Finnlines</strong> severely, especially during the<br />
period of rapidly falling volumes from december 2008 to the first quarter <strong>2009</strong>. a comprehensive restructuring program was<br />
stated in March <strong>2009</strong> and major initiatives were undertaken to steer the company through the crisis during <strong>2009</strong>. Intense focus<br />
was put on cost saving and optimisation initiatives, utilisation of the whole grimaldi group synergies, improvement of freight<br />
yield management, as well as focused passenger services development initiatives. as a combination of all the measures together<br />
we have managed to reduce the total cost base significantly while simultaneously identifying, targeting and realising<br />
new revenue potentials. at the same time, we have strengthened our existing line network and extended it further by introducing<br />
totally new lines. The combination of reliability, commitment and innovation places <strong>Finnlines</strong> as one of the strongest and<br />
leading international shipping companies, even during a severe global economic crisis.<br />
As part of the fitness program of <strong>Finnlines</strong>, we have been able<br />
to achieve major cost savings in port expenses throughout the<br />
group lines network in Europe and reduced other operative and<br />
non-operative cost by closely scrutinising and rationalising the<br />
cost base. The main optimisation initiatives were focused on reallocating<br />
the fleet by putting right vessels on the right trade and<br />
on adjusting the capacity by redelivering and chartering out additional<br />
tonnage. The group structure simplification was initialised<br />
and the number of group companies has already been substantially<br />
reduced and non core asset sales have been undertaken.<br />
Throughout the year, <strong>Finnlines</strong> has greatly benefitted from the<br />
considerable synergies realised as part of the Grimaldi Group<br />
especially in conjunction with the newly established <strong>Finnlines</strong><br />
centralised procurement but also in fleet management and bunkering.<br />
Further synergies will be created with the introduction<br />
of a new Grimaldi group wide state-of-the-art passenger booking<br />
system, which is currently being developed and will eventually<br />
enable linking the passenger market potential and furthering<br />
the cultural exchanges throughout Europe. Additional potential<br />
will be achieved by new innovative cargo traffic network combinations<br />
between <strong>Finnlines</strong> and Grimaldi which are continuously<br />
developed.<br />
One of the focus areas has been the development of the passenger<br />
services on our 13 ro-pax vessels in service. We have<br />
strengthened our passenger services function considerably during<br />
<strong>2009</strong> and the efforts are already bearing fruit in the form of<br />
higher number of passengers and better quality services. As another<br />
revenue initiative, the freight yield management is underlying<br />
<strong>Finnlines</strong>’ strong focus on providing frequent, sustainable and<br />
reliable services also during low volume environments. The new<br />
yield management system is designed to increase the average<br />
utilisation of the vessels, to optimise the total supply chain costs<br />
and reduce emissions per transported cargo.<br />
As a shipping company we naturally bear a great responsibility<br />
for the environment and are committed to provide environmentally<br />
friendly transport solutions. We already have a very<br />
modern, efficient and environmentally friendly fleet and the short<br />
term improvements in environmental efficiency coincide with our<br />
economical efficiency programs targeting fuel efficiency and increased<br />
utilisation of vessels. On longer term, we are renewing<br />
our fleet with the introduction of six ro-ro newbuildings being under<br />
construction and due to be delivered in 2011–2012 with the<br />
highest fuel efficiency standards. This further investment underlines<br />
once more the dedication to provide further optimal solutions<br />
for our cargo clients.<br />
All of the measures started in <strong>2009</strong> and described above will<br />
continue also this year and I believe that our comprehensive fitness<br />
programm will greatly benefit the company during 2010 in<br />
reaching a positive result even under the current market conditions.<br />
We have a strong focus and commitment in continuing to<br />
keep the cost levels down which will provide a solid ground for<br />
the financial development. Simultaneously, we appreciate our<br />
role in providing services for the surrounding society and are<br />
committed to provide flexible and reliable service to all our<br />
customers.<br />
This underlines our strong focus in using our resources to the<br />
maximum possible to minimise the ecological impact for the sake<br />
of our joint environment of today, our children and future<br />
generations.<br />
I`m very much looking forward to a continued, very exciting<br />
and challenging year 2010 and I would like to thank our customers,<br />
our shareholders and our staff at sea and ashore for their<br />
contributions during <strong>2009</strong>.<br />
Uwe Bakosch<br />
President/CEO
Business concept, values<br />
and strategic goals
usiness ConCept<br />
<strong>Finnlines</strong> promotes international commerce by providing efficient, high quality sea transport and port services, mainly to<br />
meet the requirements of the European industrial, commercial and transport sectors and private passengers.<br />
FinanCial goals<br />
<strong>Finnlines</strong>’ objective is to guarantee long-term profitability through high-quality operations, to generate added<br />
value for its shareholders and to maintain a healthy capital structure. The Board of Directors bases its annual<br />
dividend proposal on the company’s capital structure, future outlook, and investment and development needs.<br />
values<br />
CustoMer FoCus<br />
Our customers choose us thanks to our competence, expertise and reliability. Satisfied customers are the basis for<br />
<strong>Finnlines</strong>’ enduring success. By identifying its cargo customers’ and passengers’ needs, the company can continuously<br />
develop its service products and generate concrete added value for its customers.<br />
responsibility<br />
We adhere to the principles of sustainable development. Environmental responsibility forms part of our<br />
company’s everyday operations. We take safety issues into consideration in all our operations.<br />
proFitability<br />
We achieve our objectives. Through the quality of our business operations, we are able to guarantee long-term profitability<br />
and generate added value.<br />
eMployee satisFaCtion<br />
<strong>Finnlines</strong> is a reliable and motivating employer, which treats its employees with fairness and equality.<br />
strategiC goals<br />
a stronger position in Baltic sea and north sea cargo traffic<br />
• We invest into the operational efficiency of our current transport areas.<br />
• We will open new routes according to market opportunities.<br />
• We are actively involved in the growing consolidation of the sector.<br />
• We increase Group-wide network synergies beoynd core of today<br />
a stronger position in Baltic sea passenger traffic<br />
• We offer quick and effortless travel between Finland, Sweden, Poland and Germany to our passengers on our large<br />
and efficient ro-pax vessels..<br />
a stronger position in russian freight traffic<br />
• We are the leading shipping company in transit traffic.<br />
• We actively develop and market direct transport routes between Central Europe and Russian Baltic ports.<br />
growing profitability<br />
• We strive to improve our productivity. One of the main ways of doing this is to focus on routes where the<br />
vessels’ degree of filling is as high as possible in both directions.<br />
• We will increase the efficiency of our operational systems and information management.<br />
• We take proper care of environmental and safety issues.<br />
• We invest into staff competence.<br />
FINNLINES <strong>2009</strong><br />
7
8<br />
Business environment
the sharp drop in volumes that has been realised in the last quarter of 2008 has stabilised on this low level during<br />
<strong>2009</strong>. During the year, the Finnish seaborne imports carried in container, lorry and trailer units fell by 24 per cent and<br />
exports by 21 per cent compared to previous year (measured in tons). the trailer and lorry volumes transported by sea<br />
between southern sweden and germany declined by 20 per cent compared to 2008. private and commercial passenger<br />
traffic between Finland and germany decreased by 11 per cent due to a low number of lorry drivers and increased<br />
by one per cent between Finland and sweden.<br />
the <strong>Finnlines</strong> Fleet<br />
The Company owns the youngest and largest ro-pax fleet in the<br />
Baltic Sea. In the year <strong>2009</strong> the newest ro-pax vessels, the five<br />
Star class vessels operated all in the Helsinki–Travemünde, Helsinki–Gdynia<br />
and Helsinki–Rostock routes. Two of the Star class<br />
vessels were transferred from the Malmö–Travemünde -route to<br />
this new Motorways of the Sea connecting as well Poland with<br />
Germany.<br />
The cargo intake of the ro-ro vessels MS Finnmill and MS<br />
Finnpulp was considerably improved in spring <strong>2009</strong> by adding a<br />
ramp to the weather deck and hoistable car deck panels on the<br />
main deck.<br />
The six 10,500 dwt ro-ro vessels ordered in 2007 from the<br />
Chinese Jinling shipyard are under construction and three of<br />
them will be delivered in 2011 and the other three in 2012.<br />
During <strong>2009</strong>, the fleet capacity was adjusted because of a<br />
sharp decline in cargo volumes. With this measure the company<br />
was able to generate considerable savings. At the beginning<br />
of <strong>2009</strong>, the Group operated a fleet of 39 vessels. During<br />
<strong>2009</strong>, nine of the chartered vessels have been redelivered to the<br />
owners. Out of them four were redelivered in December. The<br />
Group operated an average of 33 vessels during the main part of<br />
the year. Of the 33 vessels, 23 were in the Group’s own traffic,<br />
nine chartered out and one laid-up since June. Of the vessels,<br />
15 were ro-pax, 17 were ro-ro and one was a trainferry. At yearend,<br />
a further four ro-ro vessels were redelivered to the owners.<br />
By the end of the year the total capacity of the fleet was approximately<br />
77,000 lane meters, of which approximately 67,000 lane<br />
meters was in the Group’s own traffic. The Group owned 18 vessels,<br />
of which all 15 ro-pax vessels and 34 per cent of the ro-ro<br />
cargo capacity were owned. The average age of the Group’s tonnage<br />
was approximately nine years. The owned fleet is managed<br />
by the Group.<br />
route netWorK<br />
During the year under review, <strong>Finnlines</strong> had roughly 60 weekly<br />
departures from Finland. The main ports of call are Helsinki,<br />
Naantali and Turku. Other liner traffic ports are Kotka and<br />
Rauma. The main ports in Sweden are Kapellskär (FinnLinkline)<br />
and Malmö (NordöLink-line). In spring <strong>2009</strong>, Wallhamn was<br />
added to the liner network providing a unique possibility to connect<br />
Finland with the Mediterranean on a regular basis. In Denmark<br />
the main port is Århus, in Poland Gdynia, and in Germany<br />
Travemünde/Lübeck and Rostock. Travemünde is also the main<br />
port for the NordöLink-line from Sweden.<br />
The main ports in the North Sea are Hull in the U.K, Antwerp<br />
in Belgium and Amsterdam in the Netherlands. Bilbao is the main<br />
port in the service to Spain. <strong>Finnlines</strong> also has a direct link between<br />
St. Petersburg and Lübeck (TransRussiaExpress-line) as<br />
well as Helsinki and St.Petersburg. The latter gives the opportunity<br />
to connect St. Petersburg to the Group’s liner network in the<br />
Baltic Sea, the North Sea and Mediterranean.<br />
Furthermore, a new connection between Poland and Germany<br />
was opened in summer <strong>2009</strong>.<br />
As from January 2010, three new ro-ro services were opened<br />
between Kotka/Helsinki–Gothenburg and Gothenburg–Bilbao.<br />
In January 2010, a terminal change took place in the port of<br />
Antwerp. The new terminal AET (Antwerp Euro Terminal) connects<br />
the existing <strong>Finnlines</strong>’ Antwerp services with the Grimaldi<br />
Group’s regular lines to South America, West Africa and the<br />
Mediterranean area.<br />
The sea transportation services were sold under the <strong>Finnlines</strong><br />
name in the Baltic Sea, the North Sea and the Bay of Biscay,<br />
under the FinnLink name between Naantali and Kapellskär,<br />
under the NordöLink name between Malmö and Travemünde and<br />
under the TransRussiaExpress name between Lübeck and<br />
St. Petersburg.<br />
FINNLINES <strong>2009</strong><br />
9
10<br />
SHIPPING AND SEA<br />
TRANSPORT SERVICES
<strong>Finnlines</strong> is one of the leading operators in the ro-ro sector in the baltic sea, the north sea and the bay of biscay. its<br />
strong position derives from excellent services and a product concept tailored to its customers’ needs. <strong>Finnlines</strong>’ high<br />
frequency of departures, cargo capacity and information services contribute to flexibility, reliability and predictability<br />
to customers’ transport plans.<br />
Despite tough competition, <strong>Finnlines</strong> consolidated its marketleading<br />
position in <strong>2009</strong>.<br />
The cargo volumes transported during January–December<br />
totalled approximately 596,000 (814,000 in 2008) units, 38,000<br />
(117,000) cars (not including cars of the passengers) and, in<br />
addition 2,001,000 (2,915,000) tons of freight not possible to<br />
measure in units. In addition, some 533,000 passengers were<br />
transported (around 612,000 in 2008), which figure includes<br />
freight-related passengers. The number of pure passengers<br />
(excluding lorry drivers) transported by the company increased<br />
by 11 per cent.<br />
The Shipping and Sea Transportation segment’s revenue for<br />
the reporting period was EUR 444.9 (643.7) million, and it employed<br />
1 367 (1 464) people at year-end.<br />
FinnLink-line between Naantali (Finland) and Kapellskär (Sweden)<br />
was operated with four ro-pax vessels during the first part<br />
of the year. From April on, there were three vessels in traffic serving<br />
unitised cargo traffic with three daily departures in each direction.<br />
The fast eight-hour voyage and the service´s schedule,<br />
tailored to the needs of freight customers, have maintained the<br />
competitiveness of the route.<br />
Finnlink-line transported nearly 112,000 freight units, which is<br />
30 per cent less than the year before.<br />
Passenger traffic continued with three vessels, the main target<br />
group being touring cars and caravan passengers. The line´s<br />
number of passenger volumes totalled 51,000, which was 27 per<br />
cent less than the year before. Two Clipper class ro-pax vessels<br />
and one smaller ro-pax vessel offered customers an effective<br />
service capacity year round.<br />
nordöLink-line offers ro-pax services on the maritime route between<br />
Malmö (Sweden) and Travemünde (Germany). At the be-<br />
ginning of <strong>2009</strong>, as a part of a wider fleet re-organisation within<br />
the <strong>Finnlines</strong> Group, the two Star Class vessels MS Europalink<br />
and MS Nordlink were diverted to open a new trade from Helsinki<br />
to Germany. At the same time, also because of dramatically<br />
decreasing volumes due to the global crisis, more suitable<br />
vessels were deployed (MS Finneagle, MS Finnpartner and<br />
MS Finntrader). The three vessels offer twenty weekly departures<br />
in both directions. Notwithstanding the capacity reduction,<br />
Nordö-Link was able to maintain a market share of 47 per cent on<br />
the Lübeck/Travemünde–Southern Sweden route, thereby consistently<br />
increasing the vessels utilisation rate.<br />
Transrussiaexpress-line (Tre) is running a regular direct roro<br />
(ro-pax) liner service between Germany and Russia (Lübeck -<br />
via Sassnitz–Mukran to St. Petersburg). After the first signals of<br />
the global economic crisis in late 2008, the cargo volumes have<br />
further decreased considerably in <strong>2009</strong>. Russian traffic was hit<br />
relatively more than other traffics in the Baltic Sea. As a consequence,<br />
the number of ships in service was reduced from four to<br />
two modern ro-pax vessels. With this measure, TRE continues to<br />
offer two departures a week in each direction as a minimum service<br />
meeting the requirements and, at the same time, has maintained<br />
its market leader position in the direct Russian ro-ro traffic.<br />
During the last quarter of <strong>2009</strong>, the downtrend in traffic volumes<br />
could be halted and stopped and turned into a slight<br />
growth. <strong>Finnlines</strong> owns 75 per cent of the shares in TRE, whilst<br />
25 per cent belong to the Russian partner.<br />
Intercarriers, in which <strong>Finnlines</strong> holds a 51 per cent stake, offered<br />
small-tonnage traffic services from ports in Lake Saimaa<br />
and some Russian inland ports to various parts of Europe.<br />
FINNLINES <strong>2009</strong> 11
12<br />
PASSENGER SERVICES
During <strong>2009</strong>, significantly more focus was put on the passenger business.<br />
New passenger routes were opened from Helsinki to Gdynia<br />
(Poland), Gdynia–Travemünde (Germany) and Rostock (Germany)–Helsinki.<br />
All five Star class ro-pax vessels were moved to<br />
the Finland–Poland–Germany routes. The passenger volumes<br />
on this route, which is the company’s most important passenger<br />
line, grew by 33 per cent.<br />
Also the Malmö–Travemünde line showed an encouraging<br />
growth in passenger volumes of 45 per cent compared to the<br />
previous year. The passenger volume on the Naantali–Kapellskär<br />
route decreased due to the reduction in the fleet capacity of the<br />
line. The Lübeck–St.Petersburg route showed a positive growth<br />
trend.<br />
The decrease in freight volumes affected the total number of<br />
freight drivers. In <strong>2009</strong>, the company’s 13 ro-pax vessels transported<br />
a total of 533,000 passengers (private and commercial),<br />
which is 13 per cent less than the year before.<br />
However, the private passenger volumes alone grew 11 per cent.<br />
FINNLINES <strong>2009</strong> 13
14<br />
Port oPerations
the group’s port operations are handled by Finnsteve, which is a major port operator focused on the unitised cargo<br />
services required by regular liner traffic in the ports of helsinki, turku, naantali and Kotka. helsinki is Finland’s most<br />
important export and import harbour for unitised goods, while turku and naantali have the fastest sea connections<br />
to sweden. the port of Kotka specialises in the unitised cargo services needed for container transports, including<br />
transit containers to russia. During <strong>2009</strong>, the operations of norsteve a/s oslo and the industrial port of Kantvik were<br />
sold out.<br />
In <strong>2009</strong>, <strong>Finnlines</strong>’ Port Operations generated revenues of EUR<br />
73.2 (122.1) million and employed 799 (913) people at year-end.<br />
In the port operations an economic recession continued with<br />
a new organisational structure and with changes in the management.<br />
Finnsteve Oy Ab was divided into three companies: Finnsteve<br />
Oy Ab and new subsidiaries Containersteve Oy and FS-Terminals<br />
Oy in order to develop the quality and efficiency of the services.<br />
The parent company Finnsteve is responsible for ro-ro services<br />
at the ports of Helsinki/Vuosaari and Turku. Containersteve<br />
is providing stevedoring and depot services for container traffic<br />
at the ports of Helsinki and Kotka and FS-Terminals provides import<br />
and export terminal services at Vuosaari Harbour in Helsinki.<br />
The Finnsteve personnel were also divided among these companies<br />
according to their functions. The change was not noticeable<br />
for Finnsteve´s customers.<br />
The first year was very challenging in the new Vuosaari Harbour,<br />
which was heavily affected by the world-wide recession.<br />
There was an urgent need for savings due to much lower cargo<br />
volumes. Finnsteve companies conducted two rounds of co-operation<br />
negotiations together with its personnel in all of its units in<br />
order to adapt to new circumstances and to cut costs. Following<br />
these negotiations, some 25 per cent of the personnel have been<br />
temporarily laid off during the year.<br />
port operations in helsinKi<br />
During its first year in operation, the Vuosaari Harbour proved to<br />
be an efficient world-class port with its modern and advanced<br />
infra structure. The four new container cranes represent the-<br />
state-of-art and have sufficient capacity and power to cope eas-<br />
ily with future growth in container volumes. Also the number and<br />
performance of the other machinery is optimal.<br />
The new export terminals allow cargo handling in all weather<br />
conditions. Meanwhile, the new import terminal in the logistics<br />
area has capacity for diversifying and increasing the provision of<br />
supplementary services.<br />
Loading and unloading of the ro-ro vessels and especially the<br />
Star class ro-pax vessels is effective thanks to two new double<br />
ramps. In <strong>2009</strong>, the human resources at Vuosaari were scaled<br />
to the needs of the new decreased cargo volumes by using termporary<br />
layoffs. Demolition of the buildings in old harbours, Sompasaari<br />
and West Harbour, was performed and finished during<br />
the year. The financial figures for <strong>2009</strong> were negatively affected<br />
by the decreased cargo volumes.<br />
With new operators being involved after the opening of the<br />
Vuosaari Harbour, competition has proved to be significantly<br />
tougher, especially in the situation where overall volumes have<br />
decreased considerably.<br />
port operations in turKu<br />
During the year under review, the volumes of handled cargo declined<br />
also in Turku, the car imports and transit traffic were hit<br />
hard by the economic downturn. Also searail volumes diminished<br />
towards the year end.<br />
All <strong>Finnlines</strong> traffic was transferred to the Pansio Harbour,<br />
which brought newer vessels into the West Harbour of Turku.<br />
The traffic frequency was reduced and the connection between<br />
Antwerp–Turku was closed down in spring <strong>2009</strong>.<br />
port operations in KotKa<br />
The quay extension project in Kotka was completed during <strong>2009</strong>.<br />
Sharply reduced volumes in transit traffic have significantly reduced<br />
the volumes handled in Kotka, together with loss of customer<br />
at the end of 2008.<br />
At the end <strong>2009</strong> Kotka unit benefitted from a major customer’s<br />
decision to concentrate its pulp export in Kotka.<br />
FINNLINES <strong>2009</strong> 15
16<br />
ENVIRONMENT aNd safETy<br />
sea traffic Port operations*<br />
(In tons) 2008 <strong>2009</strong> 2008 <strong>2009</strong><br />
Fuel 462,400 405,220 2,700 1,830<br />
Carbon dioxide emissions (CO 2 ) 1,442,800 1,264,300 8,400 5,710<br />
Sulphur dioxide emissions (SO 2 ) 12,400 10,600<br />
Nitrogen oxide emissions (NO x ) 26,300 23,700<br />
* The figures include operations in Helsinki, Kotka and Turku
eing aware of its environmental responsibility both at present and in the future, <strong>Finnlines</strong> is committed to promoting<br />
sustainable development and to reducing the environmental impact of its operations. <strong>Finnlines</strong> optimises its trans-<br />
ports and routes to achieve the highest possible capacity utilisation on both southbound and northbound voyages,<br />
which minimises environmental stress per transported cargo unit. transferring the carriage of goods from road to sea<br />
also reduces congestion and noise on roads. in <strong>2009</strong>, <strong>Finnlines</strong> opened a connection between germany and poland<br />
and linked helsinki to its lübeck–st. petersburg services.<br />
With growing passenger volumes, <strong>Finnlines</strong> was one of the parties<br />
to sign the Helsinki Declaration at the Matka <strong>2009</strong> travel fair.<br />
The aim of the declaration is to promote sustainable development<br />
in tourism, which is one of the largest trades in the world but also<br />
known to have an impact on the environment and climate.<br />
environMental CertiFiCation<br />
<strong>Finnlines</strong> has integrated environmental and safety programmes<br />
into its management system. The aim of the environmental system<br />
is to monitor and measure the impact of all environment-related<br />
operations and services provided by <strong>Finnlines</strong> on board ships<br />
and ashore, and to guarantee that the environmental performance<br />
unconditionally complies with relevant legislation and<br />
regulations.<br />
All of <strong>Finnlines</strong>’ ro-pax ships have been incorporated into<br />
the environmental certificate issued by LRQA (Lloyd’s Register<br />
Quality Assurance). Certification complies with the requirements<br />
of the ISO 14 001 standard. In <strong>2009</strong>, two ropax ships and ship<br />
management functions were audited by LRQA.<br />
staKeholDers<br />
In environmental and safety matters, <strong>Finnlines</strong>’ most important<br />
stakeholders are the flag and host state administration, owners,<br />
shareholders and subcontractors, as well as the inhabitants of<br />
harbour and fairway areas. More and more customers are interested<br />
in environmental effects of transports. In terms of environmental<br />
and safety issues, the most important subcontractors<br />
are shipowner and management companies and port operators.<br />
Waste management companies are important partners, offering<br />
expertise in segregation, collection and treatment of waste.<br />
<strong>Finnlines</strong> follows developments in environmental and safety<br />
issues, participating in projects driven by research centres and<br />
institutes, maritime colleges and different organisations. The<br />
company is actively engaged in the operations of Finnish and<br />
Swedish shipowners’ associations.<br />
legislation<br />
Shipping is governed by international, regional and national regulations.The<br />
International Maritime Organisation (IMO) manages<br />
international legislation on safety and environmental matters. The<br />
Marpol 73/78 Convention contains regulations on the disposal<br />
of waste and sewage into the sea, and on the prevention of air<br />
emissions. The SOLAS Convention regulates maritime safety<br />
matters, including ship construction, life-saving arrangements<br />
and navigation. Both the Marpol and SOLAS are continuously<br />
amended. The Helsinki Commission (HELCOM) has issued regional<br />
recommendations for the shipping industry.The company’s<br />
port operations comply with national legislation.<br />
saFety anD seCurity<br />
All vessels have been certified in accordance with the International<br />
Safety Management Code (ISM Code). All vessels and<br />
port facilities also comply with the requirements of the International<br />
Ship and Port Facility Security (ISPS) Code.<br />
The vessels are regularly inspected and audited by the maritime<br />
administration, classification societies and certification institutions.<br />
In addition, ‘port and host state control’ inspections are<br />
held on ships.<br />
To be ready to deal with emergency situations, vessels hold<br />
drills regularly both “in-house” and with authorities. In May <strong>2009</strong>,<br />
the ro-pax ship MS Finnmaid participated in a large-scale drill in<br />
the Baltic and in the port of Vuosaari. The object was to prepare<br />
for anti-terrorist operations and to test cooperation and communication<br />
between different authorities. In addition to practical drills,<br />
rescue departments and emergency services colleges visited our<br />
ships to train in shipboard conditions.<br />
Occupational safety and health, which entails maintenance<br />
of health, prevention of injuries and illnesses, and riskless use of<br />
work equiment, is an important part of <strong>Finnlines</strong> operations. Being<br />
the safest passenger ship of the year <strong>2009</strong>, the ro-pax ship<br />
MS Finnlady was awarded by the insurance company Alandia.<br />
<strong>Finnlines</strong> has strict operating instructions for handling of dangerous<br />
IMDG cargo on vessels and in ports. In <strong>2009</strong>, training<br />
was provided for the shore-based staff handling carriage of dangerous<br />
cargo and related documents.<br />
energy ConsuMption anD atMospere eMissions<br />
In accordance with the Marpol Annex VI, the Baltic Sea, the<br />
North Sea and the English Channel are Emissions Control Areas.<br />
This means that ships must use fuel with maximum 1.5 per cent<br />
sulphur content. The sulphur content of the heavy fuel oil used by<br />
<strong>Finnlines</strong> ships varied somewhat depending on the supplier, the<br />
average sulphur content was 1.4 per cent. The quality of fuel is<br />
followed by taking samples that are sent to a laboratory for testing<br />
whenever it is deemed necessary.<br />
FINNLINES <strong>2009</strong> 17
18<br />
envIrOnMenT and saFeTy (COnTInUed)<br />
In port, power is generated using auxiliary engines. With ef-<br />
fect from 1 January 2010, there has been a maximum 0.1 per cent<br />
sulphur limit on all marine fuel used at berth in EU ports. <strong>Finnlines</strong>’<br />
vessels have complied with the regulation for many years.<br />
The IMO has decided on more stringent standards on the sulphur<br />
content in ships’ fuel. In the Emissions Control Areas, the<br />
sulphur content limit for heavy fuel oil will be reduced from 1.5<br />
per cent to 1.0 per cent from 1 July 2010. The plan is to continue<br />
with reductions to 0.1 per cent, effective from 2015. Not only the<br />
shipping industry, but other industries as well have expressed<br />
their concern with regard to the availability and price level of<br />
sulphur-free fuel. It is not known if the oil refining industry will be<br />
able to respond to the new demand. There is also a potential danger<br />
that the rising fuel costs will result in a shift of cargo from the<br />
sea to transport modes that have a larger environmental impact.<br />
Today, the global limit for sulphur content in fuel is 4.5 per<br />
cent. The plan is to reduce the limit to 3.5 per cent in 2012 and<br />
further to 0.5 per cent in 2020.<br />
Restrictions on nitrogen oxide emissions are also being<br />
planned in Marpol Annex VI.<br />
The shipping industry has discussed emissions reductions by<br />
implementing either a Maritime Emissions Trading Scheme or by<br />
introducing a universal CO tax. No decision has yet been taken.<br />
2<br />
There have also been studies of introducing and implementing an<br />
Energy Efficiency Design Index for new ships.<br />
<strong>Finnlines</strong> has focused on means to reduce fuel consumption<br />
and overall energy consumption. Timetable planning is an important<br />
tool to reduce consumption. An electronic operation optimising<br />
tool, an Onboard Napa Power and Speed Pilot system, has<br />
been installed on the Finnmaid.<br />
In <strong>2009</strong>, <strong>Finnlines</strong>’ vessel traffic consumed 405,220 tons of<br />
heavy fuel oil and diesel oil, representing a decrease of 12 per<br />
cent compared to the previous year. The fuel consumption of the<br />
company’s port operations totalled 1 830 tons, which includes<br />
the Group’s operations in Helsinki and Turku, the decrease being<br />
32 per cent.<br />
Waste anD seWage<br />
In accordance with the EU directive on ship-generated waste,<br />
solid waste and oily water are included in the “no special fee”<br />
system. The aim is to stop illegal discharges at sea by requiring<br />
all ships to deliver their waste to port reception facilities. All ships<br />
calling at a port must pay for waste reception costs whether they<br />
have anything to deliver or not. Ships engaged in scheduled traffic<br />
with frequent port calls may be exempted from this directive, if<br />
they have made alternative arrangements with competent companies.<br />
<strong>Finnlines</strong> has had its own contracts with waste management<br />
companies for years.<br />
Efforts are made to reduce the amount of miscellaneous<br />
waste that can only be disposed of in landfills. The main recyclable<br />
waste types generated on board include glass, paper, cardboard,<br />
and metal. The Star class vessels separate food waste<br />
and vessels in FinnLink and NordöLink traffic separate combustible<br />
waste. Hazardous waste, including oil waste, oily filters,<br />
paint, and batteries, is separated and taken to a separate container<br />
in port.<br />
MARPOL contains restrictions concerning black water, i.e.<br />
toilet water. <strong>Finnlines</strong>’ ro-pax vessels send black water, i.e. toilet<br />
water, to onshore municipal sewage systems whenever they are<br />
accessible. Tank vehicles are used where reception facilities are<br />
not provided.<br />
There are no restrictions on the discharge of grey water, i.e.<br />
water from kitchens and showers, but <strong>Finnlines</strong> pumps grey water<br />
to the sewage system whenever it is available.<br />
Cargo ships are equipped with sewage treatment plants approved<br />
by the flag-state administration. After treatment, the remaining<br />
slurry is taken ashore.<br />
Dirty oily waste water, ‘bilge water’, is generated in engine<br />
rooms. Bilge water is separated in separators. The limit for the oil<br />
content of water that may be discharged into the sea is 15 ppm<br />
(parts per million) and the remaining sludge is taken ashore. New<br />
bilge water separators were installed on the ro-pax vessels operating<br />
on the Malmö–Travemünde route. The efficiency of the separators<br />
is under 5 ppm.<br />
other environMental aspeCts<br />
In March <strong>2009</strong>, MS Finneagle accidentally leaked about 4 m3 of<br />
marine diesel oil into the sea while she was heading from Kapellskär<br />
to Naantali. The incident was investigated by Finnish and<br />
Swedish authorities. So far, <strong>Finnlines</strong> has not received any information<br />
on any environmental damage. To prevent the same type<br />
of incident from recurring, all <strong>Finnlines</strong>-flagged ships were reminded<br />
of the importance of alertness and vigilance when oil is<br />
transferred from one tank to another. Ships were also instructed<br />
of carrying out technical inspections.<br />
In addition to fuel oils, ships use lubricants and hydraulic oils.<br />
On several ships, <strong>Finnlines</strong> has replaced the use of mineral oils<br />
with environmentally non-hazardous biological oils.<br />
Onboard, noise is caused by ventilators in the cargo holds<br />
and auxiliary engines as they generate power. Noise from ships<br />
is monitored and measured, especially when the port is located<br />
close to residential or nature preservation areas. In the port of<br />
Pansio, which is situated next to a Natura area, the noise level of<br />
three ships was measured in spring <strong>2009</strong>. The values showed<br />
that no technical measures needed to be taken.<br />
Micro-organisms attached to the ship’s hull slow the ship<br />
down, increasing fuel consumption and air emissions. On<br />
<strong>Finnlines</strong> ships, the underwater hulls are regularly cleaned to remove<br />
micro-organisms.<br />
Ballast water may transfer from one location to another species<br />
of sealife that are ecologically harmful when released into a<br />
non-native environment. In January 2010, the Ballast Water Management<br />
Convention had been signed by 21 countries, representing<br />
roughly 23 per cent of world tonnage. The Convention<br />
will enter into force when 30 countries, representing 35 per cent<br />
of world tonnage, have signed it. It is likely that ships operating<br />
exclusively within the Baltic Sea will be exempted from the Convention<br />
regulations. However, ships trading outside the Baltic will<br />
have to exchange ballast water or install treatment plants as per<br />
certain conditions. After 2016 ballast water treatment systems<br />
will be mandatory.
huMan resourCes<br />
the sharp decline in cargo volumes impacted <strong>Finnlines</strong>’ operations and human resources in <strong>2009</strong>. the fleet capacity<br />
and, consequently, the number of personnel in all three employee categories (office staff, sea personnel and stevedores)<br />
was adjusted. the total average number of the <strong>Finnlines</strong> group’s employees decreased by nine per cent compared<br />
to the previous year. the focus of the personnel development was in operative and safety related issues. a centralised<br />
purchasing department was established in order to cut expenses and the organisation of passenger services<br />
was further strengthened in order to increase passenger volumes.<br />
savings<br />
The Company agreed on the temporary layoffs with its personnel<br />
groups in the ports where the Company is operating in Finland.<br />
Other rationalisation measures with respect of personnel were<br />
also taken. Part of the sea personnel were laid off due to adjustments<br />
made to the fleet capacity. In the offices, the number of<br />
employees was also reduced through employment terminations<br />
and layoffs.<br />
training<br />
Due to the financial situation, the focus has been in the operative<br />
and safety related training. With regard to sea personnel, the<br />
most important training areas were safety, competence maintenance<br />
and diverse competence development. Joint emergency<br />
simulations were organised with emergency and rescue authorities.<br />
Guided practical training also forms an important part of the<br />
company’s onboard training programme.<br />
After the centralisation of the port operations, the focus on the<br />
Vuosaari harbour was on increasing efficiency through improved<br />
cross-usage of the personnel. For the purpose, the ship stevedores<br />
and foremen received training in terminal work and terminal<br />
workers in stevedoring work. Almost 300 employees, ranging<br />
from stevedores to management, participated in the occupational<br />
safety training.<br />
reCruitMent<br />
According to <strong>Finnlines</strong>’ human resource policy, vacant positions<br />
are first advertised internally; this improves job rotation and develops<br />
employee competence. In <strong>2009</strong>, recruitment from outside<br />
the company was minimised due to rationalisation measures targeted<br />
towards the Company’s existing staff. In the port operations,<br />
the usage of temporary stevedores had to be terminated<br />
due to the temporary layoffs.<br />
Mental anD physiCal WorK ability<br />
Despite the financially challenging circumstances, measures<br />
were taken to promote the physical, mental and social working<br />
ability and health of the company’s employees. For example, sea<br />
personnel have access to onboard gyms and the Vuosaari harbour<br />
has brand new facilities including a sauna and a gym. Staff<br />
appraisals were applied to the Finnish sea personnel. Staff’s<br />
well-being and ergonomics will be taken into account in the office<br />
and in stevedoring. Staff associations are in place to support employees’<br />
leisure and recreational activities.<br />
FINNLINES <strong>2009</strong> 19
20<br />
HUMan resOUrCes (COnTInUed)<br />
Key figures <strong>2009</strong> 2008<br />
Average number of employees 2,234 2,436<br />
Revenue/employee, EUR 221,312 302,030<br />
Personnel expenses/employee, EUR 51,923 53,693<br />
Operating profit/employee, EUR -16,575 13,552<br />
Employee turnover, % 18 32<br />
Absences of personnel, change % 6 -14<br />
Training days, total 2,700 4,173<br />
Average number of employees per business area<br />
Shore-based personnel<br />
<strong>2009</strong> 2008<br />
Shipping and Sea Transport Services 434 458<br />
Port Operations 846 1,006<br />
Sea personnel 954 972<br />
Continuing operations, total<br />
Divestments<br />
2,234 2,436<br />
Total<br />
As of 31 December <strong>2009</strong>, there were 1,225 shore-based personnel and 941 sea personnel for a total of 2,166.<br />
2,234 2,436<br />
Employee categories <strong>2009</strong> 2008<br />
Office staff 29% 27%<br />
Sea personnel 28% 40%<br />
Stevedores 43% 33%<br />
Gender distribution Shipping Port personnel Sea operations<br />
Female 48% 7% 22%<br />
Male 52% 93% 78%<br />
Personnel by country <strong>2009</strong> 2008<br />
Finland 64% 66%<br />
Germany 5% 5%<br />
Sweden 26% 23%<br />
Other<br />
The average age of <strong>Finnlines</strong> personnel was 42 (42).<br />
The average duration of employment was appr. 9 (10) years.<br />
5% 6%<br />
Personnel profit and loss account, (EUR 1,000) <strong>2009</strong> 2008<br />
Revenue<br />
Personnel expenses<br />
494,411 735,747<br />
Real working time expenses 80,760 94,105<br />
Personnel renewal (holidays, recruitment) 20,198 20,108<br />
Personnel development 237 1,281<br />
Personnel benefits and obligations 14,802 16,909<br />
Total personnel expenses 115,997 132,403<br />
Other operating expenses 415,444 570,331<br />
Profit before other operating income (operating profit) -37,029 33,013<br />
Other income from operations 13,413 2,430<br />
Net operating profit -23,617 35,443<br />
Quarterly figures I/<strong>2009</strong> II/<strong>2009</strong> III/<strong>2009</strong> Iv/<strong>2009</strong><br />
Average number of employees 2,280 2,215 2,272 2,208
financial statements
22<br />
Board of direCTorS’ reporT<br />
The Company<br />
<strong>Finnlines</strong> is one of the largest North-European liner shipping<br />
companies, providing sea transport services mainly in the Baltic<br />
and the North Sea. In addition to freight, the Company’s ro-pax<br />
vessels carry passengers between five countries and eight ports.<br />
The Company also provides port services in Helsinki, Turku and<br />
Kotka. The company has subsidiaries or sales offices in Germany,<br />
Belgium, the UK, Sweden, Denmark, Poland and Russia.<br />
<strong>Finnlines</strong> is a Finnish listed company and part of the Italian<br />
Grimaldi Group.<br />
markeT developmenT<br />
The sharp drop in volumes that had been realised in the last quarter<br />
of 2008 has stabilised on this low level during <strong>2009</strong>. During<br />
the year, the Finnish seaborne imports carried in container, lorry<br />
and trailer units fell by 24 per cent and exports by 21 per cent<br />
compared to previous year (measured in tons). The trailer and<br />
lorry volumes transported by sea between Southern Sweden and<br />
Germany declined by 20 per cent compared to 2008. Private and<br />
commercial passenger traffic between Finland and Germany decreased<br />
by 11 per cent due to low number of lorry drivers and increased<br />
by one per cent between Finland and Sweden.<br />
SignifiCanT evenTS during The reporTing period<br />
TraffiC<br />
<strong>Finnlines</strong> has carried out numerous changes on different routes<br />
in order to optimise the utilisation of its fleet. In mid-February,<br />
MS Nordlink was moved from the Malmö–Travemünde route to<br />
the Helsinki–Travemünde route. At the same time, MS Transeuropa<br />
was transferred from the Helsinki–Travemünde route to<br />
the Lübeck–St.Petersburg route. In mid-April, MS Finneagle<br />
was moved from the Naantali–Kapellskär route to the Malmö–<br />
Travemünde route and further, MS Europalink was moved from<br />
the Malmö–Travemünde route to the Helsinki–Travemünde route.<br />
From the beginning of June <strong>2009</strong>, the Company started up<br />
a set of new, fast and comfortable the Motorways of the Sea for<br />
freight and passengers between Finland and Poland (Helsinki–<br />
Gdynia–Helsinki) and between Poland and Germany (Gdynia–<br />
Travemünde–Gdynia). At the beginning of December, Rostock<br />
was included in the route network as the Star class vessels trading<br />
between Helsinki–Gdynia–Travemünde started calling at<br />
Rostock. The Star class ro-pax ferries continue their daily sailings<br />
from Travemünde to Helsinki.<br />
The new services enable <strong>Finnlines</strong> to offer three ports on the<br />
Southern Baltic Sea as a gateway for transports to or from Finland:<br />
Travemünde as a port for Western Europe, Benelux and<br />
western Germany; Rostock for the south-eastern part of Germany<br />
and Southern and South-Eastern Europe; and Gdynia for<br />
goods flows to and from Poland and Eastern Europe.<br />
Additionally, from May <strong>2009</strong>, <strong>Finnlines</strong> offers all its freight customers<br />
a wide range of destinations in 13 Mediterranean countries.<br />
This is done in cooperation with the Grimaldi Group. The<br />
Company has also started a new weekly link between Helsinki<br />
and St. Petersburg. The route is interconnected at all the destinations<br />
served by <strong>Finnlines</strong> and Grimaldi Lines.<br />
The cargo volumes transported during January–December<br />
totalled approximately 596,000 (814,000 in 2008) units, 38,000<br />
(117,000) cars (not including cars of the passengers) and, in<br />
addition 2,001,000 (2,915,000) tons of freight not possible to<br />
measure in units. In addition, some 533,000 passengers were<br />
transported (around 612,000 in 2008), a decline of 13 per cent,<br />
which figure includes freight-related passengers. The number<br />
of pure passengers (excluding lorry drivers) transported by the<br />
company increased by 11 per cent.<br />
SavingS<br />
The fleet capacity was adjusted to new market requirements both<br />
on number of ships as well as the correct allocation of tonnage<br />
towards specific trades. With this measure the company was<br />
able to generate considerable savings. At the beginning of <strong>2009</strong>,<br />
the Group operated a fleet of 39 vessels. In April <strong>Finnlines</strong> Plc's<br />
subsidiary Hanseatic Shipping sold MS Finnhansa to Grimaldi<br />
Group at the market price of EUR 40 million with a call option for<br />
repurchase the vessel at the same price. The vessel Finnhansa<br />
had been left idle due to the economic situation and the selling<br />
of the vessel reduced the costs of <strong>Finnlines</strong>. The Company<br />
booked a profit of about EUR 4.4 million on the sale of the vessel.<br />
The vessel had not been repurchased by the end of <strong>2009</strong>. During<br />
<strong>2009</strong>, nine chartered vessels were redelivered to the owners.<br />
Out of them, four were redelivered in December and one in January<br />
2010 thus primarily affecting 2010 savings amount.<br />
The Group's operated an average of 33 vessels during the<br />
main part of the year. Of the 33 vessels, 23 were in the Groups<br />
own traffic, nine chartered out and one laid up since June.<br />
A new purchasing department was established and all purchases<br />
are performed and managed by this department. This<br />
move together with a general savings programme has proved to<br />
be a very efficient way to cut expenses substantially.<br />
During the whole year, there were temporary layoffs in the<br />
ports where the Company is operating and the number of employees<br />
was reduced in the offices.<br />
new Ceo for finnlineS group<br />
<strong>Finnlines</strong> Plc´s President and CEO, Mr. Christer Antson, resigned<br />
on 23 March.<br />
Mr. Uwe Bakosch was appointed new President and CEO<br />
on 24 March. He started working at the end of June <strong>2009</strong>. Mr.<br />
Emanuele Grimaldi, member of the Board, acted as temporary
President and CEO for the Company from 24 March until the end<br />
of June.<br />
Mr. Bakosch, aged 51, is a German citizen. His previous positions<br />
have been among others: Managing Director of ATG Autotransport<br />
Logistic GmbH (100 per cent subsidiary of Deutsche<br />
Bahn), Executive Vice President of DB Intermodal, Scandlines<br />
AG - Member of the Board, Managing Director of Scandlines<br />
Deutschland GmbH, as well as Scandlines Danmark AS, Commercial<br />
Director at United European Car Carriers A/S, as well<br />
as various managerial functions in Volkswagen AG and in Island<br />
View Shipping in South Africa.<br />
hyBrid Bond<br />
<strong>Finnlines</strong> issued a hybrid bond in order to strengthen the Group's<br />
capital structure on 23 March. The principal amount of the bond<br />
was EUR 21 million and the coupon of the bond was 12 per cent<br />
per annum. The bond had no maturity but it included an option<br />
for the Company to redeem the bonds after three years or at any<br />
time in certain events including issue of new shares. The bond<br />
was subscribed for by the Company's two main shareholders.<br />
Following the successful share issue in June, the Company<br />
redeemed the hybrid bond together with accrued interest on 4<br />
August <strong>2009</strong>.<br />
During <strong>2009</strong>, the company had no other subordinated loans<br />
or other hybrid bonds.<br />
annual general meeTing<br />
The <strong>Annual</strong> General Meeting approved the Financial Statements<br />
and discharged the Company's officers from liability for the financial<br />
year 2008. No dividend was paid for the year 2008.<br />
The meeting decided that the number of Board Members<br />
be six.<br />
The following Board Members were re-elected; Mr Emanuele<br />
Grimaldi, Mr Gianluca Grimaldi, Mr Diego Pacella (vice chairman),<br />
Mr Antti Pankakoski, Mr Olav K. Rakkenes and Mr Jon-Aksel<br />
Torgersen (chairman). The yearly compensation to the Board<br />
will remain unchanged as follows: the chairman EUR 50,000, the<br />
vice-chairman EUR 40,000 and the member EUR 30,000.<br />
Deloitte & Touche Oy was re-elected as the Company's auditor<br />
for the fiscal year <strong>2009</strong>.<br />
The Board of Directors was authorised to resolve on the issuance<br />
of shares. The Board of Directors may, on the basis of the<br />
authorisation, resolve on the issuance of shares in one or several<br />
instalments, so that the aggregate number of shares to be issued<br />
shall not exceed 20,000,000 shares. The Board of Directors<br />
can decide on all the conditions of the issuance of shares.<br />
The issuance of shares may be carried out in deviation from the<br />
shareholders' pre-emptive rights (directed issue). The authorization<br />
is valid until the <strong>Annual</strong> General Meeting to be held in 2010.<br />
The share issue authorization granted to the Board of Directors in<br />
May 2008 was cancelled.<br />
The Articles of Association (§ 10) of the Company was<br />
amended as follows:<br />
"The Shareholders' Meeting shall be announced in a national<br />
newspaper chosen by the Board, no earlier than three months<br />
before the Shareholders' Meeting and no later than 21 days before<br />
the Shareholders' Meeting."<br />
Share iSSue<br />
The Company resolved upon a rights issue in which the Company<br />
offered up to 6,781,993 shares to be subscribed for by the<br />
shareholders based on their pre-emptive subscription rights so<br />
that each shareholder had the pre-emptive right to subscribe for<br />
new shares for the subscription price of EUR 5.50 per share in<br />
proportion to the number of shares in the Company they already<br />
hold. The total maximum amount of the rights issue amounted to<br />
up to EUR 37.3 million. The shares offered for subscription in the<br />
rights issue represented at a maximum approximately 16.7 per<br />
cent of the total number of the shares prior to the rights issue.<br />
The shares were offered to the shareholders for subscription on<br />
29 May <strong>2009</strong>. Each shareholder received one subscription right<br />
for each share. The subscription rights were subject to public<br />
trading on NASDAQ OMX Helsinki during the period 4 June to<br />
10 June <strong>2009</strong>. A holder of the subscription rights was entitled to<br />
subscribe for one new share for every six subscription rights. The<br />
subscription period commenced on 4 June <strong>2009</strong> and expired on<br />
17 June <strong>2009</strong>.<br />
Grimaldi Group had undertaken to ensure that new shares<br />
were subscribed for in the rights issue amounting to a value of<br />
EUR 24,221,659. The subscription undertaking given by the<br />
Grimaldi Group concerned 4,403,938 new shares.<br />
The reason for the rights issue was the repayment of the hybrid<br />
bond, which the Company had issued in spring <strong>2009</strong> in order<br />
to strengthen the Company’s capital structure and working<br />
capital financing. In the rights issue 6,129,079 shares were subscribed<br />
for. The amount corresponds to 90.4 per cent of the offered<br />
shares. The gross proceeds raised by <strong>Finnlines</strong> Plc in the<br />
rights issue were EUR 33,709,935. Shares subscribed for in the<br />
offering were subject to public trading on the NASDAQ OMX<br />
Helsinki during 18 June to 25 June <strong>2009</strong> as interim shares. The<br />
new 6,129,079 <strong>Finnlines</strong> Plc shares subscribed for were registered<br />
with the Finnish Trade Register on 25 June <strong>2009</strong>. The new<br />
shares carry shareholders´ rights from the date of registration.<br />
The new shares were taken to public trading on NASDAQ OMX<br />
Helsinki together with the old shares on 26 June <strong>2009</strong>. Following<br />
the registration of the new shares with the Trade Register, the<br />
number of <strong>Finnlines</strong> Plc’s shares amounts to 46,821,037 shares<br />
and share capital to EUR 93,642,074.<br />
FINNLINES <strong>2009</strong> 23
24<br />
SpeCial audiT<br />
The County Administrative Board of Southern Finland appointed<br />
Hannu Niilekselä (APA) to perform a special audit of accounts<br />
and administration of <strong>Finnlines</strong> Plc for the reporting period from 1<br />
January 2007 to 31 December 2007. The special audit related to<br />
the following matters and operations:<br />
• group contributions granted to subsidiaries<br />
• audit of the fact that no group contribution has been granted<br />
from subsidiaries to the parent company<br />
• dividends paid by subsidiaries to the parent company<br />
• investment programme<br />
• the sale of two vessels by parent company to subsidiaries.<br />
The County Administrative Board rejected the application<br />
in respect of applying special audit to cover the accounts and<br />
administration as whole for the reporting period from 1 January<br />
2007 to 31 December 2007, only above mentioned matters<br />
should be included in special audit.<br />
On 14 September <strong>2009</strong>, Mr. Hannu Niilekselä issued his<br />
report addressed to the General Meeting of Shareholders of<br />
<strong>Finnlines</strong> Plc. The report, which will be presented to the shareholders<br />
of <strong>Finnlines</strong> Plc at the <strong>Annual</strong> General Meeting of Shareholders<br />
in spring 2010, does not include anything that gives the<br />
Company any reason to change its earlier view according to<br />
which the measures taken have had commercial grounds and<br />
that the Company has in all respects acted in the best interests of<br />
the Company and its shareholders.<br />
refunded fairway dueS<br />
The Administrative Court of Helsinki has rendered three decisions<br />
based on which it can be firmly argued that the Acts on the<br />
fairway dues in force until 1 January 2006 were not in accordance<br />
with the European Community legislation. Consequently,<br />
the Company applied for refund of fairway dues for 2005,<br />
amounting to EUR 2.8 million. The main part of these has been<br />
refunded to the Company by the end of <strong>2009</strong>. <strong>Finnlines</strong> will also<br />
apply for refund for other years for which the documents are<br />
available. At this stage, no estimates of the amounts or the handling<br />
time can be given.<br />
finanCial performanCe<br />
The <strong>Finnlines</strong> Group recorded revenue totalling EUR 494.4<br />
(735.7 in 2008) million, a decline of 32.8 per cent. Shipping<br />
and Sea Transport Services generated revenue amounting<br />
to EUR 444.9 (643.7) million and Port Operations EUR 73.2<br />
(122.1) million. The internal revenue between the segments was<br />
23.7 (30.1) million. Other income from operations amounted to<br />
EUR 13.4 (2.4) million. This included the sales gain amounting<br />
EUR 4.4 million from the sales of vessel MS Finnhansa, a sales<br />
gain of EUR 1.9 million from the sales of subsidiary shares, a<br />
sales gain of EUR 4.3 million from the sales of apartments and<br />
warehouses, and a sales gain of EUR 0.5 million from the sale of<br />
a small port operation.<br />
Result before depreciation and amortisation (EBITDA) was<br />
EUR 37.4 (98.1) million. Result before interest and taxes (EBIT)<br />
was EUR -23.6 (35.4) million. Financial income was EUR 3.9<br />
(3.4) million and financial expenses totalled EUR -31.7 (-42.0)<br />
million. Result before taxes (EBT) was EUR -51.4 (-3.2) million.<br />
Earnings per share (EPS) were EUR -0.96 (0.01). Return on<br />
equity (ROE) was -9.7 (0.2) per cent and return on investment<br />
(ROI) was -1.7 (2.9) per cent.<br />
inveSTmenTS and finanCing<br />
The Group's capital expenditure was EUR 28.0 (236.3) million.<br />
Interest-bearing net debt amounted to EUR 844.1 (900.1) million.<br />
The equity ratio calculated from the balance sheet was 29.4<br />
(28.5) per cent. Gearing was 198.3 (205.5) per cent. The liquidity<br />
of the Company was good during the period under review. At<br />
the end of the period, cash and deposits together with unused<br />
committed working capital credits and the undrawn part of committed<br />
credits for newbuildings amounted to EUR 187.4 million.<br />
perSonnel<br />
The Group employed an average of 2,234 (2,436) persons during<br />
the period, consisting of 1,280 (1,464) persons on shore and<br />
954 (972) persons at sea. The personnel expenses (including<br />
other social costs) for the reporting period totalled EUR 107.5<br />
(122.9) million.<br />
Personnel are specified in more detail in this <strong>Annual</strong> <strong>Report</strong><br />
under the Human Resources.<br />
group STruCTure<br />
The Group has started a significant process to merge group<br />
companies and businesses, with the aim of making savings in administration<br />
and personnel costs. The process results in a leaner<br />
company structure. By the end of <strong>2009</strong>, the number of subsidiaries<br />
was 18 less.<br />
<strong>Finnlines</strong> Plc and its wholly owned subsidiaries, Ropax Oy<br />
Eagle, Ropax Oy Fellow, Ropax Oy Maid, Ropax Oy Star and FL-<br />
Sailor's Shop Oy were merged at the end of the year.<br />
The assets and liabilities of the mentioned subsidiaries were<br />
transferred without liquidation proceedings to the parent company<br />
<strong>Finnlines</strong> Plc. In the mergers, no consideration was paid as<br />
the parent company owns all the shares in the mentioned merging<br />
subsidiaries. In October, the Company sold its 66.7 per<br />
cent share in Finnwest N.V. In November the operations done by<br />
Norsteve Oslo A/S in Sjursoya port were sold. The other operations<br />
of that company were sold already earlier during the year.
At the end of the year, the Group had 31 companies (of which<br />
26 operational companies) left out of 49 companies at the end of<br />
the previous year. At the same time, and on a parallel track, the<br />
Group brought forward successfully some deleveraging initiatives<br />
as to sell non-core companies and assets.<br />
reSearCh and developmenT<br />
The aim of <strong>Finnlines</strong>' research and development work is to find<br />
and introduce new practical solutions and operating methods,<br />
which enable the company to better and more cost-efficiently<br />
meet customer needs.<br />
The Vuosaari Harbour was opened at the end of 2008 and the<br />
start-up phase continued in <strong>2009</strong>. In addition to an increased capacity,<br />
it will enable us to provide faster and more efficient port<br />
and terminal services to our customers. A great deal of effort was<br />
put into the planning of the operations in the harbour area, which<br />
will ensure efficient, smooth and safe cargo handling in the harbour,<br />
not forgetting passengers.<br />
<strong>Finnlines</strong> introduced new ro-pax vessels to the Company's<br />
fleet in 2006–2007. As a result, sailing schedules and operational<br />
models on the company's main routes have been altered and<br />
new service modes have been developed also in <strong>2009</strong>.<br />
The Company's operative and customer management systems<br />
are under ongoing development and improvement and special<br />
efforts will be put into developing procurement and passenger<br />
services related systems. The new IT systems are aimed at<br />
enhancing efficiency and improving sales and day-to-day customer<br />
service.<br />
Research and development costs are not significant, considering<br />
the extent of the company's operations.<br />
The finnlineS Share<br />
The company’s registered share capital on 31 December <strong>2009</strong><br />
was EUR 93,642,074 divided into 46,821,037 shares. A total of<br />
2.7 (8.6) million <strong>Finnlines</strong> shares were traded on the NASDAQ<br />
OMX Helsinki during the period. The market capitalisation of<br />
the Company’s stock at the end of December was EUR 323.1<br />
(262.5) million. Earnings per share (EPS) during the period were<br />
EUR -0.96 (0.01). Shareholders’ equity per share was EUR 9.07<br />
(10.51). At the end of the year, Grimaldi Group's holding and<br />
share of votes in <strong>Finnlines</strong> was 65.8 per cent.<br />
Key indicators per share have been retroactively adjusted<br />
with the share issue adjustment factor due to the share issue of<br />
<strong>Finnlines</strong> Plc and the new shares registered with the Trade Register<br />
on 26 June <strong>2009</strong>.<br />
riSkS<br />
The most significant operative risk in shipping is involved in vessel<br />
and sea safety. Accidents at sea may have harmful conse-<br />
quences for humans and the environment and can also cause<br />
financial losses. The ships in <strong>Finnlines</strong>' service have safety management<br />
systems which are audited and improved through appropriate<br />
training and regular safety drills. Cargo handling practices<br />
play an important role in ensuring safe sea traffic. In the<br />
past year, the company reassessed its cargo handling practices,<br />
updated the instructions and stepped up the monitoring of cargo<br />
handling and cargo securing in ports.<br />
The majority of the Group’s assets consist of its fleet. The<br />
fleet is always insured to its full value. Accidents and engine damage<br />
can result in interruptions of operations, which are covered<br />
by loss-of-earnings policies.<br />
Well-functioning information systems and data security are<br />
of vital importance in all situations. Failures in information systems<br />
cause extra work, disturbances in service, loss of potential<br />
cargoes, data security risk and erosion of customer confidence.<br />
The company’s operative information systems are under ongoing<br />
development and improvement. The technical failure prevention<br />
systems have been built on effective exploitation of modern technology.<br />
In addition, for stevedoring operations, operating models<br />
have been created in case of major failures in the IT systems.<br />
Technological data security solutions will prevent third parties<br />
from accessing <strong>Finnlines</strong>' internal and customers' data.<br />
More detailed information on <strong>Finnlines</strong>' risks can be found in<br />
the <strong>2009</strong> Financial Statements, which is published separately.<br />
The legal cases are presented under Legal proceedings.<br />
The risk management procedures of the Group are more<br />
widely presented on the Group’s Internet pages under Corporate<br />
Governance.<br />
legal proCeedingS<br />
MS Finnbirch sank in November 2006 in the southern Baltic. She<br />
was under time charter to <strong>Finnlines</strong> from her owners Lindholm<br />
Shipping, Sweden. Sjö- & Handelsrätten (Sea and Commercial<br />
Court) in Copenhagen gave judgement on 9 November <strong>2009</strong>, on<br />
the division of the limitation fund established by the Owners of<br />
the vessel among the claimants. The judgement became final on<br />
4 January 2010.<br />
At the end of March <strong>2009</strong>, there was an oil spill on MS<br />
Finneagle on the way from Kapellskär to Naantali. As a result, approximately<br />
4 m3 of light fuel oil leaked from the vessel into the<br />
sea between the Åland Sea and the Port of Naantali. The Finnish<br />
authorities initiated investigations, which are still pending. The<br />
vessel or the Company has not received any notice or information<br />
on any environmental damage. The Company immediately started<br />
its own investigations and is working in cooperation with the authorities<br />
in order to clarify the matter. Possible damages will be<br />
covered by the Company’s P&I Insurance.<br />
FINNLINES <strong>2009</strong> 25
26<br />
Mutual Pension Insurance Company Ilmarinen initiated ac-<br />
tion against <strong>Finnlines</strong> Plc in the Helsinki District Court. Ilmarin-<br />
en objects to the decision of <strong>Finnlines</strong>’ <strong>Annual</strong> General Meeting<br />
held in May 2008 to distribute EUR 180,216.39 as a minimum<br />
dividend. Ilmarinen demands primarily that the minimum dividend<br />
be altered to EUR 17,181,000. Secondarily, Ilmarinen demands<br />
that the AGM’s resolution be declared null and void. Additionally,<br />
Ilmarinen demands <strong>Finnlines</strong> to pay its legal expenses. <strong>Finnlines</strong><br />
considers the action groundless. The company considers that<br />
the measures taken have had commercial grounds and that it has<br />
in all respects acted in the best interests of the company and its<br />
shareholders. At the signing of the Financial Statements, the matter<br />
was in process at the Helsinki District Court.<br />
Mr. Hannu Niilekselä (APA), who was appointed to perform a<br />
special audit of accounts and administration of <strong>Finnlines</strong> Plc for<br />
the reporting period from 1 January 2007 to 31 December 2007<br />
on Ilmarinen’s request, issued in September <strong>2009</strong> his report,<br />
which will be presented to the shareholders of <strong>Finnlines</strong> Plc at<br />
the <strong>Annual</strong> General Meeting of Shareholders in spring 2010. The<br />
report does not include anything that gives the Company reason<br />
to change its earlier view, according to which the measures taken<br />
have had commercial grounds and that the Company has in all respects<br />
acted in the best interests of the Company and its shareholders.<br />
In 2008, the Administrative Court of Helsinki rendered decisions<br />
based on which it can be firmly argued that the Acts on the<br />
fairway dues in force until 1 January 2006 were not in accordance<br />
with the Community legislation. Consequently, the Company<br />
applied for refund of fairway dues for 2005, amounting to<br />
EUR 2.8 million. The main part of these has been refunded to the<br />
Company by the end of <strong>2009</strong>. <strong>Finnlines</strong> will also apply for refund<br />
for other years for which the documents are available. At this<br />
stage, no estimates of the amounts or the handling time can be<br />
given.<br />
<strong>Finnlines</strong>’ German subsidiary has been taken to the City<br />
Court of Lübeck by its former Managing Director regarding the<br />
termination of his Service Agreement in December <strong>2009</strong>. The<br />
Company considers the legal grounds for the termination to be<br />
valid.<br />
The former management of <strong>Finnlines</strong> port operations subsidiary<br />
has been summoned to the Helsinki District Court to answer<br />
for infringing the occupational safety and health and working<br />
hours acts in the port of Helsinki. On the day of signing of the Financial<br />
Statements the court proceedings are under way.<br />
Taxation of internal vessel sales carried out in 2007 by<br />
<strong>Finnlines</strong>’ Swedish subsidiary includes uncertainties. The decision<br />
of the tax authorities was that a SEK 97.2 (EUR 9.5) million<br />
tax debt should be paid. The Company has though been granted<br />
postponement of this payment as it has appealed in the matter.<br />
As the Company recorded a deferred tax liability due the temporary<br />
timing difference in the tax year in question, the matter does<br />
not have any significant effect on the Company’s result in <strong>2009</strong>.<br />
<strong>Finnlines</strong> received information on the last day of January 2010<br />
that the Finnish Transport Workers' Union has filed on legal actions<br />
against <strong>Finnlines</strong>’ port operations subsidiary for compensation<br />
of weekend work. The Company considers the basis of the<br />
action groundless and will reply to the submission of the Union in<br />
the given time limit.<br />
environmenT and SafeTy<br />
<strong>Finnlines</strong> places high priority on the environmental aspects of its<br />
operations. The Company seeks to continuously improve its environmental<br />
programmes while considering the requirements of<br />
sustainable development, the needs of customers and partners,<br />
as well as the demands imposed by society. <strong>Finnlines</strong> focuses on<br />
optimising its transports and routes to achieve the highest possible<br />
utilisation on both southbound and northbound voyages,<br />
which minimises environmental stress per transported cargo unit.<br />
The Company is continuously looking for ways to reduce<br />
fuel and energy consumption. Fuel consumption depends on<br />
many factors: route, amount of cargo, speed and engine power.<br />
Schedule planning is one tool to reduce fuel consumption. An<br />
electronic operation optimising tool has been trialled on one vessel.<br />
The six new ships to be delivered from China in 2011–2012<br />
will be fitted with a rudder/propeller combination technology that<br />
is designed to achieve significant reductions in fuel consumption.<br />
All of <strong>Finnlines</strong>' ro-pax ships have been incorporated into<br />
the environmental certificate issued by LRQA (Lloyd's Register<br />
Quality Assurance). Certification complies with the requirements<br />
of the ISO 14 001 standard. In <strong>2009</strong>, two ro-pax ships and ship<br />
management functions were audited by LRQA. Most of the other<br />
ships in <strong>Finnlines</strong>’ service and port operators also have the ISO<br />
14 001 certificate.<br />
All vessels have been certified in accordance with the International<br />
Safety Management Code. All ships also comply with the<br />
requirements of the International Ship and Port Facility Security<br />
Code (ISPS). The safety management system is developed<br />
through crew training and internal audits. Safety drills are held together<br />
with the authorities annually.<br />
In this report, <strong>Finnlines</strong> publishes a summary of environmental<br />
and safety issues.<br />
CorporaTe governanCe<br />
<strong>Finnlines</strong> applies the Finnish Corporate Governance Code<br />
for listed companies issued in 2008. The Corporate Governance<br />
Statement can be reviewed at the corporate website<br />
(www.finnlines.com).
evenTS afTer The BalanCe SheeT daTe<br />
Mr. Jon-Aksel Torgersen stepped down as Chairman of <strong>Finnlines</strong><br />
Plc's Board of Directors. Mr. Torgersen will continue his position<br />
as a member of the Board of the Company. The Board of Directors<br />
appointed Mr. Emanuele Grimaldi Executive Chairman of<br />
<strong>Finnlines</strong> Plc's Board of Directors. These changes took place on<br />
14 January 2010.<br />
The Group’s management is not aware of any other events after<br />
the balance sheet date than those described in this report that<br />
could have a material impact on the Group’s financial position or<br />
the figures or calculations reported in its Financial Statements.<br />
The Finnish stevedores started a strike in all ports in Finland<br />
on 4 March 2010.<br />
ouTlook for 2010<br />
The rapidly deteriorated economic conditions in Europe and the<br />
whole world impacted <strong>Finnlines</strong>’ operations in <strong>2009</strong>. The Company<br />
has responded to the sharp drop in cargo volumes by drastically<br />
reducing tonnage and employing the vessels left in a much<br />
more efficient way, by initiating structural measures in order to<br />
improve competitiveness, by increasing synergies and economies<br />
of scale within the Grimaldi Group and by personnel adjustments,<br />
divestments and redelivery of excess tonnage. The Company<br />
expects the whole year 2010 result to be positive due to<br />
the significant lower cost structure in 2010, even if the economic<br />
conditions would not improve rapidly. However, the first quarter<br />
of the year could be affected by the labour market disputes in<br />
Finland.<br />
dividend diSTriBuTion propoSal<br />
The Board of Directors will propose to the <strong>Annual</strong> Shareholders'<br />
Meeting that no dividend be paid out for <strong>2009</strong> due to the weak financial<br />
performance and the ongoing investment programme.<br />
annual general meeTing<br />
<strong>Finnlines</strong> Plc’s <strong>Annual</strong> General Meeting will be held from<br />
12.00 hrs on Wednesday, 14 April 2010 at Hotel Scandic Continental,<br />
Mannerheimintie 46, Helsinki.<br />
FINNLINES <strong>2009</strong> 27
28<br />
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME, IFRS<br />
EUR 1,000 1 Jan–31 Dec <strong>2009</strong> 1 Jan–31 Dec 2008<br />
Revenue 494,411 735,747<br />
Other income from operations 13,413 2,429<br />
Materials and services -162,553 -258,187<br />
Personnel expenses -107,548 -122,944<br />
Depreciation, amortisation and other write-offs -61,012 -62,690<br />
Other operating expenses -200,328 -258,912<br />
Total operating expenses -531,441 -702,732<br />
Result before interest and taxes -23,617 35,443<br />
Financial income 3,922 3,422<br />
Financial expense -31,724 -42,039<br />
Result before taxes -51,419 -3,174<br />
Income taxes 9,713 4,145<br />
Result for the reporting period -41,706 971<br />
Other comprehensive income:<br />
Exchange differences on translating foreign operations -255 227<br />
Change on hedging reserve -723 347<br />
Deferred tax revaluation -1,481 1,481<br />
Income tax relating to components of other comprehensive income 188 -90<br />
Total comprehensive income -43,977 2,936<br />
Result attributable to:<br />
Parent company shareholders -41,637 507<br />
Minority interest -69 464<br />
-41,706 971<br />
Total comprehensive income attributable to<br />
Parent company shareholders -43,908 2,471<br />
Minority interest -69 464<br />
-43,977 2,936<br />
Result attributable to parent company shareholders calculated as<br />
earnings per share (EUR/share)<br />
Undiluted earnings per share * -0.96 0.01<br />
Diluted earnings per share * -0.96 0.01<br />
* Key indicators per share have been retroactively adjusted with the share issue adjustment factor. In EPS calculation the hybrid bond interest is<br />
deducted from the result.<br />
All figures in the <strong>Annual</strong> <strong>Report</strong> have been rounded and consequently the sum of individual figures may deviate from the sum presented.<br />
This page is an extract of the audited Financial Statements. The complete audited Financial Statements of the Group and the parent company are<br />
available at www.finnlines.com. The extracts of the audited Financial Statements presented in the <strong>Annual</strong> <strong>Report</strong> should be viewed together with<br />
the complete and audited Financial Statements.
ConSolidaTed BalanCe SheeT, ifrS<br />
EUR 1,000 31 Dec <strong>2009</strong> 31 Dec 2008<br />
ASSETS<br />
Non-current assets<br />
Property, plant and equipment 1,240,057 1,311,969<br />
Goodwill 105,644 105,644<br />
Other intangible assets 11,342 12,947<br />
Investment properties 1 577 1,580<br />
Share of associated companies 1 514 1,526<br />
Other financial assets 4 792 4,793<br />
Receivables 894 3,848<br />
Deferred tax assets 3 567 2,734<br />
Current assets<br />
1 369 386 1,445,041<br />
Inventories 6 530 5,252<br />
Accounts receivable and other receivables 64 345 73,474<br />
Income tax receivables 18 76<br />
Bank and cash 6 103 10,509<br />
76 996 89,312<br />
Total assets 1 446 382 1,534,352<br />
EQUITY<br />
Equity<br />
Share capital 93,642 81,384<br />
Share premium account 24,525 24,525<br />
Fair value reserve -4,822 -2,807<br />
Translation differences 124 379<br />
Unrestricted equity reserve 21,015<br />
Retained earnings 290,291 332,927<br />
424,775 436,409<br />
Minority interest 876 1,531<br />
Total equity 425,651 437,940<br />
LIABILITIES<br />
Long-term liabilities<br />
Deferred tax liabilities 87,660 96,835<br />
Interest-free liabilities 742 370<br />
Pension liabilities 2,355 3,026<br />
Provisions 4,312 4,277<br />
Interest-bearing liabilities 721,112 789,692<br />
Current liabilities<br />
816,182 894,201<br />
Accounts payable and other liabilities 73,714 78,293<br />
Income tax liabilities 448 110<br />
Provisions 1,280 2,930<br />
Current interest-bearing liabilities 129,107 120,878<br />
204,549 202,212<br />
Total liabilities 1,020,731 1,096,412<br />
Total equity and liabilities 1,446,382 1,534,352<br />
This page is an extract of the audited Financial Statements. The complete audited Financial Statements of the Group and the parent company are<br />
available at www.finnlines.com. The extracts of the audited Financial Statements presented in the <strong>Annual</strong> <strong>Report</strong> should be viewed together with<br />
the complete and audited Financial Statements.<br />
FINNLINES <strong>2009</strong> 29
30<br />
ConSolidaTed STaTemenT of ChangeS in eQuiTy, ifrS<br />
EUR 1,000<br />
Share<br />
capital<br />
Share<br />
issue<br />
premium<br />
Equity attributable to parent company shareholders<br />
Translation<br />
differences<br />
Fair value<br />
reserves<br />
Unrestricted<br />
equity<br />
reserve<br />
Retained<br />
earnings<br />
Hybrid<br />
bond Total<br />
Minority<br />
interest<br />
Equity<br />
1 January 2008<br />
Total comprehensive<br />
81,384 24,525 152 -4,544 332,601 434,118 1,534 435,651<br />
income for the year 227 1,738 507 2,471 464 2,936<br />
Dividend<br />
Equity<br />
-180 -180 -467 -647<br />
31 December 2008 81,384 24,525 379 -2,807 332,927 436,409 1,531 437,940<br />
Equity<br />
1 January <strong>2009</strong><br />
Total comprehensive<br />
81,384 24,525 379 -2,807 332,927 436,409 1 531 437,940<br />
income for the year * -255 -2,016 -41,637 -43,908 -69 -43,977<br />
Share issue 12,258 21,015 33,274 33,274<br />
Issue of hybrid bond<br />
Repayment of the<br />
20,906 20,906 20,906<br />
hybrid bond -94 -20,906 -21,000 -21,000<br />
Hybrid bond interest<br />
Decrease in interest in<br />
-905 -905 -905<br />
subsidiaries -96 -96<br />
Dividend<br />
Equity<br />
-490 -490<br />
31 December <strong>2009</strong> 93,642 24,525 124 -4,822 21,015 290,291 0 424,775 876 425,651<br />
* Including EUR 1.481 million reversal of deferred tax revaluation adjustment due to restatement of the Financial Statements for 2007<br />
and 2008 of certain Swedish subsidiaries as part of appeal relating to 2007 taxation.<br />
This page is an extract of the audited Financial Statements. The complete audited Financial Statements of the Group and the parent company are<br />
available at www.finnlines.com. The extracts of the audited Financial Statements presented in the <strong>Annual</strong> <strong>Report</strong> should be viewed together with<br />
the complete and audited Financial Statements.<br />
Total<br />
equity
ConSolidaTed STaTemenT of CaSh flowS, ifrS<br />
EUR 1,000 1 Jan–31 Dec <strong>2009</strong> 1 Jan–31 Dec 2008<br />
Cash flows from operating activities<br />
Result for reporting period<br />
Adjustments:<br />
-41,706 971<br />
Non-cash transactions 49,584 61,563<br />
Unrealised foreign exchange gains (-) / losses (+) -468 2,945<br />
Financial income and expenses 28,270 35,672<br />
Taxes<br />
Changes in working capital:<br />
-9,713 -4,145<br />
Change in accounts receivable and other receivables 11,063 17,446<br />
Change in inventories -1,278 1,866<br />
Change in accounts payable and other liabilities -1,312 -20,434<br />
Change in provisions -2,200 3,230<br />
Interest paid -31,141 -34,101<br />
Interest received 334 1,383<br />
Taxes paid -1,218 -2,747<br />
Other financing items -1,370 -1,261<br />
Net cash generated from operating activities -1,154 62,387<br />
Cash flows from investing activities<br />
Acquisition of subsidiaries -194<br />
Investments in tangible and intangible assets -25,363 -235,849<br />
Investments in shares -251<br />
Sale of tangible assets 49,121 1,537<br />
Disposal of subsidiaries, net of cash disposed 2,114<br />
Proceeds sale of investments 957 -<br />
Dividends received 256 5<br />
Net cash used in investing activities 26,834 -234,501<br />
Cash flows from financing activities<br />
Proceeds from share issue 33,274<br />
Loan withdrawals 8,040 280,267<br />
Net increase in current interest-bearing liabilities 9,801 -45,867<br />
Repayment of loans -81,143 -78,700<br />
Increase / decrease in long-term receivables 466 694<br />
Dividends paid -540 -647<br />
Hybrid bond 20,906<br />
Hybrid bond repayment -20,906<br />
Net cash used in financing activities -30,103 155,747<br />
Change in cash and cash equivalents -4,423 -16,367<br />
Cash and cash equivalents 1 January 10,509 26,913<br />
Effect of foreign exchange rate changes 17 -37<br />
Cash and cash equivalents 31 December 6,103 10,509<br />
This page is an extract of the audited Financial Statements. The complete audited Financial Statements of the Group and the parent company are<br />
available at www.finnlines.com. The extracts of the audited Financial Statements presented in the <strong>Annual</strong> <strong>Report</strong> should be viewed together with<br />
the complete and audited Financial Statements.<br />
FINNLINES <strong>2009</strong> 31
32<br />
profiT and loSS aCCounT, parenT Company, faS<br />
EUR 1,000 1 Jan–31 Dec <strong>2009</strong> 1 Jan–31 Dec 2008<br />
Revenue 269,808 285,448<br />
Other income from operations 754 828<br />
Materials and services -96,868 -72,830<br />
Personnel expenses -24,211 -25,536<br />
Depreciation, amortisation and other write-offs -13,242 -11,694<br />
Other operating expenses -170,235 -174,096<br />
Result before interest and taxes -33,993 2,121<br />
Financial income and expense -8,040 -6,565<br />
Result before extraordinary items -42,033 -4,444<br />
Extraordinary items 42,178<br />
Result before appropriations and taxes 145 -4,444<br />
Appropriations -145 4,444<br />
Income taxes 0 0<br />
Result for the reporting period 0 0<br />
This page is an extract of the audited Financial Statements. The complete audited Financial Statements of the Group and the parent company are<br />
available at www.finnlines.com. The extracts of the audited Financial Statements presented in the <strong>Annual</strong> <strong>Report</strong> should be viewed together with<br />
the complete and audited Financial Statements.
BalanCe SheeT, parenT Company, faS<br />
EUR 1,000 31 Dec <strong>2009</strong> 31 Dec 2008<br />
ASSETS<br />
Non-current assets<br />
Intangible assets 9,919 11,420<br />
Tangible assets<br />
Investments<br />
720,677 315,213<br />
Shares in Group companies 312,606 315,236<br />
Other investments 5,898 5,646<br />
1,049,099 647,517<br />
Current assets<br />
Inventories 4,227 1,491<br />
Long-term receivables 320,693 616,340<br />
Short-term receivables 113,793 171,840<br />
Bank and cash 2,518 2,562<br />
441,231 792,234<br />
Total assets 1,490,330 1,439,751<br />
SHAREHOLDERS' EQUITY AND LIABILITIES<br />
EQUITY<br />
Share capital 93,642 81,384<br />
Share premium account 24,525 24,525<br />
Unrestricted equity reserve 21,452<br />
Retained earnings 92,747 92,747<br />
Result for the period 0 0<br />
Total shareholders’ equity 232,367 198,657<br />
Accumulated appropriations 213,651 144,270<br />
Liabilities<br />
Long-term liabilities<br />
Interest-bearing 802,687 850,759<br />
Interest-free 397<br />
802,687 851,156<br />
Current liabilities<br />
Interest-bearing 199,384 216,412<br />
Interest-free 42,241 29,256<br />
241,625 245,668<br />
Total liabilities 1,044,313 1,096,824<br />
Total shareholders’ equity and liabilities 1,490,330 1,439 751<br />
This page is an extract of the audited Financial Statements. The complete audited Financial Statements of the Group and the parent company are<br />
available at www.finnlines.com. The extracts of the audited Financial Statements presented in the <strong>Annual</strong> <strong>Report</strong> should be viewed together with<br />
the complete and audited Financial Statements.<br />
FINNLINES <strong>2009</strong> 33
34<br />
CASH FLOW STATEMENT, PARENT COMPANY, FAS<br />
EUR 1,000 1 Jan–31 Dec <strong>2009</strong> 1 Jan–31 Dec 2008<br />
Cash flows from operating activities<br />
Result for the reporting period 0 0<br />
Adjustments for<br />
Depreciation, amortisation & impairment loss 13,242 11,694<br />
Gains (-) and Losses (+) of disposals of fixed assets and other non-current assets -10 -452<br />
Unrealised foreign exchange gains (-) and losses (+) 98 -196<br />
Financial income and expenses 7,942 6,761<br />
Income taxes 0 0<br />
Other adjustments -42,178 -4,444<br />
-20,906 13,362<br />
Changes in working capital:<br />
Change in inventories, addition (-) and decrease (+) -2,735 459<br />
Change in accounts receivable, addition (-) and decrease (+) -11,910 1,643<br />
Change in accounts payable, addition (+) and decrease (-) 15,316 -4,585<br />
-20,235 10,879<br />
Interest paid -35,571 -49,837<br />
Dividends received 762 474<br />
Interest received 26,417 43,484<br />
Other financing items -1,516 -758<br />
Income taxes paid -2 0<br />
-9,911 -6,637<br />
Net cash generated from operating activities -30,146 4,242<br />
Cash flows from investing activities<br />
Investments in tangible and intangible assets -112,881 -104,049<br />
Proceeds from sale of tangible and intangible assets 211 530<br />
Acquisition of subsidiaries, net of cash acquired -434<br />
Disposal of subsidiaries, net of cash disposed 206<br />
Purchase of investments -251<br />
Loans granted -58,424<br />
Proceeds from repayments of loans 132,360 15,747<br />
Net cash used in investing activities 19,212 -146,195<br />
Net cash before financing activities -10,934 -141,953<br />
Cash flows from financing activities<br />
Proceeds from issue of share capital 33,710<br />
Proceeds from short-term borrowings 10,134<br />
Repayment of short-term borrowings -25,725 -76,493<br />
Proceeds of long-term borrowings 27,149 279,606<br />
Repayment of long-term borrowings -76,555 -77,794<br />
Hybrid bond 20,906<br />
Hybrid bond repayment -20,906<br />
Dividends paid - -180<br />
Group contribution received 42,178 0<br />
Net cash used in financing activities 10,890 125,139<br />
Change in cash and cash equivalents -44 -16,815<br />
Cash and cash equivalents on 1 January 2,562 19,377<br />
Effect of foreign exchange rate changes<br />
Cash and cash equivalents on 31 December 2,518 2,562<br />
This page is an extract of the audited Financial Statements. The complete audited Financial Statements of the Group and the parent company are<br />
available at www.finnlines.com. The extracts of the audited Financial Statements presented in the <strong>Annual</strong> <strong>Report</strong> should be viewed together with<br />
the complete and audited Financial Statements.
five-year key figureS<br />
EUR million <strong>2009</strong> 2008 2007 2006 2005<br />
IFRS IFRS IFRS IFRS IFRS<br />
Revenue 494.4 735.7 685.5 632.7 584.1<br />
Other income from operations 13.4 2.4 15.3 2.1 3.5<br />
Result before tax, depreciation and amortisation (EBITDA) 37.4 98.1 121.9 98.1 75.8<br />
% of revenue 7.6 13.3 17.8 15.5 13.0<br />
Result before interest and taxes (EBIT) -23.6 35.4 68.8 58.2 42.0<br />
% of revenue -4.8 4.8 10.0 9.2 7.2<br />
Associated companies 0.3 0.3<br />
Result before taxes (EBT) -51.4 -3.2 40.1 47.7 36.3<br />
% of revenue -10.4 -0.4 5.9 7.5 6.2<br />
Result for reporting period, continuing operations -41.7 1.0 34.4 37.7 28.6<br />
% of revenue -8.4 0.1 5.0 6.0 4.9<br />
Result for reporting period, discontinuing operations 18.7 -1.4<br />
Result for reporting period -41.7 1.0 34.4 56.5 27.1<br />
% of revenue -8.4 0.1 5.0 8.9 4.6<br />
Total investments * 28.0 236.3 391.3 238.8 73.0<br />
% of revenue 5.7 32.1 57.1 37.7 12.5<br />
Return on equity (ROE), % -9.7 0.2 8.0 14.1 7.2<br />
Return on investment (ROI), % -1.7 2.9 6.9 9.9 6.0<br />
Balance sheet total 1,446.4 1,534.4 1,402.3 1,068.0 908.1<br />
Equity ratio, % 29.4 28.5 31.1 39.7 41.7<br />
Gearing, % 198.3 205.5 167.4 104.2 82.8<br />
Average no. of employees 2,234 2,436 2,335 2,196 2,090<br />
<strong>2009</strong> 2008 2007 2006 2005<br />
IFRS IFRS IFRS IFRS IFRS<br />
Earnings per share (EPS), EUR -0.96 0.01 0.82 1.35 0.65<br />
Earnings per share (EPS) less warrant dilution, EUR -0.96 0.01 0.82 1.35 0.65<br />
Shareholders’ equity per share, EUR 9.07 10.51 10.45 10.16 9.07<br />
Dividend per share, EUR ** 0 00 0 00 0.00 0.41 0.29<br />
Payout ratio, % ** 0 0 0.5 30.5 45.3<br />
Effective dividend yield, % ** 0.0 0.0 0.0 2.4 2.1<br />
Price/earnings ratio (P/E) n/a n/a 18.3 12.5 21.7<br />
Share price on stock exchange at year-end, EUR 6.90 6.45 15.25 17.20 14.40<br />
Market capitalisation at year-end, EUR million 323.1 262.5 620.6 699.9 585.5<br />
Adjusted average number of outstanding shares (1,000) 44,385 41,528 41,528 41,520 41,063<br />
Adjusted number of outstanding shares 31 December (1,000) 46,821 41,528 41,528 41,528 41,495<br />
Number of outstanding shares at year-end (1,000) 46,821 40,692 40,692 40,692 40,660<br />
* Includes continuing and discontinuing operations.<br />
** In <strong>2009</strong> according to the proposal by the Board of Directors.<br />
Calculation of key ratios is presented on page 36.<br />
This page is an extract of the audited Financial Statements. The complete audited Financial Statements of the Group and the parent company are<br />
available at www.finnlines.com. The extracts of the audited Financial Statements presented in the <strong>Annual</strong> <strong>Report</strong> should be viewed together with<br />
the complete and audited Financial Statements.<br />
FINNLINES <strong>2009</strong> 35
36<br />
CalCulaTion of key raTioS, ifrS<br />
Earnings per share (EPS), EUR * =<br />
Shareholders’ equity per share, EUR * =<br />
Dividend per share, EUR * =<br />
Payout ratio, % =<br />
Effective dividend yield, % * =<br />
P/E ratio * =<br />
Return on equity (ROE), % =<br />
Return on investment (ROI), % =<br />
Gearing, % =<br />
Equity ratio, % =<br />
Result attributable to parent company shareholders – hybrid bond interest<br />
Weighted average number of outstanding shares<br />
Shareholders’ equity attributable to parent company shareholders<br />
Number of shares on 31 December<br />
Dividend paid for the year<br />
Number of shares on 31 December<br />
Dividend paid for the year<br />
Result before tax +/- minority interests of Group<br />
result +/- change in deferred tax liabilities – taxes for the period<br />
Dividend per share<br />
Share price on stock exchange on 31 December<br />
Share price on stock exchange on 31 December<br />
Earnings per share<br />
Result before tax – taxes for the period – change in deferred tax liability<br />
Shareholders’ equity + minority interests (average)<br />
Result before tax + interest expense + other liability expenses<br />
Balance sheet total – interest-free liabilities (average)<br />
Interest-bearing liabilities – cash and bank equivalents<br />
Shareholders’ equity + minority interests<br />
Shareholders’ equity + minority interests<br />
Balance sheet total – received advances<br />
* Key indicators per share have been retroactively adjusted with the share issue adjustment factor.<br />
This page is an extract of the audited Financial Statements. The complete audited Financial Statements of the Group and the parent company are<br />
available at www.finnlines.com. The extracts of the audited Financial Statements presented in the <strong>Annual</strong> <strong>Report</strong> should be viewed together with<br />
the complete and audited Financial Statements.<br />
x 100<br />
x 100<br />
x 100<br />
x 100<br />
x 100<br />
x 100
QuarTerly daTa, ifrS<br />
(EUR million) Q1/<strong>2009</strong> Q1/2008 Q2/<strong>2009</strong> Q2/2008 Q3/<strong>2009</strong> Q3/2008 Q4/<strong>2009</strong> Q4/2008<br />
Revenue by segment<br />
Shipping and Sea Transport Services<br />
total 103.3 160.0 111.5 173.4 118.8 170.1 111.3 140.2<br />
Sales to third parties 103.0 159.9 111.2 173.3 118.4 170.0 110.9 139.1<br />
Sales to Port Operations 0.3 0.1 0.3 0.1 0.3 0.1 0.3 1.1<br />
Port Operations total 20.1 32.4 18.7 33.5 17.5 30.8 16.8 25.5<br />
Sales to third parties<br />
Sales to Shipping and Sea<br />
14.4 25.2 13.2 25.7 12.1 23.9 11.2 18.8<br />
Transport Services 5.7 7.2 5.6 7.8 5.4 6.9 5.6 6.7<br />
Group internal revenue -6.1 -7.4 -5.9 -7.9 -5.8 -7.0 -5.9 -7.8<br />
Revenue total 117.4 185.1 124.4 199.0 130.5 193.8 122.1 157.8<br />
Result before interest and taxes per<br />
segment<br />
Shipping and Sea Transport Services -10.0 12.7 3.7 17.6 2.1 12.0 -3.5 5.6<br />
Port Operations<br />
Result before interest and taxes<br />
-6.0 1.4 -4.1 -0.1 -3.8 -1.4 -2.0 -12.2<br />
total -16.0 14.0 -0.3 17.5 -1.7 10.6 -5.5 -6.7<br />
Financial income and expenses<br />
Share of associated companies’<br />
profits<br />
-10.6 -8.5 -6.7 -6.8 -4.8 -10.3 -5.7 -13.0<br />
Result before tax -26.6 5.5 -7.1 10.7 -6.5 0.3 -11.2 -19.7<br />
Direct taxes 5.6 -0.9 -0.9 -1.8 1.3 0.7 3.7 6.2<br />
Result for the reporting period -21.0 4.6 -8.0 8.9 -5.2 0.9 -7.5 -13.4<br />
Quarterly consolidated key figures<br />
Result before interest and taxes,<br />
(% of revenue) -13.7 7.6 -0.3 8.8 -1.3 5.5 -4.5 -4.2<br />
Return on equity (ROE), % -19.2 4.2 -7.3 8.0 -4.8 0.8 -6.9 -12.1<br />
Return on investment (ROI), % -4.7 5.0 0.0 6.2 0.3 2.7 -1.4 -1.9<br />
Earnings per share, EUR *<br />
Average number of outstanding<br />
-0.51 0.11 -0.20 0.21 -0.12 0.02 -0.16 -0.32<br />
shares (1,000) * 41,528 41,528 42,284 41,528 46,821 41,528 46,821 41,528<br />
* Key indicators per share have been retroactively adjusted with the share issue adjustment factor.<br />
In EPS calculation the hybrid bond interest is deducted from the result.<br />
This page is an extract of the audited Financial Statements. The complete audited Financial Statements of the Group and the parent company are<br />
available at www.finnlines.com. The extracts of the audited Financial Statements presented in the <strong>Annual</strong> <strong>Report</strong> should be viewed together with<br />
the complete and audited Financial Statements.<br />
FINNLINES <strong>2009</strong> 37
38<br />
Board’S propoSal for The uSe of The diSTriBuTaBle fundS and SignaTureS<br />
To The Board of direCTorS’ reporT and To The finanCial STaTemenTS<br />
According to the parent company’s balance sheet on 31 December <strong>2009</strong>:<br />
Retained earnings EUR 92,747,356.47<br />
Unrestricted equity reserve EUR 21,451,776.50<br />
Result for the reporting period EUR 0.00<br />
Distributable funds EUR 114,199,132.97<br />
The Board of Directors proposes to the <strong>Annual</strong> General Meeting that no dividend be paid for the reporting period ended<br />
on 31 December <strong>2009</strong>.<br />
Helsinki, 2 March 2010<br />
Emanuele Grimaldi<br />
Executive Chairman<br />
Gianluca Grimaldi Diego Pacella Antti Pankakoski<br />
Olav K. Rakkenes Jon-Aksel Torgersen<br />
Uwe Bakosch<br />
President and CEO<br />
This page is an extract of the audited Financial Statements. The complete audited Financial Statements of the Group and the parent company are<br />
available at www.finnlines.com. The extracts of the audited Financial Statements presented in the <strong>Annual</strong> <strong>Report</strong> should be viewed together with<br />
the complete and audited Financial Statements.
audiTor’S reporT<br />
To The annual general meeTing of finnlineS plC<br />
We have audited the accounting records, the financial statements, the report of the Board of Directors, and the administration of <strong>Finnlines</strong><br />
Plc for the financial period 1 January to 31 December, <strong>2009</strong>. The financial statements comprise the consolidated balance sheet, statement<br />
of comprehensive income, statement of changes in equity, cash flow statement and notes to the consolidated financial statements,<br />
as well as the parent company's balance sheet, income statement, cash flow statement and notes to the financial statements.<br />
The reSponSiBiliTy of The Board of direCTorS and The managing direCTor<br />
The Board of Directors and the Managing Director are responsible for the preparation of the financial statements and the report of the<br />
Board of Directors and for the fair presentation of the consolidated financial statements in accordance with International Financial <strong>Report</strong>ing<br />
Standards (IFRS) as adopted by the EU, as well as for the fair presentation of the financial statements and the report of the<br />
Board of Directors in accordance with laws and regulations governing the preparation of the financial statements and the report of the<br />
Board of Directors in Finland. The Board of Directors is responsible for the appropriate arrangement of the control of the company’s accounts<br />
and finances, and the Managing Director shall see to it that the accounts of the company are in compliance with the law and that<br />
its financial affairs have been arranged in a reliable manner.<br />
audiTor’S reSponSiBiliTy<br />
Our responsibility is to perform an audit in accordance with good auditing practice in Finland, and to express an opinion on the parent<br />
company’s financial statements, on the consolidated financial statements and on the report of the Board of Directors based on our audit.<br />
Good auditing practice requires that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance<br />
whether the financial statements and the report of the Board of Directors are free from material misstatement and whether the members<br />
of the Board of Directors of the parent company and the Managing Director have complied with the Limited Liability Companies Act.<br />
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements and<br />
the report of the Board of Directors. The procedures selected depend on the auditor’s judgment, including the assessment of the risks<br />
of material misstatement of the financial statements or of the report of the Board of Directors, whether due to fraud or error. In making<br />
those risk assessments, the auditor considers internal controls relevant to the entity’s preparation and fair presentation of the financial<br />
statements and the report of the Board of Directors in order to design audit procedures that are appropriate in the circumstances. An<br />
audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made<br />
by management, as well as evaluating the overall presentation of the financial statements and the report of the Board of Directors.<br />
The audit was performed in accordance with good auditing practice in Finland. We believe that the audit evidence we have obtained<br />
is sufficient and appropriate to provide a basis for our audit opinion.<br />
opinion on The ConSolidaTed finanCial STaTemenTS<br />
In our opinion, the consolidated financial statements give a true and fair view of the financial position, financial performance, and cash<br />
flows of the group in accordance with International Financial <strong>Report</strong>ing Standards (IFRS) as adopted by the EU.<br />
opinion on The Company’S finanCial STaTemenTS and The reporT of The Board of direCTorS<br />
In our opinion, the financial statements and the report of the Board of Directors give a true and fair view of the financial performance<br />
and financial position of both the consolidated and the parent company’s financial performance and financial position in accordance<br />
with the laws and regulations governing the preparation of the financial statements and the report of the Board of Directors in Finland.<br />
The information in the report of the Board of Directors is consistent with the information in the financial statements.<br />
addiTional informaTion<br />
We refer to the information on the legal proceeding regarding the action initiated by Mutual Pension Insurance Company Ilmarinen disclosed<br />
in the report of the Board of Directors and in the notes to the financial statements as well as to the stock exchange release published<br />
by the company on 3 March 2010 concerning the judgment rendered by the Helsinki District Court the same day. Without qualifying<br />
our opinion, we note that the Helsinki District Court has in its judgment approved Mutual Pension Insurance Company Ilmarinen’s<br />
claim to have the resolution of the General Meeting 20 May 2008 amended so that the minimum dividend should instead of 180,216.39<br />
euros be 17,181,000.00 euros. As the company informed in its stock exchange release, the company will consider filing an appeal<br />
against the District Court’s judgment.<br />
Helsinki, 23 March, 2010<br />
Deloitte & Touche Oy<br />
Authorized Public Audit Firm<br />
Mikael Leskinen<br />
Authorized Public Accountant<br />
Auditors’ report issued for the Board of Directors’<br />
report and Financial Statements for the year ended on<br />
31 December <strong>2009</strong> as available at www.finnlines.com.<br />
Translation from Finnish original.<br />
FINNLINES <strong>2009</strong> 39
40<br />
CORPORATE GOVERNANCE STATEMENT<br />
<strong>Finnlines</strong> Plc applies the guidelines and provisions of the Finnish<br />
Companies Act, the NASDAQ OMX Helsinki Ltd, and its own Articles<br />
of Association. <strong>Finnlines</strong> also applies the Finnish Corporate<br />
Governance Code issued in October 2008 for listed companies.<br />
The code is publicly available on www.cgfinland.fi.<br />
TASkS ANd RESPONSibiliTiES Of GOVERNiNG bOdiES<br />
Management of the <strong>Finnlines</strong> Group is the responsibility of the<br />
Board of Directors elected by the General Meeting as well as the<br />
President and CEO. Their duties are for the most part defined by<br />
the Finnish Companies Act. Day-to-day operational responsibility<br />
lies with the members of the Extended Management Board supported<br />
by relevant staff and service functions.<br />
GENERAl MEETiNG Of ShAREhOldERS<br />
The ultimate decision making body in the company is the General<br />
Meeting of Shareholders.<br />
It resolves issues as defined for General Meeting in the Finnish<br />
Companies’ Act and the company’s Articles of Association.<br />
These include approving the financial statements, deciding on<br />
the distribution of dividends, discharging the company’s Board<br />
of Directors and CEO from the liability for the financial year, appointing<br />
the company’s Board of Directors and auditors and deciding<br />
on their remuneration.<br />
A General Meeting of <strong>Finnlines</strong> Plc is held at least once<br />
a year. The <strong>Annual</strong> General Meeting (AGM) must be held no<br />
later than the end of June. An invitation to attend the AGM and<br />
the agenda are published in a national newspaper chosen by<br />
the Board, as well as on the company’s website, no earlier<br />
than three months before the Shareholders’ Meeting and no<br />
later than 21 days before the Shareholders’ Meeting. Shareholders<br />
have, according to the law, the right to put items falling<br />
within the competence of the General Meeting on the agenda<br />
of the General Meeting, if the shareholder so notifies the<br />
Board of Directors in writing well in advance of the General<br />
Meeting so that the item can be added to the notice of the<br />
General Meeting.<br />
ANNuAl GENERAl MEETiNG <strong>2009</strong><br />
<strong>Finnlines</strong> Plc’s <strong>Annual</strong> General Meeting on 15 April <strong>2009</strong> approved<br />
the financial statements and discharged the members of<br />
the Board of Directors and the company’s President and CEO<br />
from the liability for the financial year 2008. All related documents<br />
can be found on our website www.finnlines.com.<br />
ThE bOARd Of diRECTORS<br />
Responsibility for the management of the company and proper<br />
organisation of its operations lies with the company’s Board<br />
of Directors, which has at least five (5) and at most eleven (11)<br />
members. The members of the Board are appointed by the <strong>Annual</strong><br />
General Meeting for one year at a time.<br />
The majority of the directors shall be independent of the company<br />
and at least two of the directors representing this majority<br />
shall be independent from significant shareholders of the company.<br />
Information on the Board composition, Board members and<br />
their independence can be found on our website. The President<br />
and CEO is not a member of the Board.<br />
The proposal for Board composition shall be included in the<br />
notice of the General Meeting.<br />
The names of candidates for membership of the Board of Directors,<br />
put forward by the Board of Directors or by shareholders<br />
with a minimum holding of 10 per cent of the company’s voting<br />
rights, are published in the notice of the AGM, provided that the<br />
candidates have given their consent to the election. The candidates<br />
proposed thereafter shall be disclosed separately.<br />
The Board elects a chairman and deputy chairman from<br />
among its members. The Board steers and supervises the company’s<br />
operations, and decides on policies, goals and strategies<br />
of major importance. The principles applied by the Board in its<br />
regular work are set out in the Rules of Procedure approved by<br />
the Board. The Board handles all issues in the presence of the<br />
entire Board. The Board does not have any separate committees.<br />
The Board considers all the matters stipulated to be the responsibility<br />
of a board of directors by legislation, other provisions and<br />
the company’s Articles of Association. Due to the limited extent<br />
of the company’s business, it is considered effective that the entire<br />
Board also handles the duties of the audit committee, the<br />
nomination committee as well as those of the remuneration committee.<br />
The main duties and working principles drawn up by the<br />
Board are:<br />
• the annual and interim financial statements<br />
• the matters to be put before General Meetings of Shareholders<br />
• the appointment and dismissal of the President and CEO, the<br />
Deputy CEO, if any, and the members of the Board of Management<br />
• approval of internal supervision and organisation of the company’s<br />
financial supervision<br />
• other matters related to the duties of the audit committee mentioned<br />
in the Finnish Corporate Governance Code<br />
• approval of the Group’s strategic plan and long-term goals<br />
• approval of the Group’s annual business plan and budget<br />
• decisions concerning investments, acquisitions, or divestments<br />
that are significant or that deviate from the Group’s<br />
strategy<br />
• decisions on raising long-term loans and the granting of security<br />
or similar collateral commitments
• risk management principles<br />
• the Group’s organisational structure<br />
• approval of the remuneration and pension benefits of the<br />
President and CEO, the Deputy CEO and the members of the<br />
Board of Management<br />
• monitoring and assessment of the performance of the President<br />
and CEO<br />
In addition to matters requiring decisions, Board meetings are<br />
given updates on the Group’s operations, financial position and<br />
risks.<br />
The Board of Directors reviews its operations and working<br />
methods annually through an internal self-assessment process.<br />
The Board convenes six to eight times a year following a predetermined<br />
schedule. In addition to these meetings, the Board convenes<br />
as necessary.<br />
The Board of direcTors <strong>2009</strong><br />
In <strong>2009</strong>, the Board consisted of six members: Mr Jon-Aksel<br />
Torgersen (Chairman), Mr Diego Pacella (Vice Chairman), Mr<br />
Emanuele Grimaldi, Mr Gianluca Grimaldi, Mr Antti Pankakoski<br />
and Mr Olav K. Rakkenes. During <strong>2009</strong>, <strong>Finnlines</strong> Plc’s Board of<br />
Directors held 18 meetings. The average attendance of all directors<br />
was 96 per cent.<br />
The PresidenT and ceo and dePuTy ceo<br />
The Board of Directors appoints a President for the Group who<br />
is also its chief executive officer. The President and CEO is in<br />
charge of the day-to-day management of the company and its<br />
administration in accordance with the company’s Articles of Association,<br />
the Finnish Companies’ Act and the instructions of the<br />
Board of Directors. He is assisted in this work by the Board of<br />
Management.<br />
Mr Christer Antson was the President and CEO till 23 March<br />
<strong>2009</strong>. During the period from 23 March <strong>2009</strong> to 21 June <strong>2009</strong>,<br />
Dr. Emanuele Grimaldi acted as the President of the company.<br />
Mr. Uwe Bakosch started as President and CEO on 22 June<br />
<strong>2009</strong>.<br />
The Board of Directors appoints, if necessary, a Deputy CEO.<br />
The Company’s Deputy CEO is its Chief Financial Officer, Mrs.<br />
Seija Turunen, MSc (Econ.).<br />
The Board of ManageMenT and The exTended Board of<br />
ManageMenT<br />
The Company’s Board of Management comprises the President<br />
and CEO, the CFO and the directors in charge of the largest<br />
business and supporting units. The members are appointed by<br />
the Board of Directors, which also approves their remuneration<br />
and other terms of employment. The company has an Extended<br />
Board of Management, which comprises the members of the<br />
Board of Management and representatives of the most important<br />
units. The Extended Board of Management convenes normally<br />
once a month.<br />
The Extended Board of Management is chaired by the President<br />
and CEO. It considers strategic issues related to the Group<br />
and its business, as well as investments, service products, the<br />
Group’s structure and the corporate steering system, and supervises<br />
the company’s operations.<br />
The heads of the business units are responsible for the sales<br />
volumes and profitability of their respective units.<br />
Information on the members of the Board of Management and<br />
their areas of responsibility is given on the Company’s website.<br />
The exTended Board of ManageMenT <strong>2009</strong><br />
The Extended Board of Management had a meeting once a<br />
month in average. The principal issues addressed by the Extended<br />
Board of Management were related to market development,<br />
company profitability, expenses, business strategy as well as issues<br />
relating to development of competitiveness. The further development<br />
of markets, volumes and capacity as well as customer<br />
relationships in a highly volatile economic environment were<br />
also issues of vital concern addressed by the Extended Board of<br />
Management. Other important matters considered included the<br />
optimisation and productivity and as well as developing internal<br />
processes and working practices.<br />
coMPensaTion<br />
ManageMenT conTracTs, reMuneraTion and BenefiTs<br />
<strong>2009</strong><br />
The annual remuneration for the Board of Directors in <strong>2009</strong> was<br />
EUR 50,000 for the Chairman, EUR 40,000 for the Vice Chairman<br />
and EUR 30,000 for the other Board members.<br />
The Board or its Chairman appoints and decides on the remuneration<br />
of all Directors who report directly to the President and<br />
CEO. The Board also decides on any separate performancebased<br />
compensation schemes for management.<br />
The remuneration of the President and CEO, CFO and the<br />
members of the Extended Board of Management consists of a<br />
monthly salary and a yearly bonus. The Board of Directors determines<br />
the terms for bonus payment on yearly basis. Bonuses<br />
are paid either cash or as payments to the collective pension<br />
plan.<br />
In the event the company decides to give notice of termination<br />
to the President and CEO, he is in addition to six months’ salary<br />
for the term of notice, entitled to a compensation equalling 24<br />
months’ salary. The corresponding compensation levels for the<br />
Deputy CEO are six months and 18 months.<br />
Detailed specification of the salaries and remunerations paid<br />
are given in the the Financial Statement of <strong>2009</strong>.<br />
FINNLINES 2008 41
42<br />
The inTernal audiT<br />
The Group’s internal audit is handled by the company’s Internal<br />
Audit unit, which reports to the President and CEO. Relevant issues<br />
are also brought to the attention of the Board.<br />
The purpose of the Internal Audit is to analyse the company’s<br />
operations and processes and the effectiveness and quality of<br />
its supervision mechanisms. The internal auditor also carries out<br />
special tasks assigned by the President and CEO or the Board<br />
of Directors. The internal auditor prepares an annual plan under<br />
which he independently from operational units audits different<br />
parts of the company, but he is also empowered to carry out special<br />
audits.<br />
The risk ManageMenT<br />
Internal control in <strong>Finnlines</strong> is designed to support the company<br />
in achieving its targets. The risks related to the achievement of<br />
the targets need to be identified and evaluated in order to be able<br />
to manage them. Thus, identification and assessment of risks is a<br />
prerequisite for internal control in <strong>Finnlines</strong>.<br />
Internal control mechanisms and procedures provide management<br />
assurance that the risk management actions are carried out<br />
as planned.<br />
Conscious and carefully evaluated risks are taken in selecting<br />
strategies, e.g. in expanding business operations, in enchancing<br />
market position and in creating new business.<br />
Financial, operational and damage/loss risks are avoided or<br />
reduced. The continuity of operations is ensured by safeguarding<br />
critical functions and essential resources. Crisis management,<br />
continuity and disaster recovery plans are prepared.<br />
The costs and resources involved in risk management are in<br />
proportion to the obtainable benefits.<br />
The Board of Directors of <strong>Finnlines</strong> is responsible for defining<br />
the Group’s overall level of risk tolerance and for ensuring that<br />
<strong>Finnlines</strong> has adequate tools and resources for managing risks.<br />
The President and CEO, with the assistance of the Extended<br />
Board of Management, is responsible for organising and ensuring<br />
risk management in all <strong>Finnlines</strong>’ operations.<br />
Responsibilities for the Group’s working capital, investments,<br />
financing, finances, human resources, communications,<br />
information management and procurement are centralised to<br />
the head office of the company. The Group’s payment transactions,<br />
external and internal accounting are managed centrally<br />
by the Financial Shared Service Center, which reports to the<br />
CFO. The Group’s foreign exchange and interest exposure is<br />
reviewed by the Board of Directors in each budgeting period.<br />
External long-term loan arrangements are submitted to the<br />
Board for approval.<br />
The Corporate Legal Affairs and Insurance unit is responsible<br />
for risks associated with the company’s non-current assets and<br />
any interruptions in operations, as well as for the management<br />
and coordination of the Group’s insurance policies.<br />
The majority of the Group’s non-current assets consist of its<br />
fleet. The fleet is always insured to its full value. Accidents and<br />
engine damage can result in interruptions to operations, which<br />
are covered by loss-of-earnings policies.<br />
The financial position and creditworthiness of the Group’s<br />
customers are monitored continuously in order to minimise the<br />
risk of customer credit losses.<br />
Each business unit has a responsible controller who reports<br />
to the head of the relevant business unit and to the CFO. The Directors<br />
of <strong>Finnlines</strong>’business units are responsible for the profit<br />
and working capital of their units. They set the operational targets<br />
for their units and ensure that resources are used efficiently and<br />
that operations are evaluated and improved.<br />
<strong>Finnlines</strong>’most important strategic, operative and financial<br />
risks are described on in the Financial Statements <strong>2009</strong>.<br />
inTernal conTrol over The financial rePorTing<br />
Process<br />
Monitoring is a process that assesses the quality of <strong>Finnlines</strong>’ system<br />
of internal control and its performance over time. Monitoring is<br />
performed both on an ongoing basis, and through separate evaluations<br />
including internal, external and quality audits. The business<br />
unit is responsible for ensuring that relevant laws and regulations<br />
are complied with in their respective responsibility areas.<br />
The Internal Audit function assists the CEO and the Board<br />
of Directors in assessing and assuring the adequacy and effectiveness<br />
of internal controls and risk management by performing<br />
regular audits in Group’s legal entities and support functions<br />
according to its annual plan. <strong>Finnlines</strong>’ external auditor and other<br />
assurance providers such as quality auditors conduct evaluations<br />
of the company’s internal controls.<br />
The company’s financial performance is reviewed at each<br />
Board meeting. The Board reviews all interim and annual financial<br />
reports before they are released. The effectiveness of the process<br />
for assessing risks and the execution of control activities are<br />
monitored continuously at various levels. This involves reviews of<br />
results in comparison with budgets and plans. Responsibility for<br />
maintaining an effective control environment and operating the<br />
system for risk management and internal control of financial reporting<br />
is delegated to the CEO. The internal control in the company<br />
is based on the Group’s structure, whereby the Group’s operations<br />
are organised into two segments and various business<br />
areas and support functions. Group functions issue corporate<br />
guidelines that stipulate responsibilities and authority, and constitute<br />
the control environment for specific areas, such as finance,<br />
accounting, and investments, purchasing and sales.<br />
The company has a compliance program. Standard requirements<br />
have been defined for internal control over financial reporting.<br />
The management expects all employees to maintain high<br />
moral and ethical standards and those expectations are communicated<br />
to the employees through internal channels.
The Group Finance & Control unit monitors that the financial<br />
reporting processes and controls are being followed. It also monitors<br />
the correctness of external and internal financial reporting.<br />
The external auditor verifies the correctness of external annual financial<br />
reports.<br />
inforMaTion ManageMenT<br />
An effective internal control system needs sufficient, timely and<br />
reliable information to enable the management to follow up the<br />
achievement of the company’s objectives. Both financial and nonfinancial<br />
information is needed, relating to both internal and external<br />
events and activities.<br />
Information management plays a key role in <strong>Finnlines</strong>’ internal<br />
control system. Information systems are critical for effective internal<br />
control as many of the control activities are programmed<br />
controls.<br />
The controls embedded in <strong>Finnlines</strong>’ business processes<br />
have a key role in ensuring effective internal control in <strong>Finnlines</strong>.<br />
Controls in the business processes help ensure the achievement<br />
of all the objectives of internal control in <strong>Finnlines</strong>, especially<br />
those related to the efficiency of operations and safeguarding<br />
<strong>Finnlines</strong>’ profitability and reputation. Business units and IT management<br />
are responsible for ensuring that in their area of responsibility<br />
the defined Group level processes and controls are implemented<br />
and complied with. Where no Group level processes and<br />
controls exist, business units and IT management are responsible<br />
for ensuring that efficient business level processes with adequate<br />
controls have been described and implemented.<br />
The proper functioning of <strong>Finnlines</strong>’ information systems<br />
is guaranteed through extensive and thorough security programmes<br />
and emergency systems.<br />
insider ManageMenT<br />
<strong>Finnlines</strong> applies the legal provisions applying to the management<br />
of insiders, as well as the guidelines for insiders approved<br />
by NASDAQ OMX Helsinki Exchange for public listed companies,<br />
and the stipulations and guidelines of the Finnish Financial<br />
Supervision Authority.<br />
<strong>Finnlines</strong>’ permanent insiders comprise the statutory insiders,<br />
ie. the Board of Directors, the company’s President and CEO<br />
and the Deputy CEO, the Principal auditor as well as the members<br />
of the Extended Management Board. Certain members of<br />
the corporate management and other employees, as required by<br />
their duties also belong to the company’s own non-public insider<br />
register.<br />
Project-specific insider lists are drawn up for major projects<br />
such as mergers and acquisitions, and include all those who participate<br />
in planning and organising the projects. The decision to<br />
draw up a project-specific insider list rests with the President<br />
and CEO.<br />
The company’s insiders are not permitted to trade in the company’s<br />
share for 14 (however <strong>Finnlines</strong> recommends 30 days)<br />
days prior to the publication of the interim reports or the annual financial<br />
statements. The company’s insider register is maintained<br />
by the corporate legal unit.<br />
Information on the interests and holdings of the company’s<br />
permanent insiders and related parties is available from the SIRE<br />
system of Euroclear Finland Oy. The information can also be obtained<br />
directly from the company’s website.<br />
The exTernal audiT<br />
The company has one auditor which shall be an auditing firm authorised<br />
by the Central Chamber of Commerce. The auditor is<br />
elected by the <strong>Annual</strong> General Meeting to audit the accounts for<br />
the ongoing financial year and its duties cease at the close of the<br />
subsequent <strong>Annual</strong> General Meeting. The auditor is responsible<br />
for auditing the consolidated and parent companys’ financial<br />
statements and accounting records, and the administration of the<br />
parent company. On closing of the annual accounts, the external<br />
auditor submits the statutory auditor’s report to the company’s<br />
shareholders, and also regularly reports the findings to the Board<br />
of Directors. An auditor, in addition to fulfilling general competency<br />
requirements, must also comply with certain legal independence<br />
requirements guaranteeing the execution of an independent<br />
and reliable audit.<br />
audiTor in <strong>2009</strong><br />
In <strong>2009</strong>, the AGM appointed the authorized public audit firm<br />
Deloitte & Touche Oy as auditor, which appointed APA Mikael<br />
Leskinen as head auditor. In <strong>2009</strong>, EUR 360 thousand was paid<br />
to the auditors in remuneration for the audit of the consolidated,<br />
parent company and subsidiary financial statements. During the<br />
same year, EUR 232 thousand was paid for consulting services<br />
not related to auditing.<br />
coMMunicaTions<br />
The principal information on <strong>Finnlines</strong>’ administration and management<br />
is published on the company’s website. All stock exchange<br />
releases and press releases are published on the company’s<br />
website as soon as they are made public.<br />
FINNLINES 2008 43
44<br />
bOARd Of diRECTORS<br />
JON-AkSEl TORGERSEN<br />
• Chairman of the Board<br />
Member of <strong>Finnlines</strong> Board<br />
since 2007<br />
• Independendent of the Company and<br />
significant shareholders<br />
• Born 1952<br />
• Master in Business Administration,<br />
University of St. Gallen, Switzerland<br />
• Astrup Fearnley AS, CEO<br />
Current positions:<br />
• Atlantic Container Line AB, Chairman<br />
• Board Member of I.M. Skaugen ASA,<br />
Board member<br />
• Chairman and Board Member of a<br />
number of private companies<br />
• Number of <strong>Finnlines</strong> Plc shares: 0 *<br />
diEGO PACEllA<br />
• Vice-Chairman of the Board<br />
Member of <strong>Finnlines</strong> Board<br />
since 2007<br />
• Independendent of the Company<br />
• Born 1960<br />
• Degree in Mechanics Engineering at<br />
the University of Naples, Italy<br />
• Industria Armamento Meridionale<br />
(INARME), Managing Director<br />
• Grimaldi Group, Finance Director<br />
Current positions:<br />
• Minoan Lines, Greece, Board Member<br />
• Malta Motorways of the Sea Ltd,<br />
Board Member<br />
• Grimaldi Compagnia di Navigazione,<br />
Board Member<br />
• Atlantica S.p.a. di Navigazione,<br />
Board Member<br />
• Atlantic Container Line AB,<br />
Board Member<br />
• Number of <strong>Finnlines</strong> Plc shares: 0*<br />
EMANuElE GRiMAldi<br />
• Member of <strong>Finnlines</strong> Board<br />
since 2006<br />
• Independendent of the Company<br />
• Born 1956<br />
• Degree in Economics and Commerce,<br />
University of Naples, 1980, Italy<br />
• General Certificate of Education<br />
(scientific studies), Military School<br />
Nunziatella in Naples, Italy<br />
• Grimaldi Compagnia di Navigazione<br />
S.p.a., Director<br />
• Industria Armamento Meridionale<br />
S.p.a., Director<br />
• Atlantica di Navigazione S.p.a.,<br />
Director<br />
Current positions:<br />
• Minoan Lines, Greece, President<br />
• Malta Motorways of the Sea Ltd,<br />
President<br />
• European Community Shipowners’<br />
Associations, Board Member<br />
• Atlantic Container Line AB,<br />
Board Member<br />
• Executive Committee of<br />
Confitarma Member<br />
• Number of <strong>Finnlines</strong> Plc shares:<br />
406 294 *<br />
GiANluCA GRiMAldi<br />
• Member of <strong>Finnlines</strong> Board<br />
since 2007<br />
• Independendent of the Company<br />
• Born 1955<br />
• Degree in Economics and Commerce<br />
at the University of Naples, Italy<br />
• Grimaldi Compagnia di Navigazione<br />
S.p.a., Managing Director:<br />
Current positions:<br />
• Minoan Lines, Greece, Board Member<br />
• Malta Motorways of the Sea,<br />
Board Member<br />
• Atlantic Container Line AB,<br />
Board Member<br />
• Antwerp Euro Terminal n.v. - Antwerp<br />
(Belgium), President<br />
• Number of <strong>Finnlines</strong> Plc shares:<br />
622 414 *<br />
ANTTi PANkAkOSki<br />
• Member of <strong>Finnlines</strong> Board<br />
since 2007<br />
• Independendent of the Company<br />
and significant shareholders<br />
• Born 1954<br />
• Master of Laws taken at the<br />
University of Helsinki, Finland<br />
Current positions:<br />
• Altia Plc, CEO<br />
• Kristina Cruises Oy, Board member<br />
• Number of <strong>Finnlines</strong> Plc shares: 0*<br />
OlAV k. RAkkENES<br />
• Member of <strong>Finnlines</strong> Board<br />
since 2007<br />
• Independendent of the Company<br />
and significant shareholders<br />
• Born 1945<br />
• Master’s Licence, Maritime College<br />
of Tromsø, Norway<br />
Current positions:<br />
• Atlantic Container Line AB,<br />
Board Member<br />
• Swedish Shipowner’s association,<br />
Board member<br />
• Through Transport Mutual Club,<br />
Board Member<br />
• Number of <strong>Finnlines</strong> Plc shares: 0 *<br />
* Amount of Shares 31 December <strong>2009</strong>.<br />
More info on Members of the Board at<br />
www.finnlines.com.
MANAGEMENT bOARd<br />
uwE bAkOSCh<br />
• President / CEO<br />
• Board of Management member <strong>2009</strong>–<br />
• <strong>Finnlines</strong> Deutschland GmbH,<br />
Managing Director <strong>2009</strong>–<br />
• Born 1958<br />
• Maritime Law diploma, English<br />
University Durban, South Africa<br />
• <strong>Finnlines</strong> Plc Shares: 0*<br />
SEiJA TuRuNEN<br />
• Chief Financial Officer (CFO)<br />
and Deputy CEO 2007–<br />
• Finance, Communication,<br />
HR & Administration, IT<br />
• Board of Management member 1993–<br />
• Born 1953<br />
• MSc (Econ)<br />
• <strong>Finnlines</strong> Plc Shares: 0*<br />
SiMO AiRAS<br />
• President, Baltic and North Sea Liner<br />
Services 2008-<br />
• Board of Management member 2006–<br />
• Born 1947<br />
• BSc (Econ)<br />
• <strong>Finnlines</strong> Plc Shares: 0*<br />
ChRiSTER bACkMAN<br />
• President, Link Services 2008–<br />
• Board of Management member 2008–<br />
• Finnlink Oy Ab<br />
Managing Director 1988–<br />
• Born 1945<br />
• M.Pol.Sc<br />
• <strong>Finnlines</strong> Plc Shares: 0*<br />
ChRiSTER bRuzEliuS<br />
• Executive Vice President,<br />
Ship Management<br />
• Board of Management member 2008–<br />
• Born 1958<br />
• MSc (Naval Architect)<br />
• <strong>Finnlines</strong> Plc Shares: 0*<br />
STAffAN hERliN<br />
• Executive Vice President,<br />
Liner Services<br />
Marketing and Sales 2008–<br />
• Board of Management member 2008–<br />
• Born 1958<br />
• MSc (Econ)<br />
• <strong>Finnlines</strong> Plc Shares: 14*<br />
håkAN MOdiG<br />
• Executive Vice President,<br />
Fleet Management 2008–<br />
• Board of Management member 2008–<br />
• Born 1964<br />
• MSc (Econ)<br />
• <strong>Finnlines</strong> Plc Shares: 0*<br />
PERTTu PiRi<br />
• President, Port Services <strong>2009</strong>–<br />
• Board of Management member <strong>2009</strong>–<br />
• Finnsteve Oy Ab,<br />
Managing Director <strong>2009</strong>–<br />
• Born 1971<br />
• Engineer in Logistics, Kymenlaakso<br />
Polytecnic<br />
• <strong>Finnlines</strong> Plc Shares: 0*<br />
kAJ TAkOlANdER<br />
• Executive Vice President/ Corporate<br />
Passenger Service unit <strong>2009</strong>–<br />
• Board of Management member <strong>2009</strong>–<br />
• Born 1962<br />
• Msc ( Econ)<br />
• <strong>Finnlines</strong> Plc Shares: 0*<br />
* Amount of Shares 31 December <strong>2009</strong>.<br />
More info on Members of the Management Board at<br />
www.finnlines.com.<br />
FINNLINES 2008 45
46<br />
fiNNliNES flEET 1 JANuARy 2010<br />
STAR ClASS (5 VESSElS)<br />
hANSA ClASS (3 VESSElS)<br />
DWT: Deadweight Tonnage<br />
GT: Gross Tonnage<br />
fiNNSTAR (2006)<br />
fiNNMAid (2006)<br />
fiNNlAdy (2007)<br />
EuROPAliNk (2007)<br />
NORdliNk (2007)<br />
Length, o.a./p.o. (m) 218.8<br />
Breadth, moulded (m) 30.5<br />
DWT metric tons 9,653<br />
GT 45,923<br />
Total lane length (m) 4,216<br />
Passengers 500<br />
Speed (knots) 25<br />
Ice Class 1A Super<br />
TRANSEuROPA (1995)<br />
Length, o.a./p.o. (m) 183<br />
Breadth, moulded (m) 28.7<br />
DWT metric tons 9,761<br />
GT 32,534<br />
Speed (knots) 21.3<br />
Total lane length (m) 3,200<br />
Passengers 114<br />
Ice Class 1A Super<br />
fiNNPARTNER (1995 / 2007)<br />
fiNNTRAdER (1995 / 2007)<br />
Length, o.a./p.o. (m) 183<br />
Breadth, moulded (m) 28.7<br />
DWT metric tons 8 865<br />
GT 33,313<br />
Speed (knots) 21<br />
Total lane length (m) 3,050<br />
Passengers 274<br />
Ice Class 1A Super
CliPPER ClASS (3 VESSElS)<br />
NEwbuildiNGS (6 VESSElS 2011–2012)<br />
OTHER OWNED VESSELS<br />
GT / Lane metres /<br />
Passengers Year of delivery<br />
Finnarrow 25,996 / 2,400 / 200 1996<br />
Finnsailor 20,921 / 1,350 / 119 1987 / 1996<br />
Translubeca 24,727 / 2,100 / 84 1990<br />
CHARTERED<br />
GT / Lane metres Year of delivery<br />
Baltica 21,224 / 2,170 1990<br />
Finnforest 15,525 / 2,100 1978<br />
Finlandia 19,524 / 2,240 1981<br />
Beachy Head 23,235 / 2,606 2003<br />
Longstone 23,235 / 2,606 2003<br />
fiNNCliPPER (1999)<br />
fiNNfEllOw (2000)<br />
Length, o.a./p.o. (m) 188.3<br />
Breadth, moulded (m) 28.7<br />
DWT metric tons: 7,800<br />
GT 33,958 / 33,724<br />
Lane meters (m) 3,118 / 3,215<br />
Passengers 440<br />
Speed (knots) 22<br />
Ice Class 1A<br />
fiNNEAGlE (1999)<br />
Length, o.a./p.o. (m) 188<br />
Breadth, moulded (m) 28.7<br />
DWT metric tons 7,800<br />
GT 29,841<br />
Lane meters (m) 2,459<br />
Passengers 400<br />
Speed (knots) 22<br />
Ice Class 1A<br />
Length, o.a./p.o. (m) 187<br />
Breadth, moulded (m) 26.5<br />
DWT metric tons 10,500<br />
GT 27,120<br />
Lane meters (m) 3,245<br />
Speed (knots) 20<br />
Ice Class 1A<br />
Shipyard Jinling, China<br />
GT / Lane metres Year of delivery<br />
Finnkraft 11,530 / 1,899 2000<br />
Finnhawk 11,530 / 1,899 2001<br />
Finnmill 25,732 / 3,262 2002 / <strong>2009</strong><br />
Finnpulp 25,732 / 3,262 2002 / <strong>2009</strong><br />
GT / Lane metres Year of delivery<br />
Birka Carrier 12,251 / 1,775 1998<br />
Birka Express 12,251 / 1,775 1997<br />
Birka Trader 12,251 / 1,775 1998<br />
Birka Shipper 6,620 / 1,278 1992<br />
Envoy 18,653 / 1,934 1979<br />
Runner 20,729 / 1,975 1990<br />
FINNLINES 2008 47
48<br />
ShARES ANd ShAREhOldERS<br />
<strong>Finnlines</strong> Plc has one share series. Each share carries one vote<br />
at general shareholder meetings and conferes identical dividend<br />
rights. As outlined in <strong>Finnlines</strong>’ Articles of Association, the companys’s<br />
miminum share capital is EUR 50 million and the maximum<br />
is EUR 200 million. The share capital can be increased<br />
or decreased within these limits. The companys’s paid-up and<br />
registered share capital on 31 December <strong>2009</strong> totalled EUR<br />
93,642,074. The capital stock consisted of 46,821,037 shares.<br />
ShARES<br />
<strong>Finnlines</strong> Plc shares are listed on NASDAQ OMX Helsinki Ltd. A<br />
total of 2.7 million shares were traded during the year under re-<br />
view. No treasury shares were held by the company. The highest<br />
quoted price of the <strong>Finnlines</strong> share during the year was EUR 9.50<br />
and lowest was 4.07. At year-end, the shares’ market capitalisation<br />
value was EUR 323 million.<br />
ShAREhOldERS<br />
At year-end <strong>2009</strong>, <strong>Finnlines</strong> had 2,367 shareholders. The ten<br />
largest shareholders owned 82.7 per cent of the company’s<br />
shares. 10.9 per cent of shareholders were nominee registered.<br />
At year-end, Italian Grimaldi Group had a holding of 65.8 per<br />
cent of <strong>Finnlines</strong>’ shares and voting rights.<br />
<strong>Finnlines</strong>’ share ownership structure on 31 December <strong>2009</strong> % of shares<br />
Private companies 0.91<br />
Financial and insurance companies 3.19<br />
Public entities 12.01<br />
Households 3.26<br />
Non-profit associations 3.58<br />
Nominee registered 10.86<br />
Other 66.19<br />
Total 100.00<br />
Shares outstanding from 31.12.2004 to 31.12.<strong>2009</strong><br />
Transaction Option series<br />
Options<br />
exercised<br />
Amount of<br />
shares<br />
Shares<br />
outstanding Own shares<br />
Total amount of<br />
shares<br />
31 December 2004 39,401,958 556,000 39,957,958<br />
18 January 2005 2001A 154,600 309,200<br />
Exercise of options 2001B 21,300 42,600 39,753,758 556,000 40,309,758<br />
11 March 2005 2001A 76,300 152,600<br />
Exercise of options<br />
8 April 2005<br />
2001B 199,500 399,000 40,305,358 556,000 40,861,358<br />
Cancellation of own shares -556,000 40,305,358 40,305,358<br />
30 September 2005 40,305,358 40,305,358<br />
9 November 2005 2001A 84,100 168,200<br />
Exercise of options 2001B 91,600 183,200 40,656,758 40,656,758<br />
31 December 2005<br />
20 January 2006<br />
40,656,758 40,656,758<br />
Exercise of options 2001B 1,500 3,000 40,659,758 40,659,758<br />
10 April 2006 2001A 7,500 15,000<br />
Exercise of options 2001B 8,600 17,200 40,691,958 40,691,958<br />
31 December 2006 40,691,958 40,691,958<br />
31 December 2007 40,691,958 40,691,958<br />
31 December 2008<br />
25 June <strong>2009</strong><br />
40,691,958 40,691,958<br />
Share issue 6,129,079 46,821,037 46,821,037<br />
31 December <strong>2009</strong> 46,821,037 46,821,037
Major shareholders at 31 December <strong>2009</strong> Number of shares % of shares<br />
Grimaldi Group Naples 30,827,572 65.84<br />
Ilmarinen Mutual Pension Insurance Company 4,953,667 10.58<br />
Mandatum Life 773,500 1.65<br />
Svenska Litteratursällskapet i Finland 690,000 1.47<br />
Sigrid Juselius Foundation 370,000 0.79<br />
Pohjola Non-Life Insurance Company Ltd 290,000 0.62<br />
Kaleva Mutual Insurance Company 256,666 0.55<br />
The State Pension Fund 250,833 0.54<br />
SR Arvo Finland Value Fund 150,000 0.32<br />
Finnish Cultural Foundation 150,000 0.32<br />
10 largest total 38,712,238 82.68<br />
Nominee registered 5,085,653 10.86<br />
Other shareholders 3,023,146 6.46<br />
Total amount of shares 46,821,037 100.00<br />
Management holding 1,028,722 2.20<br />
MONThly ShARE PRiCE dEVElOPMENT ANd TRAdiNG VOluMES, 2005–<strong>2009</strong><br />
Number (million)<br />
12<br />
11<br />
10<br />
9<br />
8<br />
7<br />
6<br />
5<br />
4<br />
3<br />
2<br />
1<br />
0<br />
Trading volumes<br />
Share price<br />
2005 2006 2007 2008 <strong>2009</strong><br />
Source: Euroclear Finland Oy<br />
EUR<br />
20<br />
15<br />
10<br />
Source: NASDAQ OMX Helsinki Ltd<br />
5<br />
0<br />
FINNLINES 2008<br />
49
50<br />
iNfORMATiON fOR ShAREhOldERS<br />
REPORT PubliCATiON SChEdulE ANd kEy EVENTS iN 2010<br />
Record date for <strong>Annual</strong> General Meeting: 31 March 2010<br />
Registration period for AGM ends on: 9 April 2010<br />
<strong>Annual</strong> General Meeting: 14 April 2010<br />
iNTERiM REPORTS<br />
<strong>Finnlines</strong>’ interim reports for 2010 will be published as follows:<br />
• January–March: 11 May 2010<br />
• January–June: 29 July 2010<br />
• January–September: 2 November 2010<br />
REGiSTERiNG fOR ATTENdANCE AT ThE AGM<br />
<strong>Finnlines</strong> Plc’s <strong>Annual</strong> General Meeting will be held from<br />
12.00 on 14 April 2010 at the Scandic Continental Hotel,<br />
Mannerheimin tie 46, Helsinki. All shareholders registered in the<br />
shareholder list maintained by Euroclear Finland Ltd by 31 March<br />
2010 have the right to attend the meeting.<br />
Shareholders who wish to attend the meeting must register<br />
by 4 pm on 9 April <strong>2009</strong>, either in writing to <strong>Finnlines</strong> Plc, Share<br />
Register, P.O. Box 197, 00181 Helsinki, Finland, by telephone on<br />
+358 10 343 4404, by e-mail at IR@finnlines.com or by fax on<br />
+358 10 343 4425.<br />
AddRESS ChANGES<br />
Please send details of any address changes to the bank where<br />
you hold your book-entry account.<br />
fiNANCiAl PubliCATiONS<br />
Interim reports and other financial reports are published in Finnish<br />
and English. The <strong>Annual</strong> <strong>Report</strong>, the Financial Statements,<br />
interim reports and other important reports are published on<br />
<strong>Finnlines</strong>’ website at www.finnlines.com.<br />
TO ORdER ANy Of ThESE PubliCATiONS, PlEASE CONTACT:<br />
<strong>Finnlines</strong> Plc, Corporate Communication<br />
P.O. Box 197, FI-00181 Helsinki, Finland<br />
Tel.: +358 10 343 50<br />
Fax: +358 10 343 4425<br />
E-mail: IR@finnlines.com
CONTACT iNfORMATiON<br />
fiNNliNES PlC<br />
Porkkalankatu 20<br />
00180 Helsinki, Finland<br />
PL 197<br />
FI-00181 Helsinki<br />
tel +358 (0) 10 343 50<br />
fax +358 (10) 343 5200<br />
www.finnlines.com<br />
fiNNliNES dEuTSChlANd GMbh<br />
Einsiedelstraße 43-45<br />
DE-23554 Lübeck, Germany<br />
P.O.Box 10 22 22<br />
DE-23527 Lübeck<br />
tel +49 (0)451 1507 0<br />
fax +49 (0)451 1507 222<br />
fiNNliNES RuSSiA<br />
fiNNliNES dEuTSChlANd GMbh<br />
Representative Office St.Petersburg<br />
Birzhevoy Pereulok 6A<br />
RU-199004 St. Petersburg, Russia<br />
tel + 7 (0)812 680 1070<br />
fax + 7 (0)812 680 1069<br />
Representative Office Moscow<br />
Pokrovski bulvar 4/17, korp.4B<br />
RU-101000 Moscow, Russia<br />
tel +7 (0)495 589 1424<br />
fiNNliNES bElGiuM N.V.<br />
Blikken – Haven 1333<br />
BE-9130 Verrebroek<br />
tel +32 (0)3 570 9530<br />
fax +32 (0)3 570 9550<br />
fiNNliNES uk lTd.<br />
Finhumber House<br />
Queen Elizabeth Dock<br />
Hedon Road<br />
GB-Hull HU9 5PB, UK<br />
tel +44 (0)1482 377655<br />
fax +44 (0)1482 787229<br />
fiNNliNES dANMARk A/S<br />
Østhavnsvej 11<br />
DK-8000 Aarhus C, Dennmark<br />
tel +45 (0)86 206 650<br />
fax +45 (0)86 206 659<br />
fiNNliNES POlSkA CO. lTd.<br />
1 C Solidarnosci Av.<br />
PL-81336 Gdynia, Poland<br />
tel +48 (0)58 627 4427<br />
fax +48 (0)58 627 4249<br />
Oy fiNNliNk Ab<br />
Satamatie 11<br />
FI-21100 Naantali, Finland<br />
tel +358 (0)10 4367620<br />
fax +358 (0)10 436 7680<br />
REdERi Ab NORdÖ-liNk<br />
Grimsbygatan 8<br />
SE-21120 Malmö, Sweden<br />
P.O. Box 106<br />
SE-20121 Malmö<br />
tel +46 (0)40 176 800<br />
fax +46 (0)40 176 801<br />
fiNNSTEVE Oy Ab<br />
Komentosilta 1<br />
00980 Helsinki, Finland<br />
PL 225<br />
FI-00181 Helsinki<br />
Tel +358 (0) 10 565 60<br />
fax +358 (0) 9 685 7253<br />
FINNLINES 2008 51
52<br />
ThE GRiMAldi GROuP<br />
With a long experience dating back to 1947, the Grimaldi Group<br />
is specialised in the operation of roll-on/roll-off vessels, car carriers<br />
and ferries. It is a dedicated supplier of integrated logistics<br />
services based on maritime transport to the world’s major vehicle<br />
manufacturers. Through its maritime services, the Group also<br />
transports containers, palletised/unitised cargo and passengers.<br />
The Group’s presence in the maritime transport of vehicles<br />
started in 1969 when it introduced a regular service between Italy<br />
and England, transporting Fiat cars to the British market. The<br />
Group rapidly gained the trust of other major car manufacturers<br />
who chose Grimaldi’s vessels to transport their production from<br />
North Europe to various Mediterranean countries. Throughout<br />
the years the Group rapidly developed and now serves over 130<br />
ports in 45 countries in the Mediterranean Sea, North Europe,<br />
West Africa, North and South America. The shore personnel and<br />
crew exceeds 8,000 people.<br />
Currently the Group transports yearly over 2.491 million cars,<br />
1.313 million rolling units and containers as well as over 2.683<br />
million passengers with its modern fleet of over 100 ro-ro multipurpose<br />
vessels, pure car carriers and ferries, 30 of which built<br />
in the last seven years. Another 23 vessels (ro-ro multipurpose,<br />
car carriers, cruise ferries) are under construction and are due to<br />
be delivered by 2012.<br />
The Grimaldi Group comprises eight main shipping companies,<br />
including Atlantic Container Line (ACL), Malta Motorways<br />
of the Sea (MMS), <strong>Finnlines</strong> and Minoan Lines. With 65.84 per<br />
THE GROUP IN FIGURES (<strong>2009</strong>)<br />
Turnover EUR 2.1 billion<br />
Vessels deployed 100<br />
Freight transported 2.491 million cars (C.E.U.),<br />
1.313 million rolling units & containers (FEU)<br />
Passengers transported 2.683 million<br />
Liner services 13<br />
Terminals 16 (about 5.2 million m 2 )<br />
Logistics companies 4<br />
Ports served 130 (in 45 countries in 4 continents)<br />
Number of employees 8,000 (including the crews)<br />
Number of branches 51<br />
cent of the shares, the Group is the biggest stakeholder in<br />
<strong>Finnlines</strong>, a Finnish company which runs a fleet of ro-pax and roro<br />
vessels in the Baltic Sea and North Europe as well as port terminals<br />
in Finland. Moreover, the Group has recently purchased<br />
over 85 per cent of the share capital of the Greek ferry company<br />
Minoan Lines, which operates ro-pax services between Italy and<br />
Greece as well as between Piraeus and Crete.<br />
Recently, the Grimaldi Group has also evolved to become a<br />
multimodal transport operator offering “door to door” logistics<br />
services. For this purpose, it currently operates, together with<br />
strategic partners, 16 car and container terminals (totalling over<br />
5 million square metres) in the Mediterranean Sea, North Europe<br />
and West Africa as well as trucking companies for the transport<br />
of cars and containers.<br />
In recent years the Group has also invested in the development<br />
of the Motorways of the Sea in the Mediterranean Sea introducing<br />
new and modern ro-pax ferries. Currently the Group’s<br />
network covers Italy, Spain, Malta, Tunisia, Libya and Greece for<br />
the transport of trailers, cars and passengers.<br />
The high quality services offered by the Grimaldi Group are<br />
being regularly awarded by its international clientele such as<br />
General Motors, Fiat Auto and Land Rover.<br />
Finally, the Grimaldi Group is the first Italian shipping company<br />
to have obtained the SMS, ISO 9001 and ISO 14001 certifications<br />
for Safety, Quality and Environment.
FINNLINES 2008<br />
53
<strong>Finnlines</strong> Plc<br />
Porkkalankatu 20, 00180 Helsinki<br />
P.O. Box 197, FI-00181 Helsinki, Finland<br />
Phone +358 10 343 50, Telefax +358 10 343 5200<br />
www.finnlines.com