AS Tallinna Vesi FINANCIAL RESULTS 31.01.2007 RESULTS OF OPERATIONS - FOR THE 4th QUARTER AND 2006 FINANCIAL YEAR MANAGEMENT REPORT Overview Growth in sales of water and treatment of wastewater, a reduction in costs from the 2005 IPO and loan re-structuring, and refinement of the Company's asset base have enabled the company to deliver growth in profitability year on year. The operating profit for the full year of 2006 was 337.9 mln EEK, which is a 55.3 mln EEK, or 19.6% increase compared to 2005. During 2006 sales to residential customers increased by 9.7% year on year, sales to commercial customers within the service area increased by 10% year on year, and outside the service area sales increased up 59.3% year on year. To continue to improve the quality of product and service, improve the environment and meet this increased demand the Company has invested an amount of 246.5 mln EEK in 2006, the highest in the Company's history and a 10% increase year on year. Key Financial Indicators million EEK 4th Q 2006 4th Q 2005 Change 12 months 12 months Change 2006 2005 Sales 207,5 151,3 37,2% 693,2 592,0 17,1% Main operating 148,9 140,3 6,1% 589,2 549,9 7,1% activities Other operating 58,6 11,0 434,3% 104,0 42,1 147,1% activities Gross profit 93,6 87,2 7,3% 375,6 351,6 6,8% Gross profit margin % 45,1% 57,6% -21,8% 54,2% 59,4% -8,8% Operating profit 74,4 73,7 1,1% 337,9 282,6 19,6% Operating profit 35,9% 48,7% -26,3% 48,7% 47,7% 2,1% margin % Profit before taxes 63,1 42,1 49,8% 294,9 209,7 40,6% Profit before taxes 30,4% 27,9% 9,2% 42,5% 35,4% 20,1% margin Net profit 63,1 42,1 49,8% 248,0 174,4 42,3% ROA % 2,6% 1,8% 43,8% 10,0% 7,3% 36,6% Debt to total capital 53,4% 55,3% -3,5% 53,4% 55,3% -3,5% employed ROE% 5,5% 4,0% 38,0% 21,5% 16,4% 31,0% Current ratio 2,2 1,9 11,4% 2,2 1,9 11,4% Gross profit margin - Gross profit / Net sales Operating profit margin - Operating profit / Net sales Profit before taxes margin - Profit before taxes / Net sales ROA - Net profit /Total Assets Debt to Total capital employed - Total Liabilities / Total capital employed ROE - Net profit /Total Equity Current ratio - Current assets / Current Liabilities Profit and Loss Statement 2006 Financial Year Sales In 2006 total sales from the Company's main operating activities were 589.2 mln EEK, up 7.1% year-on-year. Sales in the main operating activity principally comprise of sales of water and treatment of wastewater to domestic and commercial customers within and outside of the services area, and fees received from the City of Tallinn for operating and maintaining the stormwater system. Sales from water and wastewater increased by 10.8%, which was in accordance with expectations and is largely attributable to the 9.6% increase in water and sewerage tariffs in 2006 for the Company's residential and commercial customers. Sales to residential customers increased by 9.7% to 288.7 mln EEK. Sales to commercial customers within the services area increased by 10% to 246.9 million EEK in 2006, due to the tariff increase and an increase in volumes sold. Sales to commercial customers outside of the service area - primarily bulk volumes of wastewater treatment services provided to the surrounding municipalities - reached 1.9 million m3 or 13.4 mln EEK, which represents a 66% increase in sales value compared to 2005. This growth in volumes demonstrates the continuing success of the company's strategy in connecting new customers and municipalities. Sales revenues from other operating activities (mainly connections and stormwater construction) increased, year on year, by 61.9 mln EEK to 104 mln EEK as a result of an increase in connections income from individual connectees in both the domestic and commercial sectors. Gross Margin For the 2006 financial year the cost of goods sold for the main operating activity was 220.5 mln EEK, which is an 18.5 mln EEK, or 9.2% increase compared to the previous year. The main increases were chemical costs, 7.2 mln EEK higher year on year, environmental taxes, 6.1 mln EEK higher year on year, and other costs of goods sold, 3.8 mln EEK higher year on year. The increase in chemical costs in the first half of the year was due to increased usage of methanol required to reduce the concentration of nitrogen discharged into the Baltic Sea. Working in partnership with the Ministry of Environment the Company had targeted the achievement of this key environmental objective by 30 June 2006. Based upon the measurements taken by the Company this target has been achieved and approvals have been received from Harju County and the Environmental Inspectorate. The final report is now with the Ministry of Environment for their final approval. The Company hopes to receive approval in the 1st quarter of 2007 and as a result will be able to release a provision worth 13.3 mln EEK for taxes foregone that would have had to be paid had the project not been successful. In the second half of the year the Company has continued to make investments into chemical at comparable levels to the first half of 2006 to continue to meet this key environmental objective. It is possible that, against a background of increasing commodity prices, the cost of chemicals may rise in the future, as the continued achievement of this objective requires chemical quantities similar to those used in 2006 . The increase in environmental taxes is the result of a 100% rise in tariffs paid on treated wastewater discharged to the sea. Tariffs have been set by the Law on Environmental Fees imposed by the Parliament for the period from 2006 to 2009. During 2006 other costs of good sold increased due to the following factors, during the 1st quarter of 2006 costs expensed to the Profit and Loss account were higher as a result of lower salary capitalisations resulting from the timing of the capital expenditures programme, cost increases were close to zero during the two middle quarters and were driven higher by labour related increases in the price of support services contracts in the fourth quarter of 2006. Profits from other operating activities, which include water, sewerage and storm water connection construction income were 7 mln EEK in 2006, a 3.2 mln EEK increase from 2005 levels as a consequence of the increased connections activity. Gross profit for the 2006 financial year was 375.6 mln EEK, which is an increase of 24 mln EEK, or 6.8% compared to 2005. Operating margin For the 2006 financial year marketing expenses were 2.8 mln EEK higher than in 2005. Almost all of this increase resulted from additional depreciation charges from the new customer management system. During 2006 general administration expenses were 51.3 mln EEK, which is 12.9 mln EEK lower than in 2005. In 2005 general administration expenses were inflated by 17.5 mln EEK of one-off IPO costs. After removing this non-recurring increase this cost category was 4.6 mln EEK higher than 2005 due to increases in two main categories. Firstly, an increase in salary costs of 2 mln EEK (14%) as a consequence of increases paid to retain key members of staff, and secondly, an increase in other general administration expenses of 2.2 mln EEK, the majority of which was incurred in the fourth quarter for the reasons outlined more fully in the 4th quarter commentary. In the 2006 financial year total staff salary costs accounted for 67.4 mln EEK, which is 3.3 mln EEK lower than in 2005. However, included in the 2005 amount are 6.1 mln EEK of IPO bonuses paid to all employees. After removing this one off amount total staff costs increased by 2.7 mln EEK, or 4.2%, year on year. The average number of staff employed in 2006 decreased by 15 to 322. For the 2006 financial year, other income was 23.2 mln EEK, including 24 mln EEK from the recognition of profits subsequent to concluding the sale of excess land in Paljassaare. For the 2006 financial year the company achieved an operating profit of 337.9 mln EEK, compared to the operating profit of 282.6 mln EEK achieved in 2005. The operating profit margin increased from 47.7% to 48.7%. Financial expenses Net Financial expenses were 43 mln EEK in 2006, which is a decrease of 29.9 mln EEK compared to 2005. The restructuring of the Company's long-term debt in November 2005 increased the financial expenses by 18.2 mln EEK i.e. the remaining savings were due to changes in loan agreement terms after restructuring lowering the interest rate and increased financial income. Profit Before Tax For the 2006 financial year profit before taxes was 294.9 mln EEK, which is an 85.2 mln EEK increase compared to 2005. 4th Quarter of 2006 Sales In the 4th quarter of 2006 the Company's total sales increased, year on year, by 37.2% to 207.5 mln EEK. Sales from the Company's main operating activities were 148.9 mln EEK. Sales of water and wastewater treatment were 138.7 mln EEK, a 9.3% increase compared to the fourth quarter of 2005, resulting from the increase in tariffs from 1 January 2006 and growth in sales volumes to customers outside the services area. Included within this amount were the following increase by sector: Sales to residential customers increased by 8.9% to 73 mln EEK, sales to commercial customers within the service area increased by 8% to 61.7 mln EEK and sales to customers outside of the services area increased by 46% to 3.9 mln EEK. In the 4th quarter of 2006 sales from the operation and maintenance of the stormwater system decreased by 35.5% to 7.5 mln EEK compared to the same period in 2005. This reduction reflects the terms and conditions of the latest contract agreed between the Company and the City of Tallinn, which in 2006 is contractually agreed and has secured this revenue stream through to 2015. Sales revenues from other operating activities (mainly connections and stormwater construction) increased by over 400% to 58.6 mln EEK compared to the 4th quarter of 2005. This was due to a single significant commercial connection worth approximately 30 mln EEK, supplemented by increased volumes of residential connectees. Gross Margin The cost of goods sold for the main operating activity was 58.2 mln EEK in the 4th quarter of 2006, an increase of 4.8 mln EEK or 8.9% from the equivalent period in 2005. This increase was largely driven by increased chemical costs, environmental taxes and other cost of goods sold. In the 4th quarter of 2006 chemical costs increased by 1.6 mln EEK, or 35.5%, to 6 mln EEK. As reported in previous periods the Company made significant investments in chemicals to ensure compliance with a key Ministry of Environment objective. In the 4th quarter of 2006 the Company has continued to comply with the same environmental targets for the discharge of nitrogen into the Baltic Sea, the result of this is an investment level in chemicals comparable to the first half of the year. Environmental tax costs increased by 1.3 mln EEK, or 66% and is due to tariff increases outlined in the analysis of the 2006 financial year. Other cost of goods sold in the main operating activity increased by 1.8 mln EEK, or 23% year on year. This was principally due to increased costs on a number of support services contracts, such as security, vehicle plant hire, and reflects the significant increase in labour costs in Tallinn As a result of all of the above the Company's gross profit for the 4th quarter of 2006 was 93.6 mln EEK, which represents an increase of 6.4 mln EEK, or 7.3%, compared to the gross profit of 87.2 mln EEK for the 4th quarter of 2005. Operating Margin Marketing expenses increased by 1 mln EEK to 2.5 mln EEK during the 4th quarter of 2006 compared to the corresponding period in 2005. This was a result of increases in salary costs, depreciation and other marketing expenses. These increases were mainly due to, the recruitment of extra staff to improve the connections activity, additional depreciation charges relating to the implementation of the new customer management system, and an increase in postal and other general expenses. General administration expenses increased by 2.9 mln EEK to 15.1 mln EEK in the 4th quarter of 2006 as a consequence of an increase in depreciation and other general administration expenses. The increase in depreciation is a one off cost resulting from a re-evaluation of the net realizable value of small fixed assets. Other general expenses are higher as a result of lower salary capitalisations as the implementation of the 1st phase of the customer management system comes to a close. Included within the above cost categories are staff costs. These totaled 18.1 mln EEK in the 4th quarter of 2006, which is a less than 1% increase compared to the same period in 2005. Other net expenses totaled 1.5 mln EEK in 4th quarter 2006 compared to a 0.2 mln EEK income stream in the 4th quarter of 2005. As a result of all of the above the Company's operating profit for the 4th quarter of 2006 was 74.4 mln EEK, an increase of 0.7 mln EEK compared to an operating profit of 73.7 mln EEK achieved in the 4th quarter of 2005. Financial expenses Net Financial expenses were 11.3 mln EEK in the 4th quarter of 2006, which is a decrease of 20.2 mln EEK compared to the 4th quarter of 2005. The restructuring of the Company's long-term debt in November 2005 increased the 4th quarter financial expenses by 18.2 mln EEK, with the remaining savings of 2 mln EEK due to improvements in the loan agreement terms after restructuring. Profit Before Tax The Company's profit before taxes for the 4th quarter of 2006 was 63.1 mln EEK, which represents an increase of 21.0 mln EEK, or 49.8%, compared to the profit before taxes of 42.1 mln EEK for the 4th quarter of 2005. Balance sheet The Company's total assets were 2,472 mln EEK as at 31 December 2006, representing an increase of 98.2 mln EEK compared to 31 December 2005. Current assets increased by 46.8 mln EEK, which was largely attributable to an increase in cash and accounts receivable reflecting increased sales of water and wastewater treatment services. Tangible, intangible and unfinished assets were 2,138.5 mln EEK at 31 December 2006, an increase of 52.0 mln EEK of the fixed asset base during twelve months of the year. During twelve months of the year the Company has invested 246.5 million EEK in the following areas: 166.2 mln EEK networks extension and rehabilitation, 43.7 mln EEK Paljassaare wastewater treatment plant and wastewater treatment, 16.7 mln EEK water quality (Ülemiste water treatment plant and raw water) and 19.9 mln EEK other investments (IT, capital maintenance, meters, etc). Current liabilities increased by 6.7 mln EEK to 153.1 mln EEK in twelve months of the year. This was mainly due to increased trade payables, reflecting the higher levels of investments. The company continues to maintain its leverage level within its target range of 50-60% with total liabilities to total capital employed of 53.4% as at 31 December 2006. Long-term liabilities stood at 1,166.2 mln EEK at the end of December 2006, consisting almost entirely of the outstanding balance of the two long-term bank loans. Cash flow During 2006, the Company generated 320.6 mln EEK of cash flows from operating activities, an increase of 13.5 mln EEK, or 4.4% compared to the corresponding period in 2005. The key factor affecting this improvement was a 55.3 mln EEK increase in operating profit. In 2006 net cash outflows from investing activities were 73.0 mln EEK, 10.2 mln EEK less than in 2005. This was largely due to higher proceeds received from pipelines financed by construction income in 2006 offset by prepayments and proceeds from the sale of assets. Cash outflows from financing activities were 205.2 mln EEK during twelve months of the year, which is 87.4 mln EEK more than the outflows in the corresponding period in 2005. This significant reduction was mainly due to a net receipt of 31.3 mln EEK from long-term loans in 2005, as well as lower dividend and corresponding tax payments in 2005. As a result of all of the above factors, the total cash inflow in twelve months of 2006 was 42.3 mln EEK compared to a cash inflow of 106.1 mln EEK in twelve months of 2005. Cash and cash equivalents stood at 249.4 mln EEK as at 31 December 2006. Employees As of 31 December 2006 the Company employed 318 people consisting of 227 people in the Operations division and 91 people in Commercial and Corporate Services. The number of employees has decreased in Operations division by 16 people since the beginning of the year as a result of the highly competitive labor market and not a significant change in the Company's structure. Dividends and share performance Based on the results of the 2005 financial year, the Management Board of AS Tallinna Vesi paid 157 mln EEK dividends in June 2006. As of 31 December 2006 AS Tallinna Vesi shareholders, with a holding over 5%, were: United Utilities (Tallinn) BV 35.3% City of Tallinn 34.7% Morgan Stanley + Co International Equity client account 6.87% Citygroup Global Markets Ltd 5.00% At the end of the reporting period, 31 December 2006, the closing price of the AS Tallinna Vesi share was 234.86 EEK (15.01 EUR). Operational achievements in 2006 - The Company concluded the Nitrogen removal project in Paljassaare wastewater treatment plant. As a result the nitrogen loads discharged to the Baltic Sea decreased by 25% over the base year. Total investment into this project that has lasted over three years was over 30 mln EEK. As a result of achieving the target Tallinn was removed from the HELCOM Baltic Sea hot spot list. This is a major achievement and a significant recognition of the Company's contribution to the environment. - In September 2006 the Company started construction works on the new Paljassaare sludge processing building. The building will allow for the more effective and efficient operation and maintenance of this equipment and realise further benefits in the operation of the wastewater and sludge treatment processes. This will enable the Company to continue with its environmentally friendly and cost effective policy of disposing zero sludge to landfill. The total cost of the project is over 40 mln EEK and it is expected to be completed in the first half of 2007. - During 2006 we received the final report from the Supervisory Foundation confirming the Company's compliance with all but one LoS in 2005. The one non- compliance relates to a new LoS that requires any unplanned interruptions not to last more than twelve hours. The company failed this LoS on only three occasions in 2005 due to extraordinary conditions. - In 2006 the company delivered 246m in investments in fixed assets. This is a 10% increase year on year and the highest value in our history. - In 2006 the new customer management system was implemented. This new system enables our customer service staff to have all information about any particular customer including but not limited to, connection contract history, billing history, payment history and communication history. This allows our staff to have a complete understanding of customer issues and significantly improves the speed and quality of our responses. - Included within the customer management system are a full range of customer payment options, cash & electronic banking, plus direct debit and payment plans. To date almost 20% of our customers have signed up for direct debit. Outlook for 2007 - The solid set of financials achieved in 2006 in a challenging environment gives the Company a strong basis to start 2007. - The growth in consumption within the services area is expected to continue as the economy is still developing at a fast pace - The contracts in place with the surrounding municipalities, and the development of these areas, are expected to continue to feed the growth in volumes outside the services area - The clear vision developed with its long-term strategic objectives (to deliver custom service excellence - to deliver operational excellence - to grow the activity of the company - to deliver shareholder value) will guide the activity of the Company with a strong emphasis on improving performance. - The 2007 objectives have been aligned throughout the Company to create a consistent system aimed at achieving the strategic objectives. They give clear guidance to each individual member of staff and demonstrate how they contribute to achieving the Company's objectives. INCOME STATEMENT (thousand EEK) IV Quarter IV Quarter 12 months 12 months 2006 2005 2006 2005 Sales from main operating activities 148 909 140 309 589 176 549 918 Revenues from other operating activities 58 612 10 970 104 048 42 111 Net sales 207 521 151 279 693 224 592 029 Costs of goods sold (main operating activities) -58 219 -53 460 -220 537 -202 055 Costs of goods sold (other operating activities) -55 752 -10 613 -97 096 -38 338 GROSS PROFIT 93 550 87 206 375 591 351 636 Marketing expenses -2 467 -1 469 -9 578 -6 778 General administration expenses -15 148 -12 294 -51 319 -64 257 Other income/ expenses (-) -1 487 208 23 229 1 959 OPERATING PROFIT 74 448 73 651 337 923 282 560 Financial income / expenses (-) -11 338 -31 517 -42 981 -72 838 PROFIT BEFORE TAXES 63 110 42 134 294 942 209 722 Income tax on dividends 0 0 -46 896 -35 368 NET PROFIT FOR THE PERIOD 63 110 42 134 248 046 174 354 Attributable to: Equity holders of A-shares 63 100 42 124 248 036 174 344 B-share holder 10 10 10 10 Earnings per share in euros 3,16 2,11 12,40 8,72 BALANCE SHEET (thousand EEK) 31.12.2006 31.12.2005 ASSETS CURRENT ASSETS Cash at bank and in hand 249 413 207 067 Customer receivables 71 490 66 737 Accrued income and prepaid expenses 4 756 5 286 Inventories 3 142 3 156 Assets for sale 1 648 1 390 TOTAL CURRENT ASSETS 330 449 283 636 NON-CURRENT ASSETS Tangible assets 1 877 106 1 838 528 Intangible assets 52 595 43 981 Unfinished assets - non connections 91 676 94 793 Unfinished pipelines - new connections 117 162 109 190 Prepayments for fixed assets 2 794 3 479 TOTAL NON-CURRENT ASSETS 2 141 333 2 089 971 TOTAL ASSETS 2 471 782 2 373 607 LIABILITIES CURRENT LIABILITIES Current portion of long-term borrowings 473 1 340 Trade and other payables, incl. dividends 85 250 53 507 Taxes payable 30 508 22 724 Short-term provisions 538 289 Deferred income 36 325 68 569 TOTAL CURRENT LIABILITIES 153 094 146 429 NON-CURRENT LIABILITIES Finance lease 0 415 Bank loans 1 166 098 1 165 219 Other payables 100 100 TOTAL NON-CURRENT LIABILITIES 1 166 198 1 165 734 TOTAL LIABILITIES 1 319 292 1 312 163 EQUITY CAPITAL Share capital 200 001 200 001 Share premium 387 000 387 000 Statutory legal reserve 20 000 20 000 Accumulated profit 297 443 280 089 Net profit for the period 248 046 174 354 TOTAL EQUITY CAPITAL 1 152 490 1 061 444 TOTAL LIABILITIES AND EQUITY CAPITAL 2 471 782 2 373 607 CASH FLOW STATEMENT (thousand EEK) 12 months 12 months 2006 2005 CASH FLOWS FROM OPERATING ACTIVITIES Operating profit 337 923 282 560 Adjustment for depreciation 81 047 78 741 Adjustment for income and expenses from constructions -6 952 -3 773 Other financial income and expenses -1 571 -20 012 Profit from sale of fixed assets -24 917 -11 870 Expensed fixed assets 1 106 394 Capitalization of operating expenses -20 921 -23 280 Movement in current assets involved in operating activities -4 143 57 754 Movement in liabilities involved in operating activities 6 873 6 414 Interest paid -47 894 -59 854 Total cash flow from operating activities 320 551 307 074 CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of fixed assets (incl pipelines construction) -192 047 -199 875 Proceeds from pipelines financed by construction income 112 662 52 494 Proceeds from sale of and prepayments received for fixed -1 293 47 345 assets Proceeds from sale of assets and real estate investments 1 106 11 700 Interest received 6 545 5 067 Total cash flow from investing activities -73 027 -83 269 CASH FLOWS FROM FINANCING ACTIVITIES Received long-term loans 0 696 318 Repayment of long-term loans 0 -664 981 Finance lease payments -1 282 -1 707 Dividends paid -157 000 -112 000 Income tax on dividends -46 896 -35 368 Total cash flow from financing activities -205 178 -117 738 Change in cash and bank accounts 42 346 106 067 CASH AND EQUIVALENTS AT THE BEGINNING OF THE PERIOD 207 067 101 000 CASH AND EQUIVALENTS AT THE END OF THE PERIOD 249 413 207 067 Additional information: Eteri Harring Head of Treasury and Investor Relations +372 6262 225 eteri.harring@tvesi.ee