AMANDA CAPITAL PLC STOCK EXCHANGE RELEASE 15 FEB 2007 at 12:15 AMANDA CAPITAL PLC FINANCIAL STATEMENTS BULLETIN 1 JAN 31 DEC 2006 - The Groups net sales were EUR 9.4 million (EUR 9.5 million 1 January to 31 December 2005). The net investment income included in net sales amounted to EUR 7.6 million and management fees from private equity fund management to EUR 1.8 million. - Consolidated earnings after taxes increased to EUR 6.0 million (EUR 5.5 million). - Earnings per share calculated on the average number of shares during the period was EUR 0.28 and on the number of shares at year-end EUR 0.26 (EUR 0.26). - Dividend proposal: basic dividend EUR 0.20 per share and additional dividend EUR 0.10 per share. - The equity to assets ratio was 95.5% (93.9%). - Equity per share at the end of the financial period was EUR 2.48 (EUR 2.41). - The return on private equity investments was 23.2% of invested capital. - The aggregate return on Amandas private equity investments since the beginning of investment operations is 28% p.a. (IRR). FINANCIAL DEVELOPMENT Net sales from the management and consultation of private equity investments increased to almost 20 per cent of Amandas total net sales in 2006. Amandas investment portfolio, consisting of 25 different private equity funds, carried out several exits during 2006. In particular, buyout funds founded in 1997-2000 divested their investments. Amanda made five new private equity fund investments during the financial period. Amandas consolidated net sales for the period 1 January to 31 December 2006 amounted to EUR 9.4 million (EUR 9.5 million 1 January to 31 December 2005). Fees from the management and consultation of private equity funds accounted for EUR 1.8 million of the amount. In the comparison period, net sales from the corresponding operations amounted to EUR 64 thousand as the acquisition of Amanda Advisors Ltd was only realised in December 2005, and its net sales were consolidated since the date of acquisition. Net investment income amounted to EUR 7.6 million (EUR 9.4 million). Consolidated earnings increased to EUR 6.0 million (EUR 5.5 million). The decline in net investment income during the period under review was due to a decrease in the number of target companies divested by the private equity funds. Exits from target companies continued to yield good return percentages. Amanda Capitals consolidated balance sheet total was EUR 59.0 million (EUR 54.8 million), and shareholders equity amounted to EUR 56.4 million (EUR 51.3 million). According to Amanda Capitals investment policy, almost the entire balance sheet consists of shareholders equity. This means that the equity to assets ratio is high at 95.5% (93.89%). Approximately 59% (58%) of the balance sheet total is invested in private equity funds and 38% (36%) in liquid assets. Consolidation goodwill amounted to 3% (6%) of the balance sheet total. MANAGEMENT AND CONSULTATION OF PRIVATE EQUITY INVESTMENTS The management and consultation of private equity investments generated EUR 1.8 million in net sales during the financial period. In May 2006, Amanda established a limited partnership fund, Amanda III Eastern Private Equity L.P., which makes investments in Russian and Eastern European unquoted companies through local private equity funds. By the end of the financial period, the fund had EUR 78.8 million in investment commitments. The fund is going to continue fund raising and its final closing is going to take place by 22 May 2007. On 31 December 2006, Amanda had more than EUR 750 million of assets under management (original investment commitments more than EUR 1.1 billion) and has made investments in more than 90 private equity funds in Europe, the United States, Asia and Russia. The acquisition of the Proventure in February 2007 increased assets under management by more than EUR 170 million. PRIVATE EQUITY FUNDS Amanda made five new private equity fund investments during the financial period. In the second quarter, Amanda Capital sold its USD 12 million investment commitment in the Russia Partners II private equity fund to the newly established Amanda III Eastern Private Equity L.P. fund. Amanda made a EUR 10 million investment commitment in the Amanda III private equity fund. In the second quarter, Amanda made a EUR 5 million investment commitment to the Triton Fund II private equity fund. Triton makes investments in unquoted medium-sized European companies. In the third quarter, Amanda made a EUR 4 million investment commitment in the Permira IV private equity fund. Permira is a leading international private equity investor and has made over 280 private equity investments since 1985. In the third quarter, Amanda also made a GBP 3 million investment commitment in the Gresham Fund IV L.P. private equity fund based in England. Gresham targets buyouts of unquoted small and medium-sized British companies. In the fourth quarter, Amanda made a EUR 5 million investment commitment in the EQT V private equity fund. The EQT V private equity fund invests in medium-sized companies in growing industries in Northern Europe. At the end of the period under review Amanda Capital had investments in the private equity funds listed below. Name of fund, Year of establishment, Number of investments made, WWW Amanda III Eastern Private Equity L.P., 2006, 4, www.amandacapital.fi Atlas Venture VI L.P., 2001, 61, www.atlasventure.com Benchmark Europe I L.P., 2000, 35, www.benchmark.com Charterhouse Capital Partners VII L.P., 2002, 10, www.charterhouse.co.uk EQT Finland, 1999, 2, www.eqt.fi EQT II, 1998, 10, www.eqt.se EQT IV, 2004, 4, www.eqt.se EQT V, 2006, 0, www.eqt.se Fenno Rahasto Ky, 1997, 10, www.fennomanagement.fi Finnventure Rahasto V Ky, 1999, 36, www.capman.fi Gresham Fund III L.P., 2004, 11, www.greshampe.com Gresham Fund IV L.P., 2006, 0, www.greshampe.com Industri Kapital 1997, 1997, 13, www.industrikapital.com Industri Kapital 2000, 1999, 19, www.industrikapital.com Innovacom 4, 2000, 48, www.innovacom.com MB Equity Fund II Ky, 1997, 8, www.mbrahastot.fi Merlin Biosciences Fund L.P., 2000, 23, www.merlin-biosciences.com Montagu III L.P., 2005, 2, www.montaguequity.com Nexit Infocom 2000, 1999, 18, www.nexitventures.com PAI Europe IV L.P., 2005, 5, www.paimanagement.com Permira Europe II, 2000, 20, www.permira.com Permira Europe III, 2003, 11, www.permira.com Permira Europe IV, 2006, 0, www.permira.com Sponsor Fund I Ky, 1997, 8, www.sponsor.fi Triton Fund II L.P., 2006, 1 These private equity funds have invested in more than 300 companies. Amanda Capitals degree of investment (book value of investments/equity) was 59.0% (62.0%). The private equity funds called in capital of approximately EUR 14.7 million during the financial period and returned approximately EUR 11.3 million to the company as capital returns and EUR 7.5 million as distribution of profits. NEW INVESTMENTS MADE BY THE PRIVATE EQUITY FUNDS The private equity funds made several new investments during the financial period. Examples of the investments: Permira II and Permira III are involved in an investment consortium that has submitted an offer to acquire TDC A/S, a Danish telecom operator. Furthermore, Permira III has acquired Aearo Technologies Inc. The company is among the worlds leading manufacturers of personal safety products. EQT IV has acquired a company called Kabel Baden-Württemberg GmbH & Co. The company is a cable operator in television, broadband and telephony operations. Kabel Baden-Württemberg has over 2.3 million customers. Montagu III has acquired a company called British Car Auctions from private investors. The company is the leading European resale channel for vehicles. It is well known for arranging electronic auctions of vehicles, among other things. EQT IV has acquired Gambro AB, a global company in the pharmaceuticals and health sector. Gambro employs more than 11,000 people in more than 40 countries and posted net sales of EUR 1.6 billion in 2005. Permira Europe III has acquired Telepizza S.A. from the Madrid Stock Exchange jointly with active management. Telepizza S.A. is the leading supplier of home-delivered pizza in Spain. Its net sales in 2005 amounted to a total of EUR 312 million. Permira Europe III has also acquired ALL3MEDIA Limited. ALL3MEDIA Limited operates as an independent TV production company in England and employs more than 1,000 people. Its net sales in 2005 exceeded EUR 300 million. COMPANIES DIVESTED BY THE PRIVATE EQUITY FUNDS Several exits were seen in private equity funds during 2006. Some examples are: MB Funds sold A-Katsastus to Bridgepoint, a European private equity investor. The Finnventure V exited from Mehiläinen Oyj. The fund sold its holding to H-Careholding AB, which owns the Swedish health-care company Carema. Finnventure V had made its original investment in Mehiläinen in 2000. Nexit Ventures sold its target company Hybrid Graphics to Nvidia Inc. Hybrid Graphics is a provider of 3D mobile graphics solutions. Charterhouse VII sold its holding in the childrens product manufacturer Avent to Royal Philips. Permira Europe II divested its holding in the Travellodge low-price hotel chain. Travellodge was sold to the Dubai International Capital private equity investment company. Travellodge was the first company to launch a so-called low-price hotel chain in Great Britain in 1985. Funds managed by CapMan (Amanda is an investor in CapMans Fenno private equity fund) made an exit from Tiimari Plc. The funds sold Tiimari Plc to Oyj Leo Longlife Plc. Sponsor Capital sold the entire stock of Saunatec Group Ltd to the Dutch company ABN AMRO Capital. Saunatec Group is the worlds leading manufacturer of sauna and steam bath products. SHAREHOLDERS AND SHARE CAPITAL A total of 1,508,100 new shares were subscribed for in Amandas share issue directed to personnel. The increase in share capital was registered in the Trade Register on 22 September 2006. Following the registration, Amanda Capital Plcs share capital is EUR 11,383,873, divided into 22,767,746 shares. Amanda Capital Plc had 3,703 shareholders on 31 December 2006. On 22 August 2006 Amanda Capital Plcs Board of Directors decided to acquire the companys own shares by virtue of an authorisation granted by the Annual General Meeting. The acquired shares will be used in accordance with the authorisation for the purposes of financing the acquisition of business assets, developing the structure of the companys equity, improving the liquidity of the shares, transferring them to another party or annulling them, or in any other case where the Board of Directors considers that this would be a beneficial way to use liquid assets. The authorisation also covers the transfer of shares acquired by the company and their use for the purposes specified above, the manner and price subject to separate decision by the Board of Directors. The shares will be acquired in public trading on the Helsinki Stock Exchange at the prevailing market price. The Board of Directors decision allows the acquisition of a maximum of 2,000,000 shares. The authorisation to acquire shares granted to the Board of Directors by the General Meeting of Shareholders is valid until 14 March 2007. The company held no shares of its own at the end of the review period. PERSONNEL The Group had 10 employees at the end of the financial period. The average number of personnel during the period was 10. Total salaries paid during the financial period amounted to EUR 839 thousand (EUR 145 thousand). The personnel expenses include EUR 128 thousand of share premium accruals associated with the personnel issue; this has no cash flow effect. The data for the comparison year includes personnel expenses only since the consolidation of Amanda Advisors Ltd, that is 9 December 2005. DIVIDEND POLICY AND PROPOSAL FOR THE DISTRIBUTION OF PROFITS Resulting from Amanda Capitals expansion from investment operations to the management and consultation of private equity investments, the Board of Directors has adopted a new dividend policy. The objective is that the dividends will amount to a minimum of 50% of Amanda Capitals result for the year. The Board of Directors proposes to the Annual General Meeting a basic dividend of EUR 0,20 per share and an additional dividend of EUR 0,10 per share. The proposal of the additional dividend is based on Amandas strong cash situation resulting from excellent exits from private equity investments. DISPUTES On 30 June 2005 Helsinki District Court dismissed the lawsuits filed against Amanda Capital Plc by Interglobia Ltd.s bankruptcy estate and Interavanti Oyj. On 19 September 2005 Interavanti Oyj and Interglobias bankruptcy estate filed an appeal against Helsinki District Courts decision with the Court of Appeal. Amanda Capitals management, Board of Directors and legal counsellors regard the lawsuits as unfounded. The legal procedures as such do not have an impact on Amanda Capital Plcs regular business operations. DEVELOPMENTS AFTER THE REVIEW PERIOD On 9 February 2007, Amanda acquired the entire stock of the Proventure for EUR 10.0 million. The net asset value of the acquired companies was EUR 7.1 million on 31 December 2006. The purchase price was settled entirely in cash. Proventure is a private equity investment management company previously held by private shareholders. Companies within the acquired group are founding general partners in the private equity funds-of- funds First European Fund Investments L.P and European Fund Investments II L.P, which have several Finnish and foreign institutional investors. The acquisition will increase the net sales of Amandas private equity investment management and consultation by approximately EUR 1.7 million this year. After the end of the financial period, some exits have taken place in Amandas investments, resulting in an aggregate cash flow of more than EUR 1 million for Amanda. These include, among others: The Permira Europe II private equity fund has divested its holding in Rodenstock GmbH. The company is the leading manufacturer of lenses and frames in Germany. It has production facilities in 10 countries and sales offices in more than 80 countries. The Permira Europe II private equity fund has also divested its remaining holding in Premiere AG. The company was listed on the Frankfurt stock exchange in March 2005. The Permira Europe III private equity fund has sold its holding in Grand Navi Veloci S.p.A to other private equity investors. The company operates cruise vessels in the Mediterranean and maintains ferry traffic from Italy to Sardinia and Sicily, among other routes. The PAI Europe IV private equity fund has rearranged funding for its target company Chr.Hansen, which will result in capital being returned to Amanda. The EQT II private equity fund has sold HemoCue to Quest Diagnostics. HemoCue is a leading developer, manufacturer and marketer of medical diagnostics equipment for point-of-care testing. HemoCues annual net sales amount to approximately EUR 90 million. DEVELOPMENTS IN THE PRIVATE EQUITY MARKET The private equity market has been growing strongly in Europe and around the world, particularly during the last two years. The amount of new investment commitments in private equity funds in Europe in 2005 was a record-breaking high of EUR 72 billion, and the 2006 figure is expected to be even higher. Private equity funds have been fairly successful in finding investment targets for their increased assets, and the exit market has made exits possible. The large amount of funds that has flown into the industry and the good liquidity of the debt markets have increased the average purchase price of companies divestments. The rising interest rate development may cause problems for certain target companies of private equity funds where the share of debt financing is high. A majority of the private equity market, however, use debt financing moderately, making reasonably priced investments that still produce typical private equity returns. No substantial changes are expected in the exit market in 2007 compared to the previous year. The large amount of funds available on the private equity market will probably mean that secondary deals will remain high. The other exit options, like selling the target companies to other companies and stock exchange listings, are also still possible exit methods. COMPANY OUTLOOK During a period of slightly more than a year, Amanda has expanded its business from investment operations to the management and consultation of private equity investments through two acquisitions and a newly established fund. The management of private equity investments is characterised by long-term management contracts that produce a stable cash flow and improve the predictability of Amandas net sales and earnings. The expansion of business operations will reduce the sensitivity of Amandas earnings to fluctuations in investment income. The companys objective is to continue expanding its management business both organically by establishing new funds and by potential acquisitions. The net sales of the business segment are expected to exceed EUR 3.5 million in 2007. Amanda has continued its disciplined investment operations and made very selective investments despite the wide variety of options available. Amanda has mostly concentrated its investments in private equity funds targeting more mature companies. The strategy has resulted in excellent returns, and the long-term returns on investments are expected to remain good for the foreseeable future. AMANDA CAPITAL PLC Board of Directors For more information: CEO Petteri Änkilä, tel. +358 10 236 5036 Distribution: Helsinki Stock Exchange, www.amandacapital.fi Amanda Capital Group is a private equity investment company. Its parent company is the only publicly listed private equity fund-of- funds in Scandinavia. The company has investments in 25 different private equity funds and thereby in over 300 unquoted companies, mainly located in Europe. Amanda is one of Finlands largest private equity fund investment management companies. In addition to its own investments, it manages several private equity fund portfolios under consultancy agreements. Amanda is also a founding general partner in the private equity funds Mandatum Equity Fund I and II L.P., as well as Amanda III Eastern Private Equity L.P., which have several institutional investors. Amanda Group currently has more than EUR 900 million of assets under management (original investment commitments more than EUR 1.3 billion) and has made investments in more than 100 private equity funds in Europe, the United States, Asia and Russia. APPENDIX FINANCIAL STATEMENT TABLES CONSOLIDATED INCOME STATEMENT 1-12/06, EUR 1 000 112/06 1-12/05 Q4/06 Q4/05 NET SALES Net investment income 7 557 9 413 630 2 812 Management fees 1 812 64 661 64 Total 9 369 9 477 1 291 1 291 Depreciation and amortisation -246 -1 -62 0 Other operating expenses -1 576 -2 191 -501 -720 OPERATING PROFIT 7 547 7 286 729 2 208 Financial income and expenses 536 180 196 109 PROFIT BEFORE APPROPRIATIONS AND TAXES 8 083 7 466 925 2 317 Appropriations and taxes corresponding to the periods profit -2 074 -1 937 -237 -599 PROFIT 6 009 5 529 688 1 719 CONSOLIDATED BALANCE SHEET, EUR 1 000 31.12.2006 31.12.2005 ASSETS LONG-TERM ASSETS Intangible and tangible assets 3 054 3 299 Investments available for sale Private equity investments 33 268 31 814 CURRENT ASSETS Accrued income and advance payments 334 15 Investments available for sale Financial securities 19 397 15 257 Cash 2 985 4 395 TOTAL ASSETS 59 038 54 780 SHAREHOLDERS EQUITY AND LIABILITIES SHAREHOLDERS EQUITY 56 395 51 312 LIABILITIES Non-current liabilities 0 273 Current liabilities 2 643 3 195 TOTAL LIABILITIES 2 643 3 468 TOTAL SHAREHOLDERS EQUITY AND LIABILITIES 59 038 54 780 CONSOLIDATED CASH FLOW STATEMENT, EUR 1 000 1-12/06 1-12/05 Q4/06 Q4/05 OPERATIONS Operating income 7 547 7 286 727 2 209 Depreciation and write-downs 245 1 75 1 Investments available for sale Long-term, increase (-) decrease (+) -1 454 543 -1 002 -258 Short-term, increase (-) decrease (+) -4 140 -4 829 -1 234 1 915 Change in fair value reserve -1 665 765 671 1 545 Change in tax liability/receivable -581 1 778 308 714 Investments available for sale, total change -7 840 -1 743 -1 254 3 916 Change in working capital Business receivables, increase (-) decrease (+) -319 1 063 -63 973 Interest-free debt, increase (+) decrease (-) 29 581 -597 79 Interest bearing debts, increase (+)decrease (-) -273 0 -166 0 Total change in working capital -563 1 644 -826 1 052 Dividends paid -3 189 -2 126 0 0 Personnel issue paid over par 128 0 128 0 Cash flow from operations before financial items and taxes -3 672 5 062 -1 149 7 718 Financial income and expenses 536 181 196 110 Deferred taxes -2 074 -2 181 -236 -843 CASH FLOW FROM OPERATIONS -5 210 3 062 -1 189 6 445 CASH FLOW FROM INVESTMENTS Acquisition of subsidiary 0 -3 407 0 -3 407 FINANCING Payment from share issue 3 800 0 -64 0 Increase/decrease in liquid assets -1 410 -345 -1 253 3 037 Liquid assets at the beginning of the period 4 395 4 740 4 238 1 358 Liquid assets at the end of the period 2 985 4 395 2 985 4 395 Liquid assets contain cash and bank deposits. CHANGE IN CONSOLIDATED SHAREHOLDERS EQUITY Other Fair Share re- value Retained EUR 1 000 capital serves reserve earnings Profit Total Shareholders equity 1 Jan. 2006 10 630 26 635 698 13 349 51 312 Changes in Investments Available for Sale -1 666 -1 666 Personnel share issue 754 3 046 128 3 928 Profit for the period 6 009 6 009 Payment of dividends -3 189 -3 189 Shareholders equity 31 Dec. 2006 11 384 29 681 -968 10 288 6 009 56 394 Other Fair Share re- value Retained EUR 1 000 capital serves reserve earnings Profit Total Shareholders equity 1 Jan. 2005 10 630 26 635 -67 9 940 47 138 Changes/corrections 6 6 Changes in Investments Available for Sale 765 765 Profit for the period 5 529 5 529 Payment of dividends -2 126 -2 126 Shareholders equity 31 Dec. 2005 10 630 26 635 698 7 820 5 529 51 312 CONSOLIDATED KEY RATIOS 1-12/06 112/05 Earnings per share, EUR 0.26 0.26 Earnings per average number of shares, EUR 0.28 0.26 Equity per share, EUR 2.48 2.41 Equity per average number of shares, EUR 2.59 2.41 Return on investment, ROI % p.a. 15.0 15.1 Return on equity, ROE % p.a. 11.2 11.2 Equity to assets ratio, % 95.5 93.9 Stock price at end of period, EUR 3.43 2.43 Investments, EUR 1 000 0 3 792 Number of personnel at the end of the period 10 8 Private equity investments to equity ratio, % 59.0 62.0 Investment commitments to equity ratio, % 121.4 107.0 CHANGE IN BOOK VALUE OF PRIVATE EQUITY FUNDS, EUR 1 000 1-12/06 Book value of private equity funds 1 Jan 2006 31 814 Drawdowns to private equity funds 14 728 Return of capital -11 281 Net changes in the book values of private equity funds -1 993 Book value of private equity funds 31 December 2006 33 268 REMAINING COMMITMENTS Amanda Capital Plcs remaining commitments in private equity funds on 31 December 2006 stood at EUR 35.2 million (EUR 22.9 million on 31 December 2005). Other liabilities at the end of the reporting period was EUR 0.5 million (EUR 0.1 million).