METSÄ BOARD Annual review 2024
8. Other notes
7.4 Acquisitions and operations disposed of
Financial operations of the Group have been centralised to Metsä Group Treasury Oy, which is a wholly-owned subsidiary of Metsäliitto Cooperative and in charge of managing the Group companies’ financial positions according to the strategy and financial policy defined by the Group, providing necessary financial services and acting as a competence center in financial matters. Financial transactions with Metsä Group Treasury Oy are carried out at market prices. The value of wood purchases from Metsäliitto Cooperative was EUR 201.2 million (171.3) and pulp purchases from Metsä Fibre Oy EUR 276.8 million (255.8). The purchases were carried out at market prices. Metsä Board is participating in the supplementary pension arrangement of Metsä Group executives. Payments to the arrangement amounted to EUR 0.6 million in 2024 (0.5).
Business operations and value creation 2 This is Metsä Board 4 CEO’s review 6
8.2 Events after the financial period
8.1 Contingent liabilities, assets and commitments
Accounting principles Acquired business operations are consolidated from the time when control is transferred to the Group, and divested operations are consolidated until the time when control is transferred away- from the Group. The consideration paid, including the contingent sales price and the identifiable assets and liabilities of the acquired business operations, are measured at fair value at the time of acquisition. Expenses related to acquisitions are recognised as costs. Depending on the acquisition, the non-controlling interests’ share in the object of the acquisition is recognised at fair value or the amount that corresponds to the non-controlling interests’ propor- tion of the net assets of the object of the acquisition The amount by which the sum of the consideration paid, the fair value of the non-controlling interests’ share and the fair value of the assets previously owned in the object of the acquisition exceed the fair value of the identifiable net assets is recognised as goodwill. Divested operations Metsä Board sold its Russian sales company to VLP Group on 13 May 2024 and recognised a loss of EUR -0,5 million. Metsä Board discontinued busi- ness operations in Russia in 2022. Since the completion of the transaction, the Metsä Board no longer owns anything in Russia. 7.5 Related party transactions Related parties include Metsä Board’s ultimate parent company Metsäliitto Cooperative, which owns 52.0% of Metsä Board’s shares and 68.9% of the voting rights, other subsidiaries of Metsäliitto, associated companies and joint ventures. The members of the Board of Directors, Metsä Group’s Executive Management Team and Metsä Board’s Corporate Management Team as well as their close family members are also included in related parties. The management’s salaries, remuneration and pension expenses are presented in Note 3.2. The most significant subsidiaries of Metsäliitto, with which Metsä Board has business transactions, are as follows:
On 16 January 2025, Metsä Board announced its plans to close the Tako board mill and improve the efficiency of the Kyro board mill due to pro- longed weak profitability. The company initiated change ne-gotiations at both mills and related operations. We have initiated change negotiations at both mills. No decisions concerning personnel reductions and mill closure will be made until the negotiations have been concluded. On 6 February 2025, Metsä Board announced that it will start a pre-engi- neering in cooperation with Metsä Tissue to investigate potential change of product produced on Husum BM2. The pre-engineering is expected to take 12 months and it would enable new capacity of approximately 80,000 ton- nes of foodservice packaging papers and siliconized greaseproof papers. Production of the white kraftliner will continue at full capacity at least until the possible investment shutdown of BM2. The start-up of the rebuilt line would be earliest in Q4/2027.
Strategy and financial targets
Key estimates and judgements
8
Value creation
Disputes and claims Metsä Board companies have been sellers in several share trans- actions in recent years. In these divestments, the companies have issued regular seller’s assurances. Claims presented against Metsä Board companies and costs incurred by the companies due to these assurances cannot be ruled out.
Financial development 10 Key figures 12
Report of the Board of Directors
20 20 37 70 89 96
• Sustainability statement
Transactions with parent company and sister companies
General information
E – Environment
Transactions with parent company
Transactions with sister companies
S – Social responsibility
Commitments
EUR million
2024
2023
2024 112,3
2023
G – Governance
Sales
3,6 4,9
9,6 5,0
9.6 5.0
Annexes to the Sustainability statement
Other operating income
1,3
EUR million
2024
2023
Purchases
-264,8
-213,4
-460,4
-213.4
Leases not yet commenced to which the Group is committed
0.7
1.6
98 Consolidated financial statements 102 Notes to the consolidated financial statements 150 Parent company financial statements 153 Notes to the parent company financial statements 166 The Board’s proposal to the Annual General Meeting for the distribution of funds 167 Auditor’s Report 171 Sustainability statement assurance report 173 Shares and shareholders 177 Ten years in figures 178 Taxes 179 Production capacities 181 Calculation of key ratios and comparable performance measures Corporate governance 183 Corporate governance statement 190 • Board of Directors of Metsä Board 194 • Corporate Management Team of Metsä Board
Share of result from asso- ciated companies
-8.8
24.2
Total
0.7
1.6
Interest income Interest expense
8,4 -1,2
9,4
0.1
-0,4
Commitments include granted pledges, mortgages and floating charges as well as guarantees.
Investments
-42,1
Receivables
Trade receivables and other receivables
Investment commitments
0,7
1,6
26.6
49.8
Cash equivalents
179.2
278.4
EUR million
2024
2023
Liabilities Trade payables and other liabilities
Payments due in following 12 months
1.4 0.4 1.8
69.7
Payments due later
0.8
51.8
23.8
139.6
46.6
Total
70.5
Transactions with associated companies and joint ventures
Other information Metsä Board has investment grade credit ratings from S&P Global and Moody’s Investor Service. Metsä Board’s rating by S&P Global is BBB- with a stable outlook. The company’s rating by Moody’s is Baa2 with a stable outlook.
EUR million
2024
2023
Sales
0.7
0.5
Purchases
-0.1
Receivables Trade receivables and other receivables
0.1
0.2
Metsä Board has classified interest-bearing receivables comparable to cash funds and available immediately from Metsä Group’s internal bank Metsä Group Treasury Oy as Cash and cash equivalents. The receivables from group companies do not include doubtful receiv- ables, and no bad debt was recognised during the period. No security or collateral has been provided for group liabilities.
Metsä Tissue Group Metsä Fibre Group Metsä Forest Sverige Ab
Metsä Fibre has been consolidated by using equity method according to Investments in associates standard (IAS 28). Related party transactions with Metsä Fibre are presented as transactions with sister companies.
196 Remuneration report 201 Investor relations and investor information
148
149
Consolidated financial statements | METSÄ BOARD ANNUAL REVIEW 2024
Powered by FlippingBook