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Page 1: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

1

Annual Report 1998

Page 2: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

2

Page 3: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

3

Five-year Group Statistics 4

Valio – Milk for All Tastes 5

Valio Group Organization 5

Annual Review by the CEO 6

Supervisory Board,

Board of Directors, Auditors 7

Board of Directors Report 8

Consolidated Statement of Income 11

Consolidated Balance Sheet 12

Consolidated Statement of Sources and

Application of Funds 14

Parent Company Statement of Income 15

Parent Company Balance Sheet 16

Parent Company Statement of Sources and

Application of Funds 18

Notes to the Consolidated and

Parent Company Financial Statements 19

Proposal by the Board of Directors

to the Annual General Meeting 28

Auditors’ Report 29

Statement by the Supervisory Board 29

Milk Procurement 30

Member Relations 30

Production Policy 31

Research and Development 31

Valio Fresh Products 32

Valio Cheese 34

Valio Edible Fats and Ingredients 36

Valio Ice Cream 38

Valio Domestic Sales 40

Valio Ltd Owners 42

Valio Group and Owner Dairies 42

Addresses 43

Contents

Page 4: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

4

1998 1997 1996 1995 1994

Net sales, FIM m 7,604.9 8,055.5 7,837.6 8,181.9 8,785.9

Change % -5.6 +2.8 -4.2 -6.9 -0.7

- Domestic, FIM m 5,293.2 5,570.7 5,866.5 6,583.4 6,575.6

Change % -5.0 -5.0 -10.9 +0.1 -2.0

- International operations, FIM m 2,311.7 2,484.8 1,971.1 1,598.5 2,210.3

Change % -7.0 +26.1 +23.3 -27.7 +3.5

Balance sheet total, FIM m 4,097.9 4,501.6 4,457.8 4,575.1 5,364.3

Liabilities as a percentageof balance sheet 51.1 54.1 53.2 53.6 61.3

Equity + provisions as apercentage of balance sheet 48.9 45.9 46.8 46.4 38.7

Personnel expenditure, FIM m 902.1 916.4 872.6 945.2 752.5

Number of personnel 4,517 4,537 4,801 5,101 4,265

Inventories, FIM m 733.0 739.8 771.5 749.8 874.1

Capital expenditure, FIM m 329.0 248.5 211.9 279.1 194.2

Planned depreciation, FIM m 282.4 290.3 310.4 299.5 258.4

Five-year Group Statistics

Page 5: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

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ValioDomestic Salesand ValioDistribution

MarkkuMäättänen

ValioFresh Productsand Valio IceCream

PenttiPaloranta

ValioCheese,Edible Fats andIngredients

TuomoKeurulainen

Board of DirectorsSupervisoryBoard

AnnualGeneralMeeting

Matti KavetvuoPresident, CEO

R & D

AnnikaMäyrä-Mäkinen

CentralAdministration &Business SupportHeikki Halkilahti

Valio, Group Organization Jan. 1st, 1999

Valio is the leading Finnish dairy business. The company processesand markets milk in Finland and abroad so that its owners, some17,500 dairy farmers, can carry on their business. The farmers areorganized in 38 dairy co-operatives that together own all the sharesof Valio Ltd.

Finnish retail chains and consumers see Valio as a partner thatconsistently improves its products and operations. The top-qualitymilk produced by Finnish dairy farmers is processed in twenty-threeproduction facilities. Valio then markets, sells and distributes a

variety of milk products to wholesale and retail outlets, restaurants and schools.

Valio is one of the best known brands in Finland with a product range of some 800 packaged items.Package sizes, lactose and fat content and other features vary according to customer needs.

Valio makes tasty, natural and versatile foods. Fresh every day!

Valio - Milk for All Tastes

Page 6: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

6

A year ago I warned that the Finnish dairy industrywould encounter serious trading difficulties in 1998,leading to lower expectations in market prospectsand financial development for the Valio Group.Sadly, this proved to be the case. After threeyears of solid progress and growth in sales, Valioprofitability decreased during the year underreview. A number of factors were responsiblefor this:

• After long cooperation and fullnegotiations, Valio was reluctantlyobliged to end business withOsuuskunta Maito-Pirkka andHämeen Osuusmeijeri, resulting ina clear fall in the quantity of milkprocessed and taken in;

• Tighter domestic competitionin liquid milks cut further intoprofit;

• The wet summer in Finlandlowered ice cream sales;

• The economic crisis in Russiathat began in August paralyzed ourexport program there, and froze itat a level well below the volumesachieved earlier last year;

• At the very end of the reviewyear, knock-on effects from theRussian crisis spread to the European internal market asdemand decreased and price levels dropped.

In addition, milk prices continued to hold at a highlevel, corresponding to or exceeding the Finnish dairyindustry’s target price, agreed during European Unionmembership negotiations. Valio paid its owner coopera-tives FIM 2.24 a liter for their milk - FIM 0.03 less than in1997, but still the second highest price since Finlandjoined the EU.

The decisions made five years ago by Valio’s ownerdairies concerning the Group’s structure and businessrelationships have now, in the main, been acted upon.After making different lease and marketing contracts forthe transitional period, Valio’s take-in share of totalFinnish dairy production through its owner dairies hasfallen continuously, from 86 per cent in 1993 to 69 percent last year. This enforced drop in Valio’s operatingvolume has, of course, compelled the Group to adaptfrom a near monopoly position to one of more diversecompetition. And that process of adaptation has led to astill continuing rationalization of extant excesscapacity. Between 1992 and last year, some 20 dairyproduction plants were shut down, leaving Valio 23plants in 19 locations at the end of 1998.

While dairy imports to Finland have increasedconsiderably, and with competition narrowing Valio’s

Annual Review by the CEO

share of the domestic market, our businessdevelopment has demanded increased attention

to exports. We have also substantiallyrationalized sales and distribution operationsin Finland, to help us attain our objective ofcutting unit costs to a satisfactory level.

In a radically changing operatingenvironment, Valio has, naturally,

examined a number of differentoperating strategies. There was forinstance a plan to co-operate withSwedish dairy company, Arla.Despite considerable effort andkeen interest on both sides, thenegotiation teams were unable toformulate a satisfactory solutiondue to lower than expected profitpotential. On the plus side, theGroup has invested substantialnew resources in marketingexpertise, product developmentand information technologysystems. The encouraging resultsof this initiative have alreadystrengthened the company’scompetitiveness.

In the year ahead, highlydemanding challenges will face

both the owners and staff of Valio Group. During thefinal months of last year our operations were making aloss. Clearly we have to adapt to the tougher operatingenvironment as swiftly and realistically as possible. Tothis end, Valio will tighten its rationalization programeven beyond the level of recent years. Our goal is tostrengthen the producer price in this transitional phaseof insecurity for milk producers. EU agriculture policy isalso undergoing significant reform in the Agenda 2000program, and this has the effect of reducing security andthus raising the pressure to adapt for the whole Finnishdairy industry.

As far as I can see, it appears inevitable that the strin-gent rationalization process affecting our dairy industrymust continue into the future. These have been difficultdecisions to take, but embarking on this program isundoubtedly helping us to build a solid base, from whichthe future of Valio and the dairy industry in Finland canbe developed competitively.

In conclusion, I should like to thank all Valio milkproducers and our own staff for their splendid work overthe past year. I wish you all the courage, energy andcooperative skills that are essential as we continueworking for the benefit of this country’s dairy industry.

Matti Kavetvuo

Page 7: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

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Term began Term ends

Seppo Hakola 1994 1999Dairy farmer, KuortaneChairman

Markku Heikkinen 1991 2000Dairy farmer, TohmajärviVice Chairman

Pertti Hahl 1995 2001Dairy farmer, Mikkeli

Kari Harsia 1996 2001Personnel Representative, Seinäjoki

Toivo Heikkilä 1996 2000Dairy farmer, Haapajärvi

Pertti Heinonen 1992 1999Dairy farmer, Oripää

Eero Hiironen 1991 2001Dairy farmer, Saarijärvi

Eero Jukkara 1989Dairy farmer, Savitaipalemember to April 21st, 1998

Hannu Kainu 1997 1999Dairy farmer, Kyyjärvi

Matti Karvo 1994 2001Dairy farmer, Rovaniemi

Anneli Koponen 1996Personnel Representative, Vantaa(to December 31st, 1998)

Pekka Lestinen 1998 2001Dairy farmer, Sysmämember as of April 21st, 1998

Eino Lumiaho 1998 2001Dairy farmer, Vihantimember as of April 21st, 1998

Tapio Malmiharju 1996 2000Dairy farmer, Artjärvi

Martti Nevalainen 1994 1999Dairy farmer, Valtimo

Paavo Niskanen 1995Dairy farmer, Iisalmimember to April 21st, 1998

Heikki Olkkonen 1988 1999Dairy farmer, Alavus

Riku Ollikainen 1981 2000Dairy farmer, Lapinlahti

Esko Pohjala 1992Dairy farmer, Orivesimember to April 21st, 1998

Antti Rauhamaa 1998 2000Dairy farmer, Kärkölämember as of April 21st, 1998

Airi Raussi 1996 1999Dairy farmer, Anjalankoski

Terttu Repo 1999 2001Personnel Representative, Haapavesi(as of January 1st, 1999)

Pentti Santala 1997 2000Dairy farmer, Kauhajoki

Matti Siitonen 1998 2001Dairy farmer, Parikkalamember as of April 21st, 1998

Osmo Sikanen 1991 1999Dairy farmer, Joroinen

Reino Tapani 1992 2000Managing Director, Turku

Juhani Väänänen 1995 2001Dairy farmer, Maaninka

BOARD OF DIRECTORS

Kari Inkinen 1997 1999Dairy farmer, RuokolahtiChairman

Tauno Uitto 1996 2001Dairy farmer, TyrnäväVice Chairman

Matti Kavetvuo 1992President, CEO, Helsinki

Juhani Hörkkö 1998 2000Dairy farmer, Koski Tl

Esa Juntunen 1998 2000Dairy farmer, Vieremä

AUDITORS

SVH Pricewaterhouse Coopers Oy,Authorized Public Accountants, HelsinkiTauno Haataja, MBA,Authorized Public Accountant

Valio Ltd

SUPERVISORY BOARDTerm began Term ends

Page 8: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

8

GENERAL

Valio Group financial performancefor 1998 before extraordinary itemsand taxes stood at FIM 25 million,FIM 159 million lower than theprevious year. The largest factor inthis drop in performance was thecessation of business withOsuuskunta Maito-Pirkka andHämeen Osuusmeijeri, resulting instill tighter price competition in thedomestic liquid milk market.Performance development was alsosignificantly affected by anunfavorable summer for ice creamconsumption and by the Russianeconomic crisis arising inAugust. The latter reduced Valio’snormal exports to Russia to afraction of early 1998 volumes. Atthe very end of the year, the crisiswas reflected in lower prices andweakened demand in other markets,too, as manufacturers aimed tocompensate for lost Russian trade.

In Finland, Valio took in 1,587million liters of milk or some 3.4 percent less than the previous year.Valio milk procurement co-operatives’ share of Finnish dairymilk volumes decreased by twopercentage points to stand at 69 percent. Valio Group took in totaldeliveries of 1,728 million liters ofraw milk, which includes milkprocurement for Valio dairies in theUnited States and Estonia.

Domestic net sales were downfive per cent. Sales of cheeses, babyfoods and frozen products werehowever better than expected andup on the previous year. Liquid milkproduct sales also exceeded theirtargets. Valio’s market share ofedible fats grew, while that of freshproductsales, cheeses and icecreams fell somewhat.

Net sales from internationaloperations declined by seven percent. Exports of liquid milk productsand powders nevertheless grew,

although those of other productgroups fell.

Divisional profitability improvedin Valio Edible Fats and Ingredientsand declined in all other divisions.

The owner co-operatives werepaid FIM 2.24 per liter of milk takenin. This was FIM 0.03 less than theprevious year. Thus, if a comparableraw material price were used, theGroup’s net income beforeextraordinary items would havebeen FIM 48 million weaker thanthe income statement now shows.

In November 1998, the FinnishSupreme Administrative Courtrejected Valio’s appeal on thedecision concerning misuse of itsdominant market position.

Board of Directors ReportJanuary 1st, 1998 – December 31st, 1998

GROUP NET SALES

10000

8000

6000

4000

2000

0

FIMmillion

94 95 96 97 98

ExportsDomestic

GROUP NET SALESBY DIVISION (%), 1998

Ice cream 4.9

Freshproducts 37.6

Edible fats 12.5Cheese 32.2

Ingredients 6.8

Others 6.0

GROUP CAPITALEXPENDITURE

FIMmillion

94 95 96 97 98

350

300

250

200

150

100

50

0

Page 9: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

9

SHAREHOLDERS AND SHARECAPITAL

The number of shareholders fell by6 to 38 by the end of the financialyear due to merger activities.

The total paid-up capital of ValioLtd is FIM 586,340,000.

CHANGES IN GROUPSTRUCTURE

Kiinteistö Oy Kuivamaito’s mergerinto Valio was listed in the FinnishTrade Register in August. Valio soldits share of VBF Trading S.A. duringthe financial year.

Valio International Belgium-Nordic Foods, Marco Casodost,Nordic Immo and Vache Bleuemerged to become Valio - VacheBleue S.A. in December. Businessoperations for cheese exported fromFinland were separated away fromValio subsidiary McCadam CheeseCo., Inc. during the financial year,and a new subsidiary, FinlandiaCheese Co., Inc., was established.

CONSOLIDATED NET SALES

Consolidated net sales totalled FIM7,605 million (FIM 8,056 million).Domestic net sales stood at FIM5,293 million (FIM 5,571 million).Net sales from internationaloperations (exports from Finlandand foreign subsidiaries) totalledFIM 2,312 million (FIM 2,485million).

PARENT COMPANY NET SALES

Valio Ltd net sales totalled FIM6,925 million (FIM 7,303 million).Domestic net sales stood at FIM5,291 million (FIM 5,569 million)and net sales from exports at FIM1,634 million (FIM 1,734 million).

CAPITAL EXPENDITURE

Consolidated gross capitalexpenditure totalled FIM 329 million(FIM 249 million) or 4.3 per cent(3.1 per cent) of net sales.Investments of FIM 61 million weremade in buildings and land and FIM224 million in machinery andequipment.

Investments in stocks and sharestotalled FIM 5 million, and in othercapitalized expenditure, FIM 39million. Consolidated net capitalexpenditure stood at FIM 301 million(FIM 229 million).

GROUP NET INTERESTEXPENSES

FIMmillion

94 95 96 97 98

100

80

60

40

20

0

GROUP BALANCE SHEET,ASSETS

6000

5000

4000

3000

2000

1000

0

FIMmillion

94 95 96 97 98

Fixed assetsInventoriesCurrent assets

FIMmillion

94 95 96 97 98

EquityProvisionsLong-term liabilitiesShort-term liabilities

GROUP BALANCE SHEET,EQUITY AND LIABILITIES

6000

5000

4000

3000

2000

1000

0

PERSONNEL

The Group employed an averagenumber of 4,517 people during thefinancial year, compared to 4,537the year before. The numbersemployed at the end of the financialyear were 4,270 and 4,331respectively.

The parent company employedan average of 4,073 during thefinancial year, compared to 4,063the year before. The numbersemployed at the end of the financialyear were 3,831 and 3,868respectively.

WAGES AND SALARIES

Accrual-based salaries paid toGroup Boards, Supervisory Boardsand Managing Directors totalled FIM5 million (FIM 7 million). Otherwages and salaries amounted to FIM671 million (FIM 670 million).

The respective figures for ValioLtd were FIM 2 million (FIM 2million) and FIM 601 million (FIM596 million). The retirement age ofthe parent company CEO is set at62, or earlier on a partial pension.

Page 10: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

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DEPRECIATION,GROUP

400

300

200

100

0

FIMmillion

94 95 96 97 98

Total depreciationPlanned depreciation

GROUP EXPENSES

FIMmillion

94 95 96 97 98

Payment to ownersPayment to non-owners

7000

6000

5000

4000

3000

2000

1000

0

FINANCE

Both Group and parent companyliquidity remained satisfactorythroughout the financial year. Cashplus bank and short-term depositstotalled FIM 639 million at the endof the year, compared to FIM 958million at the beginning. Inventoriesstood at FIM 733 million at the endof the financial year and FIM 740million at the beginning.

Interest-bearing liabilities totalledFIM 683 million at the end and FIM772 million at the beginning. Theseincluded liabilities denominated inforeign currencies amounting to FIM143 million at the end of thefinancial year and FIM 264 million atthe beginning. Net financingexpenses amounted to FIM 42million (FIM 33 million) or 0.6 percent (0.4 per cent) of consolidatednet sales. Net interest expensesamounted to FIM 41 million (FIM 42million).

FINANCIAL PERFORMANCE

Consolidated net income beforeextraordinary items was FIM 25million (FIM 184 million).Extraordinary items primarilycomprised gains on sales of fixedassets and on value adjustments.The difference between planneddepreciation and book depreciationamounted to FIM 51 million (FIM-56 million). Book depreciation waswithin the maximum permittedunder Finland’s Business TaxationAct. Taxes for the financial yeartotalled FIM 22 million (FIM 54million). Net income for thefinancial year was FIM 59 million(FIM 95 million).

Parent company net incomebefore extraordinary items was FIM43 million (FIM 200 million). Thedifference between planneddepreciation and book depreciationamounted to FIM 51 million (FIM-56 million). Taxes for the financialyear totalled FIM 21 million (FIM 53million). Net income for thefinancial year was FIM 66 million(FIM 117 million).

YEAR 2000

Valio Group information systemshave been examined and any Y2Ktrouble spots identified. Systemchecking and some modificationwork are still in progress, to becompleted well before the turn ofthe millennium.

EURO

Valio will trade consistently in theEuro with customers and dairyproducers from the start of 2002.Appropriate IS modifications havebeen taken into account.

PROSPECTS FOR 1999

Price competition in the Finnishliquid milk market has furtherlowered price levels at thebeginning of 1999. With theproblems in the Russian exportmarket and their knock-on effectspersisting, the outlook for profitsand dividends during the currentyear is weaker than for the previousyear. Valio has therefore initiated anumber of special measures tosecure profitability. Theserationalization projects aimed atadapting cost structures will beactioned during 1999, but theireffects will mainly not be felt untilthe year 2000.

Page 11: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

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CONSOLIDATED STATEMENT OF INCOME1998 1997

Net sales 7,604,947 8,055,544Increase (+) / decrease (-) in finished goods -5,507 -47,496Other income from operations 147,161 132,312

Variable expensesMaterials and supplies

Purchases 5,197,928 5,465,257Increase (-) / decrease (+) in inventories -10,366 -149

Outside services 123,727 112,683Personnel expenses 535,209 538,601Other variable expenses 616,652 621,901

-6,463,150 -6,738,293

Gross profit 1,283,451 1,402,067

Fixed expensesPersonnel expenses 366,855 377,773Rents 62,054 66,687Other fixed expenses 505,183 450,497

-934,092 -894,957

Net income before depreciation 349,359 507,110

Depreciation on fixed assets andother capitalized expenditure 266,905 276,849Amortization of goodwill 15,484 13,419

-282,389 -290,268

Net income from operations 66,970 216,842

Financing income and expensesDividend income 3,706 2,744Interest income 24,537 31,755Other financing income 8,610 12,389Net income from affiliated companies -808 869Interest expense -65,447 -73,974Other financing expenses -12,741 -6,756

-42,143 -32,973

Net income before extraordinary items, allocations and taxes 24,827 183,869

Extraordinary itemsIncome 21,190 8,226Expenses -12,633 -94,609

8,557 -86,383

Net income before allocations and taxes 33,384 97,486

Increase (-) / decrease (+) in accumulated differencebetween planned and book depreciation 51,149 -56,370Allocation to (-) / from (+) optional provisions -2,837 124,122Taxes

Current period -22,070 -54,047Previous periods -391 -16,035

Net income before minority interest 59,235 95,156Minority interest -215 -155

Net income 59,450 95,311

All figures in FIM ’000s

Page 12: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

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CONSOLIDATED BALANCE SHEETASSETS Dec. 31, 1998 Dec. 31, 1997

FIXED ASSETS ANDINVESTMENTS

Intangible assetsImmaterial rights 6,582 6,127Goodwill 34,303 52,873Other capitalized expenditure 82,898 62,193

123,783 121,193

Tangible assetsLand and water areas 75,915 76,366Buildings and constructions 791,131 827,273Machinery and equipment 845,005 812,541Other tangible assets 16,716 19,927Advance payments and construction in progress 65,077 61,097

1,793,844 1,797,204

Investments and non-current assetsInvestments in affiliated companies 7,078 5,959Stocks and shares 90,091 80,671Loans receivable 1,474 1,544

98,643 88,174

CURRENT ASSETS

InventoriesMaterials and supplies 139,744 129,752Semi-finished goods 88,059 83,996Finished goods 501,310 518,682Other inventories 3,851 7,330

732,964 739,760

ReceivablesAccounts receivable 551,342 637,604Accrued income and prepaid expenses 123,146 124,225Other receivables 34,854 35,075

709,342 796,904

Current investments 560,889 770,491

Cash and bank 78,443 187,921

4,097,908 4,501,647

All figures in FIM ’000s

Page 13: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

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SHAREHOLDERS’ EQUITY AND LIABILITIES Dec. 31, 1998 Dec. 31, 1997

SHAREHOLDERS’ EQUITY

Shareholders’ equityShare capital and legal reserves

Share capital 586,340 586,340Legal reserves 45,093 54,494

631,433 640,834

Distributable earningsRetained earnings 519,065 482,388Net income for the financial year 59,450 95,311

578,515 577,699

MINORITY INTEREST 138 823

PROVISIONS

Consolidation difference 3,704 7,108Accumulated difference between planned and book depreciation 779,002 830,151

Optional provisionsOther provisions 3,016 -

Obligatory provisions 7,540 10,322793,262 847,581

LIABILITIES

Long-term debtLoans from financial institutions 321,297 396,473Other long-term debt 197,787 106,117

519,084 502,590

Current liabilitiesLoans from financial institutions 164,314 269,213Advance payments received 4,735 17,486Accounts payable 1,202,404 1,451,652Accrued expenses and prepaid income 185,890 171,182Other current liabilities 18,133 22,587

1,575,476 1,932,120

4,097,908 4,501,647

All figures in FIM ’000s

Page 14: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

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CONSOLIDATED STATEMENT OF SOURCES ANDAPPLICATION OF FUNDS

1998 1997

SOURCES OF FUNDSFinancing from operations

Net income before depreciation 349,359 507,110Financing income 36,853 47,757

386,212 554,867

Capital financingIncrease in long-term debt 160,463 8,802Increase in shareholders’ equity - 13,884

160,463 22,686

546,675 577,553

APPLICATION OF FUNDSDividends 58,634 57,780Financing and other expenses and taxes

Financing expenses 78,996 80,730Extraordinary items, income (-) / expenses (+) -4,436 86,383Taxes 22,461 70,082

155,655 294,975

Capital expenditure 328,995 248,522

Other changes in fixed assets -37,733 -18,375

Increase (+) / decrease (-) in loans receivable -70 -344

Repayment of capitalRepayment of long-term debt 143,969 205,652Decrease in equity 9,401 -Decrease in minority interest 470 9,145

153,840 214,797

Increase (-) /decrease (+) in obligatory provisions 2,782 -3,033

Change in working capitalIncrease (+) / decrease (-) in inventories -6,796 -31,722Increase (+) / decrease (-) in current receivables -406,642 +141,720Increase (-) /decrease (+) in current liabilities +356,644 -268,987

-56,794 -158,989

546,675 577,553

All figures in FIM ’000s

Page 15: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

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PARENT COMPANY STATEMENT OF INCOME1998 1997

Net sales 6,925,376 7,303,382Increase (+) / decrease (-) in finished goods 15,759 -46,027Other income from operations 139,984 128,619

Variable expensesMaterials and supplies

Purchases 4,738,655 4,935,749Increase (-) / decrease (+) in inventories -1,863 2,340

Outside services 117,262 103,595Personnel expenses 487,543 487,072Other variable expenses 577,526 577,297

-5,919,123 -6,106,053

Gross profit 1,161,996 1,279,921

Fixed expensesPersonnel expenses 324,318 321,753Rents 59,173 63,582Other fixed expenses 459,024 397,685

-842,515 -783,020

Net income before depreciation 319,481 496,901

Depreciation on fixed assets and othercapitalized expenditure -250,867 -257,923

Net income from operations 68,614 238,978

Financing income and expensesDividend income 2,547 1,750Dividend income from subsidiaries - 50Dividend tax credit 977 700Interest income 26,266 34,381Other financing income 8,071 -Interest expense *) -62,203 -70,544Other financing expenses -924 -5,044

-25,266 -38,707

Net income before extraordinary items, allocations and taxes 43,348 200,271

Extraordinary itemsIncome 40,060 9,408Expenses -46,789 -91,218

-6,729 -81,810

Net income before allocations and taxes 36,619 118,461

Increase (-) / decrease (+) in accumulated difference betweenplanned and book depreciation 51,143 -56,436Allocation to (-) / from (+) optional provisions - 123,627Taxes

Current period -21,154 -52,985Previous periods -369 -16,000

Net income 66,239 116,667*) Net interest expense 35,937 36,163

All figures in FIM ’000s

Page 16: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

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PARENT COMPANY BALANCE SHEETASSETS Dec. 31, 1998 Dec. 31, 1997

FIXED ASSETS ANDINVESTMENTS

Intangible assetsImmaterial rights 6,351 5,278Other capitalized expenditure 81,645 61,431

87,996 66,709

Tangible assetsLand and water areas 72,567 69,745Buildings and constructions 764,954 798,548Machinery and equipment 804,505 762,702Other tangible assets 348 336Advance payments and construction in progress 64,221 59,486

1,706,595 1,690,817

Investments and non-current assetsStocks and shares 79,693 69,564Shares in subsidiaries 190,727 342,696Loans receivable 24,737 90,478

295,157 502,738

CURRENT ASSETS

InventoriesMaterials and supplies 129,415 125,318Semi-finished goods 88,023 72,341Finished goods 389,489 388,166Other inventories 3,851 7,330

610,778 593,155

ReceivablesAccounts receivable 484,273 584,216Accrued income and prepaid expenses 114,312 97,323Other receivables 35,682 41,165

634,267 722,704

Current investments 560,881 770,483

Cash and bank 37,851 129,185

3,933,525 4,475,791

All figures in FIM ’000s

Page 17: Valio Annual Report 1998 · Sadly, this proved to be the case. After three years of solid progress and growth in sales, Valio profitability decreased during the year under review

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SHAREHOLDERS’ EQUITY AND LIABILITIES Dec. 31, 1998 Dec. 31, 1997

SHAREHOLDERS’ EQUITY

Shareholders’ equityShare capital and legal reserves

Share capital 586,340 586,340Legal reserves 35,580 35,580

621,920 621,920

Distributable earningsDistributable fund 603,974 545,941Net income for the financial year 66,239 116,667

670,213 662,608

PROVISIONS

Accumulated difference between plannedand book depreciation 779,002 830,145Obligatory provisions 7,540 8,350

786,542 838,495

LIABILITIES

Long-term debtLoans from financial institutions 251,409 315,546Other long-term debt 131,715 106,299

383,124 421,845

Short-term debtLoans from financial institutions 145,015 206,493Advance payments received 1,427 1,593Accounts payable 1,139,177 1,555,229Accrued expenses and prepaid income 162,212 149,156Other current liabilities 23,895 18,452

1,471,726 1,930,923

3,933,525 4,475,791

All figures in FIM ’000s

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PARENT COMPANY STATEMENT OF SOURCESAND APPLICATION OF FUNDS

1998 1997

SOURCES OF FUNDSFinancing from operations

Net income before depreciation 319,481 496,901Financing income 37,861 36,881

357,342 533,782

Capital financingIncrease in long-term debt

Increase in loans from financial institutions 11,201 302Increase in shareholder loans 82,669 -

93,870 302

451,212 534,084

APPLICATION OF FUNDSDividend 58,634 58,634Financing and other expenses and taxes

Financing expenses 63,127 75,588Extraordinary items, income (-) / expenses (+) -29,150 81,810Taxes 21,523 68,985

55,500 226,383

Capital expenditure and other non-current investmentsIncrease in tangible assets 267,008 206,529Increase in stocks and shares and intangible assets 60,967 43,393Decrease in fixed assets -146,003 -17,873Decrease in loans receivable -65,741 -12,408

116,231 219,641

Repayment of capitalRepayment of long-term debt

Decrease in loans from financial institutions 160,209 133,099Decrease in shareholder loans 15,122 59,185

175,331 192,284

Increase (-) / decrease (+) in obligatory provisions 810 -2,785

Change in working capitalIncrease (+) / decrease (-) in inventories + 17,623 -48,368Increase (+) / decrease (-) in current receivables -389,373 +166,728Increase (-) / decrease (+) in current liabilities *) +416,456 -278,433

44,706 -160,073

451,212 534,084

*) Excluding repayment of long-term debt

All figures in FIM ’000s

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ACCOUNTING POLICIES

The consolidated financialstatements include the parentcompany and those domestic andforeign subsidiaries in which theparent company holds more than 50per cent of the voting rights, eitherdirectly or indirectly. Real estatecompanies in which the holdingexceeds 50 per cent are notincluded in the consolidatedfinancial statements. Had they beenconsolidated, they would not havehad any effect on consolidateddistributable earnings.

The consolidated financialstatements have been preparedusing the acquisition method. Allintercompany accounts and

NOTES TO THE CONSOLIDATED ANDPARENT COMPANY FINANCIAL STATEMENTS

transactions have been eliminated.Inventories are stated at the lower

of cost on a first-in first-out basis, ormarket. Fixed assets are depreciatedon a straight-line basis over theirestimated economic life. R & D costshave been charged to income asincurred.

The minority interest inconsolidated net income and equityis disclosed as a separate item in theincome statement and the balance sheet.

The financial statements offoreign subsidiaries have beentranslated into Finnish marks at theBank of Finland year-end averagerates of exchange. Gains or lossesresulting from the translation areincluded in legal reserves as

translation adjustments. Assets andliabilities of domestic groupcompanies denominated in foreigncurrencies, have been translated intoFinnish marks at the Bank ofFinland year-end average rates ofexchange.

All figures in the notes are inFIM ’000s.

CONSOLIDATED PARENT COMPANY1998 1997 1998 1997

1. NET SALES BY DIVISIONFresh products 2,855,445 3,104,631 2,792,725 3,031,326Edible fats 953,815 1,001,358 952,695 987,530Cheese 2,446,974 2,476,754 1,858,150 1,871,046Ingredients 517,600 564,383 514,910 553,639Ice cream 376,166 416,760 366,296 412,574Others 454,947 491,658 440,600 447,267

7,604,947 8,055,544 6,925,376 7,303,382

2. PERSONNEL EXPENSESWages and salaries 676,437 677,429 602,590 597,666Pension costs 111,434 120,393 108,819 117,054Salary-related expenses 114,193 118,552 100,452 94,105

902,064 916,374 811,861 808,825Fringe benefits 7,682 7,733 7,550 7,624

909,746 924,107 819,411 816,449

3. PLANNED DEPRECIATIONGoodwill 15,484 13,419 - -Immaterial rights 870 735 740 611Other capitalized expenditure 17,317 17,893 16,948 17,321Buildings and constructions 71,570 73,429 68,459 70,266Machinery and equipment 173,608 180,537 164,703 169,710Other tangible assets 3,540 4,255 17 15

282,389 290,268 250,867 257,923

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CONSOLIDATED PARENT COMPANY1998 1997 1998 1997

INCREASE (-) / DECREASE (+) IN ACCUMULATED DIFFERENCEBETWEEN PLANNED AND BOOK DEPRECIATION

Immaterial rights -164 -109 -180 -128Other capitalized expenditure -298 -6,360 -298 -6,376Buildings and constructions 27,241 1,267 27,241 1,329Machinery and equipment 24,367 -51,167 24,385 -51,254Other tangible assets 3 -1 -5 -7

51,149 -56,370 51,143 -56,436

Planned depreciation is calculated on the original acquisition cost of depreciableassets on a straight-line basis over their economic life as follows:

YearsImmaterial rights and other capitalized expenditure 10Goodwill 5Buildings and constructions 25Machinery and equipment 10EDP equipment and software 5Transportation and equipment 5

4. INTERCOMPANY FINANCING INCOMEAND EXPENSES

Intercompany financing incomeDividend income - - - 50Interest income - - 3,159 6,343

Intercompany financing expensesInterest expense - - 3,699 4,922

5. EXTRAORDINARY INCOME AND EXPENSESExtraordinary income and expensescomprise the following items:Gain on sale of shares 8,483 7,952 8,483 9,389Reversal of write-down of shares 9,553 - 9,553 -Gain on sales of fixed assets 2,915 - - -Merger gain - - 22,605 -Losses on sale of shares -250 - -580 -Group contribution - - -1,000 -Write-down of buildings -5,432 -1,892 -5,432 -Write-down of shares in subsidiary - - -40,000 -Write-down of production line -5,606 - - -Write-down of contingent pension liabilities - -87,171 - -86,216Payment to the Finnish Competition Board - -5,000 - -5,000Other extraordinary items -1,106 -272 -358 17

8,557 -86,383 -6,729 -81,810

6. ALLOCATION TO (-) / FROM (+)OPTIONAL PROVISIONS

Transitional provision - 123,627 - 123,627Other provisions -2,837 495 - -Increase (-) / decrease (+), total -2,837 124,122 - 123,627

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CONSOLIDATED PARENT COMPANY1998 1997 1998 1997

7. CHANGE IN OBLIGATORY PROVISIONS INCREASE (-) / DECREASE (+)Provision for rental expenses + 1,583and for contingent pensionliabilities of the parent company -773 2,782 -3,033 810 -2,786

8. CONSOLIDATED AND PARENT COMPANY HOLDINGS

81. GROUP COMPANIESGROUP OWNERSHIP

Ownershipand voting Share of

rights % equity

Jäätelöyhtymä Oy, Helsinki, Finland 100.0 2N.V. Valio - Vache Bleue S.A., Belgium 100.0 46,294

Frigo-Way S.P.R.L., Belgium 100.0 6,126Vache Bleue S.A.R.L., France 100.0 2,013

Pakkasukko Oy, Helsinki, Finland 100.0 11Smeds & Co Oy, Helsinki, Finland 100.0 179Tapila AS, Estonia 98.7 4,407UAB Valio International, Lithuania 100.0 -Valio Eesti AS, Estonia 100.0 1,136Valio International (Poland) Ltd, Poland 100.0 11Valio International U.S.A. Inc., USA 100.0 81,577

McCadam Cheese Co., Inc., USA 100.0 78,346Finlandia Cheese Co., Inc., USA 100.0 4,602

Valio International Middle East(Holding) SAL, Lebanon 90.0 725

Finnish Dairy (Holding) SAL, Lebanon 20.0 -Valio Sverige AB, Sweden 100.0 522Valio Engineering Ltd, Helsinki, Finland 100.0 1,174ZAO Valio St. Petersburg, Russia 100.0 608Asunto Oy Nastolan Maitotie, Nastola, Finland 100.0 5,407Asunto Oy Vuorikummuntie 9, Helsinki, Finland 98.5 2,718Kiinteistö Oy Hiirakkotie 6, Vantaa, Finland 100.0 792Kiinteistö Oy Pähkinämetsä, Vantaa, Finland 100.0 1,214Kiinteistö Oy Pähkinäpolku, Vantaa, Finland 100.0 794Kiinteistö Oy Ratastie, Janakkala, Finland 100.0 232Kiinteistö Oy Tehontie 31, Kouvola, Finland 100.0 2,302

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PARENT COMPANY OWNERSHIPNet income/

(loss) inOwnership % Number of Face Book latest year-

shares value value end accounts

Jäätelöyhtymä Oy 100.0 200 2 1 -N.V. Valio - Vache Bleue S.A. *) 98.3 4,682 BEF 65,930 110,122 -8,840

Frigo-Way S.P.R.L. 0.0 82Vache Bleue S.A.R.L. 0.0 -274

Pakkasukko Oy 100.0 150 1 1 -Smeds & Co Oy 100.0 25 50 50 129Tapila AS 98.7 4,211 EEK 6,401 2,411 -313UAB Valio International **) 100.0 - - 696 -176Valio Eesti AS 100.0 15,000 EEK 1,500 2,452 -224Valio International (Poland) Ltd 100.0 40 PZL 4 11 -Valio International U.S.A. Inc. 100.0 1,000 USD 24,501 48,173 1,147

McCadam Cheese Co., Inc. 0.0 -2,084Finlandia Cheese Co., Inc. 0.0 3,582

Valio International Middle East(Holding) SAL 90.0 1,278 USD 128 722 -530

Finnish Dairy (Holding) SAL 0.0 -Valio Sverige AB 100.0 15,000 SEK 1,500 5,444 3Valio Engineering Ltd 100.0 500 500 503 705ZAO Valio St. Petersburg 100.0 29,010 RUR 2,901,000 3,177 -276Asunto Oy Nastolan Maitotie 100.0 1,361 5,444 1,829 -Asunto Oy Vuorikummuntie 9 98.5 2,325 2,462 9,988 -Kiinteistö Oy Hiirakkotie 6 100.0 650 650 900 -Kiinteistö Oy Pähkinämetsä 100.0 1,000 1,000 1,213 -Kiinteistö Oy Pähkinäpolku 100.0 380 798 798 -Kiinteistö Oy Ratastie 100.0 450 450 450 -Kiinteistö Oy Tehontie 31 100.0 23,000 2,300 1,786 -

190,727

*) Group company Smeds & Co Oy owns remaining 1.7%**) Only paid-in share capital disclosed

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82. AFFILIATESGROUP OWNERSHIP

Ownership Share ofand voting equity

rights %

Creative Food Systems Ltd, UK 20.0 439Pakastamo Oy, Helsinki, Finland 50.0 4,244Suomen NP-Kierrätys Oy,Helsinki, Finland 25.0 25Turengin Meijerikiinteistöt Oy,Janakkala, Finland 50.0 482Yoplait Valio Nord AB, Sweden 50.0 1,365Yoplait Valio Nord Oy,Helsinki, Finland 50.0 264Kiinteistö Oy Teollisuusneliö,Haapavesi, Finland 39.0 260

PARENT COMPANY OWNERSHIPNet income/

(loss) inNumber of Face Book latest year-

shares value value end accounts

Creative Food Systems Ltd 52,000 GBP 52,000 346 643Pakastamo Oy 660 3,300 3,300 698Suomen NP-Kierrätys Oy 10 10 25 -Turengin Meijerikiinteistöt Oy *) 50 500 500 1Yoplait Valio Nord AB 3,500 SEK 3,500 2,430 -2,130Yoplait Valio Nord Oy 500 500 500 -473Kiinteistö Oy Teollisuusneliö 1,875 188 188 40

7,289

*) Year-end accounts Aug. 31, 1998 and financial year 12 months

83. PARENT COMPANY OTHER STOCKS AND SHARES

Ownership % Number of Face Bookshares value value

Alma-Media Oyj, Helsinki, Finland 0.8 120,587 1,206 1,742Finnair Oy, Vantaa, Finland 0.0 28,080 140 391Lännen Tehtaat Oyj, Säkylä, Finland 5.0 324,552 3,246 7,664Metsä-Serla Oyj, Espoo, Finland 0.2 250,750 2,507 3,092Vakuutusyhtiö Sampo Oyj, Turku, Finland 0.0 9,348 47 387Meijerien Keskinäinen Vakuutusyhtiö,Helsinki, Finland - 100 10,000 10,064Kiinteistö Oy Biocity, Turku, Finland 5.5 1,246 12 10,000Shares in housing - - - 28,043Other stocks and shares - - - 11,021

72,404

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CONSOLIDATED PARENT COMPANY1998 1997 1998 1997

9. TANGIBLE AND INTANGIBLE ASSETSImmaterial rights

Acquisition cost at beginning of year 8,226 14,557 7,633 6,350Increases 1,874 1,290 1,813 1,283

Acquisition cost at year-end 10,100 15,847 9,446 7,633

Accumulated depreciation at year-end -3,518 -9,720 -3,095 -2,355Book value at year-end 6,582 6,127 6,351 5,278

Accumulated difference between planned andbook depreciation at beginning of year 464 355 489 361

Increase 180 128 180 128Decrease -16 -19 - -

Accumulated difference between planned andbook depreciation at year-end 628 464 669 489

Other capitalized expenditure

Acquisition cost at beginning of year 163,780 134,442 155,820 132,806Increases 37,911 23,075 37,192 23,034Decreases -29 -113 -29 -20Decreases *) -10,641 - -10,641 -

Acquisition cost at year-end 191,021 157,404 182,342 155,820

Accumulated depreciation *) 10,641 - 10,641 -Accumulated depreciation at year-end -118,764 -95,211 -111,338 -94,389

Book value at year-end 82,898 62,193 81,645 61,431

Accumulated difference between planned andbook depreciation at beginning of year 17,360 11,000 17,360 10,984

Increase 298 6,376 298 6,376Decrease - -16 - -

Accumulated difference between planned andbook depreciation at year-end 17,658 17,360 17,658 17,360

*) Other capitalized expenditure no longer in use

Land and water areas

Acquisition cost at beginning of year 74,299 76,369 69,745 69,776Increases 3,718 506 3,718 478Decreases -2,102 -509 -896 -509

Book value at year-end 75,915 76,366 72,567 69,745

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CONSOLIDATED PARENT COMPANY1998 1997 1998 1997

Buildings and constructions

Acquisition cost at beginning of year 1,687,786 1,670,613 1,630,423 1,611,023Increases 51,500 25,819 44,501 24,582Decreases -17,183 -7,852 -9,637 -5,182

Acquisition cost at year-end 1,722,103 1,688,580 1,665,287 1,630,423

Accumulated depreciation at year-end -930,972 -861,307 -900,333 -831,875Book value at year-end 791,131 827,273 764,954 798,548

Accumulated difference between planned andbook depreciation at beginning of year 316,826 318,095 316,826 318,155

Decreases -27,241 -1,268 -27,241 -1,329Accumulated difference between planned andbook depreciation at year-end 289,585 316,827 289,585 316,826

Machinery and equipment andother tangible assets

Acquisition cost at beginning of year 2,511,573 2,363,640 2,342,961 2,200,929Increases 224,376 163,047 213,997 150,279Decreases -15,795 -10,964 -7,461 -8,247

Acquisition cost at year-end 2,720,154 2,515,723 2,549,497 2,342,961

Accumulated depreciation at year-end -1,858,433 -1,683,255 -1,744,644 -1,579,923Book value at year-end 861,721 832,468 804,853 763,038

Accumulated difference between planned andbook depreciation at beginning of year 495,501 444,332 495,470 444,209

Increases 16 51,261 - 51,261Decreases -24,386 -93 -24,380 -

Accumulated difference between planned andbook depreciation at year-end 471,131 495,500 471,090 495,470

Accumulated difference between planned andbook depreciation, total 779,002 830,151 779,002 830,145

Book value of machineryat year-end 682,151 633,372 645,702 592,704

10. TAXATION VALUESLand and water areas 125,756 125,851 122,408 121,054

Buildings and constructions 515,888 512,213 489,710 483,193

Stocks and sharesReal estate subsidiaries 18,347 22,969 18,347 22,969Subsidiaries - - 173,741 339,576Other companies 77,805 84,874 77,092 84,413

96,152 107,843 269,180 446,958

Where taxation value is not available, book value is used.

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CONSOLIDATED PARENT COMPANY1998 1997 1998 1997

11. STOCKS AND SHARES AND LOANS RECEIVABLEINCLUDED IN LONG-TERM INVESTMENTS

Group companiesStocks and shares - - 190,727 342,696Loans receivable - - 24,199 89,916

AffiliatesStocks and shares - - 7,289 5,364

12. RECEIVABLES DUE AFTER ONE YEAR OR LATERAccounts receivable 1,459 1,908 1,459 1,908Other receivables 16,805 17,344 16,805 17,299

13. RECEIVABLES AND PAYABLES/GROUP COMPANIES AND AFFILIATES

Accounts receivable/Group companies - - 35,283 56,671Accounts receivable/Affiliates - - 315 -

Other receivables/Group companies - - 4,974 8,118Other receivables/Affiliates - - 200 20

Accounts payable/Group companies - - 4,706 160,483Accounts payable/Affiliates - - 953 1,932

14. CHANGES IN SHAREHOLDERS’ EQUITYShare capital, Jan. 1, 1998/Jan. 1, 1997 586,340 586,340 586,340 586,340Share capital, Dec. 31 586,340 586,340 586,340 586,340

Legal reserves, Jan. 1, 1998/Jan. 1, 1997 54,494 40,610 35,580 35,580Change in Group structure - 8,540 - -Translation adjustments -9,401 5,344 - -Legal reserves, Dec. 31 45,093 54,494 35,580 35,580

Distributable earnings

Distributable fund, Jan. 1 552,331 401,252 545,941 394,862Transfer from retained earnings 58,033 151,079 58,033 151,079Distributable fund, Dec. 31 610,364 552,331 603,974 545,941

Retained earnings 25,368 138,916 116,667 209,713Dividends - - -58,634 -58,634Transfer to distributable fund -58,033 -151,079 -58,033 -151,079Group distribution of retained earnings -58,634 -57,780 - -

Retained earnings -91,299 -69,943 - -Net income for the financial year 59,450 95,311 66,239 116,667Distributable earnings, Dec. 31 578,515 577,699 670,213 662,608

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CONSOLIDATED PARENT COMPANY1998 1997 1998 1997

15. LIABILITIES DUE AFTER FIVE YEARS OR LATERLoans from financial institutions 13,109 15,201 149 1,649

16. ASSETS PLEDGED AND CONTINGENCIESFor own liabilities

Pledges 122,832 240,427 122,832 240,427Mortgages 1,066,940 1,111,175 1,066,940 1,053,025

For liabilities of Group companiesGuarantees - - 213,626 183,040

For other companiesGuarantees 10,300 3,000 10,300 3,000

Other contingenciesLeasing commitments 22,387 22,676 21,550 21,420Pension liabilities 561 650 - -Other contingencies - - 88,039 101,326

TotalPledges 122,832 240,427 122,832 240,427Mortgages 1,066,940 1,111,175 1,066,940 1,053,025Guarantees 10,300 3,000 223,926 186,040Pension liabilities 561 650 - -Other contingencies 22,387 22,676 109,589 122,746

1,223,020 1,377,928 1,523,287 1,602,238

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PROPOSAL BY THE BOARD OF DIRECTORSTO THE ANNUAL GENERAL MEETINGThe consolidated distributable earnings at Dec. 31st, 1998 are FIM 578,515,000.Parent company distributable earnings at Dec. 31st, 1998 are:

Distributable fund FIM 603,974,036.76Net income for the financial year FIM 66,238,582.33Total FIM 670,212,619.09

The Board of Directors proposes to the Annual General Meeting thata dividend of 6% on the nominal value of the sharesor FIM 1,200 per share be declared FIM 35,180,400.00to the distributable fund be carried over FIM 31,058,182.33Total FIM 66,238,582.33

Should the Annual General Meeting approve the aboveproposal, company shareholders’ equity would be as follows:

Share capital and legal reservesShare capital FIM 586,340,000.00Legal reserves FIM 35,579,851.98

FIM 621,919,851.98

Distributable earningsDistributable fund FIM 635,032,219.09

Total shareholders’ equity FIM 1,256,952,071.07

Helsinki, March 18th, 1999

Kari Inkinen Tauno Uitto Matti KavetvuoPresident, CEO

Juhani Hörkkö Esa Juntunen

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AUDITORS’ REPORTTo the Shareholders of Valio Ltd

We have audited the accounting, the financial statements and the administration of Valio Ltd for the periodJanuary 1st, 1998 through December 31st, 1998. The financial statements, which have been prepared by the Boardof Directors and the CEO, include the report of the Board of Directors, the consolidated and parent companyincome statements and balance sheets and notes to the financial statements. Based on our audit we express ouropinion on these financial statements and on the administration.

We have conducted the audit in accordance with Finnish Standards on Auditing. In this respect, we have on a testbasis examined evidence supporting the amounts and disclosures in the financial statements, assessed theaccounting principles used and significant estimates made by the management, as well as evaluated the overallfinancial statement presentation to obtain reasonable assurance about whether the financial statements are to asubstantial extent correctly prepared. The purpose of our audit of the administration is to examine whethermembers of the Supervisory Board, the Board of Directors and the CEO have legally complied with the rules of theCompanies Act.

In our opinion the financial statements showing a profit of FIM 66,238,582.33 for the parent company andFIM 59,450,000 for the Group have been prepared in accordance with the Accounting Act and other rules andregulations governing the preparation of financial statements. The financial statements give a true and fair view, asdefined in the Accounting Act, of both the consolidated and parent company’s result of operations as well as thefinancial position. The financial statements together with the consolidated financial statements can be adopted andthe members of the Supervisory Board, the Board of Directors and the CEO of the parent company can bedischarged from liability for the period audited by us. The proposal of the Board of Directors regarding the disposalof retained earnings is in compliance with the Companies Act.

Helsinki, March 18th, 1999

SVH Pricewaterhouse Coopers OyAuthorized Public Accountants

Tauno HaatajaAuthorized Public Accountant

STATEMENT BY THE SUPERVISORY BOARDWe have examined the financial statements for January 1st to December 31st, 1998, and the auditors’ report.

We recommend approval of the parent company income statement and balance sheet, and the consolidated incomestatement and balance sheet, and concur with the Board of Directors’ proposal for profit disposal.

Their term in the Supervisory Board ends this year for the following members: Seppo Hakola, Pertti Heinonen,Hannu Kainu, Martti Nevalainen, Heikki Olkkonen, Airi Raussi and Osmo Sikanen. Furthermore, a new membermust be elected to the Supervisory Board to replace Reino Tapani, who has resigned before the end of his term.

Helsinki, March 19th, 1999

On behalf of the Supervisory Board

Seppo HakolaChairman

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MEIJERIMAIDON MÄÄRÄ

2500

2000

1500

1000

500

0

milj. l

94 95 96 97 98

Koko maaValioryhmä

There were 25,431 milk producers inFinland at the end of 1998. The yearbefore that number stood at 27,395;1,964 farms ended production. Therewere 17,491 milk producers in ValioGroup at theend of the reporting year.

Valio Milk Pool handles milkprocurement and sales to productionplants. It draws up contracts andmakes collection plans with the co-operatives for the volume and qualityof the milk purchased. The Pool alsosees that the milk is processed intoproducts that guarantee owners themaximum return on their investment.Milk procurement data systems havebeen intensively developed forintroduction in 1999.

The co-operatives supplied a totalof 1,581 million liters (69 per cent ofFinnish production) to the Milk Poolin 1998. Valio Group took delivery ofa total 1,728 million liters, includingmilk taken in by units operatingabroad.

The volume of organic milksupplied grew significantly in 1998;Valio Group took in 4.4 million liters.

The seasonal variation index(June/November milk volume ratio)stood at 111 per cent, compared with110 per cent the year before. A 63per cent share of Valio Group milkintake in 1998 was processed for thedomestic market and 37 per cent forforeign markets.

Valio cattle care is founded onpreventive healthcare and respectfultreatment of animals. Ethical valuesare an important part of the qualitychain and a core value at Valio; theothers are responsibility, thecustomer, innovation, learning,know-how and co-operation.

Milk Procurement

Farm Services and Member Relationshandles relationships with the co-operatives, trains producers, offersexpertise in silage production,feeding, cattle care and health,milking and milk handling at farms,and runs Valio regional laboratories.

Member relations were maintainedas before through a producermagazine and bulletins. The co-operatives’ training program “KnowValio” continued as in the previousyear and many producers visitedValio in Helsinki.

Regional laboratory operationswill be concentrated in Seinäjoki andLapinlahti by the end of 2001; theyare currently spread over fourlocations. The Laboratories QualitySystem was completed last year inaccordance with the EN 45001standard, while Farm Services’separate research activities wereended. Research, development andadvisory services will in future berealized together with our maindomestic and foreign interest groups;a research co-operation contractconcerning these services was madewith the Agricultural Research Centreof Finland, and Kemira Group. Thesame model will be applied later inother Farm Services developmentprojects.

The quality of producers’ milkmeasured by hygienic criteria wasthe highest ever. Animal drugresidues were also reduced.

Member Relations The Farm Services advisory unitassisted dairy farms in theirinvestment planning. The unit alsoadvised on functional planning forfarm buildings, and on the purchaseof milk-handling equipment andsilage systems. Advisory testing ofmilking machines and cutting-timeanalyses for silage also continued.

Five new projects were startedaround Finland to expand preventivehealthcare work on bovine diseases,partly financed by local employmentand business centers. Finnish animalprotection organization Animaliaawarded a Pro Animalia medal toValio veterinarian Maria Tirkkonen.

MAIDONLÄHETTÄJIENLUKUMÄÄRÄ (keskimäärin)

40

30

20

10

0

1000 kpl

94 95 96 97 98

Koko maaValioryhmä

VOLUME OF DAIRY MILK

FinlandValio Group Millions of

liters

NUMBER OF MILK SUPPLIERS

FinlandValio Group ’000s

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The EU country quota for milkproduction in Finland was 2,318.9million liters for the quota year April1st, 1997-March 31st, 1998. Milkproduction fell just a little short ofthe quota at 99.9 per cent and thecountry quota increased by 6.2million liters for quota year 1998/99.

Trade in reference volumes, notincluding field cessions, wasconducted through the administrativesystem at FIM 0.65 per liter. Theproducers can, however, sell halftheir reference volume at a self-determined price, if the other half issold through the system. Prices infree quota trade varied from FIM1.00-1.50 per liter in 1998.

Production Policy Nationally financed transitionperiod support was paid from thebeginning of April 1998 at FIM 0.42per milk kilo in Zones A and B andFIM 0.22 in Zone C. Support valueswere FIM 0.03-0.11 lower than theprevious year. Support paid inJanuary-March was lower thanduring the rest of the year, althoughthis included FIM 0.02 compensationrelated to quotas being cut.

An Arctic subsidy of FIM 0.32-1.65was paid in Zone C from thebeginning of April to the end of theyear. This was an increase over theprevious year of FIM 0.06-0.07 permilk kilo. Like transition periodsupport, the Arctic subsidy was alsolower in January-March than in April-December.

The Finnish markka (FIM)exchange rate remained stable, sothere was no change in the greenrate last year. The WTO Agreementthat replaces GATT caused problemsin dairy exports early last year.Export subsidies had to beeliminated for milks, creams andfermented milk products with a lessthan 21 per cent fat content. Prior tothis decision, there had been manyhold-ups in the granting of exportpermits for these products and forwhole-milk powders. Exportsubsidies otherwise remainedunchanged or grew. The subsidy forskim-milk powder was raised twicebecause of the global marketsituation. Subsidies for cheesesexported to Russia were alsoincreased as a result of the economiccrisis in that country.

Valio investment in research anddevelopment totalled FIM 50 millionor 0.7 per cent of Group net sales in1998. Valio’s Product DevelopmentCenter focuses on long-term strategicdevelopment projects and also offersspecial analytical services, expertservices and sensory evaluations forproduct development purposes, byValio product division.

R & D underwent extensiveorganizational reforms towards theend of the year. Even more wasinvested in nutrition research to testthe probiotic bacteria and milkcomponents used in functionalfoods. Lactic acid bacteria know-howis core area at Valio and this too wasstrengthened. Process technologyprojects developed both newfunctional food processes andtechniques aimed at production costsavings.

As a part of its organizationalreforms, Valio established a specialunit for licensing its Lactobacillus GGprobiotic bacteria and serving LGGcustomers abroad. LGG agreementsare in force with 18 companies, andproducts containing LGG werelaunched in eight new countriesduring the year. LGG research wasespecially focused on findingcurative effects on children’sallergies, and positive evidence hasalready been collected.

The Tikkurila expansion wascompleted. This unit concentrates onthe production of special microbesand capacity has doubled thanks tothe investment. The use andproduction of T101 antibiotic testgrew steadily and exports to regionsin neighboring countries rose.Genetically modified T102 test hasstabilized its position in quick testingof milk tanker loads in Finland.

The Technology DevelopmentCentre of Finland (TEKES) hasprovided significant funding forresearch and product development,and Valio is involved in four EUprojects.

Research and

Development

94 95 96 97 98

60

50

40

30

20

10

0

GROUP RESEARCH ANDDEVELOPMENT EXPENSES

FIMmillion

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Valio Fresh Products

Valio Fresh Products divisionmanufactures and markets freshproducts in Finland and abroad. AsFinnish market leader, Valiopromotes the success of thecompany and its customers’ businessby offering more value addedproducts, and doing this in aprofitable and competitive way.

Fresh products were manufacturedat 12 production plants in Finland atthe beginning of the year, falling to10 at the end. The division is alsoresponsible for subsidiaries inSweden, Estonia and Lithuania.

Valio Fresh Products net salestotalled FIM 3,036 million in 1998and capital expenditure stood at FIM92 million, while personnel numbersaveraged 861. All Valio dairies havean ISO 9002 certified quality systemthat will be expanded to ISO 9001 tocover Valio’s entire businessoperation. ISO 14001 environmentalsystems are also under constructionto complement the three productionplants already certified that way.

Valio Fresh Products strengths liein a group of well-known brands, arefrigeration chain that guaranteesproduct freshness, and customer-and consumer-oriented operations.The key brands are Valio maito(milk), Valio piimä (fermented milk),Valiojogurtti (yogurt), Gefilus (LGGproducts) and Tutteli (baby foods).

Total milk consumption in Finlandfor 1998 declined by more than 2 percent against the previous year, whilethe shift in consumption to low-fatand skim-milk products continued.Sales of Valio milks in Finlandtherefore decreased in anincreasingly competitiveenvironment. Consumption offermented milks remained almoststatic and Valio’s market shareremained large, thanks in particularto strong sales of Gefilus fermentedmilk.

There was a decline in the overallconsumption of creams due to theincreased presence of substituteproducts. Valio lost market share as aresult and sales decreased, but salesof other cooking and food servicesproducts remained at the previousyear’s level. Valio yogurt salesincreased slightly over last year,although competition again tightenedwith a new manufacturer in the

market. The total market continuedto grow by volume. Fat-free yogurtswere particularly successful,especially the new variety Valio Ajogurtti.

Valio and French dairy co-operative Sodiaal established YoplaitValio Nord Oy in 1997, whichcommenced operations at thebeginning of 1998. This joint venturehandles the marketing of Yoplaitproducts in Finland and Yoplait ValioNord Ab markets in Sweden.

The trend for falling consumptionand sales of viili fermented milkscontinued from the previous year, asyogurts substituted for unflavouredproducts in particular. The mostsuccessful viili products were theflavoured varieties, especially Viilis.Ready-to-serve desserts were led byNami nami, a product for childrenthat exceeded its sales expectations.Fanny dessert sales fell short oftargets. There were new competitors,especially in fromage frais desserts,but the total market grew very little.

Tutteli continued to be theundeniable Finnish market leader inmilk-based baby foods, and totalsales rose over the previous year.The fall in the birth rate in Finlandcut demand for infant formula, butthere was a clear increase in theconsumption of ready-to-serveporridge and gruel.

Sales volumes of other than milk-based drinks remained steady fromthe previous year, althoughextremely tough price competitioncut sales of orange juice, the majorproduct item in this group. Therewas a clear increase in sales of avariety of value-added products,such as Gefilus and Hedelmätarhawhey drinks. Sales of freshlysqueezed Tropicana juices importedby Valio also rose. Sales of ready-to-serve berry and fruit soupsdeveloped favourably as in previousyears.

Product development led to thelaunch of Valio kalsiummaitoenriched with 50 per cent morecalcium than ordinary milk. Gefilusproducts continued their successstory as sales grew by more than 30per cent over 1997. The mostimportant new products in this groupwere Gefilus fermented skim-milkand five-fruit juice. Valio cookingcream was the most notable newproduct for cooking and catering. Inyogurts, Valio’s new seasonalflavours gained great popularity. Insnack products, Valio launched HilloViilis (fermented milk with jam) andNami nami layered dessert.

For the juice market, Valiolaunched juices in WalkiCan portionpacks and the Grandi series wasexpanded with e.g. a sugar-freeversion. Hedelmätarha wasestablished as a product family whena new variety with added multiplevitamins was launched alongsidecalcium-fortified juice. In berrysoups, a sugar-free blueberry soupwas very well received.

The key export targets for ValioFresh Products were Sweden, andnorthwestern Russia and the Baltic

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States. Exports to Sweden and theBaltic States were slightly up on 1997and exports from Finland to Russiadeclined towards the end of the year.Efforts will be made to strengthenthe position of Valio brandedproducts in these markets, with saleshandled through Valio subsidiariesand by direct export to customers.The commencement of Yoplaityogurt exports to Sweden had apositive effect on fresh product salesto that country.

In Estonia, Valio Eesti AScontinued to grow and Almaproducts manufactured by Tapila ASwere a sustained success. The Almaproduct family was expanded toinclude e.g. milk in plastic pouches.However, the economic situation inRussia adversely affected Tapiladuring the latter part of the year.Valio founded UAB ValioInternational during the financialyear, a new subsidiary in Lithuania. THE SUONENJOKI JAM PLANT

The Suonenjoki jam plantmanufactures and develops productsprimarily for the use of Valiodivisions. The focus lies on berry andfruit preparations used in flavouringmilk products, and on jams andmarmalades for bakeries and thefood services sector, whereSuonenjoki leads the Finnish market.

Suonenjoki generated net sales ofFIM 108 million in 1998, 11 per centfrom non-Valio business. The plantemployed an average of 98 people.

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Valio Cheese manufactures,develops and markets cheeses inFinland and at selected locationsabroad. In addition to sales inFinland, the division also comprisessubsidiaries in the United States andBelgium as well as representation inMoscow.

Valio Cheese has sevenproduction plants in Finland.Belgian subsidiary Vache Bleue hasits own cheese packing facility andAmerican subsidiary McCadam runsproduction and packing plant.Following the structuraldevelopment plan alreadyunderway, the decision was madeto end production at Iisalmi inFinland during 1999 and continueproduction in Toholampi andÄänekoski for the time being.

All Valio Cheese productionplants in Finland except Iisalmi runa certified ISO 9001 quality system.This covers product development,manufacture and marketing ofcheeses, plus divisionaladministration in Helsinki. ISO14001 environmental certificateshave been granted to five plants andthe system will extend to theToholampi plant and divisionaladministration in 1999.

Valio Cheese net sales, includingsubsidiaries, totalled FIM 2,457million at almost the same level as1997. Capital expenditure, againincluding the subsidiaries, totalledFIM 79 million. Key investmentswere in production linedevelopment at Lapinlahti, Vantaaand Joensuu plant. Personnelnumbers for the year averaged 1,150of whom 860 were employed inFinland.

The cheese market overall inFinland grew by almost 5 per centduring the year under review. Themost important segment, retail sales,increased some 6-7 per cent byvalue. Domestic sales of ValioCheese also grew. Growth was

Valio Cheese

heaviest in special cheese groups,demand for low-fat cheeses roseparticularly strongly and Valiocheeses were highly successful inthese product groups. Polar 15 andOltermanni 17, for example, are thebest known low-fat cheese brandsin Finland. Prices developedfavourably due to the enhancedproduct range and profitability ofcheese manufacturing improved.Increasing imports that alreadycover one fifth of total consumptionfurther expanded the Finnish cheesemarket.

Success in foreign operations andsales had two key dimensions overthe past year. On the one hand,exports to the West and subsidiariesoperating in western marketsdeveloped steadily, but on theother, the economic crisis in Russiabeginning in August caused demandfor cheese there to contract almostcompletely. Strong prices in the UScheese market helped strengthenthe position of Finlandia SwissCheese as one of the leadingimported cheeses, and furtherimproved McCadam’s result. USbusiness operations were split intotwo separate profit centers at thestart of the year: McCadam CheeseInc. and Finlandia Cheese Inc.

The market in Belgium remainedrelatively stable. Two Belgiansubsidiaries were merged andoperations concentrated under thename of Valio - Vache Bleue S.A.Russian sales records were brokenfor the main export products, Violaand Oltermanni, but the economic

crisis there obliged Valio Cheese toadapt its operations as demanddecreased to a fraction of itsprevious level.

Valio Cheese division owes itsstrength to market, customer andprofit orientations allied withinternational expertise. Ongoingbrand development programs werethus extended to further deepenmarket and customer alignment.Special attention was paid to low-fatitems in developing product rangeand package sizes. Categorymanagement has now realized anumber of concrete customerprojects. Other developmentpriorities at Valio Cheese includedcost-effective production, operatingprocesses, quality management anddeliveries.

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Valio Edible Fats and Ingredientsdevelops, markets and sells ediblefats, powders and value-addedproducts. The division ischaracterized by its marketresponsiveness and a firm emphasison profitability for Finnish andforeign customers alike.

Edible fats and ingredients weremanufactured in five productionplants in 1998. Edible fatsmanufacturing was ended at theLapinlahti plant and productionconcentrated to Seinäjoki during thefinancial year. A decision was alsomade to end small-pack powderoperations in Nastola and movethem to Lapinlahti where wheyproduct manufacture continues. Allproduction plants have a certifiedISO 9002 standard quality systemand ISO 14001 environmentalsystems were certified at theSeinäjoki and Haapavesi plants.

Net sales for the financial yeartotalled FIM 1,467 million, dropping7 per cent off target due to fallingsales in Russia. Domestic salesaccounted for 42 per cent of net,foreign sales the remaining 58 percent. Capital expenditure during thefinancial year totalled FIM 41million. Key investments weredirected at developing milk powderand edible fats lines to better meetcustomer expectations. Divisionalpersonnel numbers averaged 445, adrop of 18 people on the previousyear. Valio sold subsidiary VBFTrading S.A. in Switzerland.

Valio Edible Fats and Ingredients

Valio Edible Fats core brands areVoimariini, Voilevi (butter blends),Valio meijerivoi (dairy butter), andMidnight Sun (dairy butter) abroad.

Domestic marketing in 1998showed success. Sales of Voimariiniand Voilevi in particular increased,and Valio meijerivoi held its groundreasonably well. In fact, Valio’smarket share of edible fat retail salesincreased as a whole. Of the newproducts, HYLA low-lactose varietiesof Valio meijerivoi and Voimariiniperformed particularly well.

In domestic powder sales,competition in industrial productsremained tight and prices low.Imports of milk powder grew andFinnish industries that use wheyproducts moved some of theirproduction and purchasing abroad.In retail products, sales of Valiomaitojauhe (milk powder) rose onthe previous year.

Foreign sales of edible fatsdeclined by 1,600 tonnes from 1997.The Russian trade crisis arising inlate summer slowed sales growthand indeed sales of more profitableproducts, although butter pat salesrose. The change in the Russian

market situation has also clearlyaffected inventories and price levelsin the EU internal market and otherexport countries.

Foreign sales of powder productsgrew by 2,000 tonnes. Salesvolumes of milk powders, Demi(demineralized whey) powder andlactose nevertheless remainedalmost static year-on-year. Milkpowder prices fell in 1998 andapproached the EU interventionlevel. Milk-based blends werelaunched as a new product group.

The excess supply of lactose inboth European and world marketssaw prices fall over the previousyear. Demand for whey proteinpowders continued to be strong.Sales of infant formulae did notdevelop as expected, again due tothe Russian economic crisis. Thenew product launches were twospecial infant formulae, Soya Tutteliand Peptide Tutteli.

Startti silage held its position inthe calf-milk replacers market.

36

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Valio Ice Cream manufactures itsproducts for sale in Finland andneighbouring countries. Net salestotalled FIM 372 million in 1998 andcapital expenditure stood at FIM 10million. Personnel numbersaveraged 235.

Valio Ice Cream expertise is wellestablished and its extensive high-quality range of branded products iswell known. Ice cream ismanufactured at the Turenki plant,where emphasis on operationaldevelopment has focused on a moredemand-oriented and cost-effectivemodel for logic and control systems.Valio Ice Cream division has beenISO 9001 quality certified forproduction, product development,marketing and export since 1994.

Valio Ice Cream retained itsposition as Finnish market leader inice creams, although market sharedeclined slightly. Valio’s greateremphasis on impulse items andscoop ice creams meant poorweather in Summer, 1998 affectedthe company’s sales relatively morethan those of its competitors.

Annual ice cream consumptionfell 5 per cent year-on-year, but thetotal value of the Finnish marketdeclined further still. Indeed, acomparison is being drawn betweentwo extreme summers in Finland –very hot in 1997 and very rainy in

Valio Ice Cream

1998. Sales in general retail outletslast year remained on a par with theyear before, but fell more in kiosksand on petrol station forecourts,where ice cream is often an impulsebuy.

Half of all ice cream is soldduring the summer season andJune-August 1998 saw ice creamconsumption 17 per cent lower thanthe year before. Measured by value,the change was even greaterbecause ice cream sales centered ontake-home products. The rainysummer most adversely affectedsales of impulse items and scoop icecream that are important toprofitability.

Take-home items increased theirshare of consumption for the thirdconsecutive year. A 43 per centshare of total ice cream sales in1995 rose to 53 per cent in 1998.Vanilla flavoured Valiojäätelö in aone-liter pack topped the “mostbought ice creams in Finland” chartin Summer, 1998. As in previousyears, the Valio Pingviini chocolatecone was top of the impulsecategory.

In addition to its annualvariations and seasonal nature, the

ice cream market is characterized bya rapid turnover in product rangeand a large raft of new products. Soeach year, more than one fifth ofValio product is new. Valiolaunched 27 new ice creams inSpring, 1998 and 6 new take-homeitems in the Autumn; the newproducts fared well.

Valio Ice Cream exported toEstonia and Russia in 1998. Exportvolumes decreased from theprevious year, due to competitivepricing and the improved quality oflocal ice creams, as well as to theproblems in the Russian market.

The Russian economic crisis alsoreflected on Valio’s St. Petersburgsubsidiary, whose net sales fellbehind the previous year ondeclining export volumes inSeptember-December. Nevertheless,exports continued uninterruptedand recovered little by little towardsthe end of the year. Valio delivers awide range of products directly toretailers in St. Petersburg andMoscow from its Lappeenrantaterminal.

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Valio Domestic Sales division servesas the joint sales and distributionorganization for Valio productcategory divisions and producesmarketing-related services.

Valio divides Finland into ninesales and distribution areas. Somechanges were made to this structureafter milk-packaging operationsceased in Helsinki at the end ofMay, leaving warehousing forcentrally distributed goods and afresh products terminal in theFinnish capital. Domestic Salesoffices are located in Helsinki,Turku, Tampere, Riihimäki,Kouvola, Seinäjoki, Jyväskylä,Joensuu and Oulu, and adistribution operation in Rovaniemi.

Operations in Tampere wereshifted from the dairy to Lakalaiva atthe beginning of June, where thereis also a fresh products terminal. Forsales alone, Finland is furtherdivided into six areas serving thefood services sector and three forindustry. Riihimäki and Helsinkisales and distribution areas wereunited at the beginning of 1999.

The Domestic Sales retailorganization was restructured onSeptember 1st, 1998 by establishinga new Customer Relations unit. Staffhandling both national and localcustomer relations was thenconcentrated there. As a result ofthe reorganization, local salescontrol can better meet the needs ofthe customer retail chains.

Division net sales totalledFIM 5,080 million and capitalexpenditure stood at FIM 39 million.Personnel numbers averaged 1,199and staff increased somewhat due tointernal transfers and temporaryboundary changes.

Valio Domestic Sales

Valio Viesti ski relay brings Valiotogether with the Finnish SkiAssociation to help build good skiingskills for children. How life is lived inadolescence can affect bone strengthfor life.

The Valio Viesti finale was skied inJyväskylä in March, 1998.

The market situation for freshproducts in Finland changedfundamentally with a newcompetitor entering themarketplace. Fresh products salesvolumes reached their target butprice levels fell off significantly. Asmall decline in market sharecombined with decreasedconsumption meant total salesvolumes over all products were4 per cent lower than the previousyear, but 2 per cent above target.The continuing fall in sales volumescreates ongoing pressure to improvecost structures.

The priority in operationsdevelopment lay in data systems

related to customer profitability andcustomer and consumer feedback,as well as on making salesoperations more effective andraising efficiency in the order-delivery process.

Competition will continue to bevery tight this year, too, andespecially in fresh products wherethe new competitor aims to growmarket share significantly beyond itscurrent level. In delivery contractnegotiations, Valio’s strong brands,sales know-how, long-termcustomer relations and reliabledeliveries continue to be highlyregarded and market share isholding up.

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GOOD FOOD FROM THEVALIO TEST KITCHEN

Valio’s Test Kitchen produces newrecipes for both the food servicessector and domestic cooks. Theseare used in advertising, recipeleaflets, direct marketing campaignsand food services magazineRuokavuosi. Kodin ruokavuosiconsumer recipe club publishes aquarterly recipe magazine of itsown. Both publications present triedand tested recipes from the ValioTest Kitchen.

The Test Kitchen producesvalidated information on the use of

Valio products in cooking, includinge.g. how milk products underdevelopment behave in cooking andbaking. Tests produce findings onfactors such as how products reactto acidity and heat, how cheese issuited to melting etc. Finishedproducts are sometimes tried andcompared, too.

The Test Kitchen also arrangescooking courses for retailers andfood services staff, as well as forValio’s own sales staff. Trainingevents where people cook togetherusing Valio products have provedparticularly popular.

Staff from the Euromarket/Maximarket chainundertake cheese training.

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Valio Group and Owner Dairies

Net Sales and Personnel, 1998

Net sales PersonnelFIM million Dec. 31, 1998

Valio Ltd 6,925 3,831

Valio Ltd SubsidiariesMcCadam Cheese Co., Inc. 441 173

Valio - Vache Bleue S.A. 326 102

Finlandia Cheese Co., Inc. 109 8

Valio Sverige AB 63 26

Valio Eesti AS 59 16

Tapila AS 38 57

VBF Trading S.A. 15 0

ZAO Valio St. Petersburg 14 29

Valio Engineering Ltd 13 25

Valio International Middle East SAL 0.1 1

UAB Valio International 0.1 2

Valio Group, total 7,605 4,270

Owner dairies 1) 373

1) Shareholder dairies that have marketing contracts withValio, and other co-operative dairies

Valio Ltd OwnersDecember 31st, 1998

Name Domicile Number ofshares

Alavuden Osuusmeijeri Alavus 102Alueosuuskunta Promilk Lapinlahti 2,218Etelän Maitokunta Vihti 393Evijärven Osuusmeijeri Evijärvi 42Hirvijärven Osuusmeijeri Jalasjärvi 46Hämeenlinnan Osuusmeijeri Hämeenlinna 1Härmän Seudun Osuusmeijeri Alahärmä 82Iisalmen Osuusmeijeri Iisalmi 287Kainuun Osuusmeijeri Kajaani 898Kangasniemen Osuusmeijeri Kangasniemi 80Kauhavan Osuusmeijeri Kauhava 72Kaustisen Osuusmeijeri Kaustinen 1Keski-Pohjan Juustokunta Toholampi 1,271Keski-Suomen Maitokunta Jyväskylä 1,378Kiuruveden Osuusmeijeri Kiuruvesi 233Koilliskuntain Osuusmeijeri Salla 112Kortesjärven Osuusmeijeri Kortesjärvi 37Kuusamon Osuusmeijeri Kuusamo 265Kyrönmaan Osuusmeijeri Isokyrö 124Laaksojen Maitokunta Ylivieska 1Lammin Osuusmeijeri Lammi 113Liperin Osuusmeijeri Liperi 162Nilsiän Osuusmeijeri Nilsiä 288Nurmeksen Osuusmeijeri Nurmes 626Osuuskunta Idän Maito Joensuu 2,877Osuuskunta Lapin Maito Rovaniemi 584Osuuskunta Maito-Aura Turku 1,571Osuuskunta Maitojaloste Seinäjoki 2,588Osuuskunta Maitokolmio Toholampi 244Osuuskunta Maitomaa Suonenjoki 290Osuuskunta Maito-Pirkka Tampere 1,616Osuuskunta Normilk Jyväskylä 5Osuuskunta Pohjolan Maito Haapavesi 2,980Osuuskunta Satamaito Pori 348Osuuskunta Tuottajain Maito Riihimäki 7,250Paavolan Osuusmeijeri Ruukki 32Tyrnävän Osuusmeijeri Tyrnävä 1Vieremän Osuusmeijeri Vieremä 99Shareholders, total 38 29,317Total Share Capital FIM 586.34 mill.

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Addresses

SUBSIDIARIES

Tapila AS Laeva MeiereiLaeva valdEE2463 TartumaaESTONIATel. +372 7 301 660Fax + 372 7 301 662

Valio - Vache Bleue S.A.Grand Route 552B-1428 Lillois-WitterzeeBELGIUMTel. +32 6789 4946Fax +32 6721 8215

Valio Eesti ASKaru 19/11EE0001 TallinnESTONIATel. +372 6 313 275Fax +372 6 268 620

Valio Engineering LtdMeijeritie 4PO Box 122FIN-00371 HelsinkiFINLANDTel. +358 1038 1172Fax +358 10381 2959

Valio International Middle East SALPO Box 901158 Jdeideh - BeirutLEBANONTel. +961 1 885 531Fax +961 1 884 568

McCadam Cheese Co., Inc.PO Box 345/Annette Street 12Heuvelton, N.Y. 13654USATel. +1 315 344 2441Fax +1 315 344 7291

Finlandia Cheese Inc.1140 Parsippany Blvd.Parsippany, NJ 07054USATel. +1 973 316 6699Fax +1 973 316 6609

ZAO Valio St. PetersburgVasiljevski Ostrov 18. linia d. 47199178 St. PetersburgRUSSIATel. +7 812 325 8303Fax +7 812 325 8545

Valio Sverige ABPO Box 10094, Arenavägen 23S-121 27 Stockholm-GlobenSVERIGETel. +46 8 725 5150Fax +46 8 725 5151

UAB Valio InternationalTaikos pr. 90LT-3031 KaunasLITHUANIATel. +370 7 764 286Fax +370 7 351 801

Valio Ltd, Head OfficeMeijeritie 6PO Box 10FIN-00039 HelsinkiFINLANDTel. +358 1038 1121Fax +358 9 562 5068Internet www.valio.fi/english/

VALIO DOMESTIC SALESMeijeritie 6PO Box 10FIN-00039 HelsinkiFINLANDTel. +358 1038 1121Fax +358 10381 2209

VALIO CHEESEMeijeritie 6PO Box 10FIN-00039 HelsinkiFINLANDTel. +358 1038 1121Fax +358 10381 2529

VALIO EDIBLE FATS ANDINGREDIENTSOsmankatu 2PO Box 337FIN-60101 SeinäjokiFINLANDTel. +358 1038 1127Fax +358 10381 5171

VALIO FRESH PRODUCTSMeijeritie 6PO Box 10FIN-00039 HelsinkiFINLANDTel. +358 1038 1121Fax +358 10381 2539

VALIO ICE CREAMMeijeritie 3PO Box 50FIN-00039 HelsinkiFINLANDTel. +358 1038 1121Fax +358 10381 2509

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