A change in Enersense’s Remuneration Committee

Enersense International Plc | Stock Exchange Release | August 01, 2024 at 15:25:00 EEST

In its meeting today, on 1 August 2024, Enersense International Plc’s Board of Directors has elected among its members Anders Dahlblom as the Chair of the Remuneration Committee. Dahlblom also acts as the Chair of the Board of Directors of Enersense.

Anna Miettinen, Sirpa-Helena Sormunen and Ville Vuori continue as other members of the Remuneration Committee. Former Chair of the Remuneration Committee, Jaakko Eskola, resigned from Enersense’s Board of Directors on 11 July 2024.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information:

Anders Dahlblom, Chair of the Board, Chair of the Remuneration Committee

Contacts:

Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Distribution:
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Major media
www.enersense.com

A change in Enersense’s Group Executive Team

Enersense International Plc | Stock Exchange Release | August 01, 2024 at 12:30:00 EEST

Tommi Manninen, SVP, Communications and Public Affairs and a member of the Group Executive Team of Enersense International Plc has announced his resignation from the company.

”I would like to express my warm thanks to Tommi for good cooperation in his work as the SVP, Communications and Public Affairs and a member of the Group Executive Team during the past three years. During Tommi’s time the visibility and awareness of the company among different stakeholders as well as our sustainability work have developed to a completely new level, which gives us a good foundation for further development. On behalf of myself and the entire company I wish Tommi all the best in the future,” says Juha Silvola, acting CEO.

“Enersense is determined to continue with implementing its new strategy. Our focus is on our core businesses and we continue our work to improve our profitability. Tommi will continue in his position until 18 October 2024 after which Jyrki Paappa, CFO, will be responsible for Enersense’s communications and investor relations function,” Silvola continues.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information:

Juha Silvola, CEO (acting)
Tel. +358 40 7631599
Email: juha.silvola@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel. +358 40 043 7515
Email: tommi.manninen@enersense.com

Distribution:
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Major media
www.enersense.com

Enersense International Plc’s Half-year Financial Report January–June 2024: Insider information: Difficult first half of the year, reaching turnaround at the end – new guidance for 2024

Enersense International Plc | Half-year Financial Report | August 01, 2024 at 12:25:00 EEST

The figures in this release are unaudited. The figures in brackets refer to the comparison period (the corresponding period of the previous year), unless otherwise stated. All figures and sums have been rounded off from the exact figures which may lead to minor discrepancies upon addition or subtraction.

April–June 2024

  • Revenue EUR 100.8 million (86.3), 16.8% year-on-year.
  • EBITDA EUR -9.5 million (3.0), EBITDA margin -9.4% (3.5).
  • Revenue of the core businesses EUR 83.1 (82.8) million.
  • Adjusted EBITDA in the core businesses EUR 3.9 (4.0) million.
  • Operating result EUR -11.8 million (0.6), result margin -11.7% (0.7).
  • Undiluted earnings per share EUR -0.84 (-0.11).

January–June 2024

  • Revenue EUR 199.0 million (161.3), 23.3% year-on-year.
  • EBITDA EUR -5.0 million (3.1), EBITDA margin -2.5% (1.9).
  • Revenue of the core businesses EUR 161.9 (153.3) million.
  • Adjusted EBITDA in the core businesses EUR 7.9 (6.5) million.
  • Operating result EUR -10.1 million (-1.6), result margin -5.1% (-1.0).
  • Undiluted earnings per share EUR -1.18 (-0.34).
  • The renewable energy project portfolio totalled 4,7 GW (12/2023: 3,3 GW), at the end of the review period. Of this, solar power projects represented 0,7 GW (12/2023: 0 GW). In addition, projects in feasibility study phase totalled 6,7 GW (12/2023: 4,0 GW).
  • The order backlog stood at EUR 415 million (527) at the end of the first half of the year.
  • On 9 April 2024 Enersense announced that Mikko Jaskari, the company’s CFO and a member of the Group Executive Team, will step down from his position and Jyrki Paappa has been appointed new CFO and member of the Group Executive Team from 22 July 2024, until which Risto Takkala is Enersense’s acting CFO.
  • On 29 April 2024 Enersense announced that it writes down a EUR-6-million receivable following an arbitral tribunal’s decision in Lithuania, and withdraws its 2024 EBITDA guidance for the time being.
  • On 3 May 2024 Enersense announced that CEO Jussi Holopainen will leave his position and the company starts the recruitment process for a new CEO. Juha Silvola, EVP of Enersense’s, Power and Connectivity business areas, was appointed as acting CEO from 3 May 2024.
  • On 19 June 2023 Enersense announced that it has revised its strategy and will focus on its core businesses – project and service operations for the green energy transition. Also, an agreement on a new EUR-10-million revolving credit facility was announced as well as the decision of the company’s Board not to exercise the right to distribute funds as a return of capital.
  • Enersense has agreed with its financing providers that covenants will not be measured at 30 June 2024. Measurement of the new covenants that were agreed on in connection with the RCF will begin on 30 September 2024.
  • Along with its new strategy, Enersense has introduced, as a new KPI, adjusted EBITDA of the core businesses. Core businesses include maintenance, resource and project services for onshore production plants in the Industry business, design, construction and maintenance of transmission grids and electric substations as well as wind farms and solar farms and the entire Connectivity business.

After the review period:

On 11 July 2024 Enersense announced that its Board of Directors has appointed Kari Sundbäck as the President and CEO of the company as of 25 November 2024. Juha Silvola will continue as the acting CEO of Enersense until 24 November 2024 after which he will return to EVP, Power and Connectivity business areas. On the same occasion it was announced that Anders Dahlblom, member of the Board, has been elected as the Chair of the Board as Jaakko Eskola has chosen to step down from this position and from the Board.

Guidance for the financial period 2024

In 2024, Enersense’s revenue is expected to be in the range of EUR 365-390 million and EBITDA in the range of EUR 4–8 million. Adjusted EBITDA in the core businesses is forecast to be in the range of EUR 17–21 million.

In 2024, revenue is expected to grow. The EBITDA is expected to improve in the latter part of the year, taking normal seasonal variation into account, following the measures to improve profitability.

The financial guidance does not take into account any divestments that may result from the strategic assessment (insider information, 19 June 2024).

Guidance updated on 29 April 2024
Enersense announced in a stock exchange release on 29 April 2024 that it withdraws its EBITDA guidance given for the year 2024 for the time being. The company’s estimate on the revenue development in 2024 remained unchanged.

Key figures

4–6/2024 4–6/2023 Change % 1–6/2024 1–6/2023 Change % 1–12/2023
Revenue, (EUR 1,000) 100,825 86,324 16.8 198,967 161,322 23.3 363,318
EBITDA, (EUR 1,000) -9,526 3,046 n.a. -5,037 3,103 n.a. 14,704
Core business -4,162 4,709 -808 6,310 14,925
Non-Core business -5,364 -1,663 -4,229 -3,207 -221
EBITDA, % -9.4 3.5 -2.5 1.9 4.0
Adjusted EBITDA, core business, (EUR 1000) 3,944 4,006 7,892 6,473 18,386
Operating profit, (EUR 1,000) -11,819 645 n.a. -10,085 -1,648 n.a. 5,260
Operating profit, % -11.7 0.7 -5.1 -1.0 1.4
Result for the period, (EUR 1,000) -13,705 -1,886 n.a. -19,225 -5,663 n.a. -9,149
Equity ratio, % 15.8 27.8 15.8 27.8 26.0
Gearing, % 125.9 66.6 125.9 66.6 70.2
Return on equity, % -31.1 -3.2 -43.6 -9.5 -16.0
Earnings per share, undiluted, EUR -0.84 -0.11 -1.18 -0.34 -0.54
Earnings per share, diluted, EUR -0.84 -0.11 -1.18 -0.34 -0.54

President and CEO (acting) Juha Silvola

“Enersense’s growth continued in the first half of 2024. Our revenue increased by 23.3% to EUR 199.0 (161.3) million. The Group’s EBITDA turned into negative and was EUR -5.0 (3.4) million. In our view, the second quarter was the weakest of the year due to loss-making offshore business, costs relating to ramp-up of the EV charging business as well as the write-downs. Thanks to actions taken during the spring the turnaround in the profitability development started to be visible at the end of the second quarter, and the outlook for the latter part of the year is positive. Along with the new strategy, we have introduced a new KPI i.e. adjusted EBITDA of the core businesses. The adjusted EBITDA of the core businesses improved in the first half of the year, laying a good foundation for the future. The Group’s order backlog continued to be at a good level at the end of the review period, at EUR 415 (527) million, taking into account normal fluctuations in orders received.

In June, we announced that we will focus on our core businesses, which provide project and service operations for the green energy transition. These core businesses include maintenance, resource and project services for onshore production plants in the Industry business, design, construction and maintenance of transmission grids and electric substations as well as wind farms and solar farms and the entire Connectivity business. Along with the renewed strategy we will abandon our previous goal of becoming a zero-emission energy producer. In addition, we are considering selling our onshore wind power and solar power project development operations and are carrying out a strategic assessment of our offshore wind power business and our business operations focusing on the development of zero-emission transport solutions. On the same occasion we agreed with our financing providers on a EUR-10-million senior unsecured revolving credit facility (RCF) to support the implementation of the company’s strategy. The company will publish further information about the progress of the strategic assessment at the appropriate time.

Profitability of the core businesses is at the core of our actions. During the first part of the year, and especially in the second quarter, there were significant non-recurring items in the core businesses that turned their EBITDA negative. However, in the first half of the year, the adjusted EBITDA of the core businesses improved year-on-year thanks to better profitability in the transmission network projects and growth of the Connectivity segment’s revenue and measures to improve profitability.

Profitability of the businesses defined in the renewed strategy as non-core businesses was weak in the first half of the year. EBITDA for the non-core businesses was burdened especially by the offshore business, whose loss deepened further during the second quarter. In the second quarter, we have examined the causes for the challenges of the non-core business’s weak profitability, and analysed their risk positions and outlook. In the offshore business measures to improve profitability started to bring first results towards the end of the period and EBITDA is expected to be positive in second half of the year. The ramp-up of the EV charging business has been slower than anticipated in the tightened market situation and this has reflected into its profitability.

Based on the good profitability development in the core businesses and measures to improve profitability in the non-core businesses we have today given a new full-year guidance for 2024. Our view is that we have now reached the turning point and the second half is stronger than the first part of the year thanks to the corrective actions. In 2024, we expect the revenue to be in the range of EUR 365–390 million and EBITDA in the range of EUR 4–8 million. Adjusted EBITDA in the core businesses is forecast to be in the range of EUR
17–21 million.

The growth outlook in the green energy transition for the project and service business operations is good, particularly in energy infrastructure construction, and we are determined to take measures to improve profitability in all segments, using our strong professional skills to create a path to profitable growth. I would like to thank all Enersense employees for their commitment to these efforts and to welcome Kari Sundbäck, the new President and CEO, who will start on 25 November 2024, and Anders Dahlblom, the new Chair of the Board, whose appointments we announced on 11 July 2024, to accelerate the implementation of Enersense’s new strategy.”

This release is a summary of Enersense’s Half-year Financial Report. The complete report is attached to this release as a pdf-file. It is also available on the company’s website at www.enersense.com/investors/.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information:

Juha Silvola, CEO (acting)
Tel. +358 40 7631599
Email: juha.silvola@enersense.com

Jyrki Paappa, CFO
Tel.: +358 50 556 6512
Email: jyrki.paappa@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel. +358 40 043 7515
Email: tommi.manninen@enersense.com

Distribution:
Nasdaq Helsinki
Major media
www.enersense.com

Insider information: Enersense appoints Kari Sundbäck as its President and CEO – the Chair of the Board of Directors changes

Enersense International Plc | Inside Information | July 11, 2024 at 10:00:00 EEST

The Board of Directors of Enersense has appointed Kari Sundbäck as the President and CEO of the company as of 25 November 2024. Juha Silvola will continue as the acting CEO of Enersense until 24 November 2024 after which he will return to EVP, Power and Connectivity business areas.

In its meeting today, the Board of Directors has also elected the current member of the Board, Anders Dahlblom, as the new Chair of the Board of Directors. Dahlblom will succeed Jaakko Eskola who has chosen to step down from his position. Eskola has served as the Chair of Enersense’s Board of Directors since 2021. Enersense’s Board will comprise seven (7) members until the next Annual General Meeting.

Enersense’s new President and CEO, Kari Sundbäck, has earlier worked, among other things, as the Head of Services, Solutions, Digital and Sustainability at Caverion and held international management positions at Nokia and KONE.

”Enersense’s growth has been strong in the past years. We revised our strategy in June and launched a recruiting process to find a CEO who would determinedly implement our strategy that supports the green energy transition as well as improve the company’s profitability and shareholder value. At the end of the process, we concluded that Kari is the best person to lead Enersense and to strengthen the company’s position in its core businesses. I would also like to take this opportunity to thank Jaakko Eskola for his substantial role in choosing the President and CEO as well as Enersense’s acting CEO Juha Silvola for his contribution”, says Anders Dahlblom, Chair of Enersense’s Board of Directors.

“Enersense is a very important company in the green energy transition. I’m excited and humbled to have the opportunity to join Enersense to make the newly laid out strategy a reality. I look forward to developing together with all our people our relevance and value to customers in the energy, telecommunications and industrial sectors”, says Kari Sundbäck, Enersense’s new President and CEO.

“On behalf of Enersense’s Nomination Board I want to thank Jaakko Eskola, who is now stepping down, for his term as the Chair of Enersense’s Board and welcome Anders Dahlblom as the new Chair of the Board of Directors. Virala is the largest shareholder in Enersense and it is natural that in this kind of a turning point a representative of the largest shareholder takes the position as the Chair of the Board. I am convinced that the renewed top management together with the renewed strategy give the company a good starting point to create substantial shareholder value”, says Alexander Ehrnrooth, Chair of Enersense’s Nomination Board.

ENERSENSE INTERNATIONAL PLC

Board of Directors

More information:

Anders Dahlblom, Chair of the Board

Contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

DISTRIBUTION
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Major media
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Enersense has won Fingrid’s tender regarding the construction of the Herva-Nuojuankangas 400 kV transmission line

Enersense International Plc
Investor news, 24 June 2024 at 9:30 a.m.

Enersense has won a contract for the construction of a new 400 kV electricity transmission connection in Fingrid’s public procurement tender. The total value of the contract is approximately EUR 26.5 million and it will be recognised in the order backlog of the Power business area for the second quarter of 2024.

The 400 kV power line construction contract won by Enersense is located in Northern Ostrobothnia from the Herva substation in Ii to Nuojuankangas in Vaala and is about 117 kilometres long. The construction work will start in the winter of 2024 and the project is to be handed over to the customer in the summer of 2027.

”Enersense has a significant market position in green energy transition projects and this project supports well our revised strategy and further strengthens our role as an enabler of the sustainable energy transition.  We are very pleased that Fingrid chose us to implement this project”, says Enersense’s acting CEO Juha Silvola.

The decision will enter into force after the end of the appeal period under the Act on Public Procurement and Concession Contracts.

More information:

Juha Silvola, acting CEO
Tel.: +358 40 763 1599
Email: juha.silvola@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Correction: Insider information: Enersense has revised its strategy and will focus on its core businesses – project and service operations for the green energy transition

Enersense International Plc
Insider information, 19 June 2024 at 4:15 p.m.

Enersense corrects its insider information published today at 2:25 p.m. in English.

The total amount, EUR 10 million, of the RCF was missing from the release, and the RCF’s expiration date was incorrect. The correct expiration date is on 31 March 2025, not 31 May 2025 as stated in the release.

The corrected release in full is attached to this release.

ENERSENSE INTERNATIONAL PLC

Tommi Manninen
SVP, Communications and Public Affairs

More information: 

Tommi Manninen, SVP, Communications and Public Affairs 
Tel. +358 40 043 7515 
Email: tommi.manninen@enersense.com

DISTRIBUTION:
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Insider information: Enersense has revised its strategy and will focus on its core businesses – project and service operations for the green energy transition

Enersense International Plc
Insider information, 19 June 2024 at 2.25 p.m.

Enersense will focus, principally in Finland and the Baltics, on strengthening its significant market position in its Power, Industry and Connectivity business areas, which provide energy, telecommunications and industrial companies involved in the green energy transition with demanding project and service operations on a broad scale. In 2023, the revenue of these project and service operations were over EUR 300 million and EBITDA approximately EUR 20 million.

Enersense abandons its previous strategic goal of becoming a producer of zero-emission energy. The company is conducting a strategic assessment of its onshore wind power and solar power project development operations and is considering selling them. The company’s project portfolio totals roughly 5 gigawatts in addition to which it has projects worth of approximately 7 gigawatts in feasibility study phase. The company sees significant value in its project development operations. The company is also conducting a strategic assessment of its offshore wind power operations and its business focused on the development of zero-emission transport solutions, the future outlook of which is positive, but their development needs significant growth capital.

“We will focus on our core business operations: providing high-quality services that enable a sustainable green energy transition for our partners in the energy, telecommunications and industrial sectors principally in Finland and the Baltics. The company has launched a group-wide efficiency programme to support its profit-making capability. We are looking for a new CEO to determinedly implement our strategy, improve the company’s profitability and increase the shareholder value. I take this opportunity to thank the Board’s Strategy Committee for their work on the strategy revision,” says Jaakko Eskola, Chair of the Board of Directors.

In its organizational meeting after the Annual General Meeting on 4 April 2024, Enersense’s Board of Directors decided to establish a Strategy Committee to assist the Board in decisions regarding strategy. The Strategy Committee has now completed its task and the Committee’s activities will be discontinued.

Carl Haglund has acted as the Chairperson of the Strategy Committee and Anders Dahlblom, Anna Miettinen and Ville Vuori as members.

Agreement with financing providers on a new revolving credit facility to implement the strategy

Enersense has entered into an agreement with its financing providers on a senior unsecured revolving credit facility (RCF) to support the implementation of the company’s strategy. The price of the new financing is tied to Euribor added with a margin of 3,5% per annum. The new RCF will expire on 31 May 2025, and it is guaranteed until its expiry by Virala Oy Ab and Ensto Invest Oy companies, to which a 5% guarantee fee will be paid on market terms for the lifetime of the guarantee.

In conjunction with the RCF, changes have been made in covenants related to the group’s equity ratio, the net debt to EBITDA ratio and minimum liquidity regarding total financing provided for the company.

Distribution of funds as a return of capital not exercised

The Board of Directors will not exercise the right to distribute funds as a return of capital as authorised at the Annual General Meeting on 4 April 2024. Based on the authorisation provided at the AGM on 4 April 2024, the Board of Directors could have decided on distribution of funds as a return of capital of at most EUR 0.10 per share in two instalments between July and December 2024 as determined by the Board of Directors.

ENERSENSE INTERNATIONAL PLC
Board of Directors

More information:

Juha Silvola, acting CEO

Jaakko Eskola, Chair of the Board of Directors

Contact person:

Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

DISTRIBUTION
Nasdaq Helsinki
Key media
www.enersense.com

Low-emission steel piloted for the first time in Fingrid’s substation structures in Harjavalta

Enersense International Plc
Press release, 6 June 2024 at 2:00 p.m.

Enersense, a provider of zero-emission energy solutions, won a contract in Fingrid’s public bidding process at the beginning of the year for the construction of three new 110 kV substations in the Harjavalta area. The substations will be built as gas insulated switchgear (GIS) using a gas insulation solution that does not contain any SF6 gas which is a significant greenhouse gas.

As part of the project, Enersense’s delivery includes all steel structures to be built in the substation area, requiring a total of 76,000 kg of steel. The structures consist of 110 kV transmission line portals to be built in the substation area. There will be substation portals for connecting a total of fourteen transmission lines and they will be made of hot-dip galvanized steel.

Through its partners, Enersense procures all the steel structures in question as low-emission steel. In this project, low-emission steel means that the structures to be delivered are made of recycled steel and their carbon dioxide emissions are, on average, approximately 40% lower compared to structures manufactured using iron ore-based production methods.

The project is Fingrid’s first of this scale in Finland where all steel structures in the substation area will be delivered made of low-emission steel.

“Our experts have worked hard to find more sustainable steel solutions. Our procurement department has been in contact with nearly 100 different suppliers around the world to find suitable steel structures with lower emissions. We are excited about the result, but we know that this is only the first step towards sustainable steel construction. Fingrid has played a very important role in the realisation of the project. Such projects can be implemented when the end user is genuinely committed to their own emission targets,” says Eero Törmä, Engineering Manager for substations, Power at Enersense.

“Sustainability means actions and choices in everyday life. It’s easy to hide behind different reporting frameworks and abbreviations. Fingrid has a significant positive impact on climate change mitigation as we build an electricity network that will enable Finland to reduce emissions through electrification. We are ready to reduce our own negative climate impacts by switching to such electricity network structures in the future, the manufacture or use of which does not cause emissions. Steel is a key material in the formation of the climate impacts of grid construction, and we monitor the availability and suitability of low-emission products in this regard. It is better to be at the forefront of development doing things and showing the way than to be led by others in the rear,” says Timo Kiiveri, Executive Vice President at Fingrid.

More information:

Eero Törmä, Engineering Manager, substations, Power
Tel.: +358 44 425 2099
Email: eero.torma@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Enersense enters into a new partnership agreement with P2X

Enersense International Plc
Press release, 31 May 2024 at 1:00 p.m.

The Industry business area of Enersense, a provider of zero-emission energy solutions, and P2X Solutions have entered into a new partnership agreement to deepen their cooperation on the operation and maintenance of the new production plant in Harjavalta. This agreement is a significant step in Finland’s energy transition, in which hydrogen plays a key role.

The role of hydrogen in the energy transition is unique, as it enables the production and storage of clean and renewable energy. Hydrogen can be used in a variety of ways in industry and transport, making it a crucial factor in the transition to a fossil-free future. The cooperation has previously included Enersense’s participation in project implementation, and now it is expanding to also cover operation and maintenance. This enables more efficient and sustainable energy production.

“The construction of our Harjavalta plant has progressed well, with more than 700 consecutive days without lost-time accidents on the site. In cooperation with Enersense, we want to ensure that the commissioning and operation of the plant will also run safely and reliably,” says Herkko Plit, CEO at P2X Solutions.

“The new partnership agreement supports our strategy of providing our customers with sustainable solutions for the energy transition. Hydrogen is becoming increasingly important, and we are committed to promoting its use,” says Mikko Luoma, Vice President, Smart Services, Industry at Enersense.

Deepening the cooperation in operation and maintenance ensures that hydrogen is produced as efficiently and sustainably as possible, thus supporting long-term climate targets.
 

More information:

Mikko Luoma, Vice President, Smart Services, Industry
Tel.: +358 50 438 5608
Email: mikko.luoma@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Enersense enters into an agreement on building optical fibre networks for GlobalConnect in the Helsinki metropolitan area

Enersense International Plc
Investor news, 23 May 2024 at 2:45 p.m.

Enersense, a provider of zero-emission energy solutions, and GlobalConnect, one of the leading providers of digital infrastructures and telecommunications services in the Nordic countries, have entered into an agreement on building optical fibre networks in the Helsinki metropolitan area. The agreement will be recognised in the order backlog of Enersense’s Connectivity business area for the second quarter of 2024.

Enersense’s agreement covers the design of routes for the optical fibre networks, licensing, as well as earth-moving, telecom and project management stages following the turnkey principle.

“I’m thrilled about this project. The addition of new fiber network routes predominantly caters to the significant demand for establishing data centers. Additionally, it will also serve Finnish private households and enhance capacity and redundancy for municipalities and businesses striving to continue their rapid digitalization efforts”, says Helena Bergstrand, Head of B2C Finland, GlobalConnect OY.

“I am very happy that GlobalConnect selected Enersense as its partner to build optical fibre networks in the Helsinki metropolitan area, allowing us to start cooperation with them. Enersense has a proven track record of construction projects for optical fibre networks, and we would like to thank GlobalConnect for its trust in our expertise,” says Miika Erola, Vice President in the Connectivity business area.

More information:

Miika Erola, Vice President, Connectivity
Tel.: +358 40641 7041
Email: miika.erola@enersense.com

Media contacts:

Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Enersense’s cooperation with OX2 in wind farm maintenance continues

Enersense International Plc
Press release 20 May 2024 at 12.40 p.m.

The Power business area of Enersense, a provider of zero-emission energy solutions, and OX2, a developer, seller and manager of wind and solar farms, have entered into an agreement on the maintenance of substations, internal networks and power lines at the Lestijärvi wind farm. Lestijärvi is the largest wind farm in Finland, with the output of its 69 turbines totalling more than 455 MW.

The servicing and maintenance of wind farm electricity networks comprise a key competence area for Enersense in the renewable energy sector alongside design and construction. 

“Enersense has already before partnered with OX2 in wind farm maintenance. Being selected to extend our partnership is a strong indication of trust in Enersense’s expertise and the aim of both parties to safeguard sustainable and reliable energy generation in Finland. This agreement strengthens Enersense’s position as the largest maintainer of wind farms in Finland,” says Antti Toppinen, Sales Manager at Enersense.

More information:

Antti Toppinen, Sales Manager, Maintenance and Services, Power
Tel.: +358 40 5565358
Email: antti.toppinen@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 0437515
Email: tommi.manninen@enersense.com

Insider information: The CEO of Enersense leaves his position

Enersense International Plc
Insider information 3 May 2024 at 9.45 a.m.

Enersense International Plc and the company’s CEO Jussi Holopainen have agreed that Holopainen will leave his position on May 3, 2024.

“Jussi Holopainen has been with Enersense almost from the company’s inception, of which the last 11 years as the company’s CEO. During Holopainen’s time, the company has developed strongly, it has been listed on the Helsinki Stock Exchange, and the company’s growth has been strong. On behalf of the entire company, I would like to express my great thanks to Jussi for his work and wish him all the best in the future,” says Jaakko Eskola, Chairman of the Board of Enersense.

Juha Silvola, EVP, Power and Connectivity business areas, will act as interim CEO of Enersense.

The company starts the recruitment process for a new CEO immediately.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information:  

Jaakko Eskola, Chair of the Board

Contacts:

Tommi Manninen, SVP, Communications and Public Affairs   
Tel. +358 40 043 7515   
Email: tommi.manninen@enersense.com

Distribution:
Nasdaq Helsinki
Major media
www.enersense.com

Enersense signs an agreement to maintain the Valoo fibre-optic network in Southern Finland

Enersense International Plc
Investor news, 30 April 2024 at 10.45 a.m.

Enersense, a provider of zero-emission energy solutions, and Valoo Oy, a Finnish fibre-optic network company, have signed an agreement on the maintenance of Valoo’s fibre-optic network. The two-year agreement includes the maintenance and further construction of the Valoo fibre-optic network in Southern Finland and will be recorded in Enersense Connectivity’s order books for the second quarter of 2024. The agreement can be extended by exercising a two-year option.

“During the last 12 months, the Valoo fibre-optic network expanded to more than 30 towns, bringing fast and uninterrupted Internet connections based on the fibre-optic technology to more and more Finnish homes. Our work continues, and Enersense is the perfect partner for us to maintain our fibre-optic network in Southern Finland and also build fibre-optic connections for those who are still thinking about shifting to the technology,” says Juha Kirmanen, Director of Construction at Valoo.

“We are already partnering with Valoo in its fibre-optic network building projects, and we are happy that our cooperation in the maintenance and further construction of the network will now expand. This agreement is a clear indication of our expertise and its appreciation, as well as the benefits of long-term cooperation for the customer,” says Miika Erola, Vice President of Enersense Connectivity.

More information:

Miika Erola, Vice President, Connectivity
Tel.: +358 40641 7041
Email: miika.erola@enersense.com

Juha Kirmanen, Director of Construction, Valoo
Puhelin: +358503161936
Sähköposti: juha.kirmanen@valoo.fi

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Insider information: Enersense writes down a 6-MEUR receivable following an arbitral tribunal’s decision in Lithuania, and withdraws its 2024 EBITDA guidance for the time being

Enersense International Plc
Insider information 29 April.2024 at 11:50 p.m.

Enersense has been informed, on 29 April 2024, about a decision made by an arbitral tribunal in Lithuania regarding a dispute between Enersense and Litgrid, Lithuanian electricity transmission system operator over an agreement about receivables and deliveries concerning two projects that have been executed in Lithuania during 2021-2023. Enersense initiated arbitration proceedings in the matter in April 2023. According to the decision of the arbitral tribunal, Litgrid is obliged to pay to Enersense approximately EUR 1 million. Based on the decision of the arbitral tribunal, Enersense writes down EUR 6 million from a EUR-7-million receivable it had recorded in the 2022 financial statements. The write-down will have a corresponding negative impact on the EBITDA in the second quarter of 2024.

The company will investigate the decision of the arbitral tribunal more in detail and assess further legal measures.

Enersense withdraws its EBITDA guidance given for the year 2024 for the time being. The company’s estimate on the revenue development in 2024 will remain unchanged.

Company’s guidance for the year 2024 issued on 29 February 2024

In 2024, Enersense’s revenue is expected to be in the range of EUR 365–435 million and EBITDA in the range of EUR 15–25 million.

The revenue is expected to grow in 2024. Outlook especially for the company’s growth areas is favourable. The EBITDA is expected to grow. Profitability is expected to improve even if the investments in growth continue.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information:  

Jussi Holopainen, CEO   
Tel. +358 44 517 4543   
Email: jussi.holopainen@enersense.com

Risto Takkala, acting CFO
Tel.: +358 45 127 4414
Email: risto.takkala@enersense.com

Media contacts:  
Tommi Manninen, SVP, Communications and Public Affairs   
Tel. +358 40 043 7515   
Email: tommi.manninen@enersense.com

Distribution:
Nasdaq Helsinki
Major media
www.enersense.com

Enersense International Plc’s Business Review January–March 2024: Enersense’s growth continued and Q1 EBITDA at a good level even though offshore business weaker than expected

Enersense International Plc
Business Review Q1 2024, 26 April 2024 at 12:00 p.m.

The figures in this release are unaudited. The figures in brackets refer to the comparison period (the corresponding period of the previous year), unless otherwise stated. All figures and amounts have been rounded off from exact figures, which may result in minor inaccuracies in additions or subtractions.

January–March 2024

  • Revenue was EUR 98.1 (75.0) million, 30.9% year-on-year.
  • EBITDA was EUR 4.5 (0.1) million. The EBITDA margin was 4.6 (0.1)%.
  • The operating profit was EUR 1.7 (-2.3) million. The profit margin 1.8 (-3.1)%.
  • Undiluted earnings per share were EUR -0.34 (-0.23).
  • The order backlog stood at EUR 445 (526) million at the end of the review period.
  • On 9 January 2024, Enersense announced that it is merging the Power and International Operations business areas into a single business area. At the same time, the Smart Industry business area was renamed Industry. From the beginning of 2024, Enersense will report three business areas: Power, Industry, and Connectivity. In accordance with the planned organizational changes Margus Veensalu, a member of the Group Executive Team, will step down from the Group Executive Team but will continue at Enersense in another role.
  • On 29 February 2024, the Board of Directors of Enersense decided on the group key employee incentive plan.
  • Financiers approved a lower limit for the equity ratio covenant at the time of review at the end of the first quarter. Enersense is negotiating with financiers to further specify the covenant level for the full year 2024.

After the review period:

  • On 9 April 2024, Enersense announced that Mikko Jaskari, the company’s CFO and a member of the Group Executive Team, will step down from his position. Jyrki Paappa has been appointed new CFO and member of the Group Executive Team from 22 July 2024.

Guidance for the financial period 2024
(issued on 29 February 2024)

  • In 2024, Enersense’s revenue is expected to be in the range of EUR 365–435 million and EBITDA in the range of EUR 15–25 million.
  • The revenue is expected to grow in 2024. Outlook especially for the company’s growth areas is favourable. The EBITDA is expected to grow. Profitability is expected to improve even if the investments in growth continue.

Key figures

1–3/2024 1–3/2023 1–12/2023
Revenue, (EUR 1,000)                     98,143                     74,998                   363,318
EBITDA, (EUR 1,000)                       4,489                             58                     14,704
EBITDA, %                            4.6                            0.1                            4.0
Operating profit, (EUR 1,000)                        1,734                     -2,293                       5,260
Operating profit, %                            1.8                           -3.1                            1.4
Result for the period, (EUR 1,000)                     -5,520                      -3,778                      -9,149
Equity ratio, %                         22.8                         30.6                         26.0
Gearing, %                          84.1                          57.7                         70.2
Return on equity, %                        -10.5                          -6.0                        -16.0
Earnings per share, undiluted, EUR                        -0.34                        -0.23                        -0.54
Earnings per share, diluted, EUR                        -0.34                        -0.23                        -0.54

President and CEO Jussi Holopainen

“The beginning of 2024, too, has been marked by uncertainties related to the operating environment. However, Enersense’s growth continued in the first quarter, supported by its strong order backlog. Our revenue increased by 31% year-on-year, increasing to EUR 98 (75) million. The Group’s EBITDA, supported by a recognition of around EUR 7 million in revenue from wind power projects, was EUR  4.5 (0.1) million. In the core business operations, considering that profitability is typically low in the first quarter because of seasonality, our performance was partly even better than expected. Offshore business’s weaker than expected Q1 burdened, however, the profitability for the entire Group. In total, investments in our strategic focus areas burdened the EBITDA by EUR  -5.6 (-2,3) million in the review period. The Group’s order backlog was EUR 445 (526) million at the end of March, almost at the same good level as at the end of 2023 (457).

Revenue increased significantly in the Power and Industry business areas. The Power business area’s revenue includes sales from wind power projects, and revenue from core business operations also increased. This is the first time we are reporting the Power and International Operations business areas together. Very similar projects have been carried out in these business areas for customers in the electricity network and energy sectors, for example. We believe that by combining international projects under one Power business area, we will increase both our competitiveness and our efficiency. In the Industry business area, revenue from core business operations grew markedly, but the most significant portion of the growth came from offshore business operations. Revenue in the Connectivity business area decreased in the first quarter, which is seasonally slower than the rest of the year.

In the first quarter, EBITDA grew considerably year-on-year. Profitability in the core businesses was good, but the loss in the first quarter in the offshore business turned the Industry business area’s EBITDA nearly EUR 3 million in the negative which weakened the profitability of the entire Group. The profitability development of the offshore business is being monitored closely by the management. Difficulties in resource management due to overlapping projects that have increased the realised costs have been identified as the reason for the poor profitability. Necessary organisational replacements have been carried out in the business, and the  measures have been initiated to reverse the profitability trend. The goal is for the EBITDA of the offshore business to become positive by the end of the year.

As a result of the poor performance of the offshore business, with the balance sheet treatment of wind power revenue, the equity ratio was lower than expected at the end of the review period. I am pleased that we reached an agreement with our financiers on lowering the equity ratio covenant limit at the time of review at the end of March. Despite increased uncertainty in the market environment, we believe that the profitability development for the rest of the year will be better, and we reiterate our guidance for 2024 from February.

Enersense’s strategy work started in 2020 and is entering the next phase. Enersense’s Board of Directors, elected in April, has established a Strategy Committee from among its members, and a review of Enersense’s long-term strategy has been started under the leadership of the committee. The strategy work and the related action plans are expected to be completed during 2024. To strengthen and accelerate the implementation of the company’s new development phase, Jyrki Paappa has been appointed as Enersense’s CFO as of 22 July 2024. He is a highly experienced professional who will contribute to our growth journey and the achievement of our strategic targets.”

This release is a summary of Enersense’s Business Review January-March 2024. The complete report is attached to this release as a pdf-file. It is also available on the company’s website at www.enersense.com/press-releases/.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information:  

Jussi Holopainen, CEO   
Tel. +358 44 517 4543   
Email: jussi.holopainen@enersense.com

Risto Takkala, acting CFO
Tel.: +358 45 127 4414
Email: risto.takkala@enersense.com

Media contacts:  
Tommi Manninen, SVP, Communications and Public Affairs   
Tel. +358 40 043 7515   
Email: tommi.manninen@enersense.com
 

Distribution:
Nasdaq Helsinki
Major media
www.enersense.com

European energy company Alpiq acquires majority share of Enersense’s associated company P2X Solutions

Enersense International Plc
Investor news, 12 April 2024 at 8:00 a.m.

Enersense’s associated company P2X Solutions (P2X), a Finnish forerunner of green hydrogen, and Alpiq, a leading Swiss energy services provider and European electricity producer, have agreed on a financing arrangement according to which Alpiq will invest approximately 47 million euros in P2X. With the investment, Alpiq becomes the majority owner of P2X. Respectively, in connection with the arrangement, Enersense’s shareholding will decrease to approximately 9 percent. Enersense continues at the Board of P2X and thus treats it as an associated company. P2X’s ownership arrangement does not have a cash flow impact on Enersense, nor has it any impact on the investment’s balance sheet value.

P2X is currently constructing Finland’s first industrial scale green hydrogen production plant in Harjavalta, Finland. The company is also planning hydrogen production plants in Joensuu and Oulu. 

“Enersense has been a co-owner of P2X since 2022. As an enabler of the energy transition, it is important for us to be part of building Finland’s hydrogen market, and it is wonderful to have an international specialist in renewable energy and the energy transition like Alpiq joining our efforts. By its significant investment, Alpiq substantially strengthens P2X’s position and ability to scale up their business. This is an indication of Alpiq’s strong faith in P2X in leading the way in hydrogen in Finland. We believe that this arrangement will also offer other cooperation opportunities as well,” says Enersense’s CEO Jussi Holopainen.

Alpiq generates electricity and offers its customers services in the fields of energy generation and marketing as well as energy optimization in several key markets in Europe, as well as in Finland with its own team since several years. The company has a particularly strong position and over 100 years of experience in hydropower production in Switzerland. Alpiq’s adjusted net revenue (excluding non-operating effects) in 2023 was over 8.5 billion euros (8.4 billion CHF).

More information:

Jussi Holopainen, CEO
Tel. +358 44 517 4543
Email: jussi.holopainen@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

 

Enersense publishes 2023 financial comparison figures for its business areas according to new organisational structure

Enersense International Plc
Stock exchange release, 11 April 2024 at 3:15 p.m.

Enersense, a provider of zero-emission energy solutions, changed its organisational structure at the beginning of 2024 by combining the Power and International Operations business areas into one Power business area (stock exchange release 9 Jan 2024), and publishes now the 2023 comparison figures for all the business areas. Comparison figures for Industry and Connectivity business areas as well as for the group functions remain unchanged.

Financial comparison figures for 2023 according to the new organisational structure are presented below. Quarterly figures are unaudited.

Revenue by business area

EUR thousand

1–3/2023

4–6/2023

7–9/2023

10–12/2023

1–12/2023

Industry

 26,150

 26,839

 26,668

 34,055

 113,712

Power

 38,079

 45,831

 51,070

 56,711

 191,691

Connectivity

 10,774

 13,600

 16,364

 17,033

 57,771

Items not allocated to business areas

 -5

 54

 66

 28

 144

Total

 74,998

 86,324

 94,168

 107,827

 363,318

EBITDA by business area

EUR thousand

1–3/2023

4–6/2023

7–9/2023

10–12/2023

1–12/2023

Industry

 1,108

 952

 2,482

 720

 5,262

Power

 226

 2,687

 2,054

 9,767

 14,733

Connectivity

 -40

 -125

 1,363

 1,075

 2,273

Items not allocated to business areas

 -1,236

 -468

 -1,954

 -3,907

 -7,564

Total

 58

 3,046

 3,945

 7,655

 14,704

EBITDA-% by business area

 

1–3/2023

4–6/2023

7–9/2023

10–12/2023

1–12/2023

Industry

 4.2

 3.5

 9.3

 2.1

 4.6

Power

 0.6

 5.9

 4.0

 17.2

 7.7

Connectivity

 -0.4

 -0.9

 8.3

 6.3

 3.9

Total

 0.1

 3.5

 4.2

 7.1

 4.0

Order backlog by business area

MEUR

31.03.2023

30.06.2023

30.09.2023

31.12.2023

Industry

 187

 170

 168

 144

Power

 243

 230

 202

 185

Connectivity

 96

 127

 141

 128

Total

 526

 527

 511

 457

Person-years (average over the period) by business area

 

31.03.2023

30.06.2023

30.09.2023

31.12.2023

Industry

 775

 699

 713

 716

Power

 814

 811

 810

 812

Connectivity

 344

 346

 353

 355

Others

 60

 55

 57

 59

Total

 1,993

 1,911

 1,933

 1,942

 

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information:

Risto Takkala, acting CFO
Tel.: +358 45 127 4414
Email: risto.takkala@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Distribution:
Nasdaq Helsinki
Major media
www.enersense.com

 

A change in Enersense’s Group Executive Team

Enersense International Plc
Stock exchange release, 9 April 2024 at 2:00 p.m.

Enersense International Plc and Mikko Jaskari, the company’s CFO and a member of the Group Executive Team, have agreed that Jaskari will step down from his position to take on new challenges.

“I would like to thank Mikko for his excellent work as the company’s CFO and a member of the Group Executive Team. On my part and on behalf of the entire Enersense personnel, I would like to wish him all the best and success in the future,” says CEO Jussi Holopainen.

Jyrki Paappa has been appointed new CFO and member of the Group Executive Team from 22 July 2024. Before his transfer to Enersense, Paappa worked as the CFO and a member of the Group Executive Team of HKScan Corporation since 2019. Previously, he worked as the CFO of Raisio plc and Maintpartner Group. Paappa has a master’s degree in economics.

“Enersense’s industry, responding to the growth challenge and the company’s role in accelerating the green transition, which is also significant on a national scale, offers an enjoyable and broad range of tasks. I cannot wait to start working with the company’s personnel and stakeholders,” Paappa says.

“I am happy to welcome Jyrki Paappa to our Group Executive Team. He is a highly experienced professional who can help us on our growth path towards our strategic goals,” Holopainen says.

Risto Takkala is Enersense’s acting CFO.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information:

Jussi Holopainen, CEO 
Tel. +358 44 517 4543 
Email: jussi.holopainen@enersense.com

Media contacts: 
Tommi Manninen, SVP, Communications and Public Affairs
Tel. +358 40 043 7515
Email: tommi.manninen@enersense.com

Distribution:
Nasdaq Helsinki
Major media
www.enersense.com

Resolutions of Enersense International Plc’s Annual General Meeting and the organizing meeting of the Board of Directors

Enersense International Plc
Stock Exchange Release 4 April 2024 at 6:40 p.m.

The Annual General Meeting of Enersense International Plc (the “Company”) was held on 4 April 2024 starting at 2:00 p.m. at Eliel studio in Sanomatalo at the address Töölönlahdenkatu 2, FI-00100 Helsinki, Finland.

The Annual General Meeting approved all proposals made by the Shareholders’ Nomination Board and the Board of Directors to the Annual General Meeting.

ADOPTION OF THE FINANCIAL STATEMENTS

The Annual General Meeting resolved to adopt the financial statements, which include the consolidated financial statements, for the financial period 1 January 2023–31 December 2023.

RESOLUTION ON THE USE OF THE PROFIT SHOWN ON THE BALANCE SHEET AND THE DISTRIBUTION OF FUNDS

The Annual General Meeting resolved that the result for the financial period 1 January 2023 to 31 December 2023 be transferred to the profit and loss account for previous financial periods and that, based on the balance sheet to be adopted for the financial period, no dividends be paid to shareholders.

In addition, the Annual General Meeting resolved to authorize the Board of Directors to decide on the distribution of funds to shareholders from the invested unrestricted equity reserve as a return of capital of at most EUR 0.10 per share, i.e. at most EUR 1,649,252.70 in total.  The return of capital could be paid in up to two instalments during the period between July and December 2024 as determined by the Board of Directors. The possible return of capital will be paid to shareholders who, on the record dates determined subsequently by the Board of Directors, are registered in the shareholders’ register of the Company maintained by Euroclear Finland Ltd. The authorization is valid until 31 December 2024 at the latest.

DISCHARGE FROM LIABILITY

The Annual General Meeting resolved to discharge all persons that had acted as members of the Board of Directors or as CEO from liability for the financial period 1 January 2023–31 December 2023.

CONSIDERATION OF THE REMUNERATION REPORT FOR GOVERNING BODIES

The Annual General Meeting approved the remuneration report for the Company’s governing bodies for 2023. The resolution is advisory in accordance with the Finnish Companies Act.

AMENDMENT OF THE ARTICLES OF ASSOCIATION OF THE COMPANY

The Annual General Meeting resolved to amend Article 5 and Article 8 of the Articles of Association of the Company as follows:

“5.  The company has a Board of Directors which consists of a minimum of three (3) and a maximum of eight (8) ordinary members.  The Board members’ term of office ends at the close of the first Annual General Meeting following their election.”

“8. The Annual General Meeting shall be held annually on a date determined by the Board of Directors, within six months from the end of the financial period.

At the Annual General Meeting shall be

presented

1. the financial statements, including the income statement and the balance sheet

2. the report of the Board of Directors

3. the auditor’s report

4. the remuneration report

decided

5. the adoption of the financial statements

6. the use of the profit shown on the balance sheet

7. the discharge of the members of the Board of Directors and the Managing Director from liability

8. the adoption of the remuneration report

9. the remuneration of the members of the Board of Directors and the auditor

10. the number of members of the Board of Directors 

elected

11. the members of the Board of Directors

12. the auditor, who is an authorised public accountant, or an accounting firm, whose principal auditor must be an authorised public accountant.

13. the CSRD assurance provider, which must be a sustainability auditing firm, and the key sustainability partner named by which must be a sustainability reporting auditor.”

RESOLUTION ON THE REMUNERATION OF THE MEMBERS OF THE BOARD OF DIRECTORS

The Annual General Meeting resolved that the following annual remuneration shall be paid to the members of the Board of Directors:

  • annual fee of EUR 42,000 for the Chair
  • annual fee of EUR 32,000 for the Vice Chair
  • annual fee of EUR 27,000 for each member

In addition, the Annual General Meeting resolved that the following meeting fees for each meeting of the Board of Directors and committees shall be paid:

  • EUR 1,000 for Chairs of the Board of Directors and committees
  • EUR 500 for other members.

Furthermore, travel expenses are reimbursed in accordance with the Company’s current travel reimbursement policy.

NUMBER OF MEMBERS AND ELECTION OF MEMBERS OF THE BOARD OF DIRECTORS

The Annual General Meeting resolved that the number of ordinary members of the Board of Directors shall be eight (8) and that the term of office of the new members of the Board of Directors will begin after the amendment of the Articles of Association has been entered in the Trade Register.

The Annual General Meeting resolved to re-elect Jaakko Eskola, Sirpa-Helena Sormunen, Sari Helander, Petri Suokas, Anna Miettinen and Carl Haglund as members of the Board of Directors, and Ville Vuori and Anders Dahlblom were elected as new members of the Board of Directors.

ELECTION AND REMUNERATION OF THE AUDITOR

The Annual General Meeting resolved that auditing firm KPMG Oy Ab continues as the auditor of the Company. Heli Tuuri, Authorised Public Accountant, shall be the principally responsible auditor. The term of office of the auditor shall end at the end of the next Annual General Meeting following the election. The auditor’s remuneration shall be paid according to a reasonable invoice approved by the Audit Committee.

In addition the Annual General Meeting resolved that auditing firm KPMG Oy Ab will also act, in accordance with the transitional provision of the Act amending the Companies Act (1252/2023), as the Company’s CSRD assurance provider for a term ending at the close of the Company’s next Annual General Meeting, and a fee for this duty will be paid according to an invoice approved by the Audit Committee.

AUTHORIZING THE BOARD OF DIRECTORS TO DECIDE ON THE ISSUANCE OF SHARES AS WELL AS THE ISSUANCE OF OPTION RIGHTS AND OTHER SPECIAL RIGHTS ENTITLING TO SHARES

The Annual General Meeting resolved to authorize the Board of Directors to decide on a paid share issue and on granting option rights and other special rights entitling to shares as set out in Chapter 10 Section 1 of the Finnish Limited Liability Companies Act, or on the com-bination of some of the aforementioned instruments in one or more tranches on the following terms and conditions:

A maximum of 1 649 250 new and/or treasury shares of the Company (including shares to be issued based on special rights) may be issued under the authorization. Within the limits of the authorization, the Board of Directors is given the right to decide on all terms and conditions for issuing shares and granting option rights and other special rights entitling to shares.

The Board of Directors is authorized to decide on the recording of the subscription price either as a share capital increase, or fully or partly in the reserve for invested unrestricted equity. A share issue and the issuance of special rights entitling to shares may also take place as a directed issue in deviation of the shareholder’s pre-emptive right if the Company has a weighty financial reason for this under the Limited Liability Companies Act (directed issue). In that case, the authorization can be used to finance corporate acquisitions or other investments that are part of the Company’s business, to maintain and increase the Group’s solvency, to implement an incentive scheme, and to expand the ownership base and develop the capital structure.

The authorization does not revoke the authorization granted by the Company’s Extraordinary General Meeting on 23 December 2022 to decide on the issuance of special rights entitling to shares.

The authorization is valid until the close of the next Annual General Meeting, but no longer than until 30 June 2025.

AUTHORIZING THE BOARD OF DIRECTORS TO DECIDE ON THE REPURCHASE AND/OR ON THE ACCEPTANCE AS PLEDGE OF THE COMPANY’S OWN SHARES

The Annual General Meeting authorized the Board of Directors to decide on the repurchase and/or on the acceptance as pledge of the Company’s own shares under the following conditions:

A maximum of 824 630 shares may be repurchased and/or accepted as pledge.

The shares will be purchased in trading organized by Nasdaq Helsinki Ltd at the market price on the date of repurchase.

Own shares may be repurchased and/or accepted as pledge in deviation from the sharehold-ers’ proportional holdings (directed repurchase and/or directed acceptance as pledge).  The repurchase of shares reduces the Company’s unrestricted equity. The Board of Directors decides on the manner in which the shares are repurchased/or accepted as pledge.

The authorization is valid until the close of the next Annual General Meeting, but no longer than until 30 June 2025.

MINUTES OF THE ANNUAL GENERAL MEETING

The minutes of the Annual General Meeting shall be available on the Company’s website on 18 April 2024 at the latest.

ORGANIZING MEETING OF THE BOARD OF DIRECTORS

The Board of Directors, which convened after the Annual General Meeting, elected Jaakko Eskola as the Chairperson of the Board of Directors and Sirpa-Helena Sormunen as Vice Chairperson of the Board of Directors. In addition, the Board of Directors elected the members of the Audit Committee and the Remuneration Committee from among its members.

Sari Helander was elected as the Chairperson of the Audit Committee and Anders Dahlblom, Carl Haglund and Petri Suokas as members of the Audit Committee. Anders Dahlblom’s membership in the Audit Committee begins with the start of his term as a board member.

Jaakko Eskola was elected as the Chairperson of the Remuneration Committee and Anna Miettinen, Sirpa-Helena Sormunen and Ville Vuori were elected as members of the Remuneration Committee. Ville Vuori’s membership in the Remuneration Committee committee begins with the start of his term as a board member.

In its organizational meeting, the Board of Directors decided to establish, from among its members, a Strategy Committee who assists the Board of Directors in decisions regarding Enersense’s strategy. Carl Haglund was elected as the Chairperson of the Strategy Committee and Anders Dahlblom, Anna Miettinen and Ville Vuori as members of the Strategy Committee. Anders Dahlblom’s and Ville Vuori’s membership in the Strategy Committee committee begin with the start of their term as a board member.

The Board of Directors has assessed the independence of its members and concluded that all Board members are independent of the company. In addition, all members except for Jaakko Eskola and Anders Dahlblom are independent of the company’s major shareholders. Jaakko Eskola is not considered to be independent of the Company’s significant shareholders as he holds the position of Senior Industrial Advisor to Nidoco AB. Anders Dahlblom is not considered to be independent of the Company’s significant shareholders as he holds the position of Chief Operating Officer at Virala Oy Ab, which is the parent company of Nidoco AB.

ENERSENSE INTERNATIONAL PLC

Board of Directors

More information:

Tommi Manninen, Senior Vice President, Communications and Public Affairs
Phone: +358 40 043 7515
Email: tommi.manninen@enersense.com

DISTRIBUTION:
Nasdaq Helsinki
Major media
www.enersense.com

Target of 1,000 MW new wind power projects reached well ahead of the schedule

Enersense International Plc
Investor news, 19 March 2024 at 3:10 p.m.

The targeted development phase for the new 1,000 MW wind power project portfolio has been achieved more than 1 year earlier than expected. Originally the target was set for May 2025 in the cooperation agreement signed in May 2022 between Enersense, a provider of zero-emission energy solutions, and VALOREM, a French origin developer and green IPP. The 1000-MW portfolio  is under land use planning and EIA processes.

“We are glad that Enersense was quicker than expected to submit this new 1GW portfolio and excited for our collaboration for the next milestones,“ says Gwenaël Jestin, Head of International Development for VALOREM Group.

Based on a previous cooperation agreement made in 2015, Enersense has already earlier started development of altogether 500 MW of wind projects together with VALOREM Group.

“Enersense Wind, part of Enersense’s Power business area, has proven that the expertise of its skilled and professional team in the identification of potential areas and the development of projects is paying off. Apart from the 1,500 MW portfolio now under development with VALOREM Group, a total of 6,900 MW of onshore wind power projects in Enersense’s wind power portfolio and all upcoming new onshore wind power projects are owned and managed by Enersense solely and support the company’s target of starting its own energy production,” says Sirpa Smids, Vice President of Renewable Energy in the Power business area.

More information:

Sirpa Smids, Vice President, Renewable Energy, Power
Tel.: +358 40 7123661
Email: sirpa.smids@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 0437515
Email: tommi.manninen@enersense.com

 

Enersense and Andritz agree on equipment installation contract

Enersense International Plc
Press release, 18 March 2024 at 3:00 p.m.

Enersense, a provider of zero-emission energy solutions, has made an agreement with Andritz Oy for the mechanical installation works of a new debarking line at Stora Enso’s Oulu cardboard factory. The cardboard factory investment helps to replace oil-based products with renewable packaging material, i.e., cardboard. The investment is based on bio-based energy and does not increase the carbon dioxide emissions.

Enersense’s installation work will begin during the first quarter of the year and is estimated to be completed during the third quarter. This scale of installation project is the first between Enersense and Andritz. The order will be recognised in the order book of Enersense’s Industry business area for the first quarter of 2024.

“This contract is significant for us with one of the world’s leading technology suppliers operating in several industries. The new agreement shows that our chosen strategy of increasing the share of industrial project deliveries is progressing according to plan. We are, of course, grateful for the customer’s trust in Enersense and believe that this cooperation will continue also in the future,” says Mikko Lampinen, COO, Enersense Works.

More information:

Mikko Lampinen, COO, Enersense Works
Tel. +358 40 079 4543
Email: mikko.lampinen@enersense.com

Media contacts:

Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 (0)40 043 7515
Email: tommi.manninen@enersense.com

Enersense’s annual reporting documents for 2023 have been published

Enersense International Plc
Stock Exchange Release 8 March 2024 at 11:15 a.m.

Enersense has published its 2023 annual reporting documents that include the Financial Statement Documents (Board of Directors’ Report, Financial Statements, Auditor’s Report), the Corporate Governance Statement, the Remuneration Report and the Annual Report.

The Financial Statement Documents have been published in accordance with the European Single Electronic Format (ESEF) reporting requirements as XHTML file in Finnish. The primary statements and the notes to the Financial Statements have been marked with XBRL tags. The audit firm KPMG Oy Ab has provided Enersense an independent auditor’s reasonable assurance report on Enersense’s ESEF Financial Statements in accordance with ISAE 3000.

The ESEF Financial Statement Documents have been published in Finnish.

The Financial Statement Documents, the Corporate Governance Statement, the Remuneration Report, and the Annual Report have also been published in pdf-format and are attached to this release.  

Enersense’s 2023 annual reporting documents are available https://enersense.com/press-releases/reports-and-presentations/.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information:

Tommi Manninen, SVP, Communications and Public Affairs
Tel. +358 40 043 7515
Email: tommi.manninen@enersense.com

DISTRIBUTION
Nasdaq Helsinki
Major media
www.enersense.com

Notice of Enersense International Plc’s Annual General Meeting

Enersense International Plc
Stock exchange release 29 February 2024 at 4:15 p.m.

The shareholders of Enersense International Plc (“Enersense” or “Company”) are invited to the Annual General Meeting (“General Meeting”) to be held on  Thursday 4 April 2024 at 2:00 p.m. (EET) at Eliel studio in Sanomatalo at the address Töölönlahdenkatu 2, FI-00100 Helsinki, Finland. Arrival is by the main doors on the Postitalo side, at street level, opposite the R-kiosk. The reception of persons who have registered for the meeting and the distribution of voting tickets and serving of coffee will commence at 1:00 p.m.

Shareholders may also exercise their right to vote at the General Meeting by voting in advance. Instructions for advance voting are provided in section C. of this General Meeting notice.

A. MATTERS ON THE AGENDA OF THE GENERAL MEETING

The following matters will be considered at the General Meeting:

  1. Opening of the meeting
  1. Calling the meeting to order
  1. Election of persons to scrutinise the minutes and to supervise the counting of votes
  1. Recording the legality of the meeting
  1. Recording the attendance at the meeting and adoption of the list of votes
  1. Presentation of the financial statements for the financial period 1 January  2023 to 31 December 2023, which include the consolidated financial statements, the report of the Board of Directors and the auditor’s report
  • CEO’s review

The financial statements of Enersense, which include the consolidated financial statements, the report of the Board of Directors and the auditor’s report, will be available on the Company’s website at www.enersense.com/investors/governance/general-meeting/ during week 10 at the latest. 

  1. Adoption of the financial statements
  1. Resolution on the use of the profit shown on the balance sheet and the distribution of funds

The Board of Directors proposes to the General Meeting that the result for the financial period 1 January 2023 to 31 December 2023 be transferred to the profit and loss account for previous financial periods and that, based on the balance sheet to be adopted for the financial period, no dividends be paid to shareholders.

In addition, the Board of Directors proposes to the General Meeting that the Board of Directors be authorized to decide on the distribution of funds to shareholders from the invested unrestricted equity reserve as a return of capital of at most EUR 0.10 per share, i.e. at most EUR 1,649,252.70 in total.  The return of capital could be paid in up to two instalments during the period between July and December 2024 as determined by the Board of Directors. The possible return of capital would be paid to shareholders who, on the record dates determined subsequently by the Board of Directors, are registered in the shareholders’ register of the Company maintained by Euroclear Finland Ltd. The authorization is valid until 31 December 2024 at the latest.

  1. Resolution on the discharge of the members of the Board of Directors and the CEO from liability for the financial period 1 January 2023 to 31 December 2023
     
  2. Consideration of the remuneration report for governing bodies

The Board of Directors proposes that the remuneration report for the Company’s governing bodies for 2023 be approved.  Pursuant to the Finnish Limited Liability Companies Act, the decision is advisory.

The remuneration report for governing bodies will be available on the Company’s website at www.enersense.com/investors/governance/general-meeting/ during week 10 at the latest.

  1. Proposal of the Board of Directors for amending the Articles of Association

The Board of Directors proposes to the General Meeting that Article 5 and Article 8 of the Articles of Association be amended so that Article 5 is amended by increasing the maximum number of ordinary members of the Board of Directors by one, and Article 8 is amended to reflect the terminology of the Limited Liability Companies Act, among others by adding subsections concerning the processing of the remuneration report and the CSRD assurance provider and their election. After the amendments, the above-mentioned sections of the Articles of Association read as follows:

“5.  The company has a Board of Directors which consists of a minimum of three (3) and a maximum of eight (8) ordinary members.  The Board members’ term of office ends at the close of the first Annual General Meeting following their election.”

“8. The Annual General Meeting shall be held annually on a date determined by the Board of Directors, within six months from the end of the financial period.

At the Annual General Meeting shall be

presented

  1. the financial statements, including the income statement and the balance sheet
  2. the report of the Board of Directors
  3. the auditor’s report
  4. the remuneration report 

decided

5. the adoption of the financial statements
6. the use of the profit shown on the balance sheet
7. the discharge of the members of the Board of Directors and the Managing Director from liability
8. the adoption of the remuneration report
9. the remuneration of the members of the Board of Directors and the auditor
10. the number of members of the Board of Directors

elected

11. the members of the Board of Directors
12. the auditor, who is an authorised public accountant, or an accounting firm, whose principal auditor must be an authorised public accountant.
13. the CSRD assurance provider, which must be a sustainability auditing firm, and the key sustainability partner named by which must be a sustainability reporting auditor.”

  1. Resolution on the remuneration of the members of the Board of Directors and on the grounds for compensation of travel expenses

The Shareholders’ Nomination Board proposes to the General Meeting that the fees to be paid to the members of the Board of Directors in the upcoming term of office will be:

  • annual fee of EUR 42,000 for the Chair;
  • annual fee of EUR 32,000 for the Vice Chair; and
  • annual fee of EUR 27,000 for each member

In addition, meeting fees are paid for each meeting of the Board of Directors and of committees:

  • EUR 1,000 for Chairs of the Board of Directors and of committees; and
  • EUR 500 for other members.

Travel expenses are proposed to be reimbursed in accordance with the Company’s current travel reimbursement policy.

  1. Resolution on the number of Members of the Board of Directors

According to the Company’s Articles of Association, the Board of Directors consists of at least three (3) and at most of seven (7) ordinary members, however, such that after the possible approval of the amendment of the Articles of Association mentioned in section 11 and its registration in the Trade Register, the Board of Directors of the Company shall consist of at least three (3) and at most eight (8) ordinary members.

The Shareholders’ Nomination Board proposes to the General Meeting that the Board of Directors be composed of eight (8) ordinary members, the term of office of the new members of the Board of Directors beginning after the amendment of the Articles of Association proposed in section 11 has been entered in the Trade Register.

  1. Election of the Members of the Board of Directors

The Shareholders’ Nomination Board proposes to the General Meeting that, for the term of office ending at the end of the 2025 Annual General Meeting, Jaakko Eskola, Sirpa-Helena Sormunen, Sari Helander, Petri Suokas, Anna Miettinen and Carl Haglund be re-elected as board members, and Ville Vuori and Anders Dahlbom be elected as new board members. According to the proposal, the term of office of the new board members will begin after the amendment of the Articles of Association proposed in section 11 has been entered in the Trade Register.

The Nomination Board has considered the requirements set by Enersense’s operations and Enersense’s diversity principles in preparing the composition of the Board of Directors.

Information on the proposed board members is available on Enersense’s website at https://enersense.fi/investors/governance/general-meeting/.

The Board of Directors elects a Chair and a Vice Chair from among its members. The Nomination Board recommends that the organisational meeting of the Board of Directors re-elect Jaakko Eskola as Chair of the Board of Directors and Sirpa-Helena Sormunen as Vice Chair of the Board of Directors.

All candidates have given consent to their election to office and, according to the Nomination Board’s assessment, all candidates are independent of the Company at the time of the submission of the proposal.  Sirpa-Helena Sormunen, Sari Helander, Petri Suokas, Carl Haglund, Anna Miettinen and Ville Vuori are in addition independent of significant shareholders. Jaakko Eskola is not independent of the Company’s significant shareholders as he holds the position of Senior Industrial Advisor at Nidoco AB.  Anders Dahlbom is not independent of the Company’s significant shareholders as he holds the position of Chief Operating Officer at Virala Oy Ab, which is the parent company of Nidoco AB.

  1. Resolution on the remuneration of the auditor

On the recommendation of the Board’s Audit Committee, the Board of Directors proposes to the General Meeting  that the auditor’s remuneration be paid against the auditor’s reasonable invoice approved by the Audit Committee.

  1. Election of the Auditor

On the recommendation of the Board’s Audit Committee, the Board of Directors proposes to the General Meeting that audit firm KPMG Oy Ab, who have named Authorized Public Accountant Heli Tuuri as the principal auditor, be elected as the auditor. The term of office of the auditor ends at the close of the first Annual General Meeting following the election.

The Audit Committee has prepared its recommendation in accordance with the EU Audit Regulation (537/2014).  The Audit Committee hereby confirms that its recommendation is free from influence by a third party and that no clause of the kind referred to in paragraph 6 of Article 16 of the EU Audit Regulation, which would restrict the choice by the General Meeting as regards the appointment of the auditor, has been imposed upon it.

If KPMG Oy Ab is elected as the Company’s auditor, in accordance with the transitional provision of the Act amending the Companies Act (1252/2023), it will also act as the Company’s CSRD assurance provider for a term ending at the close of the Company’s next Annual General Meeting, and a fee for this duty will be paid according to an invoice approved by the Audit Committee.

  1. Authorizing the Board of Directors to decide on a share issue and on granting option rights and other special rights entitling to shares

The Board of Directors proposes that the General Meeting authorize the Board to decide on a paid share issue and on granting option rights and other special rights entitling to shares as set out in Chapter 10 Section 1 of the Finnish Limited Liability Companies Act, or on the combination of some of the aforementioned instruments in one or more tranches on the following terms and conditions:

A maximum of 1 649 250 new and/or treasury shares of the Company (including shares to be issued based on special rights) may be issued under the authorization, which corresponds to approximately 10 per cent of all the shares in the Company’s shares at the time of the convocation of the General Meeting.

Within the limits of the foregoing authorization, the Board of Directors is given the right to decide on all terms and conditions for issuing shares and granting option rights and other special rights entitling to shares.

The Board of Directors is authorized to decide on the recording of the subscription price either as a share capital increase, or fully or partly in the reserve for invested unrestricted equity. A share issue and the issuance of special rights entitling to shares may also take place as a directed issue in deviation of the shareholder’s pre-emptive right if the Company has a weighty financial reason for this under the Limited Liability Companies Act (directed issue). In that case, the authorization can be used to finance corporate acquisitions or other investments that are part of the Company’s business, to maintain and increase the Group’s solvency, to implement an incentive scheme, and to expand the ownership base and develop the capital structure.

The authorization does not revoke the authorization granted by the Company’s Extraordinary General Meeting on 23 December 2022 to decide on the issuance of special rights entitling to shares.

The authorization is proposed to be effective until the close of the next Annual General Meeting, but no longer than until 30 June 2025.

  1. Authorizing the Board of Directors to decide on the repurchase and/or on the acceptance as pledge of the Company’s own shares

The Board of Directors proposes to the General Meeting that the General Meeting authorize the Board of Directors to decide on the repurchase and/or on the acceptance as pledge of the Company’s own shares under the following conditions:

A maximum of 824 630 shares may be repurchased and/or accepted as pledge, which corresponds to approximately 5 percent of all the shares in the Company at the time of the convocation  of the General Meeting.

The shares will be purchased in trading organized by Nasdaq Helsinki Ltd at the market price on the date of repurchase.

Own shares may be repurchased and/or accepted as pledge in deviation from the shareholders’ proportional holdings (directed repurchase and/or directed acceptance as pledge).  The repurchase of shares reduces the Company’s unrestricted equity. The Board of Directors shall decide on the manner in which the shares are repurchased/or accepted as pledge.

The authorization is proposed to be effective until the close of the next Annual General Meeting, but no longer than until 30 June 2025.

  1. Closing of the Meeting

B. DOCUMENTS OF THE GENERAL MEETING

The proposals for decisions on the matters on the agenda of the General Meeting as well as this notice are available on the Company’s website at www.enersense.com/investors/governance/general-meeting/. The financial statements, including the consolidated financial statements, the report of the Board of Directors and the auditor’s report, as well as the remuneration report will also be available on the above website during week 10 at the latest.  The proposed resolutions and other documents mentioned above will also be available for inspection at the General Meeting. The minutes of the meeting will be available on the Company’s website by on Thursday 18 April 2024.

C. INSTRUCTIONS FOR THE PARTICIPANTS IN THE GENERAL MEETING

1. Shareholders registered in the shareholders’ register

Shareholders who are on the record date of the General Meeting, Thursday 21 March 2024, registered in the Company’s shareholders’ register maintained by Euroclear Finland Oy are entitled to attend the meeting. Shareholders whose shares are registered on their personal Finnish book-entry accounts are registered in the shareholders’ register of the Company.

Registration for the General Meeting begins on 1 March 2024 at 2:00 p.m. (EET). Shareholders registered in the shareholders’ register of the Company, who wish to attend the General Meeting, must register for the meeting at the latest on Tuesday 26 March 2024 at 3:00 p.m. (EET), by which time the Company must have received the registration. Registration for the General Meeting takes place:

a) through the Company’s website at the address www.enersense.com/investors/governance/general-meeting/. Electronic registration requires strong identification by the shareholder or their legal representative or proxy using a Finnish, Swedish or Danish banking code or mobile ID. If a legal person uses the Suomi.fi e-Authorization, registration requires strong electronic authentication of the authorized person by using a banking code or mobile ID.

b) by e-mail to Innovatics Oy at agm@innovatics.fi. When registering, the shareholder must include in the e-mail message the registration form and possible advance voting form available on the Company’s website www.enersense.com/investors/governance/general-meeting/, or corresponding information.

c) by letter to Innovatics Oy at the address  Innovatics Oy, General Meeting / Enersense International Plc, Ratamestarinkatu 13 A, 00520 Helsinki. When registering, the shareholder shall include enclose with the letter the registration form and possible advance voting form available on the Company’s website www.enersense.com/investors/governance/general-meeting/, or corresponding information.

Changes in shareholding after the record date of the General Meeting will not affect the right to participate in the General Meeting or the number of voting rights held by a shareholder in the meeting.

When registering, the requested information, such as the shareholder’s name, date of birth or business ID, address, telephone number and e-mail address as well as the name of a possible assistant or proxy representative and date of birth of the proxy representative must be provided. The personal data provided will only be used in connection with the General Meeting and in processing the necessary registrations related to the meeting.

Further information related to registration and advance voting is available by telephone during the registration period for the General Meeting from Innovatics Oy from the telephone number 010 2818 909 on workdays at 9 a.m. to 12 noon and from 1 p.m. to 4 p.m.

The shareholder, their authorized representative or proxy representative shall, where necessary, be able to prove their identity and/or right of representation at the venue of the meeting.

2. Holders of nominee-registered shares

A holder of nominee-registered shares has the right to participate in the General Meeting by virtue of shares, on the basis of which the shareholder would, on the record date of the General Meeting, i.e. on Thursday 21 March 2024, be entitled to be registered in the Company’s shareholders’ register maintained by Euroclear Finland Ltd. The right to  participate in the General Meeting further requires that, on the basis of such shares, the shareholder has been registered in the temporary shareholders’ register maintained by Euroclear Finland Ltd at the latest on 28 March 2024 by 10:00 a.m. (EET). As regards nominee-registered shares, this constitutes due registration for the General Meeting. Changes in shareholding after the record date of the General Meeting will not affect the right to participate in the General Meeting or the number of voting rights held by a shareholder in the meeting.

Holders of nominee-registered shares are advised to request the necessary instructions regarding temporary registration in the shareholders’ register of the Company, issuing of proxy documents and voting instructions as well as registration and attendance at the General Meeting and, if necessary, advance voting from their custodian banks well before the meeting. The account management organisation of the custodian bank shall register a holder of nominee-registered shares who wishes to participate in the Annual General Meeting in the temporary shareholders’ register of the Company at the latest by the time stated above and, if necessary, arrange for advance voting on behalf of the holder of nominee-registered shares before the end of the registration period for holders of nominee-registered shares .

The consideration of any voting instructions of a nominee-registered shareholder at the meeting requires that the shareholder has registered for the General Meeting and that the shareholder is present or represented at the meeting.

3. Proxy representative and proxy documents

A shareholder may participate in the General Meeting, and exercise their rights at the meeting, by way of proxy representation. A shareholder’s proxy representative may also elect to vote in advance as described in this notice if they so wish. Proxy representatives must identify themselves in the electronic registration service and for advance voting personally by strong identification, after which they will be able to register on behalf of the shareholder they represent and, where necessary, also to vote in advance. The shareholder’s proxy representative must produce a dated proxy document or otherwise in a reliable manner demonstrate their right to represent the shareholder at the General Meeting. The right of legal representation can be demonstrated by utilising the Suomi.fi e-Authorizations service available in the electronic registration service.

A model proxy authorization document will be available on the Company’s website at www.enersense.com/investors/governance/general-meeting/ by 1 March 2024 at 2:00 p.m. (EET) at the latest. If a shareholder participates in a General Meeting through several proxy representatives representing the shareholder with shares on different securities accounts, the shares by which each proxy representative represents the shareholder shall be identified in connection with the registration for the General Meeting.

Possible proxy documents shall be delivered primarily as attached files in connection with electronic registration or alternatively by mail to the address Innovatics Ltd, Annual General Meeting/Enersense International Plc, Ratamestarinkatu 13 A, 00520 Helsinki, or by e-mail to the address agm@innovatics.fi before the last date of registration. In addition to delivering the proxy documents, the shareholder or their proxy representative shall attend to the registration for the General Meeting as specified above in this notice.

  1. Advance voting

A shareholder whose shares in the Company are registered in their personal Finnish book-entry account may vote in advance between 1 March 2024 at 2:00 p.m. (EET) and 26 March 2024 at 3 p.m. (EET) on certain items on the agenda of the General Meeting

  1. via the Company’s website at www.enersense.com/investors/governance/general-meeting/. Login to the service is done in the same way as for registration in section C.1 of this notice.
  2. by mail by submitting the advance voting form available on the Company’s website or equivalent information to Innovatics Oy at Innovatics Oy, General Meeting / Enersense International Plc, Ratamestarinkatu 13 A, FI-00520 Helsinki, Finland.
  3. or by e-mail by submitting the advance voting form available on the Company’s website or equivalent information to Innovatics Oy by e-mail at agm@innovatics.fi.

Advance votes must be received by the time the advance voting ends. The submission of votes by mail or e-mail before the end of the registration and advance voting period shall be considered as registration for the General Meeting, provided that it contains the above information required for registration.

A shareholder who has voted in advance cannot exercise the right to ask questions or demand  a vote under the Finnish Limited Liability Companies Act unless they attend the General Meeting in person or by proxy at the meeting venue.

With respect to nominee-registered shareholders, the advance voting is carried out by the account manager. The account manager may vote in advance on behalf of the holders of nominee-registered shares whom they represent in accordance with the voting instructions given by them during the registration period set for the nominee-registered shareholders.

Proposals for resolution that are subject to advance voting are deemed to have been made at the General Meeting without any changes.

5. Other instructions and information

The language of the meeting is Finnish.

Pursuant to Chapter 5 Section 25 of the Limited Liability Companies Act, a shareholder who is present at the General Meeting has the right to request information with respect to the matters to be considered at the meeting.

Changes in shareholding after the record date of the General Meeting will not affect the right to participate in the General Meeting or the number of voting rights held by a shareholder in the meeting.

On the date of this notice of the General Meeting, 29 February 2024, the total number of shares in Enersense International Plc, and votes represented by such shares, is 16,492,527.

In Pori on 29 February 2024

ENERSENSE INTERNATIONAL PLC
Board of Directors

More information:

Tommi Manninen, Senior Vice President, Communications and Public Affairs
Phone: +358 40 043 7515
Email: tommi.manninen@enersense.com

DISTRIBUTION:
Nasdaq Helsinki
Major media
www.enersense.com               

The Board of Directors of Enersense international plc decided on the group key employee incentive plan

Enersense International Plc
Stock Exchange Release 29 February 2024 at 1:30 p.m.

The Board of Directors of Enersense International Plc has decided on new share-based incentive plan directed to the Group key employees. The aim is to align the objectives of the shareholders and key employees for increasing the value of the company in the long-term, to retain the key employees at the company and to offer them competitive incentive plan that is based on earning and accumulating the company’s shares. The new incentive plan is a continuation of the Performance Share Plan 2023–2025 decided in February 2023. The new Performance Share Plan 2024–2026 consists of one performance period, covering the financial years 2024–2026.

In the plan, the target group is given an opportunity to earn Enersense International Plc shares based on performance. The rewards of the plan are based on the absolute total shareholder return of the company’s share (TSR) for the financial years 2024—2026, on the Group’s cumulative EBITDA in euro for the financial years 2024—2026, and on the execution of the Group’s ESG program.

The potential rewards based on the plan will be paid after the end of the performance period, in spring 2027. The rewards will be paid partly in Enersense International Plc shares and partly in cash. The cash proportions of the rewards are intended for covering taxes and statutory social security contributions arising from the rewards to the participants. In general, no reward is paid if the participant’s employment or director contract terminates before the reward payment.

The rewards to be paid based on the plan correspond to the value of an approximate maximum total of 369,784 Enersense International Plc shares, also including the proportion to be paid in cash. Approximately 40 persons, including the President and CEO and other members of the Group Executive Team, belong to the target group of the plan.

The President and CEO of Enersense International Plc and the member of the Group Executive Team must own at least 50 per cent of the shares received as a net reward from the plan, until the value of the President and CEO’s shareholding in Enersense International Plc equals to his annual base salary of the preceding year, and until the value of other Group Executive Team member’s shareholding in Enersense International Plc equals to 50 per cent of their annual base salary of the preceding year. Such number of Enersense International Plc shares must be held as long as the membership in the Group Executive Team or the position as the President and CEO continues.

ENERSENSE INTERNATIONAL PLC
Board of Directors

More information:

Tommi Manninen, SVP, Communications and Public Affairs
Tel. +358 40 043 7515
Email: tommi.manninen@enersense.com

DISTRIBUTION
Nasdaq Helsinki
Key media
www.enersense.fi

Enersense International Plc’s Financial Statement Bulletin 2023: Strong performance in the whole Group – revenue grew by 29% in 2023

Enersense International Plc
Financial Statement Bulletin 29 February 2024 at 12:25 p.m.

The figures in this bulletin are unaudited. The figures in brackets refer to the corresponding period of the previous year unless otherwise stated. All figures and sums have been rounded off from the exact figures which may lead to minor discrepancies upon addition or subtraction.

October–December 2023

  • •Revenue was EUR 107.8 (97.6) million, +10.5% year-on-year.
  • •EBITDA was EUR 7.7 (3.4) million. The EBITDA margin was 7.1 (3.5)%.
  • There were no items affecting comparability in the fourth quarter
    Adjusted EBITDA for the comparison period was EUR 4.3 million or 4.5% of revenue.
  • The operating profit was EUR 5.3 (1.1) million. The profit margin was 4.9 (1.1)%.
  • Undiluted earnings per share were EUR -0.15 (-0.34).

January–December 2023

  • Revenue was EUR 363.3 (282.0) million, +28.8% year-on-year.
  • EBITDA was EUR 14.7 (12.2) million. The EBITDA margin was 4.0 (4.3)%.
  • Adjusted EBITDA was EUR 15.1 (13.7) million, or 4.2 (4.8)% of revenue.
  • The operating profit was EUR 5.3 (3.5) million. The profit margin was 1.4 (1.2)%.
  • Undiluted earnings per share were EUR -0.54 (-0.57).
  • Renewable energy project portfolio was approximately 8,800 MW at the end of the year 2023 (6/2023: 8,100 MW) of which onshore wind power projects approximately 8,400 MW (6/2023: 8,100 MW).
  • •The order backlog stood at EUR 457 (415) million.

After the review period:

  • On 9 January 2024, Enersense announced that it is merging the Power and International Operations business areas into a single business area. At the same time, the Smart Industry business area will be renamed Industry. From the beginning of 2024, Enersense will report three business areas instead of the current four: Power, Industry, and Connectivity. In accordance with the planned organizational changes Margus Veensalu, a member of the Group Executive Team, will step down from the Group Executive Team but will continue at Enersense in another role.
  • On 2 February 2024, Enersense announced that the Shareholders’ Nomination Board proposes that the current Board members will be re-elected as board members, and Ville Vuori and Anders Dahlblom will be elected as new board members.

Distribution of funds to the shareholders

The Board of Directors proposes to the General Meeting that the result for the financial period 1 January 2023 to 31 December 2023 be transferred to the profit and loss account for previous financial periods and that, based on the balance sheet to be adopted for the financial period, no dividends be paid to shareholders.

In addition, the Board of Directors proposes to the General Meeting that the Board of Directors be authorized to decide on the distribution of funds to shareholders from the invested unrestricted equity reserve as a return of capital of at most EUR 0.10 per share, i.e. at most EUR 1.6 million in total. The return of capital could be paid in up to two instalments during the period between July and December 2024 as determined by the Board of Directors. The possible return of capital would be paid to shareholders who, on the record dates determined subsequently by the Board of Directors, are registered in the shareholders’ register of the Company maintained by Euroclear Finland Ltd. The authorization is valid until 31 December 2024 at the latest.

Guidance for the 2024 financial year

In 2024, Enersense’s revenue is expected to be in the range of EUR 365–435 million and EBITDA in the range of EUR 15–25 million.

The revenue is expected to grow in 2024. Outlook especially for the company’s growth areas is favourable. The EBITDA is expected to grow. Profitability is expected to improve even if the investments in growth continue.

Board of Directors’ Report and Financial Statements

The 2024 Annual General Meeting of Enersense International Plc is scheduled to take place on Thursday 4 April 2024. The company’s Board of Directors will convene the Annual General Meeting separately.

Enersense’s Financial Statements and Board of Directors’ Report (ESEF), Corporate Governance Statement and Remuneration Report for 2023 will be published during the week beginning 4 March 2024. All reports will be available on the company’s website.

Key figures

Key figures

Accounting of wind power projects was changed from the beginning of 2023. Comparison figures for 2022 are reported according to the new accounting principle.

10–12/2023 10–12/2022 Change-% 1–12/2023 1–12/2022 Change-%
Revenue (EUR 1,000)             107,827               97,578                   10.5             363,318             281,997                   28.8
EBITDA (EUR 1,000)                 7,655                 3,367                 127.4               14,704               12,210                   20.4
EBITDA, %                     7.1                     3.5                     4.0                     4.3
Adjusted EBITDA (EUR 1,000)                 7,655                 4,350                   76.0                15,115               13,654                   10.7
Adjusted EBITDA, %                     7.1                     4.5                     4.2                     4.8
Operating profit (EUR 1,000)                  5,311                 1,095 n.a                 5,260                 3,479                   51.2
Operating profit, %                     4.9                     1.1                     1.4                     1.2
Result for the period (EUR 1,000)                -2,356                -5,577                -9,149                -9,835
Equity ratio, %                   26.0                   28.8                   26.0                   28.8
Gearing, %                   70.2                   19.0                   70.2                   19.0
Return on equity, %                    -4.1                    -9.9                  -16.0                  -17.5
Earnings per share, undiluted, EUR                  -0.15                  -0.34                  -0.54                  -0.57
Earnings per share, diluted, EUR                  -0.15                  -0.34                  -0.54                  -0.57

President and CEO Jussi Holopainen

“Our strong growth continued in 2023, and we improved the profitability of our core business operations. Our revenue increased by 28.8% from 2022 and was EUR 363.3 (282.0) million. The revenue includes EUR 7.6 million (14.0) in sales revenue from wind power projects. The Group’s adjusted EBITDA was EUR 15.1 (13.7) million. The profitability of the core business operations improved in all business areas. However, investments in strategic focus areas continued to be significant, and had an impact of EUR -11.8 (-6.1) million on EBITDA. At the end of the year, the Group’s order backlog was at a good level, at EUR 457 (415) million. The Group’s cash flow turned positive in the last quarter of the year.

Implementing the energy transition through profitable and growing business operations is at the core of our strategy. In 2023, all our business areas increased their revenue significantly, supported by a strong order backlog. In the Baltic countries, the construction of high-voltage power lines continued at a good level. In Connectivity, there was strong activity in fixed optical fibre construction projects. In late 2022 and early 2023, we announced contracts totalling around EUR 100 million for the construction of optical fibre connections. In the Power business area, the market situation was good, particularly in services related to the construction of transmission networks. Enersense plays a significant role in implementing projects related to Finland’s main grid. In Smart Industry, revenue increased as a result of higher volumes in service and project business operations.

We are particularly pleased with the significant increase in EBITDA in the Smart Industry, Connectivity and International Operations business areas. In the Power business area, EBITDA decreased year-on-year. Investments in strategic focus areas continued to be reflected in the profitability of the Smart Industry and Power business areas, and especially the ramp-up of the offshore-business has been slower than anticipated. However, both business areas have been able to improve the profitability of their core business operations, supported by strong volumes in particular. In the International Operations and Connectivity business areas, higher volumes and profitability improvement measures have already yielded results. Our significant investment in the company’s ERP system progressed to the next phase towards the end of the year, when the system was successfully implemented in the Smart Industry business area. The successful first phase lays a good foundation for the implementation of the system in other business areas.

To achieve our strategic growth targets, we are working to strengthen our position in our selected focus areas. We received our first significant orders for offshore projects during 2023. These projects increased business volumes, but the investments in the ramp-up of operations continued to burden profitability. We continued to develop our wind and solar power project portfolio. At the end of 2023, our onshore wind power project portfolio stood at around 8,400 MW (June 2023: 8,100 MW), and our solar power project portfolio totalled around 400 MW (June 2023: 60 MW). Our renewable energy project development portfolio of around 8,800 MW provides a good basis for the development of our own energy production. The assessment of the options related to our own energy production continues in line with the process announced in June 2023.

In charging solutions for zero-emission transport, we further specified our role as a developer and supplier of high-power charging technology. The market introduction of our advanced ECDC high-power charging equipment is progressing, and interest in the equipment has been at a good level, especially in the professional and commercial charging operator segments that are of interest to us. In November, as the first operator in Finland, we announced cooperation with electric transport payment and management platform developer Monta and started preparing integrations with several electric transport back-end system suppliers.

Towards the end of the year, we made a significant decision in the field of climate work by making a commitment to the near-term emissions reduction target of the Science Based Targets initiative. Through the commitment, we will determine science-based emissions reduction targets by the end of 2025 that support the Paris Agreement’s guideline to limit global warming to 1.5 degrees. We also wanted to engage our supply chain in the discussion on the transition towards low-emission solutions in the steel industry. In late 2023, we joined WWF Finland’s Ready for Green Steel campaign, which encourages steel industry companies to accelerate this positive change.

We have set ourselves ambitious financial targets for 2027. The strong growth in 2023 shows that we are on the right track in terms of our growth targets. Alongside growth, we will increasingly shift our focus to improving profitability. For example, we believe that the new ERP system will increase the efficiency of our operations. The work to streamline our business portfolio will also continue. At the beginning of 2024, we started preparatory work to merge the organisations of the Power and International Operations business areas. Very similar projects are being carried out in these two business areas in many respects, and we believe that by combining these operations we will improve both our competitiveness and our efficiency.

The outlook for 2024 is favourable and we expect both the revenue and EBITDA to grow. In 2024, we expect the revenue to be in the range of EUR 365–435 million and EBITDA in the range of EUR 15–25 million.”

This release is a summary of Enersense’s Financial Statement Bulletin 2023. The complete report is attached to this release as a pdf-file. It is also available on the company’s website.
 

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs
 

More information:  

Jussi Holopainen, CEO   
Tel. +358 44 517 4543   
Email: jussi.holopainen@enersense.com

Mikko Jaskari, CFO
Tel.: +358 40 053 5337​
Email: mikko.jaskari@enersense.com​

Media contacts:  
Tommi Manninen, SVP, Communications and Public Affairs   
Tel. +358 40 043 7515   
Email: tommi.manninen@enersense.com
 

Distribution:
Nasdaq Helsinki
Major media
www.enersense.com

Enersense’s associated company P2X to develop Oulun Energia’s industrial-scale hydrogen plant project

Enersense International Plc
Press release 14 February 2024 at 4:35 p.m.

Enersense’s associated company P2X Solutions has been selected to develop the project for the hydrogen production plant planned by Oulun Energia. Oulun Energia’s first hydrogen project, which is significant even on a Finnish scale, is planned for the Laanila industrial area in Oulu. According to the preliminary plan, the project would include an electrolysis plant with a capacity of up to 100 megawatts (MW), a carbon capture plant, a hydrogen and carbon dioxide storage, and a further processing plant whose final product could be methane or methanol, for example.

In the project development phase that is now being launched and is led by P2X, the feasibility of the plant and location options are examined, and an impact assessment is carried out. The investment decision is estimated to be made in autumn 2025, and the plant could be ready by 2028 at the earliest.

Enersense holds 18.5 per cent of P2X Solutions.

Media contacts:

Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 0437515
Email: tommi.manninen@enersense.com

Enersense has signed follow-up agreement regarding the maintenance of Elektrilevi electricity networks in Estonia

Enersense International Plc
Investor news 12 February 2024 at 10:45 a.m.

Enersense, a provider of zero-emission energy solutions, has signed a follow-up agreement with the Estonian network operator, Elektrilevi, regarding the maintenance of electricity networks. The total value of the contract for Enersense is approximately EUR 8 million. The order will be recognised in the order backlog of Enersense’s Power business area for the first quarter of 2024.

The agreement includes the maintenance of electricity distribution networks, troubleshooting and connecting solar parks in Estonia’s West-Harju areas to the electricity distribution network. The work completed under these contracts employs an estimated 50 people in total. The work will begin in March 2024 and will be carried out in cooperation with E-Service, Estonian company specializing in electrical installations. The contract will expire by the end of the first quarter of 2026.

”The agreements with Elektrilevi are important to us. Among other things, these will strengthen our position in the Baltic market and support our vision of being a major implementor of a zero-emission society. Elektrilevi is a great customer for us in Estonia. It is a sign of our success that our cooperation continues in a strategically important project for us,” comments Juha Silvola, EVP of Enersense’s Power segment.

More information: 

Juha Silvola, EVP, Power 
Tel. +358 40 763 1599
Email: juha.silvola@enersense.com

Media contacts: 

Tommi Manninen, SVP, Communications and Public Affairs 
Tel. +358 40 043 7515 
Email: tommi.manninen@enersense.com

Enersense International Plc: Notification under chapter 9, section 5 and 6 of the Securities Market Act (Virala Oy Ab)

Enersense International Plc
Stock Exchange Release 5 February 2024 at 4:00 p.m.

Enersense International Plc has, on 5 February 2024, received from Virala Oy Ab a notification, pursuant to Chapter 9, Section 5 and 6 of the Finnish Securities Markets Act (SMA), about a change in their shareholding. According to the notification Virala Oy Ab’s subsidiary Nidoco AB holds 21.98% of Enersense’s total number of shares and votes. Virala Oy Ab’s holding through financial instruments amounts to 800,000 shares, which corresponds to 4.85% of the total amount of Enersense’s shares. The combined holding of Virala and Nidoco together is 4,425,000 shares, which corresponds to 26.83% of Enersense’s shares and votes. Before the notification, Nidoco’s holding was 4,425,000 shares, which corresponded to 26.83% of Enersense’s shares and votes. Enersense’s total number of shares and voting rights is 16,492,527.

Holdings according to the notification:

% of shares and voting rights(total of 7.A)

% of shares and voting rights through financial instruments(total of 7.B)

Total of both in % (7.A + 7.B)

Resulting situation on the date on which threshold was crossed or reached

21.98

4.85

26,83

Position of previous notification

25.01

25.01

A: Shares and voting rights

Class/type ofsharesISIN code

Number of shares and voting rights

% of shares and voting rights

Direct (SMA 9:5)

Indirect (SMA 9:6 and 9:7)

Direct (SMA 9:5)

Indirect (SMA 9:6 and 9:7)

FI4000301585

0

3,625,000

0

21.98

SUBTOTAL A

3,625,000

21.98

B: Financial Instruments according to SMA 9:6a

Type of financial instrument

Expiration date

Exercise/Conversion Period

Physical or cash settlement

Number of shares and voting rights

% of shares and voting rights

Forward contract

19 April 2024

5 February 2024

Physical

800,000

4.85

SUBTOTAL B

800,000

4.85

Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entity:

Name

% of shares and voting rights

% of shares and voting rights through financial instruments

Total of both

Virala Oy Ab

4.85

800,000

Atine Group Oy

Nidoco AB

21.98

3,625,000

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

Further information:

Tommi Manninen, SVP, Communications and Public Affairs
Telephone: +358 40 043 7515
Email: tommi.manninen@enersense.com

DISTRIBUTION 
Nasdaq Helsinki 
Major media 
www.enersense.fi

Enersense selected as the main contractor to upgrade Fingrid’s network in Harjavalta

Enersense International Plc
Investor news, 5 February 2024 at 11:00 a.m.

Enersense, a provider of zero-emission energy solutions, has won Fingrid’s public bidding process to build three new 110 kV substations in the Harjavalta area. The substations will be built as gas insulated switchgear (GIS) using a gas insulation solution that does not contain any SF6 gas which is a significant greenhouse gas. The project will continue until the summer of 2027. The value of the contract is roughly EUR 20 million which will be recognised in the order books of the Power business area for the first quarter of 2024.

“We are happy to continue our successful cooperation with Enersense’s skilled and enthusiastic personnel. The SF6-free projects completed last year in Luukkala and currently in progress in Framnäs following the same concept have proceeded very well, and it will be productive to replicate the lessons learned from them,” says Daniel Kuosa, Head of Substation Projects at Fingrid.

The project is significant for Enersense. “Our order books will be strengthened far into the future, and we can also maintain our position as a provider of sustainable GIS substation solutions. What is more, this project is an excellent extension to our ongoing projects in which we are using the same technology,” says Joni Parkkinen, Vice President of Transmission Networks at Enersense.

The contract agreement will be signed after the appeal period laid down in the Act on Public Procurement and Concession Contracts.

More information:

Joni Parkkinen, Vice President, Transmission Networks, Power
Tel.: +358 50 537 5837
Email: joni.parkkinen@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Enersense’s Shareholders’ Nomination Board’s proposals to the 2024 Annual General Meeting

Enersense International Plc
Stock exchange release, 2 February 2024 at 12:30 p.m.

Enersense International Plc’s Shareholders’ Nomination Board has submitted the following proposals to the company’s Board of Directors for the Annual General Meeting 2024 planned for 4 April 2024:

Proposal for the number of members in the Board of Directors and the composition of the Board of Directors

The Shareholders’ Nomination Board proposes to the Annual General Meeting that the Board of Directors is composed of eigth (8) members.

The Shareholders’ Nomination Board proposes that, for the term of office lasting until the end of the Annual General Meeting 2025, Jaakko Eskola, Sirpa-Helena Sormunen, Sari Helander, Petri Suokas, Anna Miettinen and Carl Haglund will be re-elected as board members. The Shareholders’ Nomination Board also proposes that Ville Vuori and Anders Dahlblom will be elected as new board members.

Board professional Ville Vuori, B.Sc. in Engineering, eMBA, has acted as CEO of Kemppi Oy during 2017 – 2023 and as President and CEO of Incap Group during 2014-2017. Before that he worked at Kumera Drives Oy and Skyhow Ltd. as Managing Director and at ABB Group in several managerial positions.

Anders Dahlblom, M.Sc.(Econ.), CEFA, will serve as COO at Virala Oy Ab from 16 February 2024. Prior to this, he has been the President & CEO of Glaston Oyj and is currently member of the Board in  Conficap Oy and Are Oy.

Information about the proposed board members is available on Enersense’s website at https://enersense.com/general-meeting/.

The Nomination Board has considered the requirements set by Enersense’s operations and Enersense’s diversity principles as it has prepared the composition of the Board of Directors.

The Board of Directors elects its Chair and Vice Chair from among its members. The Nomination Board recommends to the first meeting of the Board of Directors that Jaakko Eskola is re-elected as Chair of the Board of Directors and Sirpa-Helena Sormunen is elected as Vice Chair of the Board of Directors.

All candidates have given their consent to be elected for the duty and the Nomination Board assesses that all candidates are independent of the company at the time of submitting the proposal. In addition, Sirpa-Helena Sormunen, Sari Helander, Petri Suokas, Carl Haglund, Anna Miettinen, and Ville Vuori are independent of any significant shareholders. Jaakko Eskola is not independent of one of the company’s significant shareholders as he holds the position of Senior Industrial Advisor at Nidoco AB. Anders Dahlblom is not independent of one the company’s significant shareholder as he will assume the COO role at Virala Oy Ab On 16.2.2024, which is the parent company of Nidoco AB.

Proposal for the fee to be paid to the members of the Board of Directors

The Shareholders’ Nomination Board proposes to the Annual General Meeting 2024 that the fees to be paid to the members of the Board of Directors in the upcoming term of office will be kept unchanged and are as follows:

  • annual fee of EUR 42,000 for the Chair
  • annual fee of EUR 32,000 for the Vice Chair
  • annual fee of EUR 27,000 for each member

The Shareholders’ Nomination Board also proposes that the meeting fees will be kept unchanged. So, in addition to the annual fee, a meeting fee for each meeting of the Board of Directors and committees will be paid as follows:

  • EUR 1,000 for Chairs of the Board of Directors and committees
  • EUR 500 for other members.

Travel expenses are proposed to be reimbursed in accordance with the company’s current travel reimbursement policy.

Chair of the Shareholder’s Nomination Board which prepared the proposals for the Annual General Meeting 2024 is Alexander Ehrnrooth, Nidoco, and members are Marjo Miettinen, Ensto Invest and Janne Vertanen, Verman Holding. Jaakko Eskola, Chair of the Board of Directors, serves as an expert for the Nomination Board.

The Nomination Board’s proposals will be added to the notice of the Annual General Meeting.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information: 

Alexander Ehrnrooth
Chair of the Nomination Board
Telephone: +358 9 6122340

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel. +358 (0)40 043 7515
Email: tommi.manninen@enersense.com

DISTRIBUTION:
Nasdaq Helsinki
Key media
www.enersense.com

Enersense commits to Science Based Targets initiative to reduce greenhouse gas emissions

Enersense International Plc
Press release 19 January 2024 at 10:00 a.m.

Enersense has delivered a letter of commitment to the Science Based Targets initiative (SBTi), an international organisation that promotes ambitious climate action. In accordance with the Science Based Targets initiative, Enersense will set near-term emission reduction targets in line with SBTi’s criteria, which support the Paris Agreement’s policy of limiting global warming to no more than 1.5 degrees Celsius.

The science-based emission reduction targets will be set according to SBTi’s schedule within two years of the commitment. The new targets will be submitted to the SBT organisation for validation, and the targets will concern both Enersense’s own operations (Scope 1 and 2) and the entire supply chain (Scope 3).

The majority of Enersense’s total emissions consist of Scope 3 emissions from the value chain, such as purchased products and services. By committing to the SBT initiative, the emission reduction targets and measures to be set extend to Enersense’s entire supply chain.

“Climate change mitigation is at the core of our sustainability work. By committing to the SBTi climate initiative, we are taking a science-based step in the development of our environmental responsibility,” says Tommi Manninen, SVP, Communications and Public Relations at Enersense.

About the Science Based Targets initiative

The Science Based Targets initiative is an international collaborative effort, driven by the Carbon Disclosure Project (CDP), the UN Global Compact Initiative (UNGC), the World Institute of Natural Resources (WRI), and the World Wildlife Fund (WWF). Companies committed to the initiative set science-based emission reduction targets for their operations in line with the Paris Agreement.

The targets set by companies for reducing greenhouse gas emissions are considered science-based if they are in line with the measures that current climate science indicates must be taken to achieve the objectives of the Paris Agreement on climate change – that is, to limit global warming to well below 2°C compared to pre-industrial levels and to try to limit global warming to 1.5°C.  For more information, please visit the SBTi website www.sciencebasedtargets.org

More information:

Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Enersense is planning to simplify its organisational structure to improve its competitiveness, efficiency and expertise – number of reported business areas will be three

Enersense International Plc
Stock exchange release, 9 January 2024 at 12 p.m.

Enersense, a provider of zero-emission energy solutions, is planning to simplify its organisational structure to improve its competitiveness, efficiency and expertise by merging the current Power and International Operations business areas into a single business area. At the same time, the Smart Industry business area will be renamed Industry.

From the beginning of 2024, Enersense will report three business areas instead of the current four: Power, Industry, and Connectivity. Comparison figures for 2023 will be published before the publication of results for the first quarter of 2024.

“The Power and International Operations business areas carry out highly similar development projects in various areas to enable zero-emission society, and we believe that by bringing our top professionals under the same roof across national boundaries we can significantly increase synergies, expertise, competitiveness and efficiency. This new operating model will also strongly support our growth strategy and goal to expand to new market areas. International teams also provide our personnel with opportunities to develop themselves and their skills, and to work more flexibly in different countries and multinational communities,” says Jussi Holopainen, CEO of Enersense.

Changes to Enersense’s Group Executive Team

Planned organizational changes will affect the composition of the Group Executive Team of Enersense. The Group Executive Team will be from 9 January 2024 as follows:

Jussi Holopainen, President & CEO

Mikko Jaskari, CFO

Juha Silvola, EVP, Power and Connectivity

Jaakko Leivo, EVP, Industry

Sami Takila, SVP, Legal

Hanna Reijonen, SVP, HR

Tommi Manninen, SVP, Communications and Public Affairs

One current member of the Group Executive Team, Margus Veensalu, will step down from the Group Executive Team but will continue at Enersense in another role.

“I want to thank Margus Veensalu for his excellent work as a member of our Group Executive Team and contribution to the development of our company over the past years”, says Jussi Holopainen, President & CEO.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information:

Jussi Holopainen, CEO
Tel.: +358 44 517 4543
Email: jussi.holopainen@enersense.com

Mikko Jaskari, CFO
Tel.: +358 40 053 5337
Email: mikko.jaskari@enersense.com​

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Distribution:
Nasdaq Helsinki
Major media
www.enersense.com

Enersense to continue as Aidon’s partner in Helen’s district heating metering agreement

Enersense International Plc
Press release, 4 January 2024 at 10:50 a.m.

The Smart Industry business area of Enersense, a provider of zero-emission energy solutions, and Aidon have agreed to continue their cooperation in the implementation of the agreement on the provision of measurement and remote reading services for Helen’s district heating and cooling. The new five-year agreement period will enter into force on 1 January 2024.

Enersense is responsible for the installation, service, repair and maintenance of Helen’s measuring equipment covered by the agreement in the field. The agreement also includes storage services for meters, as well as maintenance, inspection and calibration in laboratory conditions.

“The renewed agreement will continue our long-term cooperation with Aidon (formerly Enerim) and Helen under the district heating metering service package. With the renewed agreement, Enersense will continue to be the most significant service provider in district heating metering services in the Helsinki metropolitan area. I would like to thank the parties involved in the agreement for their trust and the personnel of our district heating metering unit for their efforts to enable the agreement,” says Jari Simola, Vice President, Smart Services.

More information:

Jari Simola, Vice President, Smart Services
Tel. +358 44 425 2452
Email: jari.simola@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel. +358 40 043 7515
Email: tommi.manninen@enersense.com

Nordea to start analysis on Enersense

Enersense International Plc
Investor news, 11 December 2023 at 10:30 a.m.

Nordea and their analyst Mr Pasi Väisänen will start following Enersense, a provider of zero-emission energy solutions.

From now on, analysts at Nordea, SEB and Inderes are producing analysis on Enersense. EVLI, who have previously followed Enersense, will end their analysis on Enersense in January 2024.

More information:

Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Enersense selected as the main contractor for the construction of the Korpilevonmäki wind farm infrastructure

Enersense International Plc
Investor news, 29 November 2023 at 1:00 p.m.

Enersense, a provider of zero-emission energy solutions, has entered into an agreement with Ilmatar Energy on the construction of the Korpilevonmäki wind farm in Säkylä. The order will be recognised in the order book of Enersense’s Power segment for the fourth quarter of 2023.

Ilmatar’s Korpilevonmäki wind farm consists of six turbines. The construction project started in November, and the contract is expected to be completed in autumn 2024. Enersense’s delivery includes the construction of roads and lifting areas in the farm, turbine foundations and the internal network as a turnkey delivery.

“This is our first construction project for Ilmatar in our history of wind power construction, and we are of course very happy of our selection as the main contractor for the Korpilevonmäki wind farm. The project is a perfect fit for our core expertise and strengthens our cooperation as a provider of wind power services,” says Pekka Pitkämö, Vice President of Sales in Enersense’s Renewable Energy segment.

“The Korpilevonmäki wind farm is a very important project for Ilmatar and increases the generation of renewable energy in Finland. While the construction schedule is tight and the market situation is challenging, Enersense’s extensive experience in infrastructure construction in wind power projects convinced us. The construction of the wind farm will start immediately, and we look forward to working with Enersense,” says Antti Lehtinen, Director of Procurement at Ilmatar.

Ilmatar is a Nordic energy company and an independent power producer that focuses exclusively on renewable energy. It operates in the development, construction, ownership and maintenance of renewable energy, especially wind and solar power projects. The total output of Ilmatar’s onshore and offshore wind power and solar power projects that are at different stages in the Nordic countries is more than 20 GW. During 2023, Ilmatar will commission six onshore wind farms and one solar power farm in Finland.

More information:

Pekka Pitkämö, Vice President of Sales, Renewable Energy
Tel.: +358 44 425 2240
Email: pekka.pitkamo@enersense.com

Media contacts:

Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Enersense has signed a follow-up agreement with Elektrilevi regarding the maintenance of electricity networks in Estonia

Enersense International Plc
Investor news 24 November 2023 at 2:15 p.m.

An Estonian subsidiary of Enersense International Plc, a creator of zero-emission energy solutions, Enersense AS, which operates in the business area of International Operations, has signed a follow-up agreement with Elektrilevi, the largest network operator in Estonia, regarding the maintenance of the electricity networks.

The two-year agreement includes maintenance and troubleshooting of electricity distribution networks in the Saaremaa and Hiiumaa area, with works starting in January 2024. The value of the agreement is approximately EUR 7.4 million. The order will be recognised in the order backlog of Enersense’s International Operations business area for the fourth quarter of 2023.

“The agreement is important to us for several reasons. Among other things, the signed agreement strengthens our position in the Baltic market and supports our mission to create an emission-free society. Elektrilevi is our largest customer in Estonia, and we have been providing them with our services on a similar contractual basis for more than ten years. It is a sign of our success that our cooperation will continue in a project that is strategically important to us,” says Margus Veensalu, EVP of Enersense International Plc’s International Operations segment.

More information:

Margus Veensalu, Executive Vice President, International Operations
Tel.: +372 50 96 969
Email: margus.veensalu@enersense.com

Media contacts:

Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

Enersense is responsible for the maintenance of Helen’s solar power plants

Enersense International Plc
Press release 17 November 2023 at 12:20 p.m.

Enersense, a provider of zero-emission energy solutions, has started its work as a maintenance partner for solar power plants owned and managed by the energy company Helen. Earlier this autumn, the partners entered into an agreement covering maintenance services for Helen’s solar power plants throughout Finland. The open-ended agreement ensures safe operation and uninterrupted production at solar power plants.

 

For Enersense, the new agreement is a strategically important addition to its long-term cooperation with Helen. It further expands the comprehensive range of maintenance services provided by the Transmission Networks business for various systems of the electricity network and the growing renewable energy production sector. The Transmission Networks business is part of the Power business area. 

 

“Our cooperation with Helen runs smoothly, and we greatly appreciate their trust in our solar power plant maintenance services,” says Heikki Roivainen, Portfolio Manager, Transmission Networks at Enersense.
 

More information:
 

Heikki Roivainen, Portfolio Manager, Transmission Networks
Tel.: +358 40 641 7442
Email: heikki.roivainen@enersense.com

 

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs

Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com
 

Enersense and EV charging user interface developer Monta to collaborate

Enersense International Plc
Press release, 8 November 2023 at 11:00 a.m.

Enersense, a manufacturer of high-power charging stations, has signed an agreement with Monta, a Danish operator developing user interfaces for electric vehicle charging. With the agreement, Enersense will be able to offer the services of Monta’s advanced payment and management platform both in Finland and in the global market to charging station operators and consumer customers.

With the partnership, Enersense’s new and old charging devices will be connected to Monta’s backend system, allowing customers and service providers around the world using Monta’s platform to easily deploy charging devices manufactured by Enersense to their own charging network.

“The new platform replaces the previously used browser-based interface and offers more advanced features such as dynamic pricing and smart charging. To ensure the best charging experience, Monta also offers 24/7 customer support, including driver support. I look forward to working with Monta, and I believe that this cooperation will bring many opportunities in the future, both in Finland and globally,” says Topias Koskela, Head of Electric Vehicle Charging Solutions at Enersense.

Monta is a platform powering the EV ecosystem serving drivers, companies, cities, and the electricity grid with one integrated software solution. Monta was founded in 2020 and currently operates in 32 countries. In 2023, the platform has powered over 500,000 charges per month.

More information:   

Topias Koskela, Head of Electric Vehicle Charging Solutions
Tel. +358 50 401 7294
Email: topias.koskela@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 0437515
Email: tommi.manninen@enersense.com

 

Enersense’s associated company P2X agrees to deliver green hydrogen to Danisco Sweeteners

Enersense International Plc
Press release, 2 November 2023 at 12:30 p.m.

P2X Solutions has agreed to deliver green hydrogen to Danisco Sweeteners, part of International Flavors & Fragrances Inc. (IFF). Green hydrogen will be used at Danisco’s plant in Kotka in xylitol production in which xylose and hydrogen are always required, among others. Danisco produces xylitol at its Kotka plant under the brand name XIVIA.

Green hydrogen production by using renewable energy will start at P2X Solutions’ plant in Harjavalta during 2024. The process will not release any emissions into the air as does the production of regular hydrogen using natural gas, for example. Work under the equipment and pipeline contract signed by Enersense with P2X last summer started in July 2023. In addition to the equipment and pipeline installation, Enersense will deliver some 70,000 kg of steel structures to the production plant.

Enersense holds 18.5 per cent of P2X Solutions.

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 0437515
Email: tommi.manninen@enersense.com

 

The Board of Directors of Enersense International Plc has decided on the payment of the second instalment of a return of capital based on the authorisation granted by the Annual General Meeting

Enersense International Plc
Stock exchange release 27 October 2023 at 12:05 p.m.

Enersense International Plc’s Board of Directors has decided on the record date and payment date for the second instalment of a return of capital of EUR 0.05 for the financial year 2022 authorised by Annual General Meeting on 4 April 2023.

Based on the Board of Directors’ decision, the second instalment of a return of capital, EUR 0.05 per share, will be paid to the shareholders who are registered in the shareholders’ register maintained by Euroclear Finland Oy on the record date of 1 November 2023. The payment date for the second instalment of the return of capital is on 8 November 2023.

The Annual General Meeting resolved that the result for the financial period 1 January 2022 to 31 December 2022 be transferred to the profit and loss account for previous financial periods and that, based on the balance sheet to be adopted for the financial period, funds be distributed to shareholders from the invested unrestricted equity reserve of the company as a return of capital of EUR 0.10 per share, i.e. EUR 1,649,253.10 in total, calculated on the basis of the outstanding shares on the date of the notice convening the Annual General Meeting. The return of capital was decided to be paid in two instalments.

The first instalment, EUR 0.05 per share was paid May, 2023.

ENERSENSE INTERNATIONAL PLC  
Tommi Manninen  
SVP, Communications and Public Affairs  

Additional information:

Tommi Manninen, SVP, Communications and Public Affairs
Tel: +358 40 043 7515
Email: tommi.manninen@enersense.com

Distribution:
Nasdaq Helsinki
Major Media
www.enersense.com

Enersense International Plc’s January-September 2023 Business Review: Strong growth in all business areas – full-year revenue expected to be over EUR 330 million

Enersense International Plc
Stock exchange release 27 October 2023 at 12:00 p.m.

The figures in this release are unaudited. The figures in brackets refer to the comparison period (the corresponding period of the previous year), unless otherwise stated. All figures and amounts have been rounded off from exact figures, which may result in minor inaccuracies in additions or subtractions.

JULY–SEPTEMBER 2023

• Revenue EUR 94.2 (64.4) million, 46.2% year-on-year.
• EBITDA EUR 3.9 (4.0) million, EBITDA margin 4.2 (6.3)%.
• There were no items affecting comparability in the third quarter. Adjusted EBITDA for the comparison period was EUR 4.3 million, or 6.6% of revenue.
• Operating profit EUR 1.6 (1.9) million, profit margin 1.7 (3.0)%.
• Undiluted earnings per share EUR -0.05 (0.08).

JANUARY–SEPTEMBER 2023

• Revenue EUR 255.5 (184.4) million, 38.5% year-on-year.
• EBITDA EUR 7.0 (8.8) million, EBITDA margin 2.8 (4.8)%.
• Adjusted EBITDA EUR 7.5 (9.3) million, or 2.9 (5.0)% of revenue.
• Operating profit EUR -0.1 (2.4) million, profit margin 0.0 (1.3)%.
• Undiluted earnings per share EUR -0.39 (-0.23).
• The order backlog stood at EUR 511 (385) million at the end of September.
• On 22 August 2023 Enersense announced that it had signed with Telia Finland a one-year extension agreement on the provision of telecommunications network field services. The value of the agreement is EUR 25 million.

Updated guidance for the 2023 financial period

In 2023, Enersense’s revenue is expected to be over EUR 330 million and adjusted EBITDA in the range of EUR 12–18 million.

Despite the general economic uncertainty, the market situation in Enersense’s business areas has continued to be good in the beginning of the year and the favourable development is expected to continue. The company’s strong order backlog gives a good basis for increasing revenue. We have managed to accelerate the wind power portfolio development and we assume that the same development continues. Profitability will be impacted by the implementation of the new ERP-system as well as on-going investments in developing the offshore wind power business and acceleration of onshore wind power project development. At the end of 2022 the company completed an offering of EUR 26 million convertible bond in order to implement these investments.

Earlier guidance, issued on 8 May 2023:

In 2023, Enersense’s revenue is expected to be over EUR 300 million and adjusted EBITDA in the range of EUR 12–18 million.

Despite the general economic uncertainty, the market situation in Enersense’s business areas has continued to be good in the beginning of the year and the favourable development is expected to continue. The company’s strong order backlog gives a good basis for increasing revenue. We have managed to accelerate the wind power portfolio development and we assume that the same development continues. Profitability will be impacted by the implementation of the new ERP-system as well as on-going investments in developing the offshore wind power business and acceleration of onshore wind power project development. At the end of 2022 the company completed an offering of EUR 26 million convertible bond in order to implement these investments.

Key figures

Accounting of wind power projects was changed from the beginning of 2023. Comparison figures for 2022 are reported according to the new accounting principle.

 

 

7–9/2023

7–9/2022

1–9/2023

1–9/2022

1–12/2022

Revenue (EUR 1,000)

 94,168

 64,390

 255,491

 184,419

 281,997

EBITDA (EUR 1,000)

 3,945

 4,047

 7,049

 8,844

 12,210

EBITDA, %

 4.2

 6.3

 2.8

 4.8

 4.3

Adjusted EBITDA (EUR 1,000)

 3,945

 4,255

 7,459

 9,303

 13,654

Adjusted EBITDA, %

 4.2

 6.6

 2.9

 5.0

 4.8

Operating profit (EUR 1,000)

 1,597

 1,929

 -51

 2,385

 3,479

Operating profit, %

 1.7

 3.0

 0.0

 1.3

 1.2

Result for the period (EUR 1,000)

 -1,129

 1,169

 -6,793

 -4,258

 -9,835

Equity ratio, %

 26.8

 39.0

 26.8

 39.0

 28.8

Gearing, %

 72.7

 19.6

 72.7

 19.6

 19.0

Return on equity, %

 -1.9

 2.9

 -11.5

 -10.4

 -17.5

Earnings per share, undiluted, EUR

 -0.05

 0.08

 -0.39

 -0.23

 -0.57

Earnings per share, diluted, EUR

 -0.05

 0.08

 -0.39

 -0.23

 -0.57

President and CEO Jussi Holopainen

“Enersense’s revenue has grown strongly in 2023. This trend continued in the third quarter, and the Group’s revenue in January–September 2023 grew to EUR 255.5 (184.4) million, with an increase of 38.5% year-on-year. The order backlog remained strong and stood at EUR 511 (385) million at the end of the review period. The Group’s adjusted EBITDA was7.5 (9.3) million. In the review period, growth investments had an impact of EUR -6.3 (-3.4) million on EBITDA. EBITDA for the review period includes, in addition to adjustment items, also EUR 0.9 (4.2) million stemming from items outside the ordinary course of business. EBITDA in the comparison period increased as a result of significant sales revenue from wind power projects, too.

In the third quarter, we focused on our core activities, in which our work to improve profitability is already producing results. Our strong order backlog is keeping business volumes at a good level, which is reflected in the positive profitability trend in our core business operations, although growth investments continue to burden overall profitability.

This is particularly prominent in our Smart Industry business, where the profitability of service and project business operations has developed strongly, but investments in offshore business operations are burdening the overall profitability of the business area. After a difficult 2022, the profitability of the International Operations business area has turned clearly positive in 2023, and this trend continued in the third quarter. In the Connectivity business area, the profitability improvement programme and high volumes supported by a strong order backlog had a positive impact on profitability in the third quarter. In August, we announced that we had signed an extension agreement of EUR 25 million with Telia Finland on the provision of field services for Telia Finland’s telecommunications network. The extension agreement covers nearly all Connectivity’s services and is one of the most comprehensive agreements in Connectivity. We are very pleased that our long-term cooperation with Telia Finland continues.

In the Power business area, revenue increased markedly year-on-year, and EBITDA remained at the same level as in the third quarter of 2022. Of the core businesses, the construction of transmission networks, in particular, continued steadily. In October, we announced an extension agreement on basic maintenance services for Fingrid’s substations and power lines for 2024–2026. The extension agreement is a clear indication that the customer values our expertise and the benefits of long-term cooperation. The agreement further strengthens our position as a provider of maintenance and operation services for electricity networks in Finland. Our wind power projects progress as planned, too. In September, we sold our minority stake in the Soidinmäki wind farm. We continue to be responsible for O&M services during the operation of the wind farm under a multiyear agreement that covers the monitoring and maintenance of the substation and the electricity network. The transaction did not have a significant impact on the Power business area’s EBITDA in the third quarter of 2023. Zero-emission transport is one of the focus areas of the Group’s growth strategy. In the spring, we moved to industrial-scale production in our high-power charging stations by starting cooperation with Scanfil and we already have contracts to deliver equipment not only to Finland but also to Norway and Sweden. We see many opportunities for us in the Nordic charging market. Ramping up the electric vehicle charging solutions business continues.

Overall, our performance in the third quarter of 2023 met our expectations. Year-on-year, we are slightly behind our EBITDA in 2022, mainly because of significant revenues from wind power projects and the positive impact of corporate arrangements in the comparison period, as well as expenses related to the introduction of the new ERP system in 2023, which are somewhat higher than in 2022. Based on the strong growth during the early part of the year as well as on the order backlog that is on a good level, we have today updated our outlook for 2023 as regards to the revenue development. We expect the full-year revenue to grow over EUR 330 million. Guidance for the EBITDA remains unchanged.”

This release is a summary of Enersense’s January-September 2023 Business Review. The complete report is attached to this release as a pdf-file. It is also available on the company’s website at www.enersense.com/press-releases/reports-and-presentations/.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information: 

Jussi Holopainen, CEO 
Tel. +358 44 517 4543 
Email: jussi.holopainen@enersense.com

Mikko Jaskari, CFO
Tel.: +358 40 053 5337​
Email: mikko.jaskari@enersense.com​

Media contacts: 
Tommi Manninen, SVP, Communications and Public Affairs 
Tel. +358 40 043 7515 
Email: tommi.manninen@enersense.com

Distribution:
Nasdaq Helsinki
Major media
www.enersense.com

Enersense International Plc´s financial reporting and Annual General Meeting in 2024

Enersense International Plc
Stock Exchange Release 6 October 2023 at 9:15 a.m.

Enersense International Plc´s Financial Statements Bulletin for the year 2023 will be published on Thursday 29 February 2024. Financial Statements and Board of Directors’ Report for 2023 will be published during week 10.

In addition, Enersense will publish two Business Reviews and a Half-year Financial Report in 2024:

  • January-March on Friday 26 April 2024.
  • January-June on Thursday 1 August 2024.
  • January-September on Monday 28 October 2024.

Enersense International Plc´s Annual General Meeting 2024 is planned to be held on Thursday 4 April 2024. Enersense’s Board of Directors will summon the Annual General Meeting at a later date.

A shareholder who wishes to include a matter on the agenda of the Annual General Meeting should submit such request by 16 February 2024 to Enersense International Plc/Legal, Konepajanranta 2, 28100 Pori or by e-mail to yhtiokokous@enersense.com.

ENERSENSE INTERNATIONAL PLC

Tommi Manninen
SVP, Communications and Public Affairs

More information:  

Tommi Manninen, SVP, Communications and Public Affairs
Tel. +358 40 043 7515  
Email: tommi.manninen@enersense.com

DISTRIBUTION:
Nasdaq Helsinki
Major media
www.enersense.com

Enersense continues as Fingrid’s partner for substation and power line maintenance

Enersense International Plc
Press release 2 October at 10:30 a.m.

Enersense, a provider of zero-emission energy solutions, has been chosen, in a public procurement tendering, as one of Fingrid’s partner for maintenance services for its substations and power lines in 2024-2026. The upcoming period is a continuation for the agreement made for the years 2021-2023 and it reinforces the long-term co-operation between Enersense and Fingrid for the services in question.

“The reselection of Enersense as one of Fingrid’s maintenance service providers clearly demonstrates our capabilities and the appreciation of them as well as the benefits of long-term co-operation for a customer. The forthcoming agreement strengthens our position as a provider of maintenance and operating services for transmission networks in Finland”, says Joni Parkkinen, Vice President, Transmission Networks, Power business area.

Maintenance and operating services for transmission networks are a central part of Enersense’s core capabilities alongside with transmission network design and construction. The decision will enter into force after the end of the appeal period under the Act on Public Procurement and Concession Contracts.

More information:

Joni Parkkinen, Vice President, Transmission Networks, Power
Tel.: +358 50 537 5837
Email: joni.parkkinen@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

The Soidinmäki wind farm has been completed and handed over to the buyer

Enersense International Plc
Investor news, 28 September 2023 at 2.10 p.m.

Enersense, a provider of zero-emission energy solutions, has sold its minority stake in the Soidinmäki wind farm. The shares have been recognised at fair value on the company’s balance sheet, and the transaction will not have a significant impact on the Power business area’s EBITDA in the third quarter 2023.

The Soidinmäki wind farm in Saarijärvi has seven wind power plants, and its annual production is estimated at 126 GWh. Enersense served as an upstream project developer and the main contractor during the construction phase of the wind farm. The turnkey delivery included all design and construction, including the foundations, roads and crane pads for the power plant, as well as its electricity network and substation.

“We are very pleased that our wind power projects are progressing as planned. After the sale of the minority stake, Enersense will continue to be responsible for O&M services during the operation of the wind farm under a multi-year agreement, which covers the monitoring and maintenance of the substation and the electricity network,” says Lauri Lammivaara, Vice President, Wind Power Development, Power business area.

More information:

Lauri Lammivaara, Vice President, Wind Power Development
Tel.: +358 440 330 498
Email: lauri.lammivaara@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 0437515
Email: tommi.manninen@enersense.com

Enersense participates in the Front End Engineering Design (FEED) for Tahkoluoto offshore wind farm foundations

Enersense International Plc
Press release 18 Sep 2023 klo 12.15 p.m.

Enersense, a provider of zero-emission energy solutions, is participating in Suomen Hyötytuuli’s Front End Engineering Design for Tahkoluoto offshore wind farm foundations. Hyötytuuli is developing an extension to Tahkoluoto offshore wind farm on the west coast of Finland where the wind turbines will be built in deeper waters than ever before in Finland. The FEED is due to be completed in November and the concept selection will be done in December 2023.

The foundations of the first turbines in the Tahkoluoto extension project will be built to 40 and 25 meters water depth. They will be designed to withstand the loads of the 15+ megawatt turbines and the harsh icy conditions of the Baltic Sea. Enersense Offshore’s concrete and steel hybrid foundation concept has been selected to the FEED together with two other foundation concepts. Enersense’s foundation concept is designed especially to the icy part of the Baltic Sea and the development work has focused especially on the cost effectiveness of the marine installation operations of the foundation.

Tahkoluoto extension project consists of forty wind turbines of over 15 megawatts. The water and construction permits are expected to be finalised this autumn. The project has received funding from EU’s NextGenerationEU.

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs 
Tel. +358 40 043 7515 
Email: tommi.manninen@enersense.com

Enersense becomes main partner of Ässät – Pori ice hall turns into Enersense Areena

Enersense International Plc
Press release 8 September 2023 at 10:00 a.m.

Enersense, a provider of zero-emission energy solutions, and the ice hockey club Porin Ässät have signed a main partner agreement. Along with the cooperation, the new name of the ice hall in Pori will be Enersense Areena.

“Ice hockey has long and honorable traditions in Pori and a strong effect in increasing community. As the only listed company headquartered in Pori, we want to be involved in supporting Satakunta’s well-being and development in this way as well. In Ässät, issues related to sustainability have also been taken into account in a significant way, which is of primary importance to us when choosing a partner,” states Enersense’s CEO Jussi Holopainen.

Enersense, which is listed on Nasdaq Helsinki and operates internationally, not only has its headquarters in Pori, but also Enersense Offshore in Mäntyluoto, which employs several hundred people and specializes in offshore wind power platform solutions. There are also operations in Satakunta in Harjavalta and Rauma.

The first game at Enersense Areena is the league opening game Ässät-Ilves on 13 September 2023.

Media contacts: 

Tommi Manninen, SVP, Communications and Public Affairs 
Tel. +358 40 043 7515 
Email: tommi.manninen@enersense.com

Correction to stock exchange release: Enersense International Plc’s Shareholders’ Nomination Board

Enersense International Plc
Stock exchange release 6 September 2023 at 4:45 p.m.

Enersense corrects its stocks exchange release about the composition of the Shareholders’ Nomination Board published today at 2:15 p.m. The name of the Verman Holding’s representative was incorrect. The entire corrected stock exchange release is available below:

According to the decision of Enersense International Plc’s Annual General Meeting, the three shareholders who hold the largest share of the votes cast by all the company’s shares according to the shareholders’ register maintained by Euroclear Finland Ltd on the first working day of September preceding the Annual General Meeting, have the right to nominate members representing shareholders. At the request of the Committee, the Chairman of the Board of Directors may act as an expert on the Nomination Board without membership or the right to vote.

Based on the ownership status of Enersense International Plc on 1 September 2023, the three major shareholders and their representatives have been appointed to Enersense International Plc’s Shareholders’ Nomination Board as follows:

Alexander Ehrnrooth, Nidoco

Marjo Miettinen, Ensto Invest

Janne Vertanen, Verman Holding.

Enersense International Plc’s Nomination Board prepares and presents to the Annual General Meeting and, if necessary, to the Extraordinary General Meeting proposals on

* the remuneration of the Board of Directors

* the number of the Board of Directors ,and

* the members of the Board of Directors.

The now appointed Nomination Board will forward its proposals for the 2024 Annual General Meeting to the Board of Directors by 31 January 2024.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information: 

Tommi Manninen, SVP, Communications and Public Affairs 
Tel. +358 40 043 7515 
Email: tommi.manninen@enersense.com

DISTRIBUTION:
Nasdaq Helsinki
Major media
www.enersense.com

Enersense International Plc’s Shareholders’ Nomination Board

Enersense International Plc
Stock exchange release 6 September 2023 at 2:15 p.m.

According to the decision of Enersense International Plc’s Annual General Meeting, the three shareholders who hold the largest share of the votes cast by all the company’s shares according to the shareholders’ register maintained by Euroclear Finland Ltd on the first working day of September preceding the Annual General Meeting, have the right to nominate members representing shareholders. At the request of the Committee, the Chairman of the Board of Directors may act as an expert on the Nomination Board without membership or the right to vote.

Based on the ownership status of Enersense International Plc on 1 September 2023, the three major shareholders and their representatives have been appointed to Enersense International Plc’s Shareholders’ Nomination Board as follows:

Alexander Ehrnrooth, Nidoco

Marjo Miettinen, Ensto Invest

Janne Verman, Verman Holding.

Enersense International Plc’s Nomination Board prepares and presents to the Annual General Meeting and, if necessary, to the Extraordinary General Meeting proposals on

* the remuneration of the Board of Directors

* the number of the Board of Directors, and

* the members of the Board of Directors.

The now appointed Nomination Board will forward its proposals for the 2024 Annual General Meeting to the Board of Directors by 31 January 2024.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information: 

Tommi Manninen, SVP, Communications and Public Affairs 
Tel. +358 40 043 7515 
Email: tommi.manninen@enersense.com

DISTRIBUTION:
Nasdaq Helsinki
Major media
www.enersense.com

Enersense has entered into an extension agreement of EUR 25 million with Telia Finland

Enersense International Plc
Investor news, 22 August 2023 at 1.10 p.m.

Enersense, a provider of zero-emission energy solutions, and Telia Finland have signed a one-year extension agreement on the provision of telecommunications network field services.

The value of the agreement is EUR 25 million. The order will be recognised in the order backlog of Enersense’s Connectivity business area for the third quarter of 2023.

The agreement includes mobile network and fixed network construction services, customer delivery and repair services and preventive maintenance services in Finland. The agreement is a continuation of the companies’ long-term cooperation, and its substance corresponds to the scope of their previous framework agreement on field services. The new agreement period will begin on 1 April 2024.

“Cooperation with Telia is very important to us. The extension agreement covers nearly all the services we provide and is one of the most comprehensive agreements in Connectivity. We are pleased to continue our joint development work, where we see significant potential for the provision of services for the entire sector in the future. I would like to thank Telia and our own personnel for their forward-looking work of a high quality,” says Miika Erola, Vice President, Connectivity at Enersense.

ENERSENSE INTERNATIONAL PLC
Tommi Manninen
SVP, Communications and Public Affairs

More information:

Miika Erola, Vice President, Connectivity
Tel.: +358 40 641 7041
Email: miika.erola@enersense.com

Media contacts:
Tommi Manninen, SVP, Communications and Public Affairs
Tel.: +358 40 043 7515
Email: tommi.manninen@enersense.com

The Resolutions of the Shareholders’ Meeting of the merged MBÅ Invest Oy

Enersense International Plc
Press release, 16 August 2023 at 11:00 a.m.

The final Shareholders’ Meeting of MBÅ Invest Oy (“MBÅ Invest”), which has merged into Enersense International Plc (“Enersense”), has adopted MBÅ Invest’s financial statements for the period January 1 – March 31, 2023 as the final accounts concerning the merger.

MBÅ Invest merged into Enersense on April 1, 2023.

Further information:
Tommi Manninen, Communications and Public Affairs
Telephone: +358 40 043 7515
Email: tommi.manninen@enersense.com