Stock Exchange Release
April 29, 2017 at 5.00 pm
This is the Auditor’s report for the year ended 31 December 2016 to the Annual General Meeting of Tecnotree Corporation:
This document is an English translation of the Finnish auditor’s report. Only the Finnish version of the report is legally binding.
To the Annual General Meeting of Tecnotree Corporation
Report on the Audit of the Financial Statement
We have audited the financial statements of Tecnotree Corporation (business identity code 1651577-0) for the year ended 31December 2016. The financial statements comprise the consolidated balance sheet, income statement, statement of comprehensive income, statement of changes in shareholders’ equity, cash flow statement and notes, including a summary of significant accounting policies, as well as the parent company’s balance sheet, income statement, cash flow statement and notes.
In our opinion
the consolidated financial statements give a true and fair view of the group’s financial performance, financial position and cash flows in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU
the financial statements give a true and fair view of the parent company’s financial performance and financial position in accordance with the laws and regulations governing the preparation of financial statements in Finland and comply with statutory requirements.
Basis for Opinion
We conducted our audit in accordance with good auditing practice in Finland. Our responsibilities under good auditing practice are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report.
We are independent of the parent company and of the group companies in accordance with the ethical requirements that are applicable in Finland and are relevant to our audit, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material uncertainty related to going concern basis
We would like to draw attention to the accounting principles for the consolidated financial statements and parent company accounting principles where it is stated that because the liquidity of the company continues to be extremely tight, its financial situation and liquidity remain critical. The amount of overdue trade payables has continued to increase and, according to the estimated cash flow, will be negative in Q2 2017.
At the time of publication of the financial statements, there is no certainty about the 12-month sufficiency of long-term, short-term and working capital financing.
The company’s management and the Board of Directors have considered the difficult financial situation and made an assessment of the company’s ability to continue as a going concern. Based on their assessment, the management and Board of Directors consider it appropriate to prepare the financial statements on a going concern basis. The assessment is based on an ongoing debt structuring payment plan and the streamlining of operations. Furthermore, the company is negotiating with financiers on short term additional funding to secure liquidity and is aggressively collecting its receivables. It is also seeking long-term external financing, which could be implemented through company or restructuring arrangements.
The continuation of Tecnotree Corporation’s operations depends on the successful execution of the above-described measures and the company’s ability to continue complying with the payment program established in connection with the debt restructuring process. The continuation of the business thus involves material uncertainty. In our opinion, the completion of the abovementioned measures involves material uncertainty that may cast significant doubt upon Tecnotree Corporation and its subsidiaries to continue as a going concern.
Furthermore, we would like to draw attention to the fact that the goodwill balance in the consolidated balance sheet amounts to EUR 17.6 million. As described in the previous chapter there is uncertainty related to the Group’s ability to continue as a going concern and thus the carrying value of goodwill may not be supported.
Our opinion has not been qualified by this matter.
We were unable to express an opinion on the financial statements and the report of the Board of Directors for the financial year ended 31December 2015, thus we will not comment on the comparative information regarding the year 2015.
The scope of our audit was influenced by our application of materiality. The materiality is determined based on our professional judgement and is used to determine the nature, timing and extent of our audit procedures and to evaluate the effect of identified misstatements on the financial statements as a whole. The level of materiality we set is based on our assessment of the magnitude of misstatements that, individually or in aggregate, could reasonably be expected to have influence on the economic decisions of the users of the financial statements. We have also taken into account misstatements and/or possible misstatements that in our opinion are material for qualitative reasons for the users of the financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
We have also addressed the risk of management override of internal controls. This includes consideration of whether there was evidence of management bias that represented a risk of material misstatement due to fraud.
THE KEY AUDIT MATTER
HOW THE MATTER WAS ADDRESSED
IN THE AUDIT
Valuation of goodwill, EUR 17.6 million (refer to the consolidated balance sheet and note 13)
Valuation of shares in subsidiaries, EUR 8.8 million (refer to the parent company’s balance sheet and note 11)
— The consolidated balance sheet includes a significant amount of goodwill (EUR 17.6 million) resulting from business combinations made, and at the financial year-end the consolidated equity totaled EUR 10.7 million.
— The recoverable amounts for the cash-generating units (segments) are determined based on value in use. Those calculations use discounted future cash flow forecasts in which management makes judgments over certain key assumptions, for example net sales growth rate, discount rate, long-term growth rate and inflation rates.
— Due to the high level of judgement related to the forecasts used, estimation uncertainty and the significant carrying amounts involved, valuation of goodwill and shares in subsidiaries is considered a key audit matter.
— We considered the company’s estimation process and analyzed the assumptions used in the impairment tests for 2015 by comparing to performance in 2016, especially in respect of net sales and profitability. In addition, we assessed the reasonableness of and grounds for the assumptions underlying the goodwill impairment tests, and the technical accuracy of the impairment model.
— Furthermore, we considered the Group’s notes in respect of goodwill and impairment testing.
— We involved our own valuation specialists when assessing the technical accuracy of the calculations and comparing the assumptions used to market and industry information.
Revenue recognition principles, project accounting and valuation of receivables
(refer to Accounting principles for the consolidated financial statements and note 18)
— The company’s order book includes projects with deliveries of over a year, some deliveries even several years. Revenue recognition for fixed-price projects requires management to use judgement and make assumptions, especially in respect of future costs and work load estimates to complete a project.
— The majority of the Group’s net sales are generated from developing countries and many of these have political and economic challenges.
— The two largest customers accounted for 76 per cent of net sales in 2016.
— The Group’s trade receivables and receivables from construction contracts comprise 45 per cent of the consolidated assets and receivables involve a valuation risk.
— We assessed controls over the sales process and the accuracy of invoicing practices. Our audit procedures focused on testing the key controls over sales.
— In respect of most significant long-term projects accounted for using the percentage-of-completion method, we analysed the revenue recognition principles applied by comparing to IFRS standards, the company’s accounting practices and terms of sale in the contracts. We assessed the Group’s monitoring procedures in place for provision of client work and projects accounted using the percentage-of-completion method, and tested the key controls. Furthermore, we analyzed current projects and work load estimates
— We evaluated monitoring routines for trade receivables and tested the effectiveness of the key controls, analyzed open trade receivables and assessed the payments received after the financial year-end to identify any receivables potentially impaired.
Responsibilities of the Board of Directors and the Chief Executive Officer for the Financial Statements
The Board of Directors and the Chief Executive Officer are responsible for the preparation of consolidated financial statements that give a true and fair view in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU, and of financial statements that give a true and fair view in accordance with the laws and regulations governing the preparation of financial statements in Finland and comply with statutory requirements. The Board of Directors and the Chief Executive Officer are also responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors and the Chief Executive Officer are responsible for assessing the parent company’s and the group’s ability to continue as a going concern, disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting. The financial statements are prepared using the going concern basis of accounting unless there is an intention to liquidate the parent company or the group or cease operations, or there is no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance on whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with good auditing practice will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements. As part of an audit in accordance with good auditing practice, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the parent company’s or the group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of the Board of Directors’ and the Chief Executive Officer s use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the parent company’s or the group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the parent company or the group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events so that the financial statements give a true and fair view.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Other Reporting Requirements
The Board of Directors and the Chief Executive Officer are responsible for the other information. The other information comprises information included in the report of the Board of Directors and in the Annual Report, but does not include the financial statements and our auditor’s report thereon. We obtained the report of the Board of Directors prior to the date of this auditor’s report, and the Annual Report is expected to be made available to us after that date.
Our opinion on the financial statements does not cover the other information.
In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. With respect to the report of the Board of Directors, our responsibility also includes considering whether the report of the Board of Directors has been prepared in accordance with the applicable laws and regulations.
In our opinion, the information in the report of the Board of Directors is consistent with the information in the financial statements and the report of the Board of Directors has been prepared in accordance with the applicable laws and regulations.
If, based on the work we have performed on the report of the Board of Directors, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Interim report for the period 1 January – 30 June 2016
We refer to the Securities Market Act, Chapter 7, section 8, subsection 2 and state that during the financial year ended Tecnotree Oyj reached a settlement of EUR 6.0 million EUR with a Latin American customer on a long-accrued overdue receivable, concerning the delivery of a USD 24 million convergent online charging solution, announced in April 2012. The company created an impairment charge of approx. EUR 9.0 million for the remaining amount. This matter is to be considered when assessing the compliance of the consolidated interim report for the period 1 January – 30 June 2016 with the related rules and regulations.
Helsinki, 27 April 2017
KPMG OY AB
Authorised Public Accountant, KHT
Tecnotree is a global provider of IT solutions for the management of services, products, customers and revenue for Communications Service Providers. Tecnotree helps customers to monetise and transform their business towards a marketplace of digital services. Together with its customers, Tecnotree empowers people to self-serve, engage and take control of their own digital life.
Tecnotree is listed on Nasdaq Helsinki (TEM1V). For more information, please visitwww.tecnotree.com.
COPPELL, Texas–(BUSINESS WIRE)–The year-long celebration continues since IDIS returned to the site of the company’s 2015 American debut to kick off the celebration of its 20th anniversary in the video surveillance industry at the ISC West exhibition in Las Vegas. Since its 1997 by experts in computer science and artificial intelligence, IDIS has grown to become South Korea’s largest video surveillance manufacturer, and a recognized leader in industry innovation, through the introduction of groundbreaking products such as its multiple award-winning flagship DirectIP™, the new IDIS 64-channel enterprise-level IDIS 8364 NVR, and 2016 Security Products New Product of the Year, IDIS SmartUX controls, among other breakthroughs.
Among other events commemorating the anniversary at ISC West, IDIS hosted a public briefing and 20th Anniversary cake and champagne reception at the show, featuring IDIS America President Andrew Myung and a panel of IDIS experts, including senior directors Keith Drummond and Dr. Peter Kim, and regional sales manager Joshua Keaton. Hosted by broadcast personality Benjamin Bryant, the program celebrated the accomplishments of the past two decades, and showcased the latest innovative IDIS technologies. Additionally, Dr. Albert Ryu, IDIS co-founder and president, hosted a recognition ceremony, honoring valued customers, partners, and distinguished industry media with awards.
IDIS will continue the celebration of its Two Decades of Innovation throughout 2017 with continued celebrations at major trade shows and customer events throughout the world. Additionally, a special 20th Anniversary site, www.idisglobal.com/idis20, will be live for the remainder of the year to document the company’s 20 year story of video surveillance excellence. Interested parties may further arrange personal briefings or face-to-face demonstrations of IDIS technology by e-mailing email@example.com.
DUBAÏ, Émirats arabes unis–(BUSINESS WIRE)–HH Sheikh Maktoum bin Mohammed bin Rashid Al Maktoum, Adjoint du Souverain de Dubaï, a honoré 10 lauréats de 8 pays au Prix Mondial de Mohammed bin Rashid Al Maktoum, qui s’élevé à 1 million de dollars américains. HH Mansoor bin Mohammed bin Rashid Al Maktoum a aussi assisté à la cérémonie de la remise des prix. Le Prix a été lancé par HH Sheikh Mohammed bin Rashid Al Maktoum, Vice-Président et Premier Ministre des UAE et Souverain de Dubaï, pour encourager les centres de recherche, les individus et les innovateurs du monde entier à trouver des solutions innovantes et durables pour la pénurie d’eau propre autour du monde, en utilisant l’énergie solaire. Le prix est supervisé par UAE Water Aid Foundation (Suqia), sous le patronage des Initiatives Mondiales de Mohammed bin Rashid Al Maktoum. Les trois catégories principales du prix sont : Prix des Projets Innovants, Prix de Recherche et de Développement Innovants et Prix de la Jeunesse Innovatrice.
La première place dans le cadre du Prix de Recherche et Développement Innovants – Catégorie des Institutions nationales, a été partagée conjointement par l’Université de Khalifa pour un filtre biologique à double désinfection, couplé à un système de pasteurisateur solaire et par l’Institut Masdar de l’Université Khalifa pour, un processus de dessalement solaire en utilisant un tissu noir perforé sous un collecteur solaire.
La première place dans le cadre du Prix de Recherche et de Développement Innovants – Catégorie des Institutions Internationales, a été remportée par l’Organisation Néerlandaise pour La Recherche Scientifique Appliquée (TNO), en coopération avec la Société Générale d’électricité et d’Eau du Qatar (KAHRAMAA), pour une technologie de dessalement à énergie solaire basée sur le concept de distillation de membrane à haute efficacité de TNO.
La première place dans le cadre du Prix des Projets Innovants a été décerné aux Dessalinisateurs Elémentaires des Pays-Bas, pour avoir concevoir une usine d’osmose inverse à énergie solaire (RO) pour produire de l’eau potable.
Dr Marta Vivar, d’Espagne, a remporté le Prix de la Jeunesse Innovatrice pour avoir développé un système photovoltaïque-photochimique hybride pour la désinfection de l’eau et la production d’électricité.
Al Tayer a noté que des centaines de millions d’enfants n’auraient pas accès à l’eau potable dans l’avenir et que, selon l’UNICEF, les filles passent maintenant 200 millions d’heures par jour à collecter de l’eau, ce qui affecte leur éducation.
Le texte du communiqué issu d’une traduction ne doit d’aucune manière être considéré comme officiel. La seule version du communiqué qui fasse foi est celle du communiqué dans sa langue d’origine. La traduction devra toujours être confrontée au texte source, qui fera jurisprudence.
Source : ME NewsWire
Contacts Autorité de l’électricité et de l’eau de Dubaï (DEWA)Ribal Dayekh ou Iman Saeed+971-4-307-2006 ou +firstname.lastname@example.org,
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Mechelen, Belgium; 29 April 2017, 7.30 CET -Galapagos NV (Euronext & NASDAQ: GLPG) announces presentation of pre-clinical pharmacology data with GLPG1972 at the Osteoarthritis Research Society International (OARSI) annual meeting today in Las Vegas, USA.
Galapagos and collaboration partner Servier are developing a potential disease-modifying oral therapy for osteoarthritis with GLPG1972.
Galapagos today discloses that GLPG1972 is a potent and highly selective inhibitor of ADAMTS-5, a well-established target in the literature for osteoarthritis. ADAMTS-5 is a key enzyme involved in cartilage breakdown (Larkin 2015). At the OARSI 2017 World Congress, Galapagos presents pre-clinical pharmacology data with GLPG1972 showing cartilage protection in both rodent and human explant assays. Disease-modifying activity with GLPG1972 in the gold-standard, destabilization of the medial meniscus (DMM) rodent model will also be presented.
Galapagos previously announced that a Phase 1 study in healthy human volunteers demonstrated favorable safety and PK profiles of GLPG1972, and up to 60% reduction in a cartilage breakdown biomarker within two weeks of treatment. This biomarker is serum ARGS-neoepitope, which is formed from cartilage through ADAMTS-5 and thus serves as a biomarker for target engagement.
“Osteoarthritis is a disease with very limited treatment options, and none which actually addresses the cause of the disease. By inhibiting ADAMTS-5, for which the literature evidence is growing, GLPG1972 could play a central role in osteoarthritis,” said Dr Piet Wigerinck, Chief Scientific Officer of Galapagos. “We are eager to see if we can repeat in patients the same impact on cartilage breakdown biomarker ARGS-neoepitope as we saw in healthy volunteers.”
In July 2010, Servier and Galapagos announced their alliance to develop innnovative oral medicines for the treatment of osteoarthritis. Galapagos is responsible for the discovery and development of new candidate drugs against novel targets, and Servier has an exclusive option to license these candidates after the completion of the Phase 1 trial and Phase 2A enabling activities. Under this agreement, Galapagos is eligible to receive up to €290 million in success-based milestones, plus royalties on sales.
Galapagos plans to initiate a Phase 1b study in osteoarthritis patients in the United States this quarter. Galapagos has the full US commercial rights in the osteoarthritis collaboration with Servier.
Presentation title: “GLPG1972: A POTENT, SELECTIVE, ORALLY AVAILABLE ADAMTS-5 INHIBITOR FOR THE TREATMENT OF OA “OARSI Session: Concurrent Session 8 – OA Treatments Presentation Time: today at 11:55 AM – 12:05 PM MDT
About GalapagosGalapagos (Euronext & NASDAQ: GLPG) is a clinical-stage biotechnology company specialized in the discovery and development of small molecule medicines with novel modes of action. Our pipeline comprises Phase 3, Phase 2, Phase 1, pre-clinical, and discovery programs in cystic fibrosis, inflammation, fibrosis, osteoarthritis and other indications. We have discovered and developed filgotinib: in collaboration with Gilead we aim to bring this JAK1-selective inhibitor for inflammatory indications to patients all over the world. Galapagos is focused on the development and commercialization of novel medicines that will improve people’s lives. The Galapagos group, including fee-for-service subsidiary Fidelta, has approximately 530 employees, operating from its Mechelen, Belgium headquarters and facilities in The Netherlands, France, and Croatia. More information at www.glpg.com.
Investors: Media: Elizabeth Goodwin Evelyn Fox VP IR & Corporate Communications Director Communications +1 781 460 1784 Paul van der HorstDirector IR & Business Development+31 6 53 725 199 +31 6 53 591 email@example.com firstname.lastname@example.org Forward-looking statementsThis release may contain forward-looking statements, including statements regarding Galapagos’ strategic ambitions, the mechanism of action and profile of GLPG1972, the anticipated timing of clinical studies with GLPG1972 and the progression and results of such studies. Galapagos cautions the reader that forward-looking statements are not guarantees of future performance. Forward-looking statements involve known and unknown risks, uncertainties and other factors which might cause the actual results, financial condition and liquidity, performance or achievements of Galapagos, or industry results, to be materially different from any historic or future results, financial conditions and liquidity, performance or achievements expressed or implied by such forward-looking statements. In addition, even if Galapagos’ results, performance, financial condition and liquidity, and the development of the industry in which it operates are consistent with such forward-looking statements, they may not be predictive of results or developments in future periods. Among the factors that may result in differences are the inherent uncertainties associated with competitive developments, clinical trial and product development activities and regulatory approval requirements (including that data from the ongoing and planned clinical research programs may not support registration or further development of GLPG1972 due to safety, efficacy or other reasons), Galapagos’ reliance on collaborations with third parties (including its collaboration partner for GLPG1972, Servier), and estimating the commercial potential of Galapagos’ product candidates. A further list and description of these risks, uncertainties and other risks can be found in Galapagos’ Securities and Exchange Commission (SEC) filings and reports, including in Galapagos’ most recent annual report on form 20-F filed with the SEC and subsequent filings and reports filed by Galapagos with the SEC. Given these uncertainties, the reader is advised not to place any undue reliance on such forward-looking statements. These forward-looking statements speak only as of the date of publication of this document. Galapagos expressly disclaims any obligation to update any such forward-looking statements in this document to reflect any change in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based or that may affect the likelihood that actual results will differ from those set forth in the forward-looking statements, unless specifically required by law or regulation.
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