This disclosure policy lays down the operating principles and methods that Lassila & Tikanoja Plc (L&T) follows when communicating with the capital markets. The disclosure policy is approved by the company’s Board of Directors.
Goals and principles of investor communications
L&T’s shares are listed with Nasdaq Helsinki Ltd. In its information policy and investor communications, L&T follows the applicable EU legislation, Finnish legislation, the rules of NASDAQ Helsinki, the regulations and guidelines of the European Securities and Markets Authority (ESMA) and the Financial Supervisory Authority, and L&T’s internal guidelines.
The aim of L&T’s investor communications is to convey correct, significant information to the capital markets that supports the correct price formation of the company’s shares and is simultaneously published to all market participants. The information to be published must be reliable, logical, credible and timely and must not be misleading.
All information is published in Finnish and in English.
L&T’s financial year is one calendar year. L&T publishes its financial statements release, half-year report and two interim reports in accordance with a schedule indicated before the end of the previous financial year. In addition, L&T publishes its financial statements and report, and, based on the Corporate Governance Code, a CR report and a remuneration statement.
In its financial statements release, half-year report and interim reports, L&T presents a verbal assessment of trends in net sales and profit for the current financial year. L&T only provides assessments that concern the whole financial year.
L&T publishes a profit warning if it can reasonably assess that its future outlook has changed from previously published assessments and that the change is likely to have a major impact on the price of L&T’s share or other financial instruments. The change is assessed in relation to the most recent published economic survey.
It is mainly the Board of Directors that makes the decision to issue a profit warning. If the Board of Directors constituting a quorum cannot be summoned at sufficiently short notice, the Chairman of the Board or the President and CEO will decide on issuing a profit warning. They seek to talk to as many Board members as possible before publishing the release. The profit warning is issued as a stock exchange release that also includes the previously published future outlook. Issuing the profit warning cannot be postponed.
Stock exchange releases and press releases
With a stock exchange release, information is simultaneously issued to all market participants about facts, matters and conditions that L&T believes are likely to have a major impact on the price of L&T’s share and other financial instruments. Regulated information that is required to be published with a stock exchange release (such as business transactions made by the management using the company’s financial instruments, the notice to a General Meeting and decisions of the General Meeting, flagging notifications and changes in the Group Executive Board not concerning the President and CEO) is also published with a stock exchange release even if the information did not contain details affecting the price of the financial instruments.
For example, the following information may have a considerable impact on the price of L&T’s shares and other financial instruments: major investments and acquisitions, significant redirection of business or a new cooperation arrangement, a pending important legal process or a decision awarded in this, and an important decision made by an authority or information concerning a joint venture.
As part of the aforementioned important arrangement or other event, the company prepares a case-specific assessment based on aspects and conditions related to each individual case and indicating whether the question is of insider information and whether the preconditions for postponing the publishing of information are met in that case. The assessment and, where necessary, the decision to set up an insider project and postponing the publishing of the information, are made by the Board of Directors or the President and CEO or a party authorised by them based on the recommendation of the CFO and the General Counsel. When the project is implemented, L&T publishes the postponed information with a stock exchange release and submits a notification to the Financial Supervisory Authority about postponing the publishing of the information.
Investor communications is responsible for publishing stock exchange releases through Nasdaq Helsinki and for distributing releases through news distribution and automatically to the Central Storage Facility for regulated information.
In addition to the above, news not meeting the preconditions of a stock exchange release but which L&T believes will have news value or arouse general interest among stakeholders, is published as a stock exchange release and on the company’s website.
All publications and financial reports are available on LT’s website for at least five years from their publishing.
Rumours, market speculation and data leakages; crisis communications
L&T does not comment on market rumours, speculation presented by the media, share price trends, the actions of competitors or customers or analysts’ forecasts. The company does not comment on unpublished or ongoing business transactions either.
If insider information, the publishing of which has been postponed, has leaked before it is published, its confidentiality can no longer be guaranteed or the preconditions for postponing the publishing of the information are not otherwise met, L&T will immediately publish a stock exchange release about the matter.
In a situation where the rumour is evidently connected with insider information, whose publishing has been postponed, and is accurate enough to indicate that the confidentiality of the information can no longer be guaranteed, L&T will publish a stock exchange release concerning the matter as soon as possible.
The company’s crisis communication guidelines are followed in case of a crisis.
Responsibilities and spokespersons
L&T’s President and CEO and CFO are responsible for contacts with investors, shareholders and analysts.
Inquiries to the Board of Directors from capital market participants are directed to the Chairman of the Board. Where necessary, the Chairman either replies to them or directs them to the President and CEO.
Other persons are not entitled to give statements about the company’s finance. The contact details of responsible persons are found on the company’s investor pages.
Communications and contacts with the capital markets are coordinated by investor communications, which acts under the CFO. Depending on case, other representatives from the company can participate in the investor relations function.
Policies followed in investor and analyst meetings
L&T arranges a briefing for analysts and investors in connection with publishing its financial statements release, half-year report and interim reports. Investors are also met in analyst and investor meetings, during analyst and investor visits to the company and in roadshows arranged by brokerage firms.
The discussions held at the meetings are based on previously published information or information generally available on the markets. The purpose of the discussions is to provide background information about L&T and its business environment.
Meetings are not arranged and L&T’s representatives do not comment on the company’s financial position or future outlook between the end of the period and the publishing of the stock exchange release for that period. An exception to the rule for a silent period is the Annual General Meeting arranged during the silent period and providing information on major business transactions with a stock exchange release during the silent period. In these situations, information and other communications must only concern the transaction in question.