Tuesday, 02 January 2024 12:17 GMT

Lassila & Tikanoja Plc Financial Statements Release January - December 2025


(MENAFN- GlobeNewsWire - Nasdaq) Lassila & Tikanoja Plc
Stock exchange release
27 February 2026 at 8.00 AM EET

OPERATIONS AS AN INDEPENDENT LISTED COMPANY BEGAN, SOLID PERFORMANCE CONTINUED

The financial information presented in this Financial Statements Release is based on actual figures as at 31 December 2025 for the statement of financial position, and on carve‐out financial information for other financial information and comparative periods. The carve‐out financial information does not necessarily reflect what the combined results of operations, financial position or cash flows would have been had Lassila & Tikanoja operated as an independent legal group and prepared separate consolidated financial information for the periods presented. Nor does the carve‐out financial information necessarily indicate the future results of operations, financial position or cash flows of Lassila & Tikanoja.

Unless otherwise mentioned, the figures in brackets refer to the corresponding period in the previous year.

October–December 2025 highlights

  • Net sales were EUR 111.2 million (105.4). Net sales grew by 5.5%.
  • Adjusted EBITA was EUR 9.0 million (10.2), which was 8.1% (9.7) of net sales.
  • Adjusted EBITA for Circular Economy business1 was EUR 9.6 million (10.3), or 8.6% (9.8) of net sales.
  • Operating profit was EUR 4.2 million (8.7), which was 3.8% (8.2) of net sales.
  • Earnings per share was EUR 0.08 (0.17).
  • Net cash flow from operating activities after investments was EUR 25.7 million (13.7).

January–December 2025 highlights

  • Net sales were EUR 426.6 million (423.9). Net sales grew by 0.7%.
  • Adjusted EBITA was EUR 40.6 million (44.4), which was 9.5% (10.5) of net sales.
  • Adjusted EBITA for Circular Economy business1 was EUR 42.1 million (44.7), or 9.9% (10.5) of net sales.
  • Operating profit was EUR 34.2 million (40.5), which was 8.0% (9.5) of net sales.
  • Earnings per share was EUR 0.67 (0.83).
  • Net cash flow from operating activities after investments was EUR 41.4 million (34.3).
  • The Board of Directors proposes a dividend of EUR 0.42 per share.

1Comparable, previously reported Circular Economy business on a carve‐out basis

Outlook for the year 2026

In 2026, net sales are estimated to be EUR 420–450 million and adjusted EBITA EUR 38–44 million. In 2025, the company's net sales amounted to EUR 426.6 million and adjusted EBITA was EUR 40.6 million (on a carve-out basis).

PRESIDENT AND CEO EERO HAUTANIEMI:

”Lassila & Tikanoja plc was demerged on 31 December 2025 into two separate listed companies: the New Lassila & Tikanoja Plc and Luotea Plc. The listing of Lassila & Tikanoja's circular economy business as an independent publicly listed company marks a significant milestone. Throughout its history, the company has demonstrated an ability to renew itself, respond to changes in society and the market, and seize new opportunities with confidence. As an independent company, Lassila & Tikanoja will focus fully on developing and growing its circular economy services, as well as meeting the increasing demand from customers and society for resource‐efficient circular solutions. The company has a strong foundation, skilled personnel, and a clear strategy for creating sustainable long‐term value for its shareholders.

Net sales for 2025 were EUR 426.6 million (423.9), an increase of 0.7 per cent compared to the previous year. In the Waste Management and Recycling service area, the challenging economic environment and the decline in waste material volumes affected net sales throughout the financial year. Net sales in the service area decreased by 1.8 per cent to EUR 278.1 million, although the business acquisition completed in June supported the growth of the pallet business throughout the second half of the year. In the Hazardous Waste and Remediation service area, net sales increased by 12.0 per cent to EUR 73.0 million, driven by a strong project pipeline in remediation and stable demand in hazardous waste. Net sales in Industrial Services and Water Treatment were in line with the previous year at EUR 81.3 million.

Carve‐out–based adjusted EBITA was EUR 40.6 million (44.4). Relative profitability remained at a good level, although the recession in the Finnish economy affected profitability development throughout the year. Efficiency measures implemented during the period helped adjust service production costs to lower volumes. Profitability for the year was burdened by approximately EUR 1 million in additional costs related to the implementation of the new ERP system, as well as the start of amortisation related to the system renewal investment, which had a negative impact of approximately EUR 1.1 million.

Cash flow improved compared to the previous year. Cash flow developed positively particularly in the final quarter of the year. Cash flow from operating activities after investments in January–December was EUR 41.4 million (34.3). The impact of acquisitions on cash flow from operating activities after investments was EUR -11.1 million (-1.5).

In 2025, L&T continued the determined execution of its growth strategy. In June, L&T acquired the pallet business of Stena Recycling Oy. The acquisition strengthens L&T's service offering and supports the growth of its circular economy business in line with the company's strategy. In December, L&T acquired the entire share capital of Viemärihuolto Reinikka Oy in Finland, and in Sweden the company expanded its process cleaning business by acquiring RecondConcept i Ånge AB. Viemärihuolto Reinikka Oy provides sewer maintenance services in the Central Ostrobothnia region. The acquisition of RecondConcept strengthens L&T's chemical cleaning, process industry, and energy sector services. The combined annual net sales of the acquisitions completed during the financial year amount to approximately EUR 13 million.

In December, Lassila & Tikanoja announced that it will invest in plastics recycling in Merikarvia. With the new independent plastics recycling plant, L&T's plastics recycling capacity in Merikarvia will increase by approximately 1.5 times.

L&T's sustainability performance remained strong during the review period. The company continued its determined efforts to minimise its own climate impact. The company's carbon footprint (Scope 1–2) decreased by 18% compared to the reference period. Emissions from its own operations have halved five years ahead of schedule. The reduction in the carbon footprint was driven by expanding the use of renewable fuels and investing in low‐emission equipment. The recycling rate of non‐hazardous waste rose to 61.8% (60.7), supported by higher pallet and plastic volumes, even though material volumes in construction and municipal sectors were weighed down by the challenging economic environment. Safety performance also continued to improve. The accident frequency rate decreased, and the number of proactive safety actions reached a record‐high level.”

Key Figures

Key Figures (EUR m) 10–12/
2025
10–12/
2024
Change % 1–12/
2025
1–12/
2024
Change %
Net sales 111.2 105.4 5.5 426.6 423.9 0.7
Adjusted EBITDA 20.3 20.8 -2.7 84.3 86.0 -2.0
Adjusted EBITDA, % 18.2 19.8 19.8 20.3
EBITDA 16.0 19.7 -18.9 79.8 83.8 -4.8
EBITDA, % 14.4 18.7 18.7 19.8
Adjusted EBITA 9.0 10.2 -11.9 40.6 44.4 -8.6
Adjusted EBITA, % 8.1 9.7 9.5 10.5
Operating profit 4.2 8.7 -51.6 34.2 40.5 -15.4
Result for the period 3.2 6.5 -51.3 25.7 31.5 -18.4
Earnings per share (EUR)1 0.08 0.17 -51.3 0.67 0.83 -18.4
Net cash flow from operating activities after investments 25.7 13.7 88.6 41.4 34.3 20.8
Net cash flow from operating activities after investments per share (EUR) 0.67 0.36 88.6 1.08 0.90 20.8
Gross capital expenditure 16.5 7.7 113.7 41.7 36.1 15.3
Dividend per share (EUR)2 0.42 n/a
Payout ratio, %2 62.4 n/a
Capital employed 360.4 321.4 12.1
Return on capital employed, % (ROCE) 10.6 13.7
Return on equity, % (ROE) 12.1 n/a
Net interest-bearing liabilities 150.2 67.4 122.8
Net interest-bearing debt / Adjusted EBITDA 1.8x n/a
Equity ratio, % 35.0 n/a
Gearing, % 86.9 n/a
Average number of employees in full-time equivalents 1,907 1,875 1.7
Total number of full-time and part-time employees at period-end 2,236 2,219 0.8

1All periods are calculated based on the number of shares at the date of the demerger 31 December 2025.
2 Proposal by the Board of Directors

Differences between the actual figures and the carve‐out principles affect the presentation of certain key figures. Key figures calculated based on equity, interest-bearing liabilities, and interest-bearing net debt are presented only as at 31 December 2025, because the information for earlier periods, which is presented on a carve‐out basis, does not reflect the capital and financing structure of Lassila & Tikanoja.

GROUP NET SALES AND FINANCIAL PERFORMANCE

October–December
Net sales for the final quarter were EUR 111.2 million (105.4), an increase of 5.5% year-on-year. Organic growth in net sales was 2.5%. The Waste Management and Recycling service area's net sales remained close to the comparison period level at EUR 69.6 million (70.4). The Hazardous Waste and Remediation service area's net sales grew to EUR 23.9 million (16.7), supported by remediation projects. Net sales in Industrial Services and Water Treatment were in line with the comparison period at EUR 19.9 million (19.8).

Adjusted EBITA was EUR 9.0 million (10.2), representing 8.1% (9.7) of net sales. Adjusted EBITA for the Circular Economy business was EUR 9.6 million (10.3), or 8.6% (9.8) of net sales.

Operating profit was EUR 4.2 million (8.7), representing 3.8% (8.2) of net sales. Operating profit included EUR 4.3 million in items affecting comparability. Operating profit was weakened by a EUR 1.3 million fair value adjustment related to the deferred consideration for the acquisition of Sand & Vattenbläst i Tyringe AB (“SVB”). Operating profit was further reduced by expenses totalling EUR 2.9 million in items affecting comparability, mainly related to the preparation of the partial demerger and business acquisitions. Earnings per share were EUR 0.08 (0.17).

Net financial expenses for the final quarter decreased to EUR -1.0 million (-1.5). The share of the profit from the joint venture Laania Oy totalled EUR 0.9 million (0.9) in the final quarter.

January–December
Net sales for 2025 were EUR 426.6 million (423.9), an increase of 0.7% year-on-year. Organic decrease in net sales was 1.0%. Net sales in the Waste Management and Recycling service area declined by 1.8% and amounted to EUR 278.1 million (283.1). The challenging economic environment and the decrease in waste management material volumes affected net sales development throughout the financial year. On the other hand, net sales were supported by growth in the pallet business following the acquisition completed in June. Net sales in the Hazardous Waste and Remediation service area increased by 12.0% to EUR 73.0 million (65.2). In remediation, net sales grew due to a strong project pipeline, while demand in hazardous waste remained stable. Net sales in Industrial Services and Water Treatment were in line with the comparison period at EUR 81.3 million (81.3).

Adjusted EBITA was EUR 40.6 million (44.4), representing 9.5% (10.5) of net sales. Adjusted EBITA for the Circular Economy business was EUR 42.1 million (44.7), corresponding to 9.9% (10.5) of net sales. Relative profitability remained at a good level, although the recession in the Finnish economy affected profitability development throughout the financial year. The challenging economic situation particularly affected waste management volumes. Although the company strengthened its position in municipal contracts and producer responsibility organisations compared to the previous year, net sales declined in other customer segments. Efficiency measures implemented during the period helped adjust service production costs to lower volumes. Profitability for the year was burdened by approximately EUR 1 million in additional costs related to the implementation of the new ERP system, as well as the start of amortisation related to the system renewal investment, which had a negative earnings impact of approximately EUR 1.1 million.

Operating profit was EUR 34.2 million (40.5), representing 8.0% (9.5) of net sales.
Operating profit included EUR 4.5 million in items affecting comparability. Operating profit was improved by a EUR 0.9 million fair value adjustment related to the deferred consideration for the acquisition of Sand & Vattenbläst i Tyringe AB (“SVB”). Operating profit was reduced by expenses totalling EUR 5.4 million in items affecting comparability, mainly related to the preparation of the partial demerger and business acquisitions. Earnings per share were EUR 0.67 (0.83).

Lassila & Tikanoja completed three acquisitions in 2025. In June, L&T acquired the pallet business of Stena Recycling Oy, which has generated annual net sales of approximately EUR 10 million. The acquisition strengthens L&T's service offering and supports the growth of the circular economy business in line with the strategy. Lassila & Tikanoja acquired the shares of Viemärihuolto Reinikka Oy on 1 December 2025. Viemärihuolto Reinikka Oy provides sewer maintenance services in Central Ostrobothnia, employs 10 people, and had net sales of approximately EUR 2 million in 2024. The acquisition strengthens L&T's local service network as well as sewer maintenance services for industrial, SME, and private customers in the Kokkola area. In Sweden, Lassila & Tikanoja expanded its process cleaning business by acquiring RecondConcept i Ånge AB on 1 December 2025. The acquisition strengthens L&T's chemical cleaning and process and energy industry services. In the previous financial year, RecondConcept had net sales of approximately EUR 1.2 million and employed 7 people.

In December, Lassila & Tikanoja announced that it will invest in plastics recycling in Merikarvia. A property lease agreement with the municipality enables the expansion of L&T's plastics recycling operations. At the same time, L&T is purchasing plastic-processing equipment from a bankruptcy estate of a company that previously operated at the site. In addition to the lease agreement and the equipment purchase, L&T is investing more than one million euros in modernising the industrial facility and developing the processing lines. With the new independent plastics recycling plant, L&T's plastics recycling capacity in Merikarvia will increase by approximately 1.5 times.

Net financial expenses for the financial year were EUR -4.6 million (-4.7). The share of the profit of the joint venture Laania Oy was EUR 1.9 million (3.2). Laania's results were burdened by an exceptionally warm spring, which reduced demand for energy wood.

FINANCING
In 2025, net cash flow from operating activities amounted to EUR 73.4 million (74.0). A total of EUR 0.3 million in working capital was tied up during the financial year (EUR 1.5 million released). Net cash flow from operating activities after investments totalled EUR 41.4 million (34.3). Net cash flow from operating activities after investments for the financial year was supported by lower operative investments than in the comparison period and reduced by acquisitions, which had an impact of EUR 11.1 million (1.5).

At the end of the financial year, interest-bearing liabilities amounted to EUR 187.6 million. Net interest-bearing liabilities totalled EUR 150.2 million. The average interest rate on long-term loans, excluding lease liabilities, was 3.2%.

External loans of the company have not been included in the carve‐out financial information for the comparative period. As part of the financing arrangements, the EUR 75 million unsecured notes, the EUR 35 million and EUR 15 million term loans, and the EUR 40 million revolving credit facility were transferred to Lassila & Tikanoja in the demerger. At the end of the review period, the committed EUR 40 million revolving credit facility was fully unused.

The unsecured notes will mature in the second quarter of 2028 and bear fixed annual interest at the rate of 3.375 per cent. The notes are linked to sustainability targets, which include reducing the company's own greenhouse gas emissions (Scope 1 and 2) and reducing subcontractors' fuel usage in transportation (Scope 3).

The EUR 35 million and EUR 15 million term loans as well as the EUR 40 million revolving credit facility will mature in the second quarter of 2028, with a two‐year extension option included in the agreements. The financing arrangements include following financial covenants: equity ratio and the net debt to EBITDA ratio. Compliance with the covenant terms is monitored on a quarterly basis.

On 19 February 2026, Lassila & Tikanoja Plc entered into an agreement for a EUR 100 million domestic commercial paper program. Under the program, the company may issue commercial papers with maturities of less than one year. The financing arrangement broadens Lassila & Tikanoja Plc's financing base and ensures the Group's normal working capital financing. The program was arranged by Danske Bank A/S, Finland Branch, Nordea Bank Plc, and OP Corporate Bank Plc.

Net financial expenses totalled EUR -4.6 million (-4.7). Net financial expenses were 1.1% (1.1) of net sales.

The equity ratio was 35.0% and gearing was 86.9%. Net debt / adjusted EBITDA was 1.8x. The Group's total equity amounted to EUR 172.8 million. Cash and cash equivalents at the balance sheet date totalled EUR 37.4 million.

CAPITAL EXPENDITURE
Gross capital expenditure for the financial year totalled EUR 41.7 million (36.1). Operative capital expenditure excluding acquisitions amounted to EUR 29.2 million (34.3). The capital expenditure consisted primarily of machine and equipment purchases, as well as investments in information systems. Acquisitions accounted for approximately EUR 12.5 million (1.8) of the gross capital expenditure.

SUSTAINABILITY

L&T's sustainability performance remained strong during the review period. The company continued its determined efforts to minimise its own climate impact. The company's carbon footprint (Scope 1–2) decreased by 18% year-on-year. Emissions from the company's own operations have now halved five years ahead of the target schedule (Scope 1–2, relative to the 2018 baseline). The reduction in the carbon footprint was driven by the expanded use of renewable fuels and investments in low‐emission equipment. The share of renewable diesel and fuel oil increased to 38% of total liquid fuel consumption. Of the investments made in heavy vehicles and machinery, 38% were directed towards low‐emission gas‐powered or electric equipment.

The recycling rate of non‐hazardous waste rose to 61.8% (60.7), supported by higher volumes of pallets and plastics. Overall, material volumes in construction and municipal sectors were weighed down by the challenging economic environment. Safety performance also continued to develop positively. The accident frequency rate improved, and the number of proactive safety actions reached a record-high level.

Progress towards sustainability targets

Indicator 2025 2024 Target Target to be achieved by
ENVIRONMENTAL RESPONSIBILTY
Carbon handprint (tCO2e) i.e. emissions prevented -378,000 -436,000 growth faster than net sales
Carbon footprint (tCO2e) Scope 1 & 2 19,900 24,400 net zero 2045
Recycling rate of material flows managed by L&T (%) 61.8 60.7
SOCIAL RESPONSIBILITY
Total recordable incident frequency (TRIF) 21.8 24.1 15.0 2030
Sickness-related absences (%) 5.2 5.2 4.0 2030

PERSONNEL
In 2025, the average number of employees converted into full-time equivalents was 1,907 (1,875). At the end of the review period, L&T had a total of 2,236 (2,219) full-time and part-time employees.

Number of employees at period-end 2025 2024
Group 2 236 2 219
Finland 2 133 2 123
Sweden 103 96

SHARES AND SHARE CAPITAL
Traded volume and price
Trading in the Lassila & Tikanoja Plc's shares commenced on the official list of Nasdaq Helsinki Ltd on 2 January 2026, following the completion of the partial demerger of Lassila & Tikanoja plc (currently Luotea Plc) on 31 December 2025.

Own shares
At the end of the financial year, the company held no own shares.

Share capital and number of shares
The company's registered share capital amounts to EUR 80,000 and the number of
outstanding shares was 38,211,724 at the end of the financial year.

Share-based incentive plans
The purpose of the Lassila & Tikanoja's long-term incentive plans is to commit their participants to the
long-term interests and to enhance the shareholder value, as well as to offer a competitive, ownership-based reward scheme. The company has the following share-based incentive plan under which share rewards remain to be paid on the balance sheet date:

Performance-based share incentive plan 2023–2027, which includes three-year performance periods 2023–2025, 2024–2026 and 2025–2027. During the performance periods, performance is measured based on the criteria set by the demerged company (old Lassila & Tikanoja, currently Luotea Plc). The rewards payable based on the performance periods will be paid no later than five months after the end of the performance period in a combination of shares and cash.

According to the demerger plan, the Board of Directors of the former Lassila & Tikanoja have resolved on the effects of the demerger on the Performance Share Plan's performance periods in accordance with the terms of the Performance Share Plan. For the 2023–2025 performance period of the Performance Share Plan, the result is calculated as per the number of the former Lassila &Tikanoja's shares and confirmed in euros. The reward amount earned in euros is converted into shares of the Performance Share Plan participant's employer company at the time of payment.

The New Lassila & Tikanoja intends to continue the former Lassila & Tikanoja's existing Performance Share Plan on substantially the same terms, but with the amendment that the rewards will be in the new Lassila & Tikanoja's shares instead of the former Lassila & Tikanoja's shares and the rewards payable, as expressed in number of the new Lassila & Tikanoja shares, will be adjusted accordingly. The rewards payable under the current Performance Share Plan for the performance periods 2024–2026 and 2025–2027 will be converted into shares in the new Lassila & Tikanoja based on the formation of the price of the new Lassila & Tikanoja's shares after the listing.

Following the completion of the demerger, the Board of Directors of the New Lassila & Tikanoja will resolve on the details of the New Lassila & Tikanoja's share-based incentive plans.

Shareholders
At the end of the financial year, the company had 24,234 shareholders. Nominee-registered
holdings accounted for 13.2% of the total number of shares.

Flagging notifications
The company did not receive notifications pursuant to chapter 9, section 5 of the Securities Markets Act during the review period.

Authorisations for the Board of Directors
The Extraordinary General Meeting of the former Lassila & Tikanoja plc (currently Luotea Plc), which was held on 4 December 2025, resolved as part of the demerger resolution and conditional upon the completion of the demerger, on authorising the Board of Directors of the New Lassila & Tikanoja to the repurchase of the company's own shares using the company's unrestricted equity. In addition, the Extraordinary General Meeting authorised the Board of Directors to decide on a share issue and the issuance of special rights entitling their holders to shares.

The Board of Directors is authorised to purchase a maximum of 2,000,000 company shares (5.2%
of the total number of shares). The authorisation is valid until the conclusion of the first Annual General Meeting held by the New Lassila & Tikanoja following the completion of the demerger.

The Board of Directors is authorised to decide on the issuance of new shares or shares which may
be held by the company through a share issue and/or issuance of option rights or other special
rights conferring entitlement to shares, referred to in Chapter 10, Section 1 of the Finnish Companies Act, so that under the authorisation, a maximum of 2,000,000 shares (5.2% of the total number of shares) may be issued and/or conveyed. The authorisation is valid until the conclusion of the first Annual General Meeting held by the New Lassila & Tikanoja following the completion of the demerger.

RESOLUTIONS BY THE EXTRAORDINARY GENERAL MEETING
The Extraordinary General Meeting of the former Lassila & Tikanoja plc (currently Luotea Plc), which was held on 4 December 2025, resolved on the partial demerger of Lassila & Tikanoja and, as part of the demerger resolution and conditional upon the completion of the demerger, on the establishment of a new independent company to be named Lassila & Tikanoja (the“New Lassila & Tikanoja”), the composition of the Board of Directors of the New Lassila & Tikanoja, authorising the Board of Directors of the New Lassila & Tikanoja to issue shares and special rights entitling to shares in the New Lassila & Tikanoja and to decide on repurchase of the New Lassila & Tikanoja's own shares and on acceptance as pledge of the New Lassila & Tikanoja s own shares. The Extraordinary General Meeting resolved, conditional upon the completion of the demerger, on the remuneration of the Board of Directors, the election and remuneration of the auditor and the verifier of the New Lassila & Tikanoja's sustainability report and the establishment of the Shareholders' Nomination Board of the New Lassila & Tikanoja and adopted the remuneration policy of the New Lassila & Tikanoja.

As part of the demerger resolution and conditional upon the completion of the demerger, the Extraordinary General Meeting confirmed the number of members of the Board of Directors of the New Lassila & Tikanoja as five (5). Jukka Leinonen was elected as Chair of the Board of Directors, Sakari Lassila as Vice Chair of the Board of Directors, and Tuija Kalpala, Teemu Kangas-Kärki and Anna-Maria Tuominen-Reini as members of the Board of Directors of the New Lassila & Tikanoja.

Conditional upon the completion of the demerger, the Extraordinary General Meeting elected PricewaterhouseCoopers Oy, Authorised Public Accountants, as the New Lassila & Tikanoja's auditor. PricewaterhouseCoopers Oy has informed the Company that Samuli Perälä, Authorised Public Accountant, would act as the New Lassila & Tikanoja's auditor with principal responsibility. Conditional upon the completion of the demerger, the Extraordinary General Meeting elected PricewaterhouseCoopers Oy, Authorised Sustainability Audit Firm, as the verifier of the New Lassila & Tikanoja's sustainability report. PricewaterhouseCoopers Oy has informed the Company that Samuli Perälä, Authorised Sustainability Auditor, would act as the principal verifier of the New Lassila & Tikanoja's sustainability report.

The resolutions of the Extraordinary General Meeting were announced in more detail in a stock exchange release by Luotea Plc on 4 December 2025.

BOARD OF DIRECTORS

The members of Lassila & Tikanoja Plc's Board of Directors are Tuija Kalpala, Teemu Kangas-Kärki, Sakari Lassila, Jukka Leinonen and Anna-Maria Tuominen-Reini. The former Lassila & Tikanoja plc's Extraordinary General Meeting held on 4 December 2025 elected Jukka Leinonen as the Chairman of the Board and Sakari Lassila as the Vice Chairman.

In its constitutive meeting held on 2 January 2026, the Board of Directors elected the members of the Audit Committee and the Personnel and Sustainability Committee from amongst its members. Teemu Kangas-Kärki (Chairman), Sakari Lassila and Anna-Maria Tuominen-Reini were elected to the Audit Committee. Jukka Leinonen (Chairman), Sakari Lassila and Tuija Kalpala were elected to the Personnel and Sustainability Committee.

EVENTS AFTER THE REVIEW PERIOD

Lassila & Tikanoja Plc announced on 2 January 2026, that in 2026 it will disclose financial information as follows:

  • Financial Statements Release 2025: Friday 27 February 2026 at 8.00 am
  • Interim Report January – March: Wednesday 6 May 2026 at 8.00 am
  • Half-year Financial Report January – June: Thursday 6 August 2026 at 8.00 am
  • Interim Report January – September: Wednesday 28 October 2026 at 8.00 am

Lassila & Tikanoja Plc's Annual Report 2025 will be published on the Group's website at during week 15. The Annual General Meeting is tentatively scheduled for Tuesday 28 April 2026. The Board of Directors will decide on the summoning of the meeting at a later date.

The company announced the composition of Lassila & Tikanoja Plc's Nomination Board on 29 January 2026. Lassila & Tikanoja Plc's three largest shareholders, who are entitled to appoint a representative to Lassila & Tikanoja Plc's Shareholders' Nomination Board are the first groups of shareholders (Evald and Hilda Nissi Foundation and Bergholm Heikki), the second group of shareholders (Chemec Oy, CH-Polymers Oy, Maijala Eeva, Maijala Investment Oy, Maijala Juhani, Maijala Juuso, Maijala Miikka, Maijala Mikko, Maijala Roope and Maijala Tuula) and Nordea Funds Ltd (through 11 funds managed by it).

The following persons have been appointed as their representatives in Lassila & Tikanoja's Nomination Board: Juhani Lassila, Miikka Maijala and Josefin Degerholm. The Chairman of Lassila & Tikanoja Plc's Board of Directors, Jukka Leinonen, acts as the fourth member of the Nomination Board. The Chairman of the Nomination Board is Juhani Lassila.

Lassila & Tikanoja Plc received a notification from Protector Forsikring ASA on 30 January 2026, according to which its shareholding in Lassila & Tikanoja decreased below 5 per cent on 29 January 2026.

Lassila & Tikanoja Plc announced on 16 February 2026, that a member of Lassila & Tikanoja Plc's Group Executive Board, Hilppa Rautpalo (Senior Vice President, Legal, HR and EHSQ), has announced her decision to leave the company to take up a new position outside the organization by August 2026 at the latest.

Lassila & Tikanoja announced on 26 February 2026 Lassila & Tikanoja's Shareholders' Nomination Board proposals for the 2026 Annual General Meeting.

The Shareholders' Nomination Board proposes the Board of Directors to have five (5) members. The Nomination Board proposes that all of the current members, Tuija Kalpala, Teemu Kangas-Kärki, Sakari Lassila, Jukka Leinonen and Anna-Maria Tuominen-Reini be re-elected to the Board of Directors. In addition, the Nomination Board proposes that Jukka Leinonen be re-elected as Chairman of the Board of Directors and Sakari Lassila as Vice Chairman.

The Shareholders' Nomination Board proposes that the remuneration of the members of the Board of Directors be as follows:

– chairman, EUR 70,000 per year (2025: EUR 70,000);
– vice chairman, EUR 47,000 per year (2025: EUR 47,000);
– members, EUR 35,000 per year (2025: EUR 35,000);

However, if a member of the Board of Directors were to serve as the chairman of the Audit Committee or the Personnel and Sustainability Committee, and not simultaneously serve as the chairman or vice chairman of the Board of Directors, their annual remuneration will be EUR 47,000.

Lassila & Tikanoja announced on 27 February 2026 that the Company will launch a share repurchase programme for share‐based incentive schemes and remuneration of the Board of Directors. The Board of Directors of Lassila & Tikanoja Plc has decided to exercise the authorisation granted by the Extraordinary General Meeting held on 4 December 2025 to repurchase the Company's own shares. The repurchase of shares will commence at the earliest on 2 March 2026 and end at the latest on 28 April 2026. The maximum number of shares to be repurchased is 150,000, representing approximately 0.39 per cent of all shares in Lassila & Tikanoja Plc.

Lassila & Tikanoja announced on 27 February 2026 that the company's Board of Directors has decided to establish a new long-term share-based incentive scheme for the Group's key employees. The aim of the new scheme is to align the objectives of the Company, shareholders and key employees to increase the value of the Company in the long term, to strengthen the commitment of key employees to the Company and to offer them a competitive reward plan that is based on earning and accumulating the Company's shares as well as on appreciation of the share price.

The Performance Share Plan 2026–2030 comprises three (3) three-year (3) performance periods, covering the calendar years 2026–2028, 2027–2029 and 2028–2030. In the plan, a participant has the opportunity to earn Lassila & Tikanoja Plc shares based on the achievement of performance criteria. The Board of Directors decides on the performance criteria of the plan and the performance levels to be set for each performance criterion at the beginning of a performance period. The potential rewards based on the plan will be paid after the end of each performance period. During the performance period 2026–2028, the earning of rewards is based on the following performance criteria:

  • Return on capital employed (ROCE) (30 %) during the period 2026–2028;
  • Revenue growth (30 %) during the period 2026–2028;
  • Total shareholder return (rTSR) (30 %) during the period 2026–2028;
  • Reduction of the carbon footprint (ESG) (10 %) during the period 2026–2028.

The rewards to be paid based on the performance period 2026–2028 correspond to the value of approximately 218,677 Lassila & Tikanoja Plc shares in maximum total, also including the portion to be paid in cash. The target group of the Performance Share Plan during the performance period 2026–2028 consists of approximately 25 key employees, including the Group's President and CEO and the Group Executive Board.

NEAR-TERM RISKS AND UNCERTAINTIES

General economic uncertainty may affect the level of economic activity among customers, which
may reduce the demand for L&T's services.

Lassila & Tikanoja's business is susceptible to economic fluctuations and changing market
conditions and variations in the industries of L&T's customers may affect the demand for L&T's
services and solutions.

Lassila & Tikanoja's business lines are competitive, and increased competition or failure in
reacting to competitive situations may result in L&T losing market position.

Lassila & Tikanoja's business is sensitive to fluctuations in the pricing and supply of materials, raw
materials, and capital goods.

The Finnish Waste Act was amended in July 2021. Under the reforms to the Waste Act,
municipalities take on a larger role in organising the collection of packaging materials and
biowaste from housing properties. As a consequence of the reform, L&T's direct customer
agreements with housing properties on the separate collection of packaging waste and biowaste
were transferred to municipalities for competitive bidding gradually between 1 July 2022 and 1 July
2025. L&T estimates that, as a result of municipalisation, approximately EUR 100 million of the
Finnish waste management market will be moved out of the scope of free competition between
2024 and 2028. L&T participates in the competitive tendering of municipal contracts and is a
significant operator in municipal contracts. Nevertheless, L&T estimates that the overall impact of
the change will be negative for the company.

Lassila & Tikanoja may become liable for environmental damages, which could result in significant
costs and reputational harm.

The company has several ERP system roll-outs under way. Temporary additional costs
arising from system deployments and establishing the operating model may weigh down the
company's result.

Lassila & Tikanoja's merger and acquisition activities expose L&T to various risks that may have a
material adverse effect on its business operations.

Lassila & Tikanoja operates in a labour-intensive industry and failures in recruiting skilled
personnel, losing senior managers or key employees or other disruptions in the availability or work
capacity of personnel may adversely affect L&T's business, and it may fail in recruiting and
retaining people with the required skill set.

Lassila & Tikanoja's operations and services rely largely on data networks and digital solutions,
and any malfunctions in and breaches or attacks targeting such networks and solutions as well
as potential failures in information system development projects as well as lack of adequate data
processing agreements may adversely affect the business and financial position of L&T and lead
to reputational damage.

The geopolitical situation involves continued uncertainty due to Russia's war of aggression and
the U.S. customs policy. The indirect impacts on overall economic activity in Finland and Sweden
may have a negative impact on net sales and profit.

PROPOSAL FOR THE DISTRIBUTION OF PROFITS

According to the Financial Statements, Lassila & Tikanoja Plc's unrestricted equity amounts to EUR
42,316,205.58, with the profit for the period representing EUR 16,366,364.95 of this total. There were
no substantial changes in the financial position of the company after the end of the period, and
the solvency test referred to in Chapter 13, Section 2 of the Companies Act does not affect the
amount of distributable profits.

The Board of Directors proposes to the Annual General Meeting that a dividend of EUR 0.42 per
share be paid for the financial year 2025. The Board of Directors proposes that the dividend be paid in two instalments. The first instalment of EUR 0.21 per share would be paid in May 2026 and the second instalment of EUR 0.21 per share in October 2026.

On the day the proposal for the distribution of profit was made, the number of shares entitling to
dividend was 38,211,724, which means the total amount of the dividend would be EUR
16,048,924.08. The Group's earnings per share amounted to EUR 0.67.

Lassila & Tikanoja's Annual Report, which includes the Report by the Board of Directors and the
financial statements for 2025, will be published during week 15 at The Annual General Meeting is tentatively scheduled for Tuesday 28 April 2026. The Board of Directors will decide on the summoning of the meeting at a later date.

Helsinki 26 February 2026
LASSILA & TIKANOJA PLC
Board of Directors
Eero Hautaniemi
President and CEO
For additional information, please contact:
Eero Hautaniemi, President and CEO, tel. +358 10 636 2810
Joni Sorsanen, CFO, tel. +358 50 443 3045

Lassila & Tikanoja is a leading Nordic circular economy company committed to unleashing the potential of circularity together with its customers and partners. Our services include waste management and recycling, hazardous waste and remediation services as well as industrial services and water treatment. Our goal is to strengthen an efficient infrastructure in society and promote the sustainable use of materials by transforming waste streams into valuable raw materials. L&T employs approximately 2,300 people in Finland and Sweden and is listed on Nasdaq Helsinki.

Distribution:
Nasdaq Helsinki
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  • Lassila-Tikanoja-Financial-Statements-Release-2025pdf

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