Lassila & Tikanoja plc
Stock exchange release
29 October 2025 at 8:00 a.m
Lassila & Tikanoja plc: Interim Report 1 January–30 September 2025
SIGNIFICANT PROFITABILITY IMPROVEMENT IN FACILITY SERVICES BUSINESSES, STABLE PERFORMANCE IN CIRCULAR ECONOMY BUSINESS
Unless otherwise mentioned, the figures in brackets refer to the corresponding period in the previous year.
- Net sales for the third quarter were EUR 199.5 million (192.3). Net sales increased by 3.8%.
- Adjusted operating profit for the third quarter was EUR 20.1 million (20.0), representing 10.1% (10.4) of net sales. Operating profit was EUR 18.2 million (18.9), representing 9.1% (9.8) of net sales. Earnings per share were EUR 0.33 (0.35)
- Net sales for January–September were EUR 571.4 million (576.5). Net sales decreased by 0.9%.
- Adjusted operating profit for January–September was EUR 37.7 million (32.7) and operating profit was EUR 34.9 million (28.2).
- Net cash flow from operating activities after investments for January–September totalled EUR 11.4 million (12.2).
- Earnings per share for January–September were EUR 0.63 (0.51) and net cash flow from operating activities after investments per share was EUR 0.30 (0.32).
- On 15 October 2025, the Company specified its outlook for the year 2025 regarding adjusted operating profit. As a result of solid performance in the beginning of 2025, and particularly due to improved adjusted operating profit in Facility Services Finland and Facility Services Sweden, adjusted operating profit is estimated to be EUR 44 – 48 million in 2025.
- The preparation for the partial demerger, initiated in December 2024, progressed as planned during the review period. On 7 August 2025, the Board of Directors of Lassila & Tikanoja plc approved a demerger plan to separate the circular economy business operations into a new publicly listed company.
Outlook for the year 2025 (specified on 15 October 2025)
Net sales in 2025 are estimated to be at the same level as in the previous year, and adjusted operating profit is estimated to be EUR 44 – 48 million.
PRESIDENT AND CEO EERO HAUTANIEMI:
“Net sales for January–September of 2025 totalled EUR 571.4 million (576.5). Adjusted operating profit was EUR 37.7 million (32.7). Adjusted operating profit improved significantly in Facility Services Businesses. In the Circular Economy Business, adjusted operating profit declined slightly compared to the previous year.
In Circular Economy Business, relative profitability remained almost at the level of the comparison period, although the challenging economic cycle affected demand throughout the review period. Especially in the construction industry customer segment, the demand for recycling and waste management services decreased compared to the comparison period. In the hazardous waste business line, both net sales and profitability remained at a good level. In process cleaning, net sales increased slightly from the strong comparison period due to an especially active third quarter. The annual maintenance breaks in the industrial sector were carried out as planned, and project resourcing was mostly successful. In the environmental construction business, net sales grew driven by a strong project portfolio. The efficiency measures helped to adjust the costs of service production of the whole division to the current market situation.
In Facility Services businesses, profitability improved in both Finland and Sweden. In Facility Services Finland, the decrease in net sales was affected by planned optimisation of the customer portfolio as well as a mild winter. The demand for digital services, such as data-driven cleaning services and AI-assisted energy efficiency services, remained strong. Measures to streamline the cost structure and efficiency of the operations continued, leading to a clear improvement in the division's operating profit. Profitability improved compared to the comparison period especially in property maintenance business. In Facility Services Sweden, net sales increased due to new customer contracts and the strengthening of the Swedish krona. The division's operating loss decreased as expected. Measures to simplify operating models and adjust the cost level continued. The adjusted operating result for the division was positive in the third quarter.
L&T’s sustainability performance remained strong during the review period. The company’s carbon footprint (Scope 1–2) decreased by 19% compared to the reference period. The reduction in carbon footprint was driven by the expanded use of renewable fuels and investments in low-emission fleet. Customer satisfaction (NPS) reached an all-time high of 41. In addition, the total recordable incident frequency decreased compared to the comparison period.
In December 2024, the company initiated the planning of the possible separation of its circular economy businesses and facility services businesses into two independent listed companies. The plan is to separate the circular economy businesses into a newly listed company through a partial demerger of Lassila & Tikanoja plc. It is expected that the separation of the circular economy and facility services businesses could increase shareholder value by enabling both businesses to pursue their own strategies and growth opportunities more effectively. The preparation of the partial demerger progressed as planned during the review period, and on 7 August 2025, the Board of Directors of Lassila & Tikanoja plc approved the demerger plan to separate the circular economy business into a new publicly listed company. The demerger is subject to approval by an Extraordinary General Meeting of the company, which will be held on 4 December 2025. The planned effective date of the demerger is 31 December 2025.”
GROUP NET SALES AND FINANCIAL PERFORMANCE
July–September
Net sales for the third quarter totalled EUR 199.5 million (192.3), representing a year-on-year increase of 3.8%. The organic increase in net sales was 2.2%. Adjusted operating profit was EUR 20.1 million (20.0), representing 10.1% (10.4) of net sales. Operating profit was EUR 18.2 million (18.9), representing 9.1% (9.8) of net sales. Operating profit included items affecting comparability totalling EUR 2.0 million consisting mainly of expenses arising from the preparation of the partial demerger, expenses related to business acquisitions as well as expenses related to the ongoing efficiency programme. Earnings per share were EUR 0.33 (0.35).
Net sales increased in Circular Economy Business and Facility Services Sweden and decreased in Facility Services Finland. Adjusted operating profit improved in Facility Services Sweden, remained at the same level as the comparison period in Facility Services Finland and declined in Circular Economy Business. Operating profit improved in Facility Services Sweden, remained at the same level as the comparison period in Facility Services Finland and declined in Circular Economy Business.
Net financial expenses decreased to EUR -2.0 million (-2.2.) in the third quarter. The result of the third quarter was negatively affected by the decline of the share of the profit of the joint venture Laania Oy to EUR -0.2 million (0.2).
January–September
Net sales for January-September totalled EUR 571.4 million (576.5), representing a year-on-year decrease of 0.9%. The organic decrease in net sales was 1.6%. Adjusted operating profit was EUR 37.7 million (32.7), representing 6.6% (5.7) of net sales. Operating profit was EUR 34.9 million (28.2), representing 6.1% (4.9) of net sales. Operating profit included items affecting comparability totalling EUR 2.8 million. Operating profit was increased by a change of EUR 2.2 million in the fair value of the deferred consideration related to the acquisition of Sand & Vattenbläst i Tyringe AB (“SVB”) as well as a release of a provision totalling EUR 0.9 million related to Facility Services Sweden’s onerous contracts. Operating profit was decreased by costs affecting comparability totalling EUR 5.9 million consisting mainly of expenses arising from the preparation of the partial demerger, expenses related to business acquisitions as well as expenses related to the ongoing efficiency programme. Earnings per share were EUR 0.63 (0.51).
Net sales increased in Facility Services Sweden, remained at the same level as the comparison period in Circular Economy Business and decreased in Facility Services Finland. Adjusted operating profit improved in Facility Services Finland and Sweden and declined in Circular Economy Business. Operating profit improved in all divisions.
Net financial expenses decreased to EUR -5.8 million (-6.2). The share of the profit of the joint venture Laania Oy amounted to EUR 1.0 million (2.3). The result of the joint venture Laania was negatively affected by an exceptionally warm spring, which weakened demand for energy wood.
Financial summary
| 7-9/2025 | 7-9/2024 | Change % | 1-9/2025 | 1-9/2024 | Change % | 1-12/2024 | |
| Net sales, EUR million | 199.5 | 192.3 | 3.8 | 571.4 | 576.5 | -0.9 | 770.7 |
| Adjusted operating profit, EUR million | 20.1 | 20.0 | 0.8 | 37.7 | 32.7 | 15.5 | 43.2 |
| Adjusted operating margin, % | 10.1 | 10.4 | 6.6 | 5.7 | 5.6 | ||
| Operating profit, EUR million | 18.2 | 18.9 | -3.9 | 34.9 | 28.2 | 23.6 | 9.8 |
| Operating margin, % | 9.1 | 9.8 | 6.1 | 4.9 | 1.3 | ||
| Adjusted EBITDA, EUR million | 34.9 | 33.7 | 3.5 | 80.3 | 74.3 | 8.0 | 99.1 |
| Adjusted EBITDA, % | 17.5 | 17.5 | 14.1 | 12.9 | 12.9 | ||
| EBITDA, EUR million | 33.0 | 32.7 | 0.8 | 77.4 | 69.9 | 10.8 | 89.0 |
| EBITDA, % | 16.5 | 17.0 | 13.6 | 12.1 | 11.5 | ||
| Earnings per share, EUR | 0.33 | 0.35 | -5.8 | 0.63 | 0.51 | 23.1 | -0.05 |
| Net cash flow from operating activities after investments per share, EUR | 0.23 | 0.42 | 0.30 | 0.32 | 1.07 | ||
| Return on equity (ROE), % | 15.1 | 11.3 | -0.8 | ||||
| Capital employed, EUR million1 | 421.9 | 440.3 | -4.2 | 396.1 | |||
| Return on capital employed (ROCE), %1 | 4.4 | 9.0 | 3.3 | ||||
| Equity ratio, %1 | 35.2 | 36.7 | 35.4 | ||||
| Gearing, %1 | 78.9 | 77.3 | 73.2 |
1 The figure for the January-September of 2024 has been adjusted. The adjustment relates to the correction of an error made in the 2024 financial statements concerning the figures for 2023. More information about the error correction is presented in the 2024 consolidated financial statements.
NET SALES AND OPERATING PROFIT BY DIVISION
Circular Economy Business
July–September
The net sales of the Circular Economy Business for the third quarter were EUR 116.1 million (110.4). Adjusted operating profit was EUR 15.1 million (16.4). Operating profit was EUR 15.0 million (16.2).
January–September
The net sales of the Circular Economy Business for January-September were EUR 315.5 million (318.6). Adjusted operating profit was EUR 31.1 million (33.0). Operating profit was EUR 33.3 million (32.4). Operating profit was increased by a change of EUR 2.2 million in the fair value of the deferred consideration related to the acquisition of Sand & Vattenbläst i Tyringe AB (“SVB”). The change in the fair value is due to the increase of SVB’s net interest-bearing liabilities as well as the decline in SVB’s EBITDA forecast for year 2025.
In Circular Economy Business, relative profitability remained at the level of the comparison period, although the challenging economic cycle affected demand throughout the review period. Especially in the construction industry customer segment, the demand for recycling and waste management services decreased compared to the comparison period. In the hazardous waste business line, both net sales and profitability remained at a good level. In process cleaning, net sales increased slightly from the strong comparison period due to an especially active third quarter. The annual maintenance breaks in the industrial sector were carried out as planned, and project resourcing was mostly successful. In the environmental construction business, net sales grew driven by a strong project portfolio, but the weak economic situation in the Finnish construction market was reflected in a decrease in the volumes of material flows delivered to material treatment centres. The efficiency measures helped to adjust the costs of service production of the whole division to the current market situation.
In May 2025, a two-year environmental construction project was launched for Boliden Harjavalta. As part of the construction project, L&T is expanding Boliden Harjavalta’s current landfill site, which processes copper and nickel. The extensive expansion project involves building over 16 hectares of new landfill site.
On June 2, 2025, Lassila & Tikanoja acquired the pallet business of Stena Recycling Oy. The annual net sales of the business have been approximately EUR 10 million. The acquisition strengthens L&T’s service offering and supports the growth of its circular economy business in line with strategy. As a result of the business acquisition, the pallet business will employ just over 30 people across four locations.
A major system renewal has been underway in the circular economy business, including the replacement of the enterprise resource planning (ERP) system. The deployment phase of the project continued during the review period. Additional costs related to the deployment in January–September 2025 amounted to approximately EUR 0.8 million. The total investment in system projects initiated in 2018 amounted to approximately EUR 19.1 million by the end of 2024. The amortisation of the system renewal investment commenced during the second quarter of 2025. Amortisation related to the system renewal recognised in the result for January–September amounted to EUR 0.6 million.
Facility Services Finland
July–September
The Facility Services Finland division’s net sales for the third quarter totalled EUR 54.9 million (57.4). Adjusted operating profit was EUR 4.8 million (4.9). Operating profit was EUR 4.8 million (4.9).
January–September
The Facility Services Finland division’s net sales for January-September totalled EUR 170.2 million (179.2). Adjusted operating profit was EUR 11.1 million (6.8). Operating profit was EUR 11.1 million (6.8).
In Facility Services Finland, the decrease in net sales was affected by planned optimisation of the customer portfolio as well as a mild winter. The demand for digital services, such as data-driven cleaning services and AI-assisted energy efficiency services, remained strong. Measures to streamline the cost structure and efficiency of the operations continued, leading to a clear improvement in the division's operating profit. Profitability improved compared to the comparison period especially in property maintenance business. Profitability remained at a good level in the cleaning services business.
Facility Services Sweden
July–September
The net sales of Facility Services Sweden increased to EUR 29.1 million (25.2) in the third quarter of 2025. Adjusted operating result was EUR 0.1 million (-1.5). Operating result was EUR -0.3 million (-1.5). Operating result before the amortisation of purchase price allocations of acquisitions was EUR 0.1 million (-1.1). Operating result was weakened by costs affecting comparability totalling EUR 0.4 million consisting mainly of expenses related to the ongoing litigation.
January–September
The net sales of Facility Services Sweden increased to EUR 87.3 million (80.9) in January-September. Adjusted operating result was EUR -2.9 million (-6.0). Operating result was EUR -3.1 million (-6.1) Operating result before the amortisation of purchase price allocations of acquisitions was EUR -2.1 million (-5.1). Operating result was increased by a release of a provision totalling EUR 0.9 million related to onerous contracts. Operating result was weakened by costs affecting comparability totalling EUR 1.0 million consisting mainly of expenses related to the ongoing efficiency programme as well as litigation.
In Facility Services Sweden, net sales increased due to new customer contracts and the strengthening of the Swedish krona. The division's operating loss decreased as expected. Measures to simplify operating models and adjust the cost level continued. In January – September, the profitability improved in the cleaning services as well as in the technical services both in the public and commercial sectors. The adjusted operating result for the division was positive in the third quarter.
FINANCING
In January-September 2025, net cash flow from operating activities totalled EUR 32.1 million (44.1). Net cash flow from operating activities after investments totalled EUR 11.4 million (12.2). Net cash flow from operating activities after investments for the review period was improved by positive development in profitability as well as decrease in operational investments year-on-year. During the review period, a total of EUR 28.5 million in working capital was tied up (12.7 tied up). The working capital tie-up in January–September was affected by the project-oriented nature of the environmental construction business, the timing of invoicing for annual maintenance in process cleaning towards the end of the quarter, and billing delays caused by the implementation phase of a system renewal. Net cash flow from operating activities after investments for the review period was reduced by acquisitions, which had an impact of EUR 8.0 million (1.5).
At the end of the review period, interest-bearing liabilities amounted to EUR 206.1 million (209.1). Net interest-bearing liabilities totalled EUR 170.2 million (178.8). The average interest rate on long-term loans, excluding lease liabilities, was 3.2% (3.8%).
On 27 June 2025, Lassila & Tikanoja plc entered into unsecured financing arrangements consisting of a EUR 35 million term loan and a EUR 15 million term loan and revolving credit facilities agreement with OP Corporate Bank Plc. On 30 June 2025, the company drew a total of EUR 40 million in term loans from these facilities and simultaneously repaid a EUR 40 million bank loan. In addition, the company signed a EUR 40 million revolving credit facility agreement with Danske Bank A/S, Finland Branch. Through these financing arrangements, Lassila & Tikanoja Plc restructured its long-term debt financing that was due to mature during 2026. The agreement for a EUR 35 million fixed-term loan concluded with OP Corporate Bank plc also included an uncommitted accordion facility option. Utilising this option, Lassila & Tikanoja drew a EUR 15 million fixed-term loan on 16 September 2025. In accordance with its terms, the drawn loan was automatically converted into part of the EUR 35 million fixed-term loan.
The EUR 35 million and EUR 15 million term loans, the EUR 15 million term loan and revolving credit facilities, and 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 net debt to EBITDA ratio. Compliance with the covenant terms is monitored on a quarterly basis.
The company has planned a partial demerger in which its Circular Economy business is separated into a new publicly listed company and in connection to that the agreement with OP Corporate Bank Plc concerning the EUR 35 million term loan also included a EUR 80 million bridge facility. The bridge facility was arranged to back up the outstanding EUR 75 million unsecured notes, for the redemption and/or repayment of notes to the extent that noteholders exercise their early redemption rights due to the partial demerger.
On 7 August 2025, Lassila & Tikanoja announced the initiation of a written procedure concerning its EUR 75 million sustainability-linked bond maturing in 2028, carrying a fixed annual coupon of 3.375 per cent. The purpose of the procedure was to obtain the necessary consents, waivers and decisions to amend the terms and conditions of the bond in connection with the partial demerger announced on the same date. Under the proposed demerger, all assets, liabilities and obligations of Lassila & Tikanoja relating to or primarily serving its circular economy business will be transferred to a newly established independent company, to be named Lassila & Tikanoja Plc (the “Receiving Company”). According to the proposal, all obligations and liabilities of the issuer arising from or relating to the bonds will be transferred exclusively to the Receiving Company, which will become the new issuer of the bonds.
On 29 August 2025, Lassila & Tikanoja announced that the required majority of bondholders participating in the written procedure had voted in favour of the proposal, and the proposal was thereby approved. 100 per cent of the votes cast supported the proposal, representing 99 per cent of the outstanding bonds. Following the approval of the proposal through the written procedure, Lassila & Tikanoja cancelled the EUR 80 million bridge loan in September 2025.
Of the EUR 100.0 million commercial paper programme, EUR 10.0 million was in use at the end of the review period (20.0). The account limit totalling EUR 10.0 million and the committed credit limit totalling EUR 50.0 million were not in use (the account limit totalling EUR 10.0 million and the committed credit limit totalling EUR 40.0 million were not in use in the comparison period).
Net financial expenses totalled EUR -5.8 million (-6.2). The effect of the discounting of environmental provisions decreased net financial expenses by EUR 0.3 million in the comparison period. The effect of exchange rate changes on net financial expenses was 0.1 million (-0.0). Net financial expenses were 1.0% (1.1) of net sales.
The equity ratio was 35.2% (36.7) and the gearing ratio was 78.9% (77.3). The Group’s total equity amounted to EUR 215.8 million (231.1). Equity was reduced by dividends of EUR 19.1 million distributed for the financial year 2024, which were paid to shareholders on 7 April 2025, in accordance with the decision of the Annual General Meeting held on 27 March 2025. Translation differences caused by changes in the exchange rate of the Swedish krona affected equity by EUR 1.1 million. Cash and cash equivalents at the balance sheet date totalled EUR 35.9 million (30.4).
EFFICIENCY PROGRAMME
Lassila & Tikanoja renewed its operating model in 2024. Continuing the operating model work, the company launched an efficiency programme aiming for improved performance at the beginning of 2025, encompassing both the circular economy and facility services businesses. The efficiency programme aims for an annual performance improvement of at least EUR 8 million by the end of 2026 compared to the 2023 level, including the impact on the annual cost level of having two separate listed companies. During the review period, the measures of the efficiency programme progressed as planned. In January–September 2025, the Group’s comparable fixed costs decreased by approximately EUR 3 million compared to January–September 2024, due to the measures implemented under the efficiency improvement programme. The realised costs for the review period were increased by approximately EUR 0.8 million in deployment expenses related to the system renewal.
DIVIDEND DISTRIBUTION
The Annual General Meeting held on 27 March 2025 resolved that a dividend of EUR 0.50 per share, totalling EUR 19.1 million, be paid on the basis of the balance sheet that was adopted for the financial year 2024. The dividend was paid to shareholders on 7 April 2025.
CAPITAL EXPENDITURE
Gross capital expenditure for the review period totalled EUR 26.1 million (29.7). The capital expenditure consisted primarily of machine and equipment purchases, as well as investments in information systems. Acquisitions accounted for approximately EUR 8 million (2) of the gross capital expenditure.
SUSTAINABILITY
L&T’s sustainability performance remained strong during the review period. Customer satisfaction (NPS) reached a record-high level of 41. The company’s carbon footprint (Scope 1–2) decreased by 19% compared to the comparison period. The reduction in carbon footprint was driven by the expanded use of renewable fuels and investments in low-emission fleet. The share of renewable diesel and heating oil in total liquid fuel consumption was 28%. Total recordable incident frequency declined compared to the comparison period and was 17 (19).
Progress towards sustainability targets
| Indicator | 1–9/2025 | 1–9/2024 | 2024 | Target | Target to be achieved by | |
| ENVIRONMENTAL RESPONSIBILITY | ||||||
| Carbon handprint (tCO2e) i.e. emissions prevented1 | -276,000 | -322,000 | -438,000 | growth faster than net sales | ||
| Carbon footprint (tCO2e) Scope 1&21 | 16,700 | 20,700 | 27,200 | net zero | 2045 | |
| SOCIAL RESPONSIBILITY | ||||||
| Total recordable incident frequency1 | 17 | 19 | 19 | 15 | 2030 | |
Sickness-related absences (%) | 4.8 | 4.7 | 5.0 | 4 | 2030 |
1 Figures for January-September of 2024 have been adjusted.
PERSONNEL
In January-September, the average number of employees converted into full-time equivalents was 5,762 (6,180). At the end of the review period, L&T had a total of 7,516 (7,726) full-time and part-time employees.
| Number of employees at the end of the review period | 1–9/2025 | 1–9/2024 | 2024 |
| Group | 7,516 | 7,726 | 7,441 |
| Finland | 6,280 | 6,475 | 6,313 |
| Sweden | 1,236 | 1,251 | 1,128 |
| Circular Economy Business | 2,282 | 2,276 | 2,168 |
| Facility Services Finland | 3,982 | 4,196 | 4,140 |
| Facility Services Sweden | 1,142 | 1,149 | 1,032 |
| Group administration and other | 110 | 105 | 101 |
SHARES AND SHARE CAPITAL
Traded volume and price
The volume of trading in L&T’s shares during the review period was 4.4 million shares, which represents 11.6% (16.5) of the average number of outstanding shares. The value of trading was EUR 40.6 million (56.8). The highest share price was EUR 10.50 and the lowest EUR 7.70. The closing price was EUR 10.44. At the end of the review period, the market capitalisation excluding the shares held by the company was EUR 398.9 million (339.5).
Own shares
At the end of the period, the company held 587,150 of its own shares, representing 1.5% of all shares and votes. On 26 February 2025, the company transferred 8,399 of its own shares to nine key personnel covered by the Group’s share-based incentive scheme. The transferred shares represent the share-based portion of the reward payable under the 2024 share-based incentive scheme. On 5 May 2025, the company transferred 14,392 of its own shares to members of the Board of Directors as part of their remuneration.
Share capital and number of shares
The company’s registered share capital amounts to EUR 19,399,437 and the number of outstanding shares was 38,211,724 at the end of the review period. The average number of shares excluding the shares held by the company was 38,177,985.
Shareholders
At the end of the financial year, the company had 24,406 (24,932) shareholders. Nominee-registered holdings accounted for 13.4% (14.0) of the total number of shares.
Flagging notifications
Lassila & Tikanoja received a notification from Nordea Funds Ltd on 31 January 2025, according to which its voting rights in Lassila & Tikanoja increased above 5 percent on 30 January 2025. Nordea Funds Ltd’s direct holding in Lassila & Tikanoja is 1,912,244 shares, which is 4.93% of Lassila & Tikanoja’s total shares and votes increased to 1,946,154, which is 5,02% of total voting rights.
Lassila & Tikanoja received a notification from Nordea Funds Ltd on 17 March 2025, according to which its voting rights in Lassila & Tikanoja decreased below 5 percent on 14 March 2025. Nordea Funds Ltd’s direct holding in Lassila & Tikanoja is less than 5% of Lassila & Tikanoja’s total shares and votes decreased below 5% of total voting rights.
Lassila & Tikanoja received a notification from Nordea Funds Ltd on 7 April 2025, according to which its voting rights in Lassila & Tikanoja increased to 5 percent on 4 April 2025. Nordea Funds Ltd’s direct holding in Lassila & Tikanoja is 1,911,570.00 shares, which is 4.92% of Lassila & Tikanoja’s total shares and votes increased to 1,942,180.00, which is 5% of total voting rights.
Lassila & Tikanoja received a notification from Nordea Funds Ltd on 19 May 2025, according to which its voting rights in Lassila & Tikanoja decreased below 5 percent on 16 May 2025. Nordea Funds Ltd’s direct holding in Lassila & Tikanoja is less than 5% of Lassila & Tikanoja’s total shares and votes decreased below 5% of total voting rights.
Lassila & Tikanoja received a notification from Nordea Funds Ltd on 1 September 2025, according to which its voting rights in Lassila & Tikanoja increased over 5 percent on 29 August 2025. Nordea Funds’ direct holding in Lassila & Tikanoja increased to 1 951 870 shares and 1 982 480 votes, which is 5.03% of Lassila & Tikanoja’s total shares and 5.11% of total voting rights.
Authorisations for the Board of Directors
The Annual General Meeting held on 27 March 2025 authorised Lassila & Tikanoja plc’s Board of Directors to decide on the repurchase of the company’s own shares using the company’s unrestricted equity. In addition, the Annual 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 repurchase authorisation is effective for 18 months.
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 effective for 18 months.
RESOLUTIONS BY THE ANNUAL GENERAL MEETING
The Annual General Meeting of Lassila & Tikanoja plc, which was held on 27 March 2025, adopted the financial statements and consolidated financial statements for the financial year 2024, discharged the members of the Board of Directors and the President and CEO from liability and adopted the Remuneration Report for the Company’s governing bodies. The Annual General Meeting resolved on the use of the profit shown on the balance sheet and the payment of dividend, the amendment of the Articles of Association of the Company, the composition and remuneration of the Board of Directors, the election and remuneration of the Auditor, the election of the Sustainability Reporting Assurance Provider and authorising the Board of Directors to decide on the repurchase of the Company’s own shares and on a share issue and the issuance of special rights entitling to shares.
The Annual General Meeting resolved that a dividend of EUR 0.50 per share be paid on the basis of the balance sheet adopted for the financial year 2024. It was decided that the dividend be paid on 7 April 2025.
The Annual General Meeting resolved, in accordance with the Board's proposal, to amend the Articles 4, 16 and 13 of the Company’s Articles of Association as follows:
- Article 4 is amended so that the Board of Directors may consist of no less than three (3) and no more than eight (8) members, instead of the previous no more than seven (7) members.
- Article 6 is amended so that in addition to the auditor, the Company shall have a sustainability reporting assurance provider.
- Article 13 is amended so that the assurance report on sustainability reporting shall be presented at the Annual General Meeting and the Annual General Meeting shall elect a sustainability reporting assurance provider, in addition to the issues specified in the previous Article 13 of the Articles of Association.
The Annual General Meeting confirmed the number of members of the Board of Directors as eight (8) in accordance with the proposal of the Shareholders’ Nomination Board. Teemu Kangas-Kärki, Sakari Lassila, Jukka Leinonen, Juuso Maijala, Anni Ronkainen, and Pasi Tolppanen were re-elected and Tuija Kalpala as well as Anna-Maria Tuominen-Reini were elected as new members to the Board until the end of the following Annual General Meeting. Jukka Leinonen was elected as the Chairman of the Board and Sakari Lassila was elected as the Vice Chairman.
The Annual General Meeting elected PricewaterhouseCoopers Oy, Authorised Public Accountants, as the auditor of the Company until the close of the next Annual General Meeting. PricewaterhouseCoopers Oy has announced that it will name Samuli Perälä, Authorised Public Accountant, as the auditor with principal responsibility.
The Annual General Meeting elected PricewaterhouseCoopers Oy, Authorised Sustainability Audit Firm, as the sustainability reporting assurance provider of the Company until the close of the next Annual General Meeting. PricewaterhouseCoopers Oy has announced that it will name Samuli Perälä, Authorised Sustainability Auditor, as the responsible authorised sustainability auditor.
The resolutions of the Annual General Meeting were announced in more detail in a stock exchange release on 27 March 2025.
BOARD OF DIRECTORS
The members of Lassila & Tikanoja plc’s Board of Directors are Tuija Kalpala, Teemu Kangas-Kärki, Sakari Lassila, Jukka Leinonen, Juuso Maijala, Anni Ronkainen, Pasi Tolppanen and Anna-Maria Tuominen-Reini. Lassila & Tikanoja plc’s Annual General Meeting held on 27 March 2025 elected Jukka Leinonen as the Chairman of the Board and Sakari Lassila as the Vice Chairman.
In its constitutive meeting held after the Annual General Meeting, 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, Tuija Kalpala and Anna-Maria Tuominen-Reini were elected to the Audit Committee. Jukka Leinonen (Chairman), Juuso Maijala, Pasi Tolppanen and Anni Ronkainen were elected to the Personnel and Sustainability Committee.
The company announced the composition of Lassila & Tikanoja plc’s Nomination Board on 23 September 2025. Lassila & Tikanoja plc’s three largest shareholders, who are entitled to appoint a representative to Lassila & Tikanoja plc’s Shareholders’ Nomination Board in 2025, are a 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), the Evald and Hilda Nissi Foundation and Protector Forsikring ASA. These shareholders have appointed Miikka Maijala, Juhani Lassila and Dag Marius Nereng as their representatives in Lassila & Tikanoja’s Nomination Board. 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 Miikka Maijala.
PARTIAL DEMERGER
On 13 December 2024, the company announced, that the Board of Directors of Lassila & Tikanoja plc has decided to initiate the planning of the possible separation of its circular economy businesses Environmental and Industrial Services and facility services businesses into two independent listed companies. The plan is to separate the circular economy businesses into a newly listed company through a partial demerger of Lassila & Tikanoja plc.
According to the Board of Directors’ preliminary assessment, the separation of the circular economy and facility services businesses could increase shareholder value by enabling both businesses to pursue their own strategies and growth opportunities more effectively.
On 9 June 2025, the company announced, that as part of the plan announced on 13 December 2024 to separate Lassila & Tikanoja plc's Circular Economy business into a new publicly listed company through a partial demerger of Lassila & Tikanoja ("Demerger"), the Board of Directors proposes that Eero Hautaniemi be appointed as the CEO of the independent Circular Economy business, should the partial demerger be executed. Simultaneously, the Board of Directors of Lassila & Tikanoja proposes that Antti Niitynpää be appointed as the CEO of the Facility Services business remaining following the Demerger, subject to the completion of the Demerger.
Eero Hautaniemi has served as the CEO of Lassila & Tikanoja and as a member of the Lassila & Tikanoja’s Group Executive Board since 2019 and, according to the proposal, will continue in his current position as the CEO of Lassila & Tikanoja until the completion of the contemplated Demerger, in connection with which the appointments relating to the Demerger will come into effect. Antti Niitynpää has served as the Senior Vice President of Facility Services at Lassila & Tikanoja since 2021 and has over 10 years of experience in leadership positions within the company's facility services. Prior to that, he held several leadership positions at ISS companies for over 10 years.
The Board of Directors of Lassila & Tikanoja plc additionally proposes that M.Sc. (Econ.) Joni Sorsanen be appointed as the CFO of the independent Circular Economy business and M.Sc. (Econ.) Mika Stirkkinen be appointed as the CFO of the Facility Services business, should the partial demerger be executed. Joni Sorsanen has served as the CFO of the Lassila & Tikanoja Group and as a member of the Group Executive Board since 2024 and, according to the proposal, will continue in his current position until the completion of the contemplated Demerger, in connection with which the appointments regarding the Demerger will come into effect. Mika Stirkkinen has over 20 years of experience in financial management, including serving as the CFO of Finnair.
On 7 August 2025, the Board of Directors of Lassila & Tikanoja plc approved the demerger plan to separate the circular economy business into a new publicly listed company. Further information on the demerger plan will be provided in a separate stock exchange release. The demerger is subject to approval by an Extraordinary General Meeting of the company, which will be held on 4 December 2025. The planned effective date of the demerger is 31 December 2025.
EVENTS AFTER THE REVIEW PERIOD
On 10 October 2025, Lassila & Tikanoja published a notice of an Extraordinary General Meeting to be held on Thursday, December 4, 2025, starting at 4:00 PM (Finnish time) at Valkea Talo, Ilkantie 4, Haaga, 00400 Helsinki. The agenda of the General Meeting includes the approval of the demerger plan announced by the company on 7 August 2025, and the decision on the partial demerger. Detailed information on the matters to be discussed at the General Meeting has been provided in a stock exchange release dated October 10, 2025.
On 15 October 2025, Lassila & Tikanoja revised its outlook for the year 2025. Lassila & Tikanoja’s business operations have continued to develop favourably despite the challenging market environment. As a result of solid performance in the beginning of 2025, and particularly due to improved adjusted operating profit in Facility Services Finland and Facility Services Sweden, the Company revised its guidance for 2025 in respect of adjusted operating profit. The updated outlook for year 2025 is: “Net sales in 2025 are estimated to be at the same level as in the previous year, and adjusted operating profit is estimated to be EUR 44 – 48 million.” The previously stated outlook for year 2025 was: “Net sales in 2025 are estimated to be at the same level as in the previous year, and adjusted operating profit is estimated to be at the same level or better compared to the previous year.”
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 30 million of the Finnish waste management market will be moved out of the scope of free competition between 2024 and 2026. 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 renewal projects 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.
Lassila & Tikanoja announced in December 2024 that the company’s Board of Directors has decided to initiate the planning for the separation of the company’s circular economy businesses, i.e., Environmental and Industrial services, and facility services businesses into two independent listed companies, with the circular economy businesses being separated into a new listed company. The planning and related measures for the partial demerger may include risks related to, for example, the retention of skilled personnel, customer relationships, costs, and the execution of potential transactions.
The Group company Lassila & Tikanoja FM AB is a claimant and a defendant in legal proceedings in Sweden concerning unpaid receivables invoiced from a former customer of L&T. In June 2022, Lassila & Tikanoja FM AB took legal action in the District Court of Solna against the former customer company of L&T, demanding payment for unpaid receivables. At the end of the review period, the amount of receivables on the company’s balance sheet was approximately EUR 0.7 million. The former L&T customer company in question has rejected Lassila & Tikanoja FM AB’s claims and the payment obligation, and brought a counterclaim demanding compensation totalling approximately SEK 144 million from Lassila & Tikanoja FM AB. The dispute is still pending. Lassila & Tikanoja considers the counterclaim to be without merit and has not recognised any provisions in relation to it.
More detailed information on Lassila & Tikanoja’s risks and risk management is provided in the 2024 Annual Review and in the Report by the Board of Directors and the consolidated financial statements.
Helsinki 28 October 2025
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 service company that is putting the circular economy into practice. Together with our customers, we keep materials, manufacturing sites and properties in productive use for as long as possible and we enhance the use of raw materials and energy. This is to create more value with the circular economy for our customers, personnel and society in a broader sense. Achieving this also means growth in value for our shareholders. Our objective is to continuously grow our actions’ carbon handprint, our positive effect on the climate. We assume our social responsibility by looking after the work ability of our personnel as well as offering jobs to those who are struggling to find employment, for example. With operations in Finland and Sweden, L&T employs approximately 7,400 people. Net sales in 2024 amounted to EUR 770.7 million. L&T is listed on Nasdaq Helsinki.
Distribution:
Nasdaq Helsinki
Major media
www.lt.fi/en/
Attachment
