annual report 2010 - Data Respons · FOR OiL AND GAS. DATA RESPONS ASA | ANNUAL REPORT 2010 3 Data...

annual report 2010

2 DATA RESPONS ASA | ANNUAL REPORT 2010

cOmmUNicATiON SySTEmSFOR SATELLiTE bROADbAND

cONTROL SySTEmSFOR RAiLwAy SUPERviSiON

mEASURiNG SySTEmSFOR OiL AND GAS

3DATA RESPONS ASA | ANNUAL REPORT 2010

Data Respons is a full-service, independent technology company and a leading player in the embedded solutions market.

contents04 Board of directors’ report11 The board of Directors

12 investor information13 Growth drivers14 Key figures

16 financial statements and notes17 Statement of comprehensive income18 Statement of financial position20 Equity statement21 cash flow statement22 Notes43 Auditor’s report

Financial calendar15.04.11 Presentation of Q1 201129.04.11 Annual General meeting13.07.11 Presentation of Q2 201121.10.11 Presentation of Q3 201127.01.12 Presentation of Q4 2011

tHis is data responsDATA RESPONS is a full-service, independent technology company and a leading player in the embedded solutions mar-ket. we provide products, services and embedded solutions at all levels of complexity to OEm companies, system integrators and vertical product suppliers in a range of market segments such as defence, medical equipment, industrial automation, offshore, transportation, energy and telecommunications.

EmbEDDED SOluTiONS can be described as the computer brain of a machine, system or industrial end product, and can be used in a broad range of industrial applications, such as rugged control units for military vehicles, graphic moni-toring systems for greener train operations , laser solutions for calculating medical data or fiscal measuring systems for oil and gas.

OuR PRESENcE iN ASiA provides quality both in the indus-trialisation process and the delivery phase, while at the same time innovation and development of technological solutions takes place locally with the customers in cooperation with our highly-skilled experts from our offices located in important industrial regions in Scandinavia and Germany.

OuR cuSTOmERS include global companies such as Abb, volvo, Kongsberg Group, Ericsson, Raytheon Anschütz, Saab, Rolls-Royce and Tomra.

established: 1986.

VisiOn: A smarter solution starts from inside.

OFFFices: Denmark (2), Germany (2), Norway (8), Sweden (6), china (1) & Taiwan (1).

bUsiness FOrM: Public limited company, listed on the Oslo Stock Exchange (ticker: DAT).

certiFicatiOns: iSO 9001:2008, iSO 14001:2004 AND OHSAS 18001:2007

nUMber OF eMplOyees: 457Key

Fa

cts


bOARD OF DiREcTORS’ REPORT

ebita (nOK million)

reVenUe (nOK million)

Order intaKe (nOK million)

20092008 201020070

200

400

600

800

1000

2006

during 2010, market conditions in most of the countries the company operates in gradually improved, resulting in a strong order intake of nOK 913 million and a record order backlog of nOK 604 million.

statement on the annualfinancial statements

in accordance with the Norwegian Accounting Act §3.3a the board confirms that the company fulfils the requirements necessary to operate as a going concern, and the 2010 financial state-ments have been prepared on the basis of this assumption. As a listed company Data Respons ASA prepared the consolidated financial state-ments for the Data Respons Group for the financial year 2010 in accordance with iFRS (in-ternational Financial Reporting Standards).

income statementThe report includes comparisons with figures for the same period in 2009 (in parenthesis).

Operating revenue was NOK 706.8 million (726.1), a decrease of 3%. EbiT was NOK -3.6 million (-87.8). Profit before tax was NOK -7.7 million (-90.9). cash flow from operations in 2010 was NOK -22.6 million (3.8). The order intake during 2010 totalled NOK 913 million

(611), and the order backlog was NOK 604 million (400).

Data Respons has prepared proforma state-ments per country where historical figures from acquisitions are included, as shown in Note 23.

During 2010, market conditions in most of the countries the company operates in gradually improved, resulting in a strong order intake of NOK 913 million and a record order backlog of NOK 604 million. The group experienced a general increase in sales from both new and existing customers as well as many possibilities within solutions sales. The positive develop-ment for order intake contributed to growth in operating revenues for our business areas towards year end, and indicates better market conditions and revenue growth for 2011.

balance sheet, liquidity and cash flowThe group’s total assets at the end of 2010 were NOK 542.7 million. The group’s equity

cHapter 1: Board of directors’ report

20082007 20092006-30-20-100

102030405060

2010

20092008 201020070

200

400

600

800

1000

2006


The positive development for order intake contributed to growth in operating revenues for our business areas towards year end, and indicates better market conditions and revenue growth for 2011.

was NOK 334.6 million which gives an eq-uity ratio of 62%. current assets amounted to NOK 256.2 million and current liabilities were NOK 200.2 million. Earn-out obligations from acquisitions amounted to NOK 3.6 million as of December 31st 2010 and this is recorded as current liabilities. Of the non-current as-sets of NOK 286.5 million, deferred tax as-sets were NOK 31.9 million, while intangible assets (goodwill) amounted to NOK 242.9 million.

The company had an operational cash flow of NOK -22.6 million in 2010. The difference between operating result and operating cash flow came from increased accounts receiva-bles from the revenue growth at the end of the year, as well as increases in inventory for deliveries in 2011. The cash balance as of De-cember 31st 2010 amounted to NOK 4.7 mil-lion The group had interest-bearing debt of NOK 16.0 million and consider the debt ratio as appropriate for the group’s development. Data Respons has unused credit facilities, and amounts and covenants connected to these are specified in note 17.

financial riskThe group’s activities expose it to a variety of financial risks, such as price, interest rates, cur-rency, credit and liquidity. Overall these risks are regarded as low. management of financial risk is performed by the group’s central Fi-nance department under the guidelines set out by the board of Directors. The main principle is to minimise exposure to financial risk, and the group holds no financial assets or liabilities for speculative purposes. For further details on financial risk management see note 19.

operationsData Respons is a leading Embedded Solutions provider for the industrial market in Europe. Embedded Solutions can be described as the brains of a machine, system or industrial end product. Data Respons supplies Embedded Solutions to leading OEm companies, system integrators and vertical product suppliers in a range of market segments such as defence, offshore, automation, medical equipment, surveillance, transport, telecommunications and other industries. Data Respons ASA is list-ed on the Oslo Stock Exchange (Ticker: DAT), and is part of the information technology index. The company has offices in Denmark, Norway, Sweden, Germany and Taiwan.

markets

norwayOperating revenue for 2010 was NOK 271.1 million (282.5), a decrease of 4%. EbiTA was NOK 20.9 million (6.7). The order backlog ended at NOK 382 million (204).

Data Respons has a leading market position in Norway with a well-balanced business mix (solutions, services and products), many recurring large-cap solution customers and a strong order backlog. Due to strong order intake early in the year, Norway returned to revenue growth in the fourth quarter. increas-ing levels of solutions deliveries, a growing services market and general high activity in the organisation, have all contributed to the positive development. The company expects continued growth in revenue and improve-ments in profitability going forward.

swedenOperating revenue for 2010 was NOK 267.0 million (242.7), a growth of 10%. EbiTA was NOK -0.4 million (-2.4). The order backlog ended at NOK 144 million (128).

The market conditions in Sweden improved markedly during the year, and the company closed the year with a healthy revenue growth in the fourth quarter. The revenue growth is due to positive development in the services segment and gradual improvements in prod-uct and solutions. The margins in 2010 have been impacted by costs related to the com-pletion and introduction of new solutions contracts that will result in revenue in 2011. During the year the company has increased its geographical deployment in important re-gions and strengthened the total competency platform which will increase the ability to win new and larger embedded solutions con-tracts. The strong order intake and growing order backlog confirms the company’s market potential in Sweden.

denmarkOperating revenue for 2010 was NOK 119.9 million (153.6), a decrease of 22%. EbiTA was NOK -14.4 million (-20.9). The order backlog ended at NOK 64 million (73).

while the market has been improving gradu-ally in other regions, the Danish market has been challenging in 2010. in that respect, the


reVenUe by bUsiness area

44% 49%

7%

Services

Products

Solutions

reVenUe by indUstry

18%24%

13%

5% 21%

9%

10%

Telecom

Energy

Other industriesmedical

Defence

TransportationOffshore

Key FiGUres

nOK million 2010 2009Operating revenue 706.8 726.1EbiTA -3.6 -28.8Order backlog 604 400Order intake 913 611

Employees 457 464

Order bacKlOG (nOK million)

20092008 201020070

75150225300375450525600

2006

nUMber OF eMplOyees

20092008 201020070

75150225300375450525600

2006


Solution deliveries secure long-term and strategically-important customer relationships, and provide significant potential for future growth.

signing of a significant solution contract at the end of the year was very positive, and this is expected to give long-term recurring deliveries starting in 2011. The contract utilizes both our partner network and op-erations in Asia and is within our key com-petence areas.

Profitability in Denmark is not satisfactory, and the board has implemented initiatives to facilitate a return to profitable operations. based on continued streamlining of the or-ganisation, a lower cost level, stronger sales efforts and positive development in market conditions, the company expects improve-ment in the profitability in 2011. Data Re-spons will maintain the strategy to build the most complete provider of services, products and solutions in the Danish market.

germanyOperating revenue for 2010 was NOK 52.5 million (54.2), a decrease of 3%. EbiTA was NOK 2.1 million (3.1). The order backlog ended at NOK 16 million (20).

Germany will be an important market for Data Respons in the coming years. The board is pleased with the development in the German operations, and expects revenue growth and continued profitability in 2011.

business areas

Data Respons divides sales into three business areas: Solutions, Products and Services.

solutionsOperating revenue for 2010 was NOK 342.7 million (351.2), a decrease of 2%.

A substantial part of the overall order intake of 913 mNOK in 2010 was solutions busi-ness. The high order intake indicates con-tinued growth in solutions revenue going forward. The company’s long term strategy to strengthen total solution capabilities and focus on the total value chain has given Data Respons a unique position. The company’s long experience with its own operations in Taiwan and china is of special importance. Our customers must meet the continued de-mand for increased performance and more functionality, and at the same time focus on efficiency and cost savings. by entering a stra-

tegic partnership where Data Respons builds and delivers customised embedded solutions, our customers can achieve lower cost of own-ership, increased efficiency and shorter time to market. Data Respons has a solid position as a complete solutions provider with broad competency and strong customer focus. So-lution deliveries secure long-term and stra-tegically-important customer relationships, and provide significant potential for future growth.

productsOperating revenue for 2010 was NOK 51.4 million (63.1), a reduction of 18%.

Data Respons is positioned as the leading channel for embedded computer products in the Nordic region, but experienced a decline in volume due to the challenging market con-ditions. A large part of the product sourcing is integrated as components in solutions and therefore categorized as solution revenue.

servicesOperating revenue for 2010 was NOK 312.7 million (311.9).

The market for services has gradually been improving, and this has resulted in growth and increasing order intake. Data Respons will continue to build on its leading position of-fering customers access to highly-experienced specialists with a broad range of expertise from different disciplines within embedded solutions. A strong competence platform in-ternationally is strategically important in order to develop new solution customers and to stand out as a complete solutions provider in the market.

organisation and work force

At the close of 2010, the group had 457 employees working at 18 offices in Nor-way (149), Sweden (194), Denmark (70), Germany (37) and Taiwan (7). The average number of employees at the parent company was 19. The average number of employees in the Group was 452, and there were 67 female employees in the Group at the end of the year, 12 in middle management. There is currently 1 female in Group management. Equal pay for work of equal value, regardless of gender, is emphasised at Data Respons.

reVenUe per cOUntry (nOK million)

country 2010 2009 change

Norway 271.1 282.5 -4%Sweden 267.0 242.7 10%Denmark 119.9 153.6 -22%Germany 52.5 54.2 -3%

eMplOyees per cOUntry

Sweden

Denmark

Norway

Germany

eMplOyees per diVisiOn

Administration

Operations

Development

Sales


42%

35%15%

8%

9% 65%

13%

13%

bacKlOG per cOUntry (nOK million)

64382

144

16

Denmark

Norway

Sweden

Germany

reVenUe per cOUntry

17%

38%38%

7%

Denmark

Norway

Sweden

Germany


Salary and terms of employment for compa-rable positions are the same for women and men.

Recruitment, promotion and development of the staff are based on merit and equal op-portunity regardless of race, colour, religion, gender, age, national origin, sexual orienta-tion, marital status and disability. Discrimina-tion, bullying or harassment are not accepted at Data Respons. Employees are asked to report incidents of such behaviour to their immediate supervisor or the employee rep-resentative.

work of the board

in 2010 there were 7 directors on the board, 5 of whom were elected by the general meet-ing and 2 of whom were elected by the em-ployees. The board normally meets nine times a year, and otherwise as needed. in 2010 the

board held a total of 10 meetings. The work of the board is governed by detailed rules of pro-cedure. The board has an annual programme of work including specific topics and fixed items such as the approval of the annual finan-cial statements, interim financial statements and budgets. The board is also responsible for overall strategy and for setting long-term goals, as well as important decisions about acquisi-tions, establishment of new operations and major investments. in 2010 there were 3 men and 4 women on the board.

corporate governance

objectives and guiding principlesThe principal aim of investor Relations at Data Respons is to create confidence through the equal treatment of all stakeholders in terms of access to financial information. All shares have equal rights and are freely transferable. Data Respons has one class of shares, and each share carries one vote. Data Respons shall

comply with the requirements set out in the Norwegian companies and Accounting Acts at all times. The company shall also aim for transparency in relation to financial matters, to help capital markets, shareholders, custom-ers and suppliers assess the company’s situa-tion and future potential.

Data Respons believes that it is important to have an open and active dialogue with the stock market, where all shareholders are treat-ed equally. The company has been awarded the Oslo Stock Exchange’s information Sym-bol for good information practices.

the annual general meetingThe general meeting is the highest decision-making body of the company, and it elects the shareholders’ representatives and their depu-ties to the corporate assembly.

complete documents and background infor-mation relating to general meeting motions



are to be sent out no less than 21 days prior to the meeting being held. Provisions are made for the use of proxies if shareholders are unable to attend the general meeting.

nominating committeeData Respons has two nominating com-mittees. One committee is elected by the general meeting and makes proposals to the general meeting regarding the election of shareholder-elected members to the board. A nominating committee for shareholder-elected members was appointed at the general meet-ing in 2010. The committee consists of Kathryn baker, Haakon Sæter, Albert collett and Patrick Sandahl, and the committee’s mandate is to nominate candidates for shareholder-elected board members and propose directors’ fees.

The other nominating committee is for the election of employee representatives to the

board, and consists of three members which are employed at Data Respons.

board of directorsThe board of Directors of Data Respons is re-sponsible for the Group’s strategic develop-ment, and it shall keep itself informed at all times of the company’s financial position, as well as adopt plans and budgets for the busi-ness. The board’s role, responsibilities and work methods have been defined thoroughly in the rules of procedure that were adopted in 2005. The rules of procedure also define the tasks and duties of the cEO in relation to the board in greater detail.

The composition of the board of directors complies with the requirement that the board be independent from the company manage-ment, and independent from major business associates of the company. The chairman of

the board of directors is elected by the gen-eral meeting. board members are elected for a term of two years. Page 11 of the annual report provides a detailed description of the individual members’ backgrounds, qualifica-tions and shareholdings.

The board has appointed an Audit com-mittee which provides assistance to the board in fulfilling their responsibility to the shareholders, potential shareholders, and investment community relating to corpo-rate accounting, reporting practices of the company, and the quality and integrity of the financial reports of the company. As part of this process, the external auditors participate in several meetings of the Au-dit committee. in carrying out its responsi-bilities, the Audit committee should ensure that the corporate accounting and reporting practices of the company are in accordance



During the year there has been a positive development in the company solutions order intake, combined with better market conditions for services.

with all legal requirements and are of the highest quality.

The board has also appointed a compensation committee. The board’s compensation com-mittee is a subcommittee of the board of Direc-tors of Data Respons ASA. its role is to make preparations for the board’s discussions of questions involving compensation. The com-pensation committee is responsible only to the full corporate board and its authority is limited to making recommendations to the board.

company capitalThe company’s equity is aligned with the aims, strategy and risk profile communicated to the market. if the capital exceeds the need for re-alisation of the company’s strategic goals, the company will pay a dividend. The company is currently in a growth phase where it is desir-able to reinvest earnings from operations to ensure further growth, since this is regarded as the most appropriate for the creation of value for the shareholders.

The company aims to finance its working capital needs from the anticipated revenue growth through its own resources. beyond this the board will continuously evaluate the company’s equity needs in connection with possible acquisitions or other investments.

An increase in the company’s equity will only be proposed if the board believes that it will be in the long-term interests of the sharehold-ers. in the general meeting, held 22 April 2010 the board was given a general authorisation to increase the share capital by up to 4,600,000 shares, but there have been no issues under this authorisation in 2010.

Further information regarding the share issue in 2010 completed before the general meet-ing is disclosed in Note 9 to the financial state-ments. The authorisation can be used to issue shares in connection with acquisitions of new companies as part of the company’s strategy and regular cash issues.

directors’ remunerationDetailed information regarding the remu-neration of directors is disclosed in Note 15 in the financial statements. The nominating committee proposes the remuneration of the directors for the coming year to the general meeting. The remuneration of directors is

not performance-related. Directors are not granted share options.

employee remunerationThe remuneration of the cEO and other members of the Group management are de-scribed in Note 15 in the financial statements. Data Respons operated bonus schemes for the other employees in 2010. The schemes vary from country to country, but the com-mon denominator is that they are depend-ent on positive earnings and revenue growth. They are limited in general to a maximum of 1–2 months’ salary. On 22 April 2010 the An-nual General meeting of Data Respons ASA approved a share option program for the management and key employees with a to-tal scope of 2,340,000 options. The options will be issued in 3 equal parts over a 3 year period and can only be exercised in 3 years. The strike price will be set at market price the start of each vesting period for the 1/3 is-sued. in may 2010 the strike price for the first vesting period was set to NOK 8.27. The first 725,000 options will be issued in may 2011, and a further 725,000 options will be issued in both 2012 and 2013 under this agreement, totalling 2,175,000 options.

related party transactionsThe board of directors, group management and other key employees are required to re-port any potential related party transactions. Other than ordinary business transactions be-tween group companies there have been no related party transactions in 2010. All trans-actions within the group are based on ordi-nary commercial terms using the arm’s length principle.

auditingThe auditor attends the meeting of the board at which the annual financial statements are scrutinised, and will also participate in several of the meetings of the audit committee. The auditor also has procedures for reviewing the company’s internal controls with the board. Specified remuneration for the auditor is de-scribed in Note 15.

corporate social responsibility

Taking overall responsibility is an important core value at Data Respons. The group aspires to be a responsible corporation in terms of

labour standards, human rights and environ-mental protection. The company has imple-mented corporate social responsibility policies which are publicly available. The policies cover governance and integrity management, environmental protection, human rights and labour standards and are in accordance with the UN Global compact Principles.

health, safety & environment (hse)Data Respons ASA is not regulated by environ-mental licences or injunctions. The company does not pollute the external environment. Average sick leave over the course of the year was 1.8%, and none of the Group’s subsidiar-ies recorded work related accidents that re-sulted in personal injury or property damage. The working environment is regarded as good, and improvement measures are implemented continuously. Employees and management have a constructive collaboration, which has a positive impact on our operations.

allocation of the result for the year

Data Respons ASA (the parent company) re-ported a profit/(loss) before tax of NOK -1.6 million (-24.0) in 2010. The net profit/(loss) for the year was NOK 0.1 million (-31.1).

The board of Directors proposes that the prof-it/(loss) for the year of NOK 0.1 million is trans-ferred to other reserves and that no dividends are distributed for 2010. As of 31 December 2010 the parent company had an equity of NOK 411.2 million, NOK 31.5 million of which comprised distributable reserves.

outlook

The company believes that the long-term outlook for the embedded solutions mar-ket is positive. The need for more intelligent products, better infrastructure and enhanced user-functionality are driving forces in the market. Advanced and cost-effective compu-ter technology facilitates new solutions which is vital for this development. Data Respons is well positioned as a complete solutions pro-vider for the industrial part of this market in the Nordic region and gradually is assuming the same position in Germany. The company has customers in a wide range of vertical in-




the bOard OF directOrs OF data respOns asaHøvik, 16 march 2011

dustries, a good geographical span and a bal-anced portfolio of large-cap customers.

The industrial market for embedded so-lutions is expected to follow a long-term growth trend, driven by the need for new and cost-effective computer solutions for OEm companies, system integrators and vertically-integrated suppliers. Our customers have to face shorter time to market in combination with the need for more intelligent computer technology content in products, equipment and infrastructure. Other important param-eters are cost savings, increased efficiency and more functionality. To meet these challenges, the company’s experience is that more and more companies choose to cooperate strate-gically and close with solid, reputable provid-ers with complete solution capabilities.

During the year there has been a positive de-velopment in the company solutions order in-

take, combined with better market conditions for services. The company expects that the gradual improvement in the industrial market will continue in all regions.

Long-term organic growth is Data Respons’ main focus. The group’s growth and profit can fluctuate between quarters. based on the current demand from our customers, a more efficient organisation and a record-high order backlog, the company expects growth and profitability.

declaration on the financial statements

We confirm that the financial statements for the year 2010, to the best of our knowledge, has been prepared in accordance with inter-national Financial Reporting Standards (iFRS), gives a true and fair view of the company’s

and group’s consolidated assets, liabilities, fi-nancial position and results of operations, and that the annual report includes a fair review of the development, results and position of the company and group, together with a descrip-tion of the most central risks and uncertainty factors facing the companies.

Silvija Seres membeR of The boaRD

Lars-Olof GustavssonmembeR of The boaRD

bente Loe membeR of The boaRD

Kenneth RagnvaldsenCeo

Åsa Grübb-weinbergemployee RepReSenTaTive

Steinar HoenmembeR of The boaRD

Ole Jørgen FredriksenChaiRman of The boaRD

Elisabeth Endrestademployee RepReSenTaTive


based on the current demand from our customers, a more efficient organisation and a record-high order backlog, the company expects growth and profitability.

cHapter 1: Board of directors’ reportThe board of Directors

ole jørgen fredriksen cHairman of tHe Boardnumber of shares: 84,684 number of options: 0

Fredriksen (born 1950) was elected chairman of the board in April 2009. Fredriksen has held various key management positions within the computer industry in Europe and US. His main positions today are as chair-man of the board at Q-Free ASA, impact Europe Group Ab, cyviz AS and Advertik AS.

Fredriksen was a co-founder, cEO and President of ASK ASA for 15 years. He has a bachelor degree from the Norwegian School of Economics and business Adminstration, bergen, Norway.

silvija seresMeMber OF the bOard Shares: 0 Share options: 0

Seres (born 1970) was elected to the board in April 2010. She works as a Director of business management in mi-crosoft, and has previously worked as a vP of Product marketing and Strategic consulting for Fast Search and Transfer. Seres is on the board of Norsk Tipping, Asche-houg, Dagbladet medialab and the Norwegian Technol-ogy council. She holds a PhD in mathematical sciences from Oxford University and an mbA from iNSEAD.

Åsa grüBB-WeinBergeMplOyee representatiVe Shares: 0 Share options: 0

Grübb-weinberg (born 1955) was elected as an em-ployee representative in April 2010. She holds a de-gree in social studies from Stockholm University and has broad experience from various technology-based companies. Grübb-weinberg has worked in Data Re-spons since 2006 and is currently Account manager at the Stockholm office.

elisaBetH endrestadeMplOyee representatiVe Shares: 16,312 Share options: 0

Endrestad (born 1966) was elected as an employee representative in April 2010. She is educated as a civil engineer, and has completed several courses in logistics and human resources management. En-drestad has worked in Data Respons since 1995 and has had various positions within the administration department. She is currently working with human resources (HR) at the Høvik office.

Bente loeMeMber OF the bOard Shares: 0 Share options: 0

Loe (born 1968) was elected to the board in April 2010. She is investment Director at Ojada AS and holds a bSbA and mbA from the University of Denver. Loe is currently a board member in blom ASA, AppearTv AS and Software innovation AS.

lars-olof gustavssonMeMber OF the bOard Shares: 20,000 Share options: 0

Gustavsson (born 1943) was elected to the board in April 2006. He is one of the founders of Four Seasons venture in Sweden and Norway, and is currently the chairman of the boards of Fouriertransform Ab and industrifonden. Gustavsson is also a director of SJ Ab, Siem capital Ab and mikroponent Ab.

steinar HoenMeMber OF the bOard Shares: 145,000 Share options: 0

Hoen (born 1971) was elected to the board in April 2008. Hoen is currently the manager of the Exxon-mobil bislett Games and runs a wholly-owned invest-ment company which deals in shares and property. Hoen has an economics degree from SmU in Dallas, USA and from the Norwegian School of management (bi). He is a member of the board of GoStudy AS and the chairman of the board of Specter invest AS.


cHapter 2: investor information

data respons asa is listed on the Oslo stock exchange (ticker: dat), and is included in the information technology index. the company has offices in denmark, Germany, norway, sweden and taiwan.

iNvESTOR iNFORmATiON

Data Respons places great importance on providing up-to-date information on its activities and financial development to share-holders and other parties with interests in the capital market.

tradinG and transactiOns 2010 2009Number of transactions 992 1 040 Average number of transactions per day 4 4 Number of shares traded (millions) 22.7 13.0

sharehOlder strUctUre 2010 2009Number of shareholders 985 1 091 Foreign ownership 2.1 % 2.7 %Number of shares owned by Data Respons ASA - - Number of shares outstanding (millions) 48.3 46.8

analyst cOVeraGe

share price perFOrMance

Financial calendar 2011

15.04.11 Presentation of Q1 1129.04.11 Annual General meeting13.07.11 Presentation of Q2 1121.10.11 Presentation of Q3 1127.01.12 Presentation of Q4 11

share inFOrMatiOn 2010 2009Highest price (NOK) 11.05 9.85 Lowest price (NOK) 7.50 7.20 Price at year end (NOK) 11.05 8.90 market value (NOK millions) 533.5 416.8 Dividend per share - -

abG sundal collierAleksander [email protected]

nordea MarketsAndré Holø Adolfsen [email protected]

Orion securitiesJonas [email protected]

carnegiechristian Rom [email protected]

JANUARy 2010

Data Respons believes that it is important to have an open and active dialogue with the stock market , and all shareholders are treated equally. The company has been awarded Oslo Stock Ex-change’s information Symbol for good information practices.

7

8

9

10

11

12

DEcEmbER 2010


cHapter 2: investor informationGrowth drivers

increased use of computer intelligenceThe demand for embedded solutions is driven by an even greater demand for new functionality , increasing complexity and technology content in the products for OEm companies, system integrators and product suppliers. Data Respons has systematically built up a customer base with broad market access, which provides good exposure to the demand for embedded solutions in different market segments.

groWtH in solutionsOur customers continuously face demands for new functionality and increased technology content, which entails continual upgrades and product development with shorter time to market. The complexity is increasing. The expertise needed to develop embedded solutions is very specialised, and it is often beyond the scope of the customer’s core expertise. This has resulted in many companies choosing to purchase complete solutions.

groWtH in neW regionsOrganic growth is the primary focus of Data Respons. Data Respons has a tried and tested business model that contributes to rapid establishment in new markets. A strong global partnership structure provides access to leading technology and competitive terms. New areas are under continuous evaluation. Local presence is necessary in order to maintain close contact with customers and expand our customer base.

groWtH tHrougH acQuisitionsData Respons constantly focuses on acquisition opportunities that can contribute to strengthening the company’s position in the form of expertise, market access and an improved customer structure. This provides a foundation for the development of new solution customers, whether they are existing product or service customers.

GROwTH DRivERS


cHapter 2: investor informationKey figures

noK 1 000 2010 2009 2008 2007 2006

income statementOperating revenue 706 807 726 142 818 496 635 047 393 043

Operating expenses 703 498 746 749 756 087 582 010 370 787

EbiTDA 3 309 -20 607 62 409 53 037 22 257

Depreciation and amortisation 6 894 8 243 7 515 5 556 2 794

impairment of goodwill - 58 979 - - -

Operating profit/loss -3 586 -87 828 54 893 47 481 19 463

Profit/loss before tax and minority interests -7 712 -90 941 56 157 46 586 20 359

Net profit/loss after tax -11 168 -84 665 39 439 32 939 38 407

balanceTotal assets 542 706 508 251 689 039 503 326 366 449

Equity 334 587 330 476 407 156 270 705 235 722

cash and cash equivalents 4 738 27 072 55 331 49 347 29 411

key figuresRevenue growth -2.7 % -11.3 % 28.9 % 61.6 % 47.1 %

Gross margin 55.8 % 53.8 % 57.1 % 52.6 % 46.3 %

EbiTDA margin 0.5 % -2.8 % 7.6 % 8.4 % 5.7 %

EbiT margin -0.5 % -12.1 % 6.7 % 7.5 % 5.0 %

Net profit margin -1.6 % -11.7 % 4.8 % 5.2 % 9.8 %

cash flow from operations -22 645 3 828 50 698 42 843 -2 449

Return on equity -3.4 % -23.0 % 11.6 % 13.0 % 19.8 %

Return on total assets -0.7 % -14.7 % 9.2 % 10.9 % 6.4 %

Liquidity ratio 128.0 % 131.4 % 132.0 % 132.7 % 215.6 %

Equity ratio 61.7 % 65.0 % 59.1 % 53.8 % 64.3 %

working capital 50 818 25 055 22 187 9 315 72 882

key figures for sharesEarnings per share (EPS), basic (NOK) -0.23 -1.91 0.99 0.89 1.07

cash flow per share from operations (NOK) -0.47 0.09 1.27 1.16 -0.07

Dividend per share (NOK) - - - - -

book equity per share (NOK) 6.93 7.06 9.61 7.26 6.39

Number of shares as of 31 December 48 284 794 46 833 076 42 361 731 37 273 746 36 880 246

Average number of shares 47 799 562 44 355 585 39 931 700 37 086 767 35 728 782

Average number share transactions per day 4 4 16 29 29

Share price as of 31 December (NOK) 11.05 8.90 8.70 17.20 12.65

market capitalisation (NOK million) 533.5 416.8 368.5 641.1 466.5

Return on equityProfit/loss for the year / Average equity

Return on total assetsEbiT / Average total assets

liquidity ratiocurrent assets / current liabilities

Equity ratioEquity / Total assets

Working capital(current receivables + inventories) - current liabilities

Earnings per share (EPS)For calculation of EPS, see Note 9

definitions

KEy FiGURES


cHapter 2: investor informationKey figures

OperatinG reVenUe (nOK million)Key FiGUresreVenUe per cOUntry

17%

38%38%

7%

GrOUp

OperatinG reVenUe (nOK million)Key FiGUres

denMarK


GerMany


nOrWay


sWeden

nOK million 2010 2009

Operating revenue 706.8 726.1 EbiTA -3.6 -28.8 Order backlog 604 400

Employees 457 464

20092008 201020070

50

100

150

200

250

2006

7%

38%

38%



Employees 70 70


Operating revenue 52.5 54.2 EbiTA 2.1 3.1 Order backlog 16 20

Employees 37 53


Operating revenue 271.1 282.5 EbiTA 20.9 6.7 Order backlog 382 204

Employees 156 162



Employees 194 179

20092008 201020070

200

400

600

800

1000

2006

20092008 201020070

10

20

30

40

50

60

2006

20092008 201020070

50

100

150

200

250

300

2006

20092008 201020070

50

100

150

200

250

300

2006

Denmark

Norway

Sweden

Germany

reVenUe per cOUntry

17%


FiNANciAL STATEmENTSAND NOTES

cHapter 3: financial statements and notes


Data Respons’ financial statements for the year 2010 have been prepared in accordance with international financial Reporting Standards (ifRS).

cHapter 3: financial statements and notesconsolidated statement of comprehensive income

GROUP DATA RESPONS ASA

cONSOLiDATED STATEmENT OF cOmPREHENSivE iNcOmE

NOK 1000 note 2010 2009 2008 2010 2009 2008

Sales revenue 2 706 807 726 142 818 496 19 297 20 962 19 228

Operating revenue 706 807 726 142 818 496 19 297 20 962 19 228

cost of goods sold 312 345 335 412 350 873 - - -

Payroll expenses 10,15 325 439 338 592 338 965 21 130 23 844 23 083

Depreciation and amortisation 3 6 894 8 243 7 515 1 490 1 521 1 089

impairment of goodwill 3 - 58 979 - - - -

Other operating expenses 3,18 65 714 72 744 66 249 8 471 10 992 9 004

Operating profit/loss -3 586 -87 828 54 893 -11 793 -15 395 -13 947

Group contribution and dividends from subsidiaries - - - 13 109 51 185 55 075

Other financial income 16,19 5 370 5 266 7 793 1 334 649 765

impairment of shares in subsidiaries 3,4 - - - -1 336 -58 979 -

Other financial expenses 16,19 -9 496 -8 379 -6 530 -2 908 -1 492 -1 387

Profit/loss before tax -7 712 -90 941 56 157 -1 594 -24 033 40 505

income tax expense 11 -3 456 6 277 -16 718 1 674 -7 024 -6 444

Profit/loss for the year -11 168 -84 665 39 439 80 -31 056 34 061

other comprehensive incomecurrency translation differences 3 010 -31 808 33 616 - - -

Total comprehensive income -8 159 -116 473 73 055 80 -31 056 34 061

profit attributable to Equity holders of the parent -11 168 -84 665 39 439

minority interest - - -

comprehensive income attributable to

Equity holders of the parent -8 159 -116 473 73 055

minority interest - - -

allocationsFrom/to other equity 80 -31 056 34 061

Earnings per share, basic (NOK) 9 -0.23 -1.91 0.99

Earnings per share, diluted (NOK) 9 -0.23 -1.91 0.95



NOK 1000 note 2010 2009 2008 2010 2009 2008

non-current assetsintangible assets 3,5 242 906 240 656 327 926 - - -

machinery and equipment 3 11 649 14 464 15 038 2 756 3 843 2 026

Shares in subsidiaries 4 - - - 435 507 417 115 464 727

investments in other shares 34 34 34 - - -

Deferred tax assets 11 31 900 34 699 26 486 30 062 28 588 34 757

Total non-current assets 286 490 289 853 369 484 468 324 449 545 501 511

current assetsinventories 6,13 62 768 43 172 71 713 - - -

Trade receivables 7,8,13 160 311 116 789 167 432 322 593 646

Other receivables 7,8 27 986 31 364 25 079 1 654 862 4 786

current financial assets 20 414 - - 355 - -

cash and cash equivalents 17 4 738 27 072 55 331 - - -

Total current assets 256 217 218 398 319 555 2 331 1 455 5 433

Total assets 542 706 508 251 689 039 470 655 451 000 506 943

assets as of 31 decemBer

cONSOLiDATED STATEmENT OF FiNANciAL POSiTiON

cHapter 3: financial statements and notesconsolidated statement of financial position


Silvija Seres membeR of The boaRD

Lars-Olof GustavssonmembeR of The boaRD

bente Loe membeR of The boaRD

Kenneth RagnvaldsenCeo

Åsa Grübb-weinbergemployee RepReSenTaTive

Steinar HoenmembeR of The boaRD

Ole Jørgen FredriksenChaiRman of The boaRD

Elisabeth Endrestademployee RepReSenTaTive

GROUP DATA RESPONS ASAeQuitY and liaBilities as of 31 decemBer

NOK 1000 note 2010 2009 2008 2010 2009 2008

equityshare capital

issued capital 9 24 142 23 417 21 181 24 142 23 417 21 181

Treasury shares 9 - - -79 - - -79

Share premium 325 496 314 729 278 845 325 496 314 729 278 845

Total share capital 349 638 338 146 299 947 349 638 338 146 299 947

retained earnings

Other equity -15 052 -7 670 107 209 61 562 60 704 90 168

Total retained earnings -15 052 -7 670 107 209 61 562 60 704 90 168

Minority interests - - - - - -

Total equity 334 587 330 476 407 156 411 200 398 850 390 114

liabilitiesnon-current liabilities

Deferred tax liabilities 11 2 746 2 832 3 959 - - -

Pension liabilities 10 5 126 4 843 3 805 478 428 282

Other non-current liabilities 13 - 3 829 32 082 - 3 829 32 082

Total non-current liabilities 7 873 11 505 39 845 478 4 257 32 364

current liabilities

interest-bearing loans and borrowings 13,17 15 951 - - 47 388 15 579 13 945

Trade payables 73 782 49 988 73 238 1 738 1 273 1 786

income tax payable 11 0 1 000 5 760 - 854 -

Public duties payable 32 145 30 022 36 442 1 100 967 778

current financial liabilities 20 373 - - - - -

Other current liabilities 12 77 995 85 260 126 597 8 752 29 219 67 957

Total current liabilities 200 247 166 270 242 038 58 977 47 893 84 466

Total liabilities 208 119 177 775 281 883 59 455 52 150 116 829

Total equity and liabilities 542 706 508 251 689 039 470 655 451 000 506 943

cONSOLiDATED STATEmENT OF FiNANciAL POSiTiON

cHapter 3: financial statements and notesconsolidated statement of financial position

the bOard OF directOrs OF data respOns asaHøvik, 16 march 2011


DATA RESPONS ASA

GROUP

cONSOLiDATED EQUiTy STATEmENT

cHapter 3: financial statements and notesconsolidated equity statement

NOK 1000 majority interests Total Equity

noteissuedcapital

Share premium

Treasuryshares

Translationdifferences

other equity

Equity as of 1 January 2008 18 637 218 350 -32 -4 969 38 719 270 705

comprehensive income for the period - - - 33 616 39 439 73 055

Employee share option sheme 15 - - - - 1 156 1 156

issue of share capital 9 2 544 60 495 - - - 63 039

Equity as of 31 December 2008 21 181 278 845 -79 28 646 78 563 407 156

comprehensive income for the period - - - -31 808 -84 665 -116 473

Employee share option sheme 15 - - - - 184 184

Purchase/sale of treasury shares 9 - - 79 - 1 504 1 583

issue of share capital 9 2 236 35 885 - - -95 38 025

Equity as of 31 December 2009 23 417 314 729 - -3 162 -4 508 330 476

comprehensive income for the period - - - 3 010 -11 168 -8 159

Employee share option sheme 15 - - - - 817 817

Purchase/sale of treasury shares 9 - - - - - -

issue of share capital 9 726 10 766 - - -40 11 452

Equity as of 31 December 2010 24 142 325 496 - -152 -14 899 334 587

NOK 1000 Total equity

Noteissuedcapital

Sharepremium

Treasuryshares

other equity

Equity as of 1 January 2008 18 637 218 350 -32 55 702 292 658

comprehensive income for the period - - - 34 061 34 061

Employee share option sheme 15 - - - 1 156 1 156

issue of share capital 9 2 544 60 495 - - 63 039

Equity as of 31 December 2008 21 181 278 845 -79 90 168 390 114

comprehensive income for the period - - - -31 056 -31 056

Employee share option sheme 15 - - - 184 184

Purchase/sale of treasury shares 9 - - 79 1 504 1 583

issue of share capital 9 2 236 35 885 - -95 38 025

Equity as of 31 December 2009 23 417 314 729 - 60 704 398 850

comprehensive income for the period - - - 80 80

Employee share option sheme 15 - - - 817 817

Purchase/sale of treasury shares 9 - - - - -

issue of share capital 9 726 10 766 - -40 11 452

Equity as of 31 December 2010 24 142 325 496 - 61 562 411 200



NOK 1000 note 2010 2009 2008 2010 2009 2008

cash flow from operating activitiesOperating profit/loss -3 586 -87 828 54 893 -11 793 -15 395 -13 947

income tax paid -657 -11 494 -8 667 -654 - -

Depreciation and amortisation 3 6 894 8 243 7 515 1 490 1 521 1 089

impairment of goodwill 3 - 58 979 - - - -

Employee share option scheme 817 184 1 117 817 184 1 117

change in inventories 5 -19 418 23 985 -10 975 - - -

change in trade receivables 5 -41 014 32 270 -43 775 271 54 -240

change in trade payables 5 21 976 -14 457 40 052 465 -512 635

change in provisions for pensions 10 283 1 038 291 50 - 19

change in other accruals 5 12 058 -7 091 10 247 -3 119 1 841 2 177

Net cash flow from operating activities* -22 645 3 828 50 698 -12 473 -12 308 -9 151

cash flow from investing activitiesAcquisition of subsidiaries, net of cash acquired 5 -11 080 -18 939 -34 449 - - -

Dividends from subsidiaries - - - 887 13 640 35 201

Purchase of machinery and equipment 3 -3 956 -7 798 -9 401 -403 -3 337 -896

interest received 16 928 1 776 3 559 58 489 202

interest paid 16 -2 958 -2 170 -2 845 -1 676 -676 -1 246

Purchase of financial assets 4 - - - -30 424 -34 980 -49 837

Net cash flow from investing activities -17 066 -27 131 -43 136 -31 557 -24 863 -16 575

cash flow from financing activitiesNet change in overdraft facilities 15 951 - - 31 809 1 634 -5 943

Group contributions - - - 12 222 37 544 36 310

Sale/purchase of treasury shares 9 - -2 007 -4 640 - -2 007 -4 640

Net cash flow from financing activities 15 951 -2 007 -4 640 44 031 37 172 25 727

Net change in cash and cash equivalents -23 761 -25 309 2 922 - - -

cash and cash equivalents at the start of the period 27 072 55 331 49 347 - - -

Exchange gains/losses on cash and cash equivalents 1 426 -2 949 3 061 - - -

cash and cash equivalents at the end of the period 4 738 27 072 55 331 - - -

* The company has acquired subsidiaries in the reporting periods. The opening balance sheet for these acquisitions must be taken into account for the calculation of changes in current asset and liability items, so the reported figures will not be in agreement with changes in the consolidated balance sheet figures. Reference is made to note 5 for additional information on the effects of business combinations.

cONSOLiDATED cASH FLOw STATEmENT

cHapter 3: financial statements and notesconsolidated cash flow statement


cHapter 3: financial statements and notesNotes | Note 1

NOTE 1 accOUntinG principlesGeneral inFOrMatiOnData Respons ASA is a public limited company registered in Norway. The company’s head office is located at Sandviksveien 26, 1323 Høvik, Norway. The Group’s business operations are described in Note 2.

accOUntinG principlesThe Data Respons Group’s consolidated financial statements and the company financial statements of Data Respons ASA for the financial year of 2010 have been prepared in accordance with international Financial Reporting Standards (iFRSs) and the interpretations set out by the in-ternational Accounting Standards board, as approved by the European Union. The financial statements are based on the historical cost princi-ple with the exception of financial derivatives. The consolidated financial statements have been prepared using consistent accounting principles for similar transactions and events under otherwise similar circumstances.

standards, amendments and interpretations published but not yet implementedThe standards and interpretations listed below have been published, but are not yet effective at the date of approval of the financial statements.

iFRic 14 iAS 19 The Limit on a Defined benefit Asset, minimum Funding iFRic 19 Extinguishing Financial Liabilities with Equity instruments

The above mentioned interpretations are not expected to be relevant for the Group. The following new standards and amendments to existing stand-ards are published by iASb, but not implemented by the Group. These will not be implemented until effective date, unless otherwise decided:

iFRS 7 Financial instruments: Disclosures iFRS 9 Financial instruments iAS 12 income taxes iAS 24 Related Party Disclusures iAS 32 Financial instruments: Presentation

The changes in iFRS 7 are not expected to impact the consolidated accounts. iFRS 9 will replace the recognition and measurement rules in the current iAS 39. considering the current scope and use of financial instruments, the impact of the changes is not expected to be material. The changes in iAS 22, iAS 24 and iAS 32 are not expected to have any material effects.

The iASb Annual improvement Project has approved changes in several standards with effect from 2011. changes that might affect recognition, measurement and disclosure are listed below.

iFRS 3 business combinations iFRS 7 Financial instruments: Disclosures iAS 27 consolidated and Separate Financial Statements iAS 1 Presentation of Financial Statements iAS 34 interim Financial Reporting

FUnctiOnal cUrrency and presentatiOn cUrrencyThe Group presents its financial statements in NOK. This is also the functional currency of the parent company. Subsidiaries with a different functional currency are translated using the closing date rate for balance sheet items and an average rate for the income statement. Translation differences are charged against other comprehensive income. when a foreign subsidiary is partially or completely disposed of or sold, transla-tion differences connected to the subsidiary are recognised in the in-come statement.

cOnsOlidatiOnThe consolidated financial statements include Data Respons ASA and com-panies in which Data Respons ASA has a controlling interest. A controlling interest is normally achieved when the Group owns more than 50% of the shares in the company or the Group is in a position to exercise actual control over the company. minority interests are included in the Group’s equity.

The consolidated financial statements include the parent company Data Respons ASA and the following subsidiaries:

Data Respons Norge AS (100%) certified computer Technology AS (ccT) (100%) centrex AS (100%) Data Respons Ab (Sweden) (100%) Data Respons Syrén Ab (Sweden) (100%) Sylog Sverige Ab (Sweden) (100%) Professional Finder Ab (Sweden) (100%) Lundinova Ab (Sweden) (100%) Data Respons Oy (Finland) (100%) Data Respons A/S (Denmark) (100%) Data Respons GmbH (Germany) (100%) ipcas GmbH (Germany) (100%)

The consolidated financial statements show the overall financial results and the overall financial position when presenting the parent company Data Respons ASA and its controlling interests in other companies as a single financial entity. companies in which the Group has a sole control-ling interest (subsidiaries) have been fully consolidated line by line in the consolidated financial statements. The Profit/loss for the year and share of equity attributed to minority interests are presented on separate lines. intercompany transactions and balances have been eliminated. The con-solidated financial statements have been prepared using uniform prin-ciples, which means that the subsidiaries follow the same accounting principles as the parent company, and that these principles have been applied consistently over time.

Acquired subsidiaries are recognised in the consolidated financial state-ments based on the historical cost to the parent company. Historical cost includes all expenses directly attributable to the purchase, as well as best estimate on future additional payments based on earn-out agreements. The historical cost is allocated to identifiable assets and liabilities in the subsidiary, which are recorded in the consolidated financial statements at fair value at the time of acquisition.

identifiable assets are defined as both tangible fixed assets and intangible assets, excluding goodwill. Any excess value or shortfall in value beyond that which can be attributed to identifiable assets and liabilities is recognised in the balance sheet as goodwill. Excess values in the consolidated financial statements are depreciated on a straight-line basis over the anticipated eco-nomic life of the acquired assets, less any residual value. Goodwill and excess values attributed to intangible assets with an indeterminable useful life are not depreciated, but are tested for impairment in accordance with iFRS.

classification and valuation of balance sheet items current assets and current liabilities comprise of items that fall due within one year of the balance sheet date, as well as items related to the operat-ing cycle. Other items are classified as non-current assets or non-current liabilities. Financial instruments are classified and measured in accordance with iAS 39 Financial instruments; Recognition and measurement. For the Group it is primarily loans and receivables that are relevant categories. Financial assets with fixed or determinable cash flows that are not listed in an active market are classified as loans and receivables. The Group will on occasion use derivatives to hedge against fluctuations in currency exchange rates. Derivatives not designated as hedging instruments ac-cording to iFRS are recognised at fair value with changes against other financial income/expenses. Derivatives designated as fair value hedges are recognised at fair value in the statement of financial position. The corresponding change in value of the hedged item is also recognised in the statement of financial position. The net effect of the two is charged against other financial income/expenses.

receivablesAccounts receivable and other receivables are recognised in the balance sheet at nominal value, less provisions for estimated losses. Provisions for losses are made on the basis of individual assessment of the individual receivables, as well as past experience.



machinery and equipmentmachinery and equipment is recognised in the balance sheet and depreci-ated on a straight-line basis over the estimated useful life less any residual value. Direct maintenance of machinery and equipment is expensed as other operating expenses, while enhancements or improvements that increase the capacity are added to the cost price and depreciated in line with the asset. Depreciation periods and profiles and residual values are assessed annually.

intangible assetsintangible assets consist of identifiable intangible assets. intangible assets are recognised in the balance sheet if it is probable that the expected future financial benefits attributable to the asset will pass to the company and the asset’s historical cost can be measured separately and in a reliable manner. intangible assets with a limited useful life are recognised at historical cost, less accumulated depreciation and impairment. Depreciation is charged on a straight-line basis over the estimated useful life. The depreciation period and method are reviewed annually. intangible assets with an indetermina-ble useful life are not depreciated, but are tested annually for impairment at the balance sheet date.

goodwillThe difference between the historical cost at the time of acquisition and the fair value of net identifiable assets at the time of acquisition are classified as goodwill. Goodwill is recognised in the balance sheet at historical cost, less any accumulated impairments. Goodwill is not depreciated, but is tested an-nually for impairment at the balance sheet date, or more frequently if there is an indication of impairment. in cases where negative goodwill is identified in connection with business combinations, the purchase price allocation is reassessed before any negative goodwill is recognised in income.

research and developmentExpenses related to research activities are recognised in the income state-ment when they are incurred. Expenses relating to development activities are recognised in the balance sheet if these relate to an identifiable product that is technically and commercially feasible and the Group has adequate resources to complete the development. Expenses that are recognised in the balance sheet include materials expenses, direct payroll expenses and a per-centage of directly attributable overhead expenses. capitalised development expenses are recognised in the balance sheet at historical cost, less any accu-mulated depreciation and write-downs. capitalised development expenses are depreciated over the estimated useful life of the asset. intangible assets under development, however, are not depreciated and are tested annually for impairment, or more frequently if there is an indication of impairment.

valuation of investments in subsidiariesSubsidiaries are valued in accordance with the historical cost method in the parent company’s financial statements. investments are valued at the historical cost of the shares unless a write-down of the shares has been necessary, in which case they are written down to fair value.

provisionsProvisions are made in the financial statements where the Group has a liabil-ity (legal or self-imposed) as a result of a past incident, if it is probable that a financial settlement will be made as a result of this liability, and if the amount of such a settlement can be measured reliably. if the impact is significant, the provisions are calculated by discounting the estimated future cash flows by a discount rate before tax that reflects the market’s pricing of the current value of money and, where relevant, risks specifically linked to the liability. Provisions for restructuring are included if the Group has approved a detailed and formal restructuring plan, and the restructuring has either started or been announced. Provisions for loss-making contracts are included when the Group’s estimated revenue from a contract is lower than the estimated expenses that will be incurred to fulfil the contractual obligations.

revenue recognitionRevenue is recognised when it is probable that transactions will generate future financial benefits that will pass to the company, and the value of such benefits can be estimated reliably. Sales revenue is recognised net of value added tax and discounts. The Group has revenue from three different areas:

productsRevenue from the sale of goods is recognised when delivery has been made and most of the risk and return potential has been transferred.

servicesRevenue from the sale of services is recognised according to the stage of completion. The stage of completion is measured as accrued hours in relation to total estimated hours. Estimated loss on contracts will be recognised in the income statement in its entirety in the period when it has been identified.

solutionsRevenue from the sale of solutions is a combination of the sale of develop-ment services and the subsequent delivery of products. The recognition of revenue from solutions is dependent on the pricing model selected. in cases where the customer pays separately for development work and the products, and pricing is established independently, revenue is recognised in accordance with the principles applicable to services and products de-scribed above. if the customer only pays for the finished product, the com-pany, in cases where there is a contractual delivery, recognises revenue and capitalises development work in line with the degree of completion. This is subsequently expensed in line with the delivery of the products.

interest income is recognised as it is accrued. Dividends are recognised as income when they have been approved by the general meeting of the distributing company.

inventoriesPurchased inventory is valued at the lower of historical cost (using the FiFO principle) or net realisable value. write-downs are made for any inventory that is assumed to be obsolete.

currencytransactions in foreign currencyTransactions in foreign currencies are translated at the rate in effect on the date of the transaction. monetary items in foreign currencies are translated to Norwegian kroner (NOK) using the rate in effect at the balance sheet date. Exchange rate fluctuations are recognised in the income statement on an ongoing basis during the accounting period.

foreign operationsThe assets and liabilities of foreign operations, including goodwill, are trans-lated into Norwegian kroner (NOK) using the exchange rate in effect at the balance sheet date. Revenue and expenses relating to foreign operations are translated into Norwegian kroner (NOK) using an average exchange rate for the period. Translation differences resulting from the translation of net investments in foreign operations are specified as currency translation differences under other comprehensive income.

government grantsGovernment grants are recognised in the financial statements where it is rea-sonably certain that the company will fulfil the terms of the grants, and that the grants will be received. Operating subsidies are accounted for systemati-cally over the period that the subsidies are received. Grants are recorded in the financial statements as a deduction in the expenses they are meant to cover.

pensionsPension expenses and pension liabilities are calculated on a linear earning basis in accordance with assumptions regarding the discount rate; future ad-justment of wages, pensions and social security benefits; future return on pension funds; as well as actuarial assumptions regarding mortality, voluntary retirement, etc. The pension funds are valued at fair value less the net pension liabilities in the balance sheet. changes in pension liabilities due to changes in pension plans are allocated over the estimated remaining earning period. The same applies to actuarial gains or losses (estimated discrepancies) exceeding 10% of the higher of the pension liabilities or pension funds (corridor). Em-ployer’s social security contributions are charged as an expense based on the pension premium paid for insured (Group) pension schemes, and are accrued in accordance with the change in the pension liabilities for uninsured pen-sions. Defined contribution pension schemes are expensed as they are due.


NOTE 2 OperatinG seGMentsData Respons’ risk and return profile is largely based on the localisation of its customers, who are in different markets. The group’s operations are therefore based on the geographic identification of the companies, which also corresponds with management reporting. All segments delivers solu-tions, products and services to its local market. Transactions and transfers between the group’s segments are carried out on ordinary commercial terms, corresponding to the terms used for external parties.

operating segments 2010

cHapter 3: financial statements and notesNotes | Note 1-2

employee share option schemeEmployee share options are calculated at the fair value at the time they are granted and accrued on a linear basis over the vesting period until the exercise date. The employer’s social security contributions linked to vested options are accrued correspondingly over the life-span of the option.

income taxincome tax expense in the income statement comprises both income tax payable for the period and changes in deferred tax. Deferred tax is calcu-lated at the current tax rate on the basis of temporary differences between the financial accounting and tax-related values, and tax loss carryforward at the end of the financial year. Negative and positive temporary differences that reverse or may reverse during the same period are offset and the tax ef-fect of the net amount is calculated. The tax loss carryforward is recognised in the balance sheet as a deferred tax asset if it is considered adequately probable that the losses can be utilised in the future.

cash and cash flow statementThe cash flow statement has been prepared in accordance with the indirect method. cash and cash equivalents include cash, bank deposits and other short-term liquid investments that can be converted immediately and with-out any significant exchange rate risk to a known cash amount, and with maturity date less than three months from the purchase date.

segmentsThe Group is organised into operating segments based on the underlying operations as these are reported to and monitored by the group manage-ment. The different geographical areas form the operating segments and

the financial information is retrieved and produced based on geographical operating segments.

contingent liabilities and assetscontingent liabilities are not recognised unless these arise from, and are assessed as a result of business combinations. material contingent liabilities are disclosed unless the probability of the liability materialising is remote. contingent assets are not recognised in the annual financial statements.

events after the balance sheet dateNew information received after the balance sheet date relating to the com-pany’s financial position at the balance sheet date has been taken into con-sideration in preparing the annual financial statements. Events occurring after the balance sheet date that do not affect the company’s financial posi-tion at the balance sheet date, but that will affect the company’s financial position in the future are disclosed in if these are material.

use of estimatesThe management has used estimates and assumptions that have affected assets, liabilities, income, expenses and information on potential liabilities. This applies in particular to the recognition of revenue related to long-term manufacturing projects, development projects, capitalised development expenses, pension liabilities and the valuation of goodwill. The estimates may change as a result of future events. Estimates and their underlying assumptions are assessed continuously. changes to accounting estimates are included in the financial statements for the period in which the change occurs. if the changes also apply to future periods, the impact is spread over the current and future periods.

NOK 1000 Norway Sweden Denmark Germany unallocated/eliminations* Group

External operating revenue 268 286 266 698 119 284 52 538 - 706 807

internal operating revenue 2 794 335 598 - -3 726 -

Operating revenue 271 080 267 033 119 881 52 538 -3 726 706 807

Operating expenses 248 344 266 369 132 449 49 760 6 577 703 498

Depreciation 1 864 1 064 1 810 667 1 490 6 894

Operating profit/loss 20 873 -400 -14 377 2 112 -11 793 -3 586

interest income 319 281 152 118 58 928

interest expense -2 -356 -832 -92 -1 676 -2 958

Other financial items -296 -463 -1 003 -378 44 -2 096

Profit/loss before tax 20 894 -938 -16 060 1 760 -13 367 -7 712

income tax expense -6 025 -141 33 -1 020 3 696 -3 456

Profit/loss for the year 14 869 -1 079 -16 027 739 -9 671 -11 168

capital expenditures this period 1 565 840 1 019 128 403 3 956

Total assets 126 123 102 304 38 533 24 792 250 954 542 706



* The item “unallocated/eliminations” includes non-allocated group expenses (aSa) and eliminations of intercompany revenue and expenses. in addition, the item includes non-allocated assets and liabilities related to the group (aSa), deferred tax assets/liabilities, goodwill, as well as eliminations of intercompany balances.





internal operating revenue 11 479 1 878 - - -13 356 -


Operating expenses 262 054 276 621 182 694 35 215 -498 756 087

Depreciation 2 153 1 952 1 970 352 1 089 7 515

Operating profit/loss 34 565 15 781 15 681 2 814 -13 947 54 893

interest income 1 936 936 183 302 202 3 559

interest expense -24 -612 -790 -172 -1 254 -2 853

Other financial items 684 -69 -164 -324 429 557

Profit/loss before tax 37 161 16 036 14 910 2 620 -14 570 56 157

income tax expense -10 545 -4 760 -3 934 -1 200 3 723 -16 718

Profit/loss for the year 26 616 11 276 10 976 1 420 -10 847 39 439

capital expenditures this period 2 447 858 5 002 199 896 9 401

Total assets 140 522 112 311 72 726 26 159 337 321 689 039





internal operating revenue 4 499 2 252 - 38 -6 789 -


Operating expenses 273 623 243 381 172 339 50 321 7 085 746 749

Depreciation 2 183 1 682 2 100 757 1 521 8 243

impairment of goodwill 4 300 14 473 40 205 - - 58 979

Operating profit/loss 2 434 -16 884 -61 088 3 105 -15 395 -87 828

interest income 615 243 249 180 489 1 776

interest expense -40 -188 -1 146 -120 -676 -2 170

Other financial items -948 -405 -298 -410 -657 -2 719

Profit/loss before tax 2 060 -17 235 -62 283 2 756 -16 239 -90 941

income tax expense -1 943 837 5 505 -1 610 3 489 6 277

Profit/loss for the year 117 -16 398 -56 778 1 146 -12 750 -84 665

capital expenditures this period 2 402 240 1 289 531 3 337 7 798

Total assets 105 222 87 933 24 163 23 076 267 857 508 251




NOK 1000 GoodwillOther

intangible assets

Total intangible

assets

machinery and

equipment

machinery and equipment

cost or valuation as of 1 January 2009 326 233 5 270 331 503 48 634 6 191

Additions 3 303 - 3 303 7 798 3 337

Disposals - - - -87 -

Translation differences -30 280 -606 -30 886 -3 598 -

Additions from acquired companies - - - - -

cost or valuation as of 31 December 2009 299 256 4 663 303 919 52 747 9 528

Accum. depr. and impairm. as of 1 January 2009 - 3 576 3 576 33 596 4 165

Depreciation for the year - 1 151 1 151 7 092 1 521

impairment for the year 58 979 - 58 979 - -


Translation differences - -442 -442 -2 372 -


Accum. depr. and impairm. as of 31 December 2009 58 979 4 285 63 264 38 283 5 686

Net book value as of 31 December 2009 240 277 379 240 656 14 464 3 843

cost or valuation as of 1 January 2010 299 256 4 663 303 919 52 415 9 528

Additions 872 - 872 3 956 403


Translation differences 463 -472 -9 -488 -


cost or valuation as of 31 December 2010 300 591 4 191 304 782 55 481 9 931

Accum. depr. and impairm. as of 1 January 2010 58 979 4 285 63 264 37 984 5 686

Depreciation for the year - 372 372 6 522 1 490

impairment for the year - - - - -


Translation differences -1 294 -466 -1 760 -274 -


Accum. depr. and impairm. as of 31 December 2010 57 685 4 191 61 876 43 832 7 176

Net book value as of 31 December 2010 242 906 - 242 906 11 649 2 756

both the parent company and group use straight-line depreciation for all machinery and equipment. The estimated economic life of machinery and equipment is 3 to 5 years. intangible assets are depreciated over the life of the asset, which is estimated to be from 2.5 to 10 years.

NOTE 3 intanGible assets, Machinery and eqUipMent


Expensed lease rentals in the group (NOK 1000) 2010 2009 2008

Rental of premises in Norway 10 667 9 580 7 035

Rental of premises outside Norway 10 191 9 311 7 256

Operational leasing of iT equipment 881 - -

Operational leasing of vehicles 2 404 2 773 2 928 The group does not have any purchase options on the properties. in Norway the lease for the head office at Høvik ends at 30.06.2015 with an option for 5 years extention, while the terms of lease for the foreign units vary from a lease requiring 9 months’ notice to a lease with an expiry date of 1 October 2014. The leases will continue on unchanged terms. Leasing contracts on vehicles have a duration of 36 months.



intanGible assetsOther intangible assets consist of capitalised development expenses, as well as intangible assets recognised at fair value upon the acquisition of companies. in 2010, no development project expenses were capitalised.

changes in goodwill 2010There were no acquisitions in 2010. As a result of changes in estimates for earn-out payments in connection with acquisition prior to 2010, the related goodwill has been adjusted upwards by NOK 872,000 in 2010. All goodwill is recorded in local currency, and as a result, changes in cur-rency exchange rates will affect the value of goodwill. compared to the currency rate at the acquisition date, goodwill was adjusted upwards by NOK 1,391,000 at the end of 2010, compared to a downward adjustment of NOK 697,000 at the end of 2009.

impairment test of goodwillGoodwill recognised through the acquisition of companies and units is allocated to the individual unit if the cash flows are still identifiable. in cases where units have been merged and operations are integrated, it is difficult to isolate the cash flows. in these cases the combined goodwill will be assessed for the merged unit.

Goodwill is allocated as follows: (NOK 1000) 2010 2009 2008

Data Respons Norge AS 70 547 69 674 71 618

Data Respons Ab (SE) 22 843 21 248 24 139

Sylog Sverige Ab (SE) 57 005 53 023 58 524

Data Respons Syrén Ab (SE) 10 718 9 968 10 555

Lundinova Ab (SE) 5 826 5 419 22 236

Data Respons A/S (DK) 48 556 51 769 104 549

ipcas Gmbh (DE) 27 411 29 176 34 612

Total 242 906 240 277 326 233

The recoverable amount for the cash flow-generating units is calculated based on the value the asset will generate for the business operations. cash forecasts based on budgets approved by the management for 2011 with a projection for a five-year period based on the assumptions below. cash flows beyond this period are extrapolated using estimated growth rates for the individual units. Future EbiT margin and cash flow is basert on the management’s best estimat an judgement.

The impairment test for 2010 showed no need for impairment of goodwill. The most import assumptions for calculation of the recoverable amount are as follows:

revenue growth:Historically the Group has achieved an organic (proforma) growth of appr. 20%, and management believe that the long-term outlook for the embed-ded solutions market is prosperous. However, in these uncertain times it is reasonable to expect a lower growth rate, and to reflect the uncertain conditions the yearly growth rate has been set at 5-10 % in the five-year period. A reduction of the growth rate of 5 percentage points (i.e. 0-5% growth) would not result in an impairment need.

extrapolated growth rate:The growth rate beyond five years has been set at 0% for all units.

ebit margin:The group has used EbiT margins that are higher than achieved in 2010, but lower than margins achieved in the previous years. it is assumed that Data Respons Ab and Data Respons A/S again show profitable operations. As a conservative approach, it is assumed that the units gradually over the five-year period will achieve margins similar to 2008.

discount rate:A calculated wAcc of 10.1% after tax has been used as the discount rate for all units. An increase of 1 percentage point to 11.1% would not result in an impairment need. Differences due to the use of different risk free rates based on individual countries was not deemed material.


NOTE 4 sUbsidiaries and Other inVestMents

GROUP

company Date of acquisition Registered office Ownership and voting interest

Data Respons Norge AS 27.11.2001 bærum 100%

certified computer Tehcnology AS 17.02.2000 bærum 100%

Data Respons Ab 27.11.2001 Upplands väsby (SE) 100%

Data Respons A/S 27.11.2001 Herlev (DK) 100%

Data Respons Oy 01.11.2003 Espo (Fi) 100%

Data Respons GmbH 17.02.2005 Karlsruhe (DE) 100%

centrex AS 01.04.2006 bærum 100%

Data Respons Syrén Ab 08.01.2007 Gøteborg (SE) 100%

Sylog Sverige Ab 06.07.2007 Kista (SE) 100%

Professional Finder Ab 06.07.2007 Kista (SE) 100%

Lundinova Ab 16.01.2008 Lund (SE) 100%

ipcas GmbH 11.09.2008 Erlangen (DE) 100%


* Data Respons oy is in the process of being closed down, and in connection with that an impairment of noK 1.3 million of the investment has been made in Data Respons aSa.

DATA RESPONS ASA

company currency issued capital Shareholding book value (NOK 1000)

Data Respons Norge AS NOK 1 387 100% 163 154

certified computer Technolgy AS NOK 1 100 100% -

Data Respons Ab (SE) SEK 507 100% 38 167

Data Respons Oy (Fi) * EUR 150 100% 1 779

Data Respons A/S (DK) DKK 2 277 100% 90 739

Data Respons GmbH (DE) EUR 100 100% 15 822

centrex AS NOK 100 100% -

Data Respons Syrén Ab (SE) SEK 105 100% 15 895

Sylog Sverige Ab (SE) SEK 100 100% 59 487

Lundinova Ab (SE) SEK 100 100% 8 328

ipcas GmbH (DE) EUR 26 100% 42 135

Total 435 507

The investments are carried using the historical cost method in the parent company’s financial statements.

Digitas AS merged with Data Respons Norge AS with effect from 1 January 2010, with Data Respons Norge AS as the acquiring company. .



NOTE 5 bUsiness cOMbinatiOns

goods purchased for resale DATA RESPONS ASAGROUP

NOK 1000 2010 2009 2008 2010 2009 2008

Historical cost 64 279 46 539 74 745 - - -

written down to fair value 64 279 46 471 74 301 - - -

General provisions for obsolescence -1 511 -3 298 -2 588 - - -

book value 62 768 43 172 71 713 - - -

value of inventory pledged as collateral 17 000 17 000 17 000 - - -

bUsiness acqUisitiOns in 2010There has been no acquisitions in 2010. For proforma figures including previous years acquisitions, see note 23..

sUMMary OF preViOUs years’ acqUisitiOnsThere were no acquisitions in 2009. The following table is a summary of the original acquistion analysis for 2009. For full specification, see the annual report for the respective year.

2008

lundinova Ab ipcas GmbH

SEK 1000 EUR 1000

Net identifiable assets - book value 1 656 1 522

Net identifiable assets - Fair value 2 156 1 572

Share (%) acquired 100 % 100 %

Net assets acquired 2 156 1 572

Purchase price 26 748 5 081

Goodwill at time of acquisition 24 592 3 509

Exchange rate at time of acquisition 0.85 8.07

Goodwill (NOK 1000) 20 869 28 324

NOTE 6 inVentOries



NOK 1000 2010 2009 2008 2010 2009 2008

Trade receivables 162 294 118 974 167 946 322 593 646

Provisions for impairment of receivables -1 983 -2 185 -515 - - -

Trade receivables, net 160 311 116 789 167 432 322 593 646

Accrued revenue 8 783 16 213 11 688 2 - -

Prepayments 15 339 11 736 7 784 1 327 490 385

Other current receivables 3 864 3 415 5 607 326 373 4 401

Total other receivables 27 986 31 364 25 079 1 654 862 4 786

Total receivables 188 297 148 153 192 511 1 976 1 455 5 433

Provisions as of 1 January 2 185 515 420 - - -

Realised losses -244 -57 -558 - - -

Provisions for the period 42 1 727 614 - - -

Additions from acquired companies - - 39 - - -

Provisions as of 31 December 1 983 2 185 515 - - -

NOTE 7 trade and Other receiVables

DATA RESPONS ASA

NOK 1000 current receivables current liabilities

2010 2009 2008 2010 2009 2008

Data Respons Norge AS 27 461 4 560 58 95 3 293

Data Respons Ab 180 106 - 97 113 186

Sylog Sverige Ab - - - - 75 -

Lundinova Ab - 253 - - - -

Data Respons A/S 76 67 48 355 - -

Data Respons GmbH 39 5 39 20 - 29

Total 322 893 4 646 530 283 3 509

NOTE 8 intercOMpany balances


aGinG analysis OF trade receiVables (NOK 1000) carrying amount Not due Number of days past due date

0-30 31-60 61+

Trade receivables as of 31 December 2010 162 294 127 109 27 529 3 052 4 604



Losses on trade receivables are classified as other operating expenses in the income statement. maximum credit risk is represented by the row Total receivables.

Digitas AS merged with Data Respons Norge AS with effect from 1 January 2010. The comparative figures have been adjusted accordingly. intercompany balances are mainly due to deliveries of group management services from Data Respons ASA to the subsidiaries. Sales revenue for Data Respons ASA consists mainly of group management fee.



NOTE 9 share capital, sharehOlders, earninGs per shareThe registered share capital of Data Respons ASA consisted of 48,284,794

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